TCR_Public/110612.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Sunday, June 12, 2011, Vol. 15, No. 161

                            Headlines

ACA ABS: S&P Lowers Rating on Class B Notes From 'CCC-' to 'CC'
ACACIA CDO: S&P Keeps 'D' Ratings on 2 Classes of Notes
ALTERNATIVE LOAN: S&P Lowers Rating on Class PO Certs. to 'D'
AMERICAN HOME: Moody's Downgrades Rating Scratch & Dent RMBS
AMERICREDIT AUTO: Moody's Assigns Provisional Ratings to Notes

AMMC CLO: S&P Raises Rating on Class D Notes to 'CCC+'
ANTHRACITE CRE: Moody's Downgrades Affirms Rating of Nine CRE CDO
ARCAP 2003-1: Moody's Downgrades Ratings of Six CRE CDO Classes
ARES NF: S&P Lowers Rating on Class D Notes From 'BB+' to 'BB'
ARES VII: Moody's Upgrades Ratings of Three Classes of Notes

ARES VIR: Moody's Upgrades Ratings of Seven CLO Notes Classes
ARLO LTD: S&P Lowers Rating on Class B-1 Notes From 'CC' to 'D'
ARLO III: S&P Lowers Rating on Series 2005 Notes to 'D'
PORTOLA CLO: S&P Affirms Rating on Class E Notes at 'CCC-'
AUCTION PASS: Moody's Assigns Ratings on 17 Structured Notes

AVERY POINT: Moody's Upgrades Ratings of Eight CLO Notes Classes
BABSON CLO: S&P Raises Rating on Class E Notes From B+' to 'BB'
BANC OF AMERICA: Moody's Affirms 13 CMBS Classes of BACM 2002-PB2
BANC OF AMERICA: Moody's Affirms 20 CMBS Classes of BACM 2005-3
BANC OF AMERICA: Moody's Affirms Five CMBS Classes of BACM 2000-1

BANC OF AMERICA: S&P Affirms Ratings on 4 Classes at 'CCC-'
BATALLION CLO: Moody's Upgrades Ratings of Four CLO Notes Classes
BEAR STEARNS: Fitch Ratings Downgrades BSCMSI 2004-PWR5
BEAR STEARNS: Moody's Affirms 16 CMBS Classes of BSCMS 2003-TOP12
BEAR STEARNS: Moody's Downgrades Ratings of 19 Tranches

BLACKROCK CAPITAL: Moody's Downgrades $5 Mil. Scratch & Dent RMBS
BROWARD COUNTY: Moody's Downgrades Rating of Revenue Bonds
CENTURION CDO: Moody's Upgrades Ratings of Three CBO Notes Classes
CHASE COMMERCIAL: Fitch Upgrades 2 Classes of Series 1997-2
CHASE COMMERCIAL: Moody's Affirms Three Classes of CCMSC 2000-2

CHATHAM LIGHT: S&P Affirms Rating on Class D Notes at 'B+'
CITIGROUP COMM'L: Moody's Affirms 16 CMBS Classes of CGCMT 2004-C1
CITIGROUP MORTGAGE: Moody's Downgrades Ratings of 21 Tranches
CITIGROUP MORTGAGE: S&P Lowers Rating on Class 1A2 to 'BB'
COMM MORTGAGE TRUST: Fitch Upgrades 1 Class of COMM 2001-J1

COMMODORE CDO: S&P Affirms Ratings on 5 Classes of Notes at 'CC'
CONNECTICUT VALLEY: Moody's Upgrades Rating of Sr. Most Class
CREDIT SUISSE: Moody's Downgrades 16 CMBS Classes of CSMC 2007-C2
CREST G-STAR: Fitch Affirms 4 Classes of Crest G-Star
CRYSTAL RIVER: S&P's Ratings on 2 Classes of Notes Remain at 'D'

CSAM FUNDING: Moody's Upgrades Ratings of Three CLO Notes Classes
DILLON READ: S&P Lowers Rating on Class A-2 Notes to 'D'
DLJ COMMERCIAL: S&P Affirms Rating on Class B-6 Certs. at 'B'
EATON VANCE: Moody's Upgrades Ratings of Eight Classes CLO Notes
FIRST INTERNATIONAL: Fitch Withdraws 2 FIB Transactions

FIRST UNION: Moody's Affirms Ten Classes of FUBOA 2001-C1
FIRST UNION: Moody's Upgrades Four Classes of FUNBC 2001-C2
FM LEVERAGED: Moody's Upgrades Ratings of Three Classes of Notes
GE BUSINESS: Fitch Takes Rating Actions on GE Business
GE CAPITAL: Moody's Affirms Five CMBS Classes of GECMC 2000-1

GEMSTONE CDO: S&P Cuts Rating on Class B Notes From 'CCC-' to 'CC'
GMAC COMMERCIAL: Fitch Ratings Affirms GMAC 1997-C1
GMAC COMMERCIAL: Fitch Affirms GMAC 2002-C3 Ratings
GMAC COMMERCIAL: Moody's Affirms Ratings of 13 CMBS Classes
GREENBRIAR CLO: S&P Affirms Rating on Class E Notes at 'CCC-'

GREENWICH CAPITAL: Moody's Affirms Ratings of 18 CMBS Classes
GREYLOCK SYNTHETIC: Moody's Upgrades Ratings of 12 Notes Classes
GS MORTGAGE: Moody's Affirms Four CMBS Classes of GSMS 2004-C1
GS MORTGAGE: Moody's Downgrades Ratings of Two CRE CDO Classes
GSC PARTNERS: S&P Raises Ratings on 3 Classes of Notes From 'BB+'

HALCYON STRUCTURED: S&P Raises Rating on Class E Notes to 'BB+'
HOME RE 2005-2 LTD: Fitch Takes Various Ratings Actions
HOMEBANC MORTGAGE: Fitch Takes Various Ratings Actions
JP MORGAN: Moody's Affirms 19 CMBS Classes of JPMCC 2007-CIBC19
JP MORGAN: Moody's Affirms 22 CMBS Classes of JPMCC 2005-LDP4

JP MORGAN: S&P Lowers Ratings on 2 Classes From 'CC' to 'D'
KATONAH V: Moody's Raises Ratings of Three CLO Notes Classes
LAKESIDE CDO: S&P Affirms Ratings on 2 Classes of Notes at 'CC'
LATITUDE CLO: S&P Affirms Rating on Class F Notes at 'B+'
LB-UBS COMMERCIAL: S&P Cuts Ratings on 4 Classes of Certs. to 'D'

LB-UBS COMMERCIAL: S&P Lowers Rating on Class K Certs. to 'D'
LCM IX: S&P Gives 'BB' Rating on Class E Floating-Rate Notes
LEHMAN BROTHERS: Fitch Downgrades 4 Classes from 2006-LLF C5
MARQUETTE PARK: S&P Raises Rating on Class D Notes to 'B+'
MARYLAND ECONOMIC: Moody's Raises Housing Bonds Rating to 'Ba2'

MERCURCY CDO: S&P Affirms Ratings on 4 Classes of Notes at 'CC'
MERRILL LYNCH: Moody's Affirms Seven CTL Classes of MLMI 1998-C1
MERRILL LYNCH: Moody's Affirms Rating of Seven CTL Classes
MERRILL LYNCH: S&P Affirms Rating on Class K Certs. at 'CCC-'
MESA 2003-1: Moody's Lowers Ratings of $21.5 Mil. of Subprime RMBS

MESA TRUST: Moody's Downgrades $13 Mil. Scratch and Dent RMBS
MID-STATE CAPITAL: Moody's Confirms Ratings of 19 Tranches
ML-CFC COMMERCIAL: S&P Cuts Ratings on 5 Classes of Certs. to 'D'
MLC-CFC COMMERCIAL: S&P Cuts Ratings on 3 Classes of Certs. to 'D'
MORGAN STANLEY: Fitch Affirms $8.4-Mil. Class J at 'B/LS1'

MORGAN STANLEY: Moody's Assigns Provisional Ratings to 11 Classes
MORGAN STANLEY: Moody's Upgrades Rating on ACES SPC Series 2006-3
MORGAN STANLEY: Moody's Upgrades Rating on ACES SPC Series 2006-4
MORGAN STANLEY: S&P Affirms Rating on Class E Notes at 'CCC-'
MORGAN STANLEY: S&P Raises Rating on Class A-2 Notes to 'B-'

MOUNTAIN VIEW: S&P Raises Rating on Class E Notes to 'B'
N-STAR REAL: S&P Lowers Ratings on 2 Classes of Notes to 'CCC-'
NATIONSLINK: Fitch Affirms $1.4-Mil. Class G at 'BB/LS5'
NAVIGATOR CDO: S&P Raises Rating on Class D Notes to 'BB'
NEWCASTLE CDO: Moody's Affirms Ratings of All CRE CDO Classes

NEWCASTLE CDO: S&P Lowers Ratings on 5 Classes of Notes to 'CC'
NEWCASTLE CDO: S&P Lowers Rating on Class F Notes to 'CC'
OCWEN RESIDENTIAL: Moody's Downgrades Ratings of Three Tranches
PARKRIDGE LANE: S&P Affirms Ratings on 3 Classes at 'CCC-'
PROTECTIVE FINANCE: Moody's Affirms 23 CMBS Classes of 2007-PL

RACE POINT: Moody's Upgrades Ratings of Seven CLO Notes Classes
REVE SPC: S&P Lowers Ratings on 2 Classes of Notes to 'D'
ROYAL BANK: S&P Withdraws 'CCC' Rating on Credit Default Swap
SANDS POINT: S&P Affirms Rating on Class D Notes at 'BB+'
SCHILLER PARK: Moody's Upgrades Ratings of Two Classes of Notes

SORIN REAL: S&P Lowers Ratings on 2 Classes of Notes to 'CC'
STACK 2004-1: S&P Affirms Rating on Class D Notes at 'CC'
STRAITS GLOBAL: S&P Gives 'D' Ratings on 3 Classes of Notes
STRATFORD CLO: Moody's Upgrades Ratings of Six CLO Notes Classes
SUNRISE CDO: S&P Affirms Rating on Class A Notes at 'CCC+'

SUTTER CBO: Moody's Upgrades Ratings of Two Notes Classes
SYMPHONY CLO: S&P Gives 'BB' Rating on Class E Floating-Rate Notes
TCW SELECT: Moody's Upgrades Ratings of Four Classes of Notes
THAYER GATE: Moody's Upgrades Ratings of CDO Trust Series 2006
TIAA REAL: S&P Cuts Ratings on Class E & Pref. Equity to 'CC'

TIMBERSTAR TRUST: Fitch Affirms Timberstar Series 2006-1
UNISON GROUND: Fitch Affirms Cellular Site Revenue Notes
VALEO INVESTMENT: Moody's Upgrades CBO Notes Ratings
WACHOVIA BANK: Moody's Affirms 15 CMBS Classes of WBCMT 2005-C16
WESTWOOD CDO: S&P Affirms Rating on Class E Notes at 'CCC-'

ZAIS INVESTMENT: S&P Affirms Ratings on 2 Classes of Notes at 'CC'
ZENITH NATIONAL: Moody's Withdraws Ba1 (hyb) Rating on Securities

* Fitch Withdraws Ratings on 164 U.S. Alt-A RMBS Classes
* Fitch Withdraws Ratings on Five U.S. RMBS Classes
* S&P Takes Rating Actions on 49 Classes from RMBS Re-REMIC Deals

                            *********

ACA ABS: S&P Lowers Rating on Class B Notes From 'CCC-' to 'CC'
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on the
class B notes issued by ACA ABS 2002-1 Ltd., a cash flow
mezzanine structured finance collateralized debt obligation (CDO)
transaction collateralized primarily by residential mortgage-
backed securities (RMBS). "We also affirmed our 'AA (sf)' rating
on the class A notes and removed the rating from CreditWatch
negative. At the same time, we affirmed our rating on the class C
notes," S&P stated.

"We placed our rating on the class A notes on CreditWatch negative
on Jan. 18, 2011, in connection with the implementation of our
revised counterparty criteria (see 'Ratings On 950 North America
Structured Finance Tranches On Watch Neg After Counterparty
Criteria Update,' published Jan. 18, 2011)," S&P related.

"In our review, we generated cash flow analysis to assess the
credit support available to the class A notes without giving
benefit to the interest rate hedge agreement that the transaction
has entered into with a counterparty, stressing the CDO under
various interest rate scenarios in the absence of an interest rate
hedge. In our view, the cash flow analysis of the transaction
showed that there was no impact to the rating assigned to the
class A notes under these stresses, leading to our decision to
affirm the current rating assigned to the class A notes and remove
it from CreditWatch negative. The downgrade of the class B notes
reflects the lack of credit support at its current rating level
since our July 2009 rating action, in which we referenced
the April 2009 trustee report, the overcollateralization (O/C)
ratios have decreased: the class A/B O/C ratio decreased to 82.31%
in March 2011 from 97.85% in April 2009; and the class C O/C ratio
decreased to 69.29% in March 2011 from 85.39% in April 2009. At
the same time, the affirmation of the rating on the class C notes
reflects sufficient credit support at its current rating level,"
S&P elaborated.

According to S&P, "We will perform similar analyses for other CDO
transactions with ratings placed on CreditWatch negative in
connection with the implementation of our updated counterparty
criteria. Generally, if we find in our analysis that the assumed
absence of the hedge agreement would not affect the current
ratings assigned to the notes, we will affirm them and remove them
from CreditWatch negative. However, if there is an impact, we will
review the counterparty-related documents in the transaction for
compliance with our updated counterparty criteria and take actions
on the ratings as we deem appropriate."

Rating and CreditWatch Actions

ACA ABS 2002-1 Ltd.
                  Rating
Class          To        From
A              AA (sf)   AA (sf)/Watch Neg
B              CC (sf)   CCC- (sf)

Rating Affirmed

ACA ABS 2002-1 Ltd.
Class            Rating
C                CC (sf)


ACACIA CDO: S&P Keeps 'D' Ratings on 2 Classes of Notes
-------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on the class
A-1 note from Acacia CDO 6 Ltd., a collateralized debt obligation
(CDO) transaction backed by residential mortgage-backed securities
(RMBS). "At the same time, we removed the rating from CreditWatch,
where we had placed it with negative implications on March
3, 2011, due to deterioration in the credit quality of the
underlying assets," S&P noted.

"According to the May 2011 monthly report, the trustee carried
$65.67 million of 'CC' and 'D' rated securities, up from $51.76
million in the August 2010 monthly report, which we referenced in
our analysis at the time of our last rating action in September
2010, when we downgraded the note," S&P continued.

Though the class A-1 note continues to get paid down -- its
current balance after the May 2011 payment date is $101.86
million, down from $110.05 million in August 2010 -- the credit
support to the note has declined resulting in the downgrade.

Standard & Poor's will continue to review whether, in its view,
the rating currently assigned to the note remains consistent with
the credit enhancement available to support it. "We will take
rating actions as we deem necessary," S&P related.

Rating and CreditWatch Actions

Acacia CDO 6 Ltd.
              Rating
Class     To           From
A-1       CC (sf)      B- (sf)/Watch Neg

Other Ratings

Acacia CDO 6 Ltd.

Class     Rating
A-2       D (sf)
B         D (sf)
C         CC (sf)
D         CC (sf)
E-1       CC (sf)
E-2       CC (sf)


ALTERNATIVE LOAN: S&P Lowers Rating on Class PO Certs. to 'D'
-------------------------------------------------------------
Standard & Poor's Ratings Services corrected its ratings on the
class PO certificates from Alternative Loan Trust 2006-5T2 and
Residential Asset Securitization Trust 2006-A9CB by reinstating
them to 'CCC (sf)' and 'CC (sf)'. "We then lowered the ratings to
'CC (sf)' and 'D (sf)'. We also lowered our ratings on eight other
classes and affirmed our rating on one other class from
Alternative Loan Trust 2006-5T2," S&P said.

"On June 7, 2010, we incorrectly withdrew our ratings on the PO
classes," S&P noted.

S&P continued, "The corrected ratings, downgrades, and affirmation
reflect our current analysis of the projected credit support
available for these classes as of the April 2011 remittance report
relative to projected base case losses."

Ratings Corrected

Alternative Loan Trust 2006-5T2
                                Rating
Class  CUSIP      Current  Interim   06/07/10   Pre-06/07/10
PO     12668BND1  CC (sf)  CCC (sf)  NR         CCC (sf)

Residential Asset Securitization Trust 2006-A9CB

                                Rating
Class  CUSIP      Current  Interim   06/07/10   Pre-06/07/10
PO     76112HAQ0  D (sf)   CC (sf)   NR         CC (sf)

Rating Actions

Alternative Loan Trust 2006-5T2
                               Rating
Class      CUSIP       To                   From
A-1        12668BMU4   CC (sf)              CCC (sf)
A-3        12668BMW0   CC (sf)              CCC (sf)
A-4        12668BMX8   CC (sf)              CCC (sf)
A-5        12668BMY6   CC (sf)              CCC (sf)
A-6        12668BMZ3   CC (sf)              CCC (sf)
A-7        12668BNA7   CC (sf)              CCC (sf)
A-8        12668BNB5   CC (sf)              CCC (sf)
A-9        12668BRB1   CC (sf)              CCC (sf)

Rating Affirmed

Alternative Loan Trust 2006-5T2
Class      CUSIP       Rating
M-1        12668BQM8   CC (sf)

NR -- Not rated.


AMERICAN HOME: Moody's Downgrades Rating Scratch & Dent RMBS
------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 1 tranche
from 1 RMBS transaction. The collateral backing the deal primarily
consists of first-lien, fixed and adjustable rate "scratch and
dent" residential mortgages.

Scratch and Dent deals are classified outside of Moody's primary
categorizations (Prime Jumbo, Subprime, Option ARMs and Alt-A) for
a number of reasons. The pools may include mortgages that have
been originated outside an originator's program guidelines in some
way, or mortgages where borrowers missed payments in the past.
These pools may also include loans with document defects at
origination that were since rectified. Due to the varied content
of Scratch and Dent mortgage pools, which can range from seasoned
prime-like loans to non-prime loans that were seriously delinquent
at the time of securitization, credit quality of these pools
varies considerably.

RATINGS RATIONALE

The actions are a result of deteriorating performance of Scratch
and Dent pools under stressed housing and macroeconomic
conditions. The actions reflect Moody's updated loss expectations
on Scratch and Dent pools.

The principal methodology used in these ratings is described in
the Monitoring and Performance Review section in "Moody's Approach
to Rating US Residential Mortgage-Backed Securities" published in
December 2008. Other methodologies used include "US RMBS
Surveillance Methodology for Scratch and Dent" published in May
2011, which accounts for the deteriorating performance and
outlook.

Moody's final rating actions are based on current levels of credit
enhancement, collateral performance and updated pool-level loss
expectations. Moody's took into account credit enhancement
provided by seniority, cross-collateralization, excess spread,
time tranching, and other structural features within the senior
note waterfalls.

The primary source of assumption uncertainty is the current
macroeconomic environment, in which unemployment levels remain
high, and weakness persists in the housing market. Overall,
Moody's assumes a further 5% decline in home prices with
stabilization in late 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: American Home Mortgage Assets Trust 2007-SD2

   -- Cl. A, Downgraded to Ca (sf); previously on Nov 18, 2010 B3
      (sf) Placed Under Review for Possible Downgrade


AMERICREDIT AUTO: Moody's Assigns Provisional Ratings to Notes
--------------------------------------------------------------
Moody's Investors Service has assigned provisional ratings to the
notes to be issued by AmeriCredit Automobile Receivables Trust
2011-3 (AMCAR 2011-3). This is the third senior/subordinated
transaction of the year for AmeriCredit Financial Services, Inc.
(AmeriCredit).

The complete rating actions are:

   Issuer: AmeriCredit Automobile Receivables Trust 2011-3

   -- Class A-1 Notes, rated (P) Prime-1 (sf);

   -- Class A-2 Notes, rated (P) Aaa (sf);

   -- Class A-3 Notes, rated (P) Aaa (sf);

   -- Class B Notes, rated (P) Aa1 (sf);

   -- Class C Notes, rated (P) Aa3 (sf);

   -- Class D Notes, rated (P) Baa1 (sf);

   -- Class E Notes, rated (P) Ba1 (sf);

RATINGS RATIONALS

Moody's said the ratings are based on the quality of the
underlying auto loans and their expected performance, the strength
of the structure, the availability of excess spread over the life
of the transaction, the experience and expertise of AmeriCredit
Financial Services, Inc. (AmeriCredit) as servicer, and the backup
servicing arrangement with Aa2-rated Wells Fargo Bank, N.A.

The principal methodology used in rating the transaction is
"Moody's Approach to Rating U.S. Auto Loan-Backed Securities,"
published in May 2011.

Moody's median cumulative net loss expectation for the AMCAR 2011-
3 pool is 10.0% and total credit enhancement required to achieve
Aaa rating (i.e. Aaa proxy) is 39.0%. The loss expectation was
based on an analysis of AmeriCredit's portfolio vintage
performance as well as performance of past securitizations, and
current expectations for future economic conditions.

The Assumption Volatility Score for this transaction is Low/Medium
versus a Medium for the sector. This is driven by the a Low/Medium
assessment for Governance due to the strong back-up servicing
arrangement present in this transaction in addition to the size
and strength of AmeriCredit's servicing platform.

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

Moody's Parameter Sensitivities: If the net loss used in
determining the initial rating were changed to 20%, 25% or 35.0%,
the initial model output for the Class A notes might change from
Aaa to Aa1, Aa2, and A3, respectively; Class B notes might change
from Aa1 to A3, Baa3, and below B3, respectively; Class C notes
might change from Aa3 to Ba1, B3, and below B3, respectively;
Class D notes might change from Baa1 to below B3 in all three
scenarios; and Class E notes might change from Ba1 to below B3 in
all three scenarios.

Parameter Sensitivities are not intended to measure how the rating
of the security might migrate over time, rather they are designed
to provide a quantitative calculation of how the initial rating
might change if key input parameters used in the initial rating
process differed. The analysis assumes that the deal has not aged.
Parameter Sensitivities only reflect the ratings impact of each
scenario from a quantitative/model-indicated standpoint.
Qualitative factors are also taken into consideration in the
ratings process, so the actual ratings that would be assigned in
each case could vary from the information presented in the
Parameter Sensitivity analysis.

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

Additional research including a pre-sale report for this
transaction is available at www.moodys.com. The special reports,
"Updated Report on V Scores and Parameter Sensitivities for
Structured Finance Securities" and "V Scores and Parameter
Sensitivities in the U.S. Vehicle ABS Sector" are also available
on moodys.com.


AMMC CLO: S&P Raises Rating on Class D Notes to 'CCC+'
------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
B, C, and D notes from AMMC CLO V Ltd., a cash flow corporate
collateralized loan obligation (CLO) transaction managed by
American Money Management Corp. "We removed our ratings on the
class B and C notes from CreditWatch, where we placed them with
positive implications on March 1, 2011. At the same time, we
affirmed our ratings on the class A-1-R, A-1-A, A-1-B, and A-2
notes and removed the ratings on the A-1-B and A-2 notes
from CreditWatch positive," S&P noted.

"The rating actions reflect the improvement in the credit quality
of the underlying assets that has occurred since our Dec. 29,
2009, rating action, when we downgraded the class A-1-B, A-2, B,
C, and D notes. Since that date, the amount of defaulted assets
has decreased to 1.3% ($3.42 million) in the April 2011 report,
which we referenced in the rating actions. This was down from 7.5%
($21.5 million), based on the November 2009 trustee report,
which we referenced in our December 2009 rating action," according
to S&P.

The transaction has also benefited from an increase in the
overcollateralization (O/C) available to support the rated notes.
The trustee reported a senior O/C ratio of 118.9% in the April 4,
2011, monthly report, which is up from the 113.6% reported in
November 2009.

Rating and CreditWatch Actions

AMMC CLO V Ltd.
                 Rating
Class        To         From
A-1-B        AA+ (sf)   AA+ (sf)/Watch Pos
A-2          AA+ (sf)   AA+ (sf)/Watch Pos
B            AA- (sf)   A+ (sf)/Watch Pos
C            A- (sf)    BBB+ (sf)/Watch Pos
D            CCC+ (sf)  CCC- (sf)


Ratings Affirmed

AMMC CLO V Ltd.
Class        Rating
A-1-R        AAA (sf)
A-1-A        AAA (sf)


ANTHRACITE CRE: Moody's Downgrades Affirms Rating of Nine CRE CDO
-----------------------------------------------------------------
Moody's has downgraded one and affirmed nine classes of Notes
issued by Anthracite CRE CDO 2006-HY3, 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
higher level of under-collateralization since last review. The
rating action is the result of Moody's on-going surveillance of
commercial real estate collateralized debt obligation (CRE CDO)
transactions.

Moody's rating action is:

   -- Cl. A, Downgraded to Caa3 (sf); previously on Jun 4, 2010
      Downgraded to Caa2 (sf)

   -- Cl. B-FL, Affirmed at Ca (sf); previously on Jun 4, 2010
      Downgraded to Ca (sf)

   -- Cl. B-FX, Affirmed at Ca (sf); previously on Jun 4, 2010
      Downgraded to Ca (sf)

   -- Cl. C-FL, Affirmed at Ca (sf); previously on Jun 4, 2010
      Downgraded to Ca (sf)

   -- Cl. C-FX, Affirmed at Ca (sf); previously on Jun 4, 2010
      Downgraded to Ca (sf)

   -- Cl. D, Affirmed at Ca (sf); previously on Jun 4, 2010
      Downgraded to Ca (sf)

   -- Cl. E-FL, Affirmed at Ca (sf); previously on Jun 4, 2010
      Downgraded to Ca (sf)

   -- Cl. E-FX, Affirmed at Ca (sf); previously on Jun 4, 2010
      Downgraded to Ca (sf)

   -- Cl. F, Affirmed at Ca (sf); previously on Jun 4, 2010
      Downgraded to Ca (sf)

   -- Cl. G, Affirmed at Ca (sf); previously on Jun 4, 2010
      Downgraded to Ca (sf)

RATINGS RATIONALE

Anthracite CRE CDO 2006-HY3, Ltd. is a static CRE CDO transaction
backed by a portfolio commercial mortgage backed securities (CMBS)
(75.0% of the pool balance), B-note debt (9.5%), and Mezzanine
loan debt (15.5%). As of the May 17, 2011 Trustee report, the
aggregate Note balance of the transaction, including Preferred
Shares, has decreased to $561.0 million from $645.4 million at
issuance, with the paydown directed to Class A to Class G Notes.
The paydown was mainly due to principal repayment of underlying B-
note and Mezzanine loans collateral. Also, as of the May 17, 2011
Trustee report, the current par balance of the collateral assets
is $448.1 million, which represents a 20.0% under-
collateralization to the transaction, compared to 5.4% under-
collateralization at last review.

Moody's has identified these parameters as key indicators of the
expected loss within CRE CDO transactions: weighted average rating
factor (WARF), weighted average life (WAL), weighted average
recovery rate (WARR), and Moody's asset correlation (MAC). 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 has 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 8,284 compared to 7,146 at last review. The
distribution of current ratings and credit estimates is as
follows: Ba1-Ba3 (5.5% compared to 4.9% at last review), B1-B3
(0.5% compared to 6.7% at last review), and Caa1-Ca/C (94.0%
compared to 88.4% 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 6.0 years
compared to 6.2 years at last review.

WARR is the par-weighted average of the mean recovery values for
the collateral assets in the pool. Due to the speculative-grade
collateral, Moody's modeled a fixed 12.8% WARR, compared to 1.1%
at last review.

MAC is a single factor that describes the pair-wise asset
correlation to the default distribution among the instruments
within the collateral pool (i.e. the measure of diversity).
Moody's modeled a MAC of 100.0%, compared to 0.0% 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.

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 down from
12.8% to 7.8% or up to 17.8% would result in average rating
movement on the rated tranches of 0 to 1 notches downward or 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.

The principal methodology used in these ratings was "Moody's
Approach to Rating SF CDOs" published in November 2010.

Other methodologies used in these ratings were "U.S. CMBS: Moody's
Approach to Rating Static CDOs Backed by Commercial Real Estate
Securities" published in June 2004.

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.


ARCAP 2003-1: Moody's Downgrades Ratings of Six CRE CDO Classes
---------------------------------------------------------------
Moody's has downgraded six classes of Notes issued by ARCap 2003-1
Resecuritization Trust due to the deterioration in the credit
quality of the underlying portfolio as evidenced by an increase in
the weighted average rating factor (WARF) and decrease in weighted
average recovery rate (WARR). The rating action is the result of
Moody's on-going surveillance of commercial real estate
collateralized debt obligation (CRE CDO) transactions.

Moody's rating action is:

   -- Cl. A, Downgraded to Baa1 (sf); previously on Jul 8, 2010
      Downgraded to Aa3 (sf)

   -- Cl. B, Downgraded to Ba3 (sf); previously on Jul 8, 2010
      Downgraded to Baa2 (sf)

   -- Cl. C, Downgraded to B3 (sf); previously on Jul 8, 2010
      Downgraded to Baa3 (sf)

   -- Cl. D, Downgraded to Caa1 (sf); previously on Jul 8, 2010
      Downgraded to Ba1 (sf)

   -- Cl. E, Downgraded to Caa2 (sf); previously on Jul 8, 2010
      Downgraded to Ba2 (sf)

   -- Cl. F, Downgraded to Caa3 (sf); previously on Jul 8, 2010
      Downgraded to B1 (sf)

RATINGS RATIONALE

ARCap 2003-1 Resecuritization Trust is a static CRE CDO
transaction backed by a portfolio commercial mortgage backed
securities (CMBS) (100.0% of the pool balance). As of the May 20,
2011 Trustee report, the aggregate Note balance of the transaction
has decreased to $408.0 million from $414.4 million at issuance,
with the paydown directed to the Class A Notes. The paydown was
due to amortization of the collateral and Defaulted Secutires
Interest Proceeds being classified as Principal Proceeds. The
current collateral par amount is $364.0 million, representing
approximately $50.4 million decrease, due mainly to $46.9 million
of realized losses to the collateral pool since securitization.

Moody's has identified these parameters as key indicators of the
expected loss within CRE CDO transactions: WARF, weighted average
life (WAL), WARR, and Moody's asset correlation (MAC). 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 has 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 7,355 compared to 3,026 at last review. The
distribution of current ratings and credit estimates is as
follows: Aaa-Aa3 (2.0% compared to 0.0% al last review), A1-A3
(0.3% compared to 1.2% at last review), Baa1-Baa3 (0.0% compared
to 0.8% at last review), Ba1-Ba3 (9.4% compared to 38.2% at last
review), B1-B3 (13.0% compared to 42.5% at last review), and Caa1-
C (75.3% compared to 17.2% at last review).

WAL acts to adjust the probability of default of the reference
obligations in the pool for time. Moody's modeled to a WAL of 2.9
years compared to 3.5 years at last review.

WARR is the par-weighted average of the mean recovery values for
the collateral assets in the pool. Due to the speculative-grade
collateral, Moody's modeled a fixed 4.2% WARR, compared to 6.5% at
last review.

MAC is a single factor that describes the pair-wise asset
correlation to the default distribution among the instruments
within the collateral pool (i.e. the measure of diversity).
Moody's modeled a MAC of 100.0% compared to 26.8% at last review.
The high MAC is due to a small number of high credit risk
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 down from
4.2% to 0.0% or up to 9.2% would result in average rating movement
on the rated tranches of 0 to 2 notches downward or 0 to 4 notches
upward, respectively.

The performance expectations for a given variable indicate Moody's
forward-looking view of the likely range of performance over the
medium term. From time to time, Moody's may, if warranted, change
these expectations. Performance that falls outside the given range
may indicate that the collateral's credit quality is stronger or
weaker than Moody's had anticipated when the related securities
ratings were issued. Even so, a deviation from the expected range
will not necessarily result in a rating action nor does
performance within expectations preclude such actions. The
decision to take (or not take) a rating action is dependent on an
assessment of a range of factors including, but not exclusively,
the performance metrics. Primary sources of assumption uncertainty
are the current 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.

The principal methodology used in these ratings was "Moody's
Approach to Rating SF CDOs" published in November 2010.

The other methodology used in these ratings was "CMBS: Moody's
Approach to Rating Static CDOs Backed by Commercial Real Estate
Securities" published in June 2004.

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.


ARES NF: S&P Lowers Rating on Class D Notes From 'BB+' to 'BB'
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on the class
D notes from Ares NF CLO XIII Ltd., a collateralized loan
obligation (CLO) transaction managed by Ares Management LLC. The
transaction was formerly known as Navigare Funding I CLO Ltd.
"Concurrently, we affirmed our ratings on the class B and C notes
and removed them from CreditWatch, where we placed them with
positive implications on March 1, 2011. We also affirmed our
rating on the class A notes," S&P related.

"The downgrade mainly reflects a slight deterioration in the
recovery prospects of the transaction's underlying asset portfolio
since they were last downgraded on Jan. 11, 2010, following the
application of our September 2009 corporate collateralized debt
obligation (CDO) criteria," S&P stated.

"The affirmations are based on our review of the collateral
detailed in the May 12, 2011, trustee report, which we used for
our analysis, the class A, B, and C notes from Ares NF CLO XIII
Ltd. have sufficient credit support commensurate with the current
rating levels," S&P noted.

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. "We will take
rating actions as we deem necessary," S&P added.

Rating and CreditWatch Actions

Ares NF CLO XIII Ltd.
              Rating
Class     To           From
B         AA (sf)      AA (sf)/Watch Pos
C         A (sf)       A (sf)/Watch Pos
D         BB (sf)      BB+ (sf)

Rating Affirmed

Ares NF CLO XIII Ltd.
Class                    Rating
A                        AA+ (sf)

Transaction Information

Issuer:             Ares NF CLO XIII Ltd.
Coissuer:           Navigare Funding I CLO Corp.
Collateral manager: Ares Management LLC
Underwriter:        Goldman, Sachs & Co.
Trustee:            The Bank of New York Mellon
Transaction type:   Cash flow CLO


ARES VII: Moody's Upgrades Ratings of Three Classes of Notes
------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by Ares VII CLO, Ltd.:

   -- US$150,000,000 Class A-1a Senior Secured Floating Rate Notes
      Due 2015 (current outstanding balance of $ 43,956,051.10),
      Upgraded to Aaa (sf); previously on June 11, 2010 Upgraded
      to A1 (sf);

   -- US$171,000,000 Class A-1b Senior Secured Floating Rate Notes
      Due 2015 (current outstanding balance of $ 50,109,898.24),
      Upgraded to Aaa (sf); previously on June 11, 2010 Upgraded
      to A1 (sf);

   -- US$36,000,000 Class B Senior Secured Deferrable Floating
      Rate Notes, Due 2015, Upgraded to Baa1 (sf); previously on
      June 16, 2009 Downgraded to B1 (sf).

RATINGS RATIONALE

According to Moody's, the rating actions taken on the notes result
primarily from amortization of the Class A Notes.

The overcollateralization ratios of the rated notes have improved
as a result of amortization of the Class A Notes, which have been
paid down by approximately $73 million or 44% since the rating
action in June 2010. As per the April 2011 trustee report, the
Class A, Class B, and Class C overcollateralization ratios are
reported at 167.3%, 121.0%, and 86.9%, respectively, versus April
2010 levels of 125.9%, 107.9%, and 89.7%. Approximately $23
million of cash proceeds in the principal proceeds account were
distributed to the Class A Notes on the May 2011 payment date.

The transaction also experienced a slight improvement in the
credit quality of the portfolio through an improvement in the
average credit rating (as measured by the weighted average rating
factor). Based on the April 2011 trustee report, the weighted
average rating factor is 2706 compared to 2797 in April 2010. The
dollar amount of defaulted securities and Caal or below rated
securities also declined from $17.0 million and $25.2 million,
respectively, in April 2010 to $8.5 million and $13.8 million,
respectively, in April 2011.

Moody's notes that the portfolio includes a number of investments
in securities that mature after the maturity date of the notes.
Based on the April 2011 trustee report, securities that mature
after the maturity date of the notes make up approximately 11.1%
of the portfolio.

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 $136 million, defaulted par of $8.6 million,
weighted average default probability of 23.7% (implying a WARF of
3762), a weighted average recovery rate upon default of 40.3%, and
a diversity score of 26. These default and recovery properties of
the collateral pool are incorporated in cash flow model analysis
where they are subject to stresses as a function of the target
rating of each CLO liability being reviewed. The default
probability is derived from the credit quality of the collateral
pool and Moody's expectation of the remaining life of the
collateral pool. The average recovery rate to be realized on
future defaults is based primarily on the seniority of the assets
in the collateral pool. In each case, historical and market
performance trends, and collateral manager latitude for trading
the collateral are also factors.

Ares VII CLO, Ltd., issued on May 7, 2003, is a collateralized
loan obligation backed primarily by a portfolio of senior secured
loans.

The principal methodology used in this rating was "Moody's
Approach to Rating Collateralized Loan Obligations" published in
August 2009. Other methodologies and factors that may have been
considered in the process of rating this issuer can also be found
on Moody's website.

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

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

In addition to the base case analysis, Moody's also performed
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% (3010)

Class A-1a: 0

Class A-1b: 0

Class B: +2

Moody's Adjusted WARF +20% (4514)

Class A-1a: 0

Class A-1b: 0

Class B: -1

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

Sources of additional performance uncertainties are:

1) 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 selling defaulted
   assets create additional uncertainties. Moody's analyzed
   defaulted recoveries assuming the lower of the market price and
   the recovery rate in order to account for potential volatility
   in market prices.

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


ARES VIR: Moody's Upgrades Ratings of Seven CLO Notes Classes
-------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by Ares VIR CLO, Ltd.

   -- US$141,875,000 Class A-1-A Floating Rate Notes Due 2018
      (current outstanding balance of U.S.$ 140,664,821.78) ,
      Upgraded to Aaa (sf); previously on July 17, 2009 Downgraded
      to Aa3 (sf).

   -- US$56,000,000 Class A-1-C Floating Rate Notes Due 2018,
      Upgraded to Aa1 (sf); previously on July 17, 2009 Downgraded
      to A1 (sf).

   -- US$50,000,000 Class A-2 Variable Funding Floating Rate Notes
      Due 2018 (current outstanding balance of US$49,573,505.48),
      Upgraded to Aaa (sf); previously on July 17, 2009 Downgraded
      to Aa3 (sf).

   -- US$18,750,000 Class B Floating Rate Notes Due 2018, Upgraded
      to Aa3 (sf); previously on July 17, 2009 Downgraded to Baa1
      (sf).

   -- US$16,250,000 Class C-1 Floating Rate Deferrable Notes Due
      2018, Upgraded to A2 (sf); previously on July 17, 2009
      Downgraded to Ba2 (sf).

   -- US$15,000,000 Class C-2 Fixed Rate Deferrable Notes Due
      2018, Upgraded to A2 (sf); previously on July 17, 2009
      Downgraded to Ba2 (sf).

   -- US$50,000,000 Class D Floating Rate Deferrable Notes Due
      2018, Upgraded to Ba1 (sf); previously on July 17, 2009
      Downgraded to B3 (sf).

RATINGS RATIONALE

According to Moody's, the rating actions taken on the notes result
primarily due to improvement in the credit quality of the
underlying portfolio, and an increase in the senior
overcollateralization ratio 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. Based on the
April 2011 trustee report, the weighted average rating factor is
2448 compared to 3122 in June 2009, and securities rated Caa1 and
below make up approximately 5.3% of the underlying portfolio
versus 17.5% in June 2009. The deal has also experienced a
decrease in defaulted securities. The dollar amount of defaulted
securities has decreased from $15.3 million in June 2009 to $7.0
million in April 2011.

The senior overcollateralization ratio has improved since the
rating action in July 2009. As per the April 2011 trustee report,
the senior overcollateralization ratio is reported at 125.3%,
versus April 2009 level of 114.0%.

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 $609 million, defaulted par of $11.5 million,
weighted average default probability of 23.0% (implying a WARF of
3150), a weighted average recovery rate upon default of 41.5 %,
and a diversity score of 60.0. 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.

Ares VIR CLO, Ltd., issued on March 23, 2006, is a collateralized
loan obligation backed primarily by a portfolio of senior secured
loans.

The principal methodology used in this rating was "Moody's
Approach to Rating Collateralized Loan Obligations" published in
August 2009.

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

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

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

In addition to the base case analysis, Moody's also performed
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% (2520)

Class A-1-A: 0

Class A-1-B: 0

Class A-1-C: 0

Class A-2: 0

Class B: +2

Class C: +2

Class D: +2

Moody's Adjusted WARF +20% (3780)

Class A-1-A: -1

Class A-1-B: 0

Class A-1-C: -2

Class A-2: -1

Class B: -2

Class C: -3

Class D: -1

Moody's notes that this transaction is subject to a high level of
macroeconomic uncertainty, as evidenced by 1) uncertainties of
credit conditions in the general economy and 2) the large
concentration of speculative-grade debt maturing between 2012 and
2014 which may create challenges for issuers to refinance. CDO
notes' performance may also be impacted by 1) the 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) 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) Weighted average life: The notes' ratings are sensitive to the
   weighted average life assumption of the portfolio, which may be
   extended due to the manager's decision to participate in amend-
   to-extend offerings. Moody's tested for a possible extension of
   the actual weighted average life in its analysis.

3) Recovery of defaulted assets: Market value fluctuations in
   defaulted assets reported by the trustee and those assumed to
   be defaulted by Moody's may create volatility in the deal's'
   overcollateralization levels. Further, the timing of recoveries
   and the manager's decision to work out versus 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.


ARLO LTD: S&P Lowers Rating on Class B-1 Notes From 'CC' to 'D'
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on the
class B-1 notes from ARLO Ltd.'s series 2006-B-1 (Prima II-CDO
Long/Short), a synthetic collateralized debt obligation (CDO)
transaction, to 'D (sf)' from 'CC (sf)'.

The downgrade follows credit events in the underlying portfolio,
which have caused the tranche to incur a principal loss.


ARLO III: S&P Lowers Rating on Series 2005 Notes to 'D'
-------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on the notes
from Arlo III Ltd.'s series 2005 (Green Park), a synthetic
collateralized debt obligation (CDO) transaction, to 'D (sf)' from
'CC (sf)'.

The downgrade follows credit events in the underlying portfolio,
which have caused the tranche to incur a principal loss.


PORTOLA CLO: S&P Affirms Rating on Class E Notes at 'CCC-'
----------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on all
classes of notes from Portola CLO Ltd., a collateralized loan
obligation (CLO) transaction managed by Pacific Investment
Management Co. LLC. "At the same time we removed our ratings on
the class A, B-1, and B-2 notes from CreditWatch, where we placed
them with positive implications on March 1, 2011," S&P stated.

"Our March 2011 CreditWatch placements reflected the transaction's
improved performance since the last downgrade in February 2010,
which followed the application of our September 2009 corporate
collateralized debt obligation (CDO) criteria," S&P related.

According to the May 2011 monthly trustee report, the class A
balance decreased slightly to $339.48 million (94.30% of its
original balance) from $344.66 million in January 2010, as a
result of paydowns that occurred following the failure of the
class E overcollateralization (O/C) test.

The class E note balance also declined slightly during this period
because the transaction failed the interest diversion test. This
test is measured in the interest proceeds section of the payment
waterfall after payment of the class E deferred interest. When the
transaction fails this test, 50% of the available interest
proceeds is diverted to pay down the notes in a reverse sequence.
This test had failed in the past and as a result, the class E
notes were paid down to $16.29 million (98.74% of its original
balance) from $16.50 million in January 2010.

When calculating the class E O/C and interest diversion test, the
trustee haircuts, or discounts, that portion of the collateral
rated 'CCC+' and below in excess of the percentage allowed in the
transaction documents. The May 2011 haircut was 0.82%, down from
3.92% in January 2010. In addition, the level of defaults had
decreased to $4.78 million in May 2011, down from $27.43 million
in January 2010.

As a result of those factors, all O/C test results improved and
both the class E O/C and interest diversion tests are passing as
of May 2011.

The rating actions reflect the adequacy of the existing credit
support at the current rating levels. Standard & Poor's will
continue to review whether, in its view, the ratings assigned to
the notes remain consistent with the credit enhancement available
to support them and take rating actions as it deems necessary.

Rating and CreditWatch Actions

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

Ratings Affirmed

Portola CLO Ltd.
Class              Rating
C                  BBB+ (sf)
D                  B+ (sf)
E                  CCC- (sf)


AUCTION PASS: Moody's Assigns Ratings on 17 Structured Notes
------------------------------------------------------------
Moody's Investors Service has taken rating actions on these
structured note transactions listed below. Moody's explains that
these Transactions are direct pass-through of Bofa/Merrill Lynch
and Citi securities which were placed on review for upgrade or
downgrade on June 2, 2011.

Deal Name: Structured Investments Corporation III

   -- $273,000,000 SIC III Series 2005-7 ESUN Notes Due 2012, A3
      (sf) Placed Under Review for Possible Downgrade; previously
      on Mar 12, 2009 Downgraded to A3 (sf)

Underlying securities: $273,000,000 Zero Coupon Notes due 28
November 2012 issued by Citigroup Funding Inc.

Deal Name: Merrill Lynch Series TNP Taxable P-FLOATs Trust -
Series TNP-004

   -- $153,710,000 Puttable Floating Option Taxable Notes, Series
      TNP-004, A2 (sf) Placed Under Review for Possible Downgrade;
      previously on Apr 8, 2009 Downgraded to A2 (sf)

Credit Enhancer: Merrill Lynch & Co.

Deal Name: Wachovia Subordinated Debt Pass-Through Trust 2006-C

   -- Class A Certificates, A3 (sf) Placed Under Review for
      Possible Downgrade; previously on Apr 15, 2009 Downgraded to
      A3 (sf)

   -- Class B Certificates, A3 (sf) Placed Under Review for
      Possible Downgrade; previously on Apr 15, 2009 Downgraded to
      A3 (sf)

Underlying securities: MERRILL LYNCH & CO., INC. 12/01/2026

Deal Name: Pass-Through Auction Market Preferred Securities,
Series 2007-1

   -- US$65,000,000 Class A Certificates, Ba3 (sf) Placed Under
      Review for Possible Upgrade; previously on Dec 10, 2009
      Upgraded to Ba3 (sf)

   -- US$16,250,000 Class B Certificates, Ba3 (sf) Placed Under
      Review for Possible Upgrade; previously on Dec 10, 2009
      Upgraded to Ba3 (sf)

Underlying securities: Merrill Lynch & Co., Inc. Non-Cum. Pfd.
Stk. Series 2 & 5

Deal Name: Wachovia Preferred Pass-Through Trust 2006-B

   -- Class A Money Market Preferred Trust Certificates, Ba3 (sf)
      Placed Under Review for Possible Upgrade; previously on Dec
      10, 2009 Upgraded to Ba3 (sf)

   -- Class B Leveraged Preferred Trust Certificates, Ba3 (sf)
      Placed Under Review for Possible Upgrade; previously on Dec
      10, 2009 Upgraded to Ba3 (sf)

Underlying securities: BANK OF AMERICA CORPORATION Ser. E

Deal Name: ABN AMRO North America Holding Preferred Capital
Repackaging Trust I

   -- 6.473% Fixed/Floating Noncummulative Trust Securities, Ba3
      Placed Under Review for Possible Upgrade; previously on Dec
      10, 2009 Upgraded to Ba3

Underlying securities: BAC AAH Capital Funding LLC II

Deal Name: Auction Pass-Through Trust 2006-12

   -- $70,000,000 Class A Certificates, Ba3 (sf) Placed Under
      Review for Possible Upgrade; previously on Dec 10, 2009
      Upgraded to Ba3 (sf)

   -- $35,000,000 Class B Certificates, Ba3 (sf) Placed Under
      Review for Possible Upgrade; previously on Dec 10, 2009
      Upgraded to Ba3 (sf)

Underlying securities: BANK OF AMERICA CORPORATION Ser. D

Deal Name: Auction Pass-Through Trust 2006-3

   -- $120,000,000 Class A Certificates, Ba3 (sf) Placed Under
      Review for Possible Upgrade; previously on Dec 10, 2009
      Upgraded to Ba3 (sf)

   -- $30,000,000 Class B Certificates, Ba3 (sf) Placed Under
      Review for Possible Upgrade; previously on Dec 10, 2009
      Upgraded to Ba3 (sf)

Underlying securities: MERRILL LYNCH & CO., INC. Ser. 4

Deal Name: Auction Pass-Through Trust 2006-4

   -- $120,000,000 Class A Certificates, Ba3 (sf) Placed Under
      Review for Possible Upgrade; previously on Dec 10, 2009
      Upgraded to Ba3 (sf)

   -- $30,000,000 Class B Certificates, Ba3 (sf) Placed Under
      Review for Possible Upgrade; previously on Dec 10, 2009
      Upgraded to Ba3 (sf)

Underlying securities: MERRILL LYNCH & CO., INC. Ser. 4

Deal Name: Auction Pass-Through Trust 2007-2

   -- $120,000,000 Class A Certificates, Ba3 (sf) Placed Under
      Review for Possible Upgrade; previously on Dec 10, 2009
      Upgraded to Ba3 (sf)

   -- $30,000,000 Class B Certificates, Ba3 (sf) Placed Under
      Review for Possible Upgrade; previously on Dec 10, 2009
      Upgraded to Ba3 (sf)

Underlying securities: Merrill Lynch & Co., Inc. Non-Cum. Pfd.
Stk. Series 5

Deal Name: Auction Pass Through Trust 2007-3

   -- $120,000,000 Class A Certificates, Ba3 (sf) Placed Under
      Review for Possible Upgrade; previously on Dec 10, 2009
      Upgraded to Ba3 (sf)

   -- $30,000,000 Class B Certificates, Ba3 (sf) Placed Under
      Review for Possible Upgrade; previously on Dec 10, 2009
      Upgraded to Ba3 (sf)

Underlying securities: Merrill Lynch & Co., Inc. Non-Cum. Pfd.
Stk. Series 5

Deal Name: Auction Pass-Through Trust 2007-4

   -- $120,000,000 Class A Certificates, Ba3 (sf) Placed Under
      Review for Possible Upgrade; previously on Dec 10, 2009
      Upgraded to Ba3 (sf)

   -- $30,000,000 Class B Certificates, Ba3 (sf) Placed Under
      Review for Possible Upgrade; previously on Dec 10, 2009
      Upgraded to Ba3 (sf)

Underlying securities: Merrill Lynch & Co., Inc. Non-Cum. Pfd.
Stk. Series 5

Deal Name: Auction Pass-Through Trust 2007-5

   -- Class A Certificates, Ba3 (sf) Placed Under Review for
      Possible Upgrade; previously on Dec 10, 2009 Upgraded to Ba3
      (sf)

   -- Class B Certificates, Ba3 (sf) Placed Under Review for
      Possible Upgrade; previously on Dec 10, 2009 Upgraded to Ba3
      (sf)

Underlying securities: Bank of America Corporation Cum Non-Pref,
Ser E

Deal Name: Auction Rate Securities Trust 2007-1

   -- US$60,000,000 Class A Auction Rate Trust Certificates, Ba3
      (sf) Placed Under Review for Possible Upgrade; previously on
      Dec 10, 2009 Upgraded to Ba3 (sf)

   -- US$15,000,000 Class B Leveraged Trust Certificates, Ba3 (sf)
      Placed Under Review for Possible Upgrade; previously on Dec
      10, 2009 Upgraded to Ba3 (sf)

Underlying securities: Merrill Lynch Floating Rate Non-Cumulative
Preferred Stock, Series 5

Deal Name: Auction Rate Securities Trust 2007-2

   -- US$40,000,000 Class A Auction Rate Trust Certificates, Ba3
      (sf) Placed Under Review for Possible Upgrade; previously on
      Dec 10, 2009 Upgraded to Ba3 (sf)

   -- US$10,000,000 Class B Leveraged Trust Certificates, Ba3 (sf)
      Placed Under Review for Possible Upgrade; previously on Dec
      10, 2009 Upgraded to Ba3 (sf)

Underlying securities: BANK OF AMERICA CORPORATION Ser. E

Deal Name: MMP Stock Cust Rcpts, ABN AMRO,Series X

   -- $70 MMP Stock Cust Rcpts, ABN AMRO, Series X, Ba3 Placed
      Under Review for Possible Upgrade; previously on Dec 10,
      2009 Upgraded to Ba3

Underlying securities: BAC AAH Capital Funding LLC X

Deal Name: MMP Stock Cust Rcpts, ABN AMRO,Series XI

   -- $70 MMP Stock Cust Rcpts, ABN AMRO, Series XI, Ba3 Placed
      Under Review for Possible Upgrade; previously on Dec 10,
      2009 Upgraded to Ba3

Underlying securities: BAC AAH Capital Funding LLC XI

The principal methodology used in this rating was Moody's Approach
to Rating Repackaged Securities published in April 2010.


AVERY POINT: Moody's Upgrades Ratings of Eight CLO Notes Classes
----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by Avery Point CLO, Limited:

   -- US$127,250,000 Class A-1 Senior Secured Floating Rate Notes
      due 2015 (current outstanding balance of $60,563,864),
      Upgraded to Aaa (sf); previously on August 31, 2010 Upgraded
      to Aa1 (sf);

   -- US$25,000,000 Class A-3 Senior Secured Deferrable Floating
      Rate Notes due 2015, Upgraded to Aaa (sf); previously on
      August 31, 2010 Upgraded to Aa2 (sf);

   -- US$20,250,000 Class B Senior Secured Floating Rate Notes due
      2015, Upgraded to Aaa (sf); previously on August 31, 2010
      Upgraded to A1 (sf);

   -- US$22,000,000 Class C-1 Senior Secured Deferrable Floating
      Rate Notes due 2015, Upgraded to Aa3 (sf); previously on
      August 31, 2010 Upgraded to Baa3 (sf);

   -- US$10,000,000 Class C-2 Senior Secured Deferrable Fixed Rate
      Notes due 2015, Upgraded to Aa3 (sf); previously on August
      31, 2010 Upgraded to Baa3 (sf);

   -- US$20,000,000 Class D-1 Senior Secured Deferrable Floating
      Rate Notes due 2015, Upgraded to Baa3 (sf); previously on
      August 31, 2010 Upgraded to B1 (sf);

   -- US$3,000,000 Class D-2 Senior Secured Deferrable Fixed Rate
      Notes due 2015, Upgraded to Baa3(sf); previously on August
      31, 2010 Upgraded to B1 (sf);

   -- US$9,000,000 Class E Senior Secured Deferrable Fixed Rate
      Notes due 2015, Upgraded to Ba2(sf); previously on August
      31, 2010 Upgraded to Caa2 (sf).

RATINGS RATIONALE

According to Moody's, the rating actions taken on the notes result
primarily from delevering of the Class A-1 and Class A-2 Notes,
which have paid down $118 million since the rating action in
August 2010. As a result of the delevering, the
overcollateralization ratios of the rated notes have increased
since the rating action in August 2010. As of the latest trustee
report dated May 5, 2011, the Class A/B, Class C, Class D and
Class E overcollateralization ratios are reported at 154.90%,
133.50%, 121.50%, 117.30%, respectively, versus July 2010 levels
of 134.20%, 122.00%, 114.40%, and 111.70%, respectively. All
overcollateralization tests are currently in compliance.

Credit quality of the underlying portfolio has remained stable
since the rating action in August 2010. Credit quality is observed
through the average credit rating (as measured by the weighted
average rating factor) and the proportion of securities from
issuers rated Caa1 and below. As of the May 5, 2011 report, the
weighted average rating factor is currently 2713 compared to 2755
in the July 2010 report, and securities rated Caa1 or lower make
up approximately 9% of the underlying portfolio versus 7.8% in
July 2010. In addition, there are currently $3.4 million of
defaulted securities based on the May 2011 trustee report,
compared to $10.1 million in July 2010.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" and "Annual Sector Review (2009): Global CLOs," key
model inputs used by Moody's in its analysis, such as par,
weighted average rating factor, diversity score, and weighted
average recovery rate, may be different from the trustee's
reported numbers. In its base case, Moody's analyzed the
underlying collateral pool to have a performing par and principal
proceeds balance of $307.9 million, defaulted par of $3.36
million, a weighted average default probability of 21.41%
(implying a WARF of 3539), a weighted average recovery rate upon
default of 40.47%, and a diversity score of 50. These default and
recovery properties of the collateral pool are incorporated in
cash flow model analysis where they are subject to stresses as a
function of the target rating of each CLO liability being
reviewed. The default probability is derived from the credit
quality of the collateral pool and Moody's expectation of the
remaining life of the collateral pool. The average recovery rate
to be realized on future defaults is based primarily on the
seniority of the assets in the collateral pool. In each case,
historical and market performance trends and collateral manager
latitude for trading the collateral are also factors.

Avery Point CLO, Limited, issued in December 2003, is a
collateralized loan obligation backed primarily by a portfolio of
senior secured loans.

The principal methodology used in this rating was "Moody's
Approach to Rating Collateralized Loan Obligations" published in
August 2009.

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

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

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

In addition to the base case analysis, Moody's also performed
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% (2831)

Class A-1: 0

Class A-2: 0

Class A-3: 0

Class B: 0

Class C-1: +2

Class C-2: +2

Class D-1: +2

Class D-2: +2

Class E: +2

Moody's Adjusted WARF + 20% (4247)

Class A-1: 0

Class A-2: 0

Class A-3: 0

Class B: 0

Class C-1: -2

Class C-2: -2

Class D-1: -2

Class D-2: -2

Class E: -2

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

Sources of additional performance uncertainties are:

1) Recovery of Moody's assumed defaulted assets: Market value
   fluctuations in defaulted assets reported by the trustee 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 (depending on the extent to which the
   asset's maturity lags that of the liabilities) and the asset's
   current market value.

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


BABSON CLO: S&P Raises Rating on Class E Notes From B+' to 'BB'
---------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A, B, D, and E notes from Babson CLO Ltd. 2005-III, a
collateralized loan obligation (CLO) transaction managed by
Babson Capital Management LLC. "We also affirmed our rating on the
class C notes. At the same time, we removed our ratings on all
notes from CreditWatch, where we placed them with positive
implications on March 1, 2011," S&P stated.

"The upgrades reflect improved performance we have observed in the
deal's underlying asset portfolio since our Nov. 9, 2009, rating
actions, when we downgraded all the notes following the
application of our September 2009 collateralized debt obligation
(CDO) criteria for corporate backed securities," according to S&P.

As per the April 2011 trustee report, the transaction had $5.7
million in defaulted assets. "This was down from $16.1 million as
reflected in the September 2009 trustee report, which we
referenced for our November 2009 rating actions. Additionally,
underlying assets rated 'CCC+' or lower in the April 2011 trustee
report were reported as $34.9 million. This was down from
$70.2 million in the September 2009 report," S&P said.

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 April 2011 monthly
report:

    * The class A&B O/C ratio was 123.79%, compared with a
      reported ratio of 117.92% in September 2009;

    * The class C O/C ratio was 113.68%, compared with a reported
      ratio of 108.29% in September 2009;

    * The class D O/C ratio was 108.62%, compared with a reported
      ratio of 103.47% in September 2009; and

    * The class E O/C ratio was 106.36%, compared with a reported
      ratio of 101.30% in September 2009.

The affirmation of the class C notes reflects the availability of
credit support at the current rating level.

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

Rating and CreditWatch Actions

Babson CLO Ltd. 2005-III

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

Transaction Information

Issuer:             Babson CLO Ltd. 2005-III
Coissuer:           Babson CLO Inc. 2005-III
Collateral manager: Babson Capital Management LLC
Underwriter:        Wachovia Securities Inc.
Indenture trustee:  U.S. Bank National Association
Transaction type:   Cash flow CLO


BANC OF AMERICA: Moody's Affirms 13 CMBS Classes of BACM 2002-PB2
-----------------------------------------------------------------
Moody's Investors Service (Moody's) affirmed the ratings of 13
classes of Banc of America Commercial Mortgage Pass-Through
Certificates, Series 2002-PB2:

   -- Cl. A-4, Affirmed at Aaa (sf); previously on Mar 9, 2011
      Confirmed at Aaa (sf)

   -- Cl. XC, Affirmed at Aaa (sf); previously on Mar 9, 2011
      Confirmed at Aaa (sf)

   -- Cl. B, Affirmed at Aaa (sf); previously on Mar 9, 2011
      Confirmed at Aaa (sf)

   -- Cl. C, Affirmed at Aa1 (sf); previously on Mar 9, 2011
      Confirmed at Aa1 (sf)

   -- Cl. D, Affirmed at Aa3 (sf); previously on Oct 13, 2010
      Downgraded to Aa3 (sf)

   -- Cl. E, Affirmed at A3 (sf); previously on Oct 13, 2010
      Downgraded to A3 (sf)

   -- Cl. F, Affirmed at Baa3 (sf); previously on Oct 13, 2010
      Downgraded to Baa3 (sf)

   -- Cl. G, Affirmed at B1 (sf); previously on Oct 13, 2010
      Downgraded to B1 (sf)

   -- Cl. H, Affirmed at Caa1 (sf); previously on Oct 13, 2010
      Downgraded to Caa1 (sf)

   -- Cl. J, Affirmed at Caa2 (sf); previously on Oct 13, 2010
      Downgraded to Caa2 (sf)

   -- Cl. K, Affirmed at Ca (sf); previously on Oct 13, 2010
      Downgraded to Ca (sf)

   -- Cl. L, Affirmed at C (sf); previously on Oct 13, 2010
      Downgraded to C (sf)

   -- Cl. M, Affirmed at C (sf); previously on Oct 13, 2010
      Downgraded to C (sf)

RATINGS RATIONALE

The affirmations are due to key parameters, including Moody's loan
to value (LTV) ratio, Moody's stressed debt service coverage ratio
(DSCR) and the Herfindahl Index (Herf), 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
13% of the current balance, which is the same as at last review.
Moody's stressed scenario loss is 16.1% 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 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.

The principal methodology used in this rating was "Moody's
Approach to Rating Fusion U.S. CMBS Transactions" published in
April 2005.

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 (sf) 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 (sf) level are driven by a paydown 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 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade credit estimates is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
credit estimate of the loan which corresponds to a range of credit
enhancement levels. Actual fusion credit enhancement levels are
selected based on loan level diversity, pool leverage and other
concentrations and correlations within the pool. Negative pooling,
or adding credit enhancement at the credit estimate level, is
incorporated for loans with similar credit estimates in the same
transaction.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 20 compared to 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 (CMBS) 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 13, 2010.

DEAL PERFORMANCE

As of the May 11, 2011 distribution date, the transaction's
aggregate certificate balance has decreased by approximately 39%
to $681 million from $1.1 billion at securitization. The
Certificates are collateralized by 81 mortgage loans ranging in
size from less than 1% to 11% of the pool, with the top ten loans
representing 42% of the pool. Eighteen loans, representing 22% of
the pool, have defeased and are secured by U.S. Government
securities. One loan, representing 6% of the pool, has an
investment grade credit estimate.

Sixteen 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's (CREFC) monthly reporting package. As part of
Moody's ongoing monitoring of a transaction, Moody's reviews the
watchlist to assess which loans have material issues that could
impact performance.

Twelve loans have been liquidated from the pool resulting in $25
million of realized losses (32% average severity). Ten loans,
representing 25% of the pool, are currently in special servicing.
The largest specially serviced loan is the Regency Square Loan
($72 million --11% of the pool), which is secured by a 465,000 SF
retail property located in Richmond, Virginia. The property was
considered the dominant mall at securitization, but newer
competing retail properties have since entered the subject's trade
area. The loan is not currently delinquent and the servicer has
not recognized an appraisal reduction. The loan's sponsor, Taubman
Properties, is working with the lender to market the property for
sale. If property marketing efforts do not result in a bid deemed
acceptable by the lender then a deed-in-lieu of foreclosure is
considered likely.

The remaining specially serviced loans are secured by a mix of
office, retail and multifamily properties. The servicer has
recognized an $8 million aggregate appraisal reduction for four of
the ten specially serviced loans. Moody's has estimated a $74
million loss (45% expected loss based on an 87% probability of
default) for all of the specially serviced loans.

All but one of the loans in the pool has a maturity or anticipated
repayment date (ARD) within the next 24 months. Moody's expects
most of these loans will be able to refinance at or prior to loan
maturity. However, Moody's has assumed a high default probability
for eight poorly performing loans representing 6% of the pool and
has estimated an aggregate $8 million loss (20% expected loss
based on a 50% probability default) from these troubled loans.

Moody's was provided with full year 2009 and full or partial year
2010 operating results for 95% and 65% of the pool's non-defeased
loans, respectively. Excluding specially serviced, troubled,
defeased loans and the loan with a credit estimate, Moody's
weighted average LTV is 79% compared to 73% at Moody's last
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
9.1%.

Excluding specially serviced, troubled, defeased loans and the
loan with a credit estimate, Moody's actual and stressed DSCR are
1.24X and 1.28X, respectively, compared to 1.55 and 1.59X at last
review. Moody's actual DSCR is based on Moody's net cash flow
(NCF) and the loan's actual debt service. Moody's stressed DSCR is
based on Moody's NCF and a 9.25% stressed rate applied to the loan
balance. Moody's stressed DSCR is higher than the actual DSCR for
this deal because most loans are near maturity, so the current
debt constant is greater than Moody's 9.25% stressed rate.

The loan with the credit estimate is the Town Center East Loan
($39.6 million -- 6% of the pool), which is secured by the fee
interest in six land parcels in Foster City, California. The
parcels are located in Metro Center, a 100 acre mixed use
development containing office, retail, residential and hotel. The
parcels are improved with 676,000 SF of Class A office space and
98,700 SF of retail space. All of the parcels are subject to
ground leases with terms that extend beyond the loan's December
2011 maturity. Moody's current credit estimate and stressed DSCR
are A2 and 1.41X, respectively, compared to A2 and 1.08X at last
review.

The top three performing conduit loans represent 11% of the pool
balance. The largest loan is the 84 William Street Loan ($29
million -- 4% of the pool), which is secured by a 121 unit
apartment building located in Manhattan. The property is master
leased to the New School through June 2013, which uses the
property as student housing. The loan matures in November 2011.
Moody's LTV and stressed DSCR are 82% and 1.19X, respectively,
compared to 83% and 1.17X at last review.

The second largest loan is The Plaza at Citrus Park Loan ($26
million -- 4%), which is secured by a 325,000 SF power center
located approximately 11 miles northwest of downtown Tampa,
Florida. The property was 97% leased as of December 2010 and less
than 5% of the leases expire in 2011-12. The loan matures in
January 2012. Moody's LTV and stressed DSCR are 63% and 1.55X,
respectively, compared to 66% and 1.48X at last review.

The third largest loan is the Forest Promenade Shopping Plaza Loan
($17 million -- 3%), which is secured by a 125,000 SF grocery
anchored retail center located in Staten Island, New York. The
property was 95% leased as of April 2011 and only 4% of the leases
expire in 2011-12. The loan matures in January 2012. Moody's LTV
and stressed DSCR are 73% and 1.3X, respectively, compared to 72%
and 1.32X at last review.


BANC OF AMERICA: Moody's Affirms 20 CMBS Classes of BACM 2005-3
---------------------------------------------------------------
Moody's Investors Service affirmed the ratings of 20 classes of
Banc of America Commercial Mortgage, Inc., Commercial Mortgage
Pass-Through Certificates, Series 2005-3:

   -- Cl. A-2, Affirmed at Aaa (sf); previously on Mar 9, 2011
      Confirmed at Aaa (sf)

   -- Cl. A-3A, Affirmed at Aaa (sf); previously on Mar 9, 2011
      Confirmed at Aaa (sf)

   -- Cl. A-3B, Affirmed at Aaa (sf); previously on Mar 9, 2011
      Confirmed at Aaa (sf)

   -- Cl. A-SB, Affirmed at Aaa (sf); previously on Mar 9, 2011
      Confirmed at Aaa (sf)

   -- Cl. A-4, Affirmed at Aaa (sf); previously on Mar 9, 2011
      Confirmed at Aaa (sf)

   -- Cl. XP, Affirmed at Aaa (sf); previously on Mar 9, 2011
      Confirmed at Aaa (sf)

   -- Cl. XC, Affirmed at Aaa (sf); previously on Mar 9, 2011
      Confirmed at Aaa (sf)

   -- Cl. A-M, Affirmed at A1 (sf); previously on Oct 20, 2010
      Downgraded to A1 (sf)

   -- Cl. A-J, Affirmed at Baa2 (sf); previously on Oct 20, 2010
      Downgraded to Baa2 (sf)

   -- Cl. B, Affirmed at Baa3 (sf); previously on Oct 20, 2010
      Downgraded to Baa3 (sf)

   -- Cl. C, Affirmed at Ba2 (sf); previously on Oct 20, 2010
      Downgraded to Ba2 (sf)

   -- Cl. D, Affirmed at B1 (sf); previously on Oct 20, 2010
      Downgraded to B1 (sf)

   -- Cl. E, Affirmed at B3 (sf); previously on Oct 20, 2010
      Downgraded to B3 (sf)

   -- Cl. F, Affirmed at Caa3 (sf); previously on Oct 20, 2010
      Downgraded to Caa3 (sf)

   -- Cl. G, Affirmed at C (sf); previously on Oct 20, 2010
      Downgraded to C (sf)

   -- Cl. H, Affirmed at C (sf); previously on Sep 22, 2010
      Downgraded to C (sf)

   -- Cl. J, Affirmed at C (sf); previously on Sep 22, 2010
      Downgraded to C (sf)

   -- Cl. K, Affirmed at C (sf); previously on Sep 22, 2010
      Downgraded to C (sf)

   -- Cl. L, Affirmed at C (sf); previously on Sep 22, 2010
      Downgraded to C (sf)

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

RATINGS RATIONALE

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

Moody's rating action reflects a cumulative base expected loss of
8.9% of the current balance. At last review, Moody's cumulative
base expected loss was 11.1%. Moody's stressed scenario loss is
21.6% of the current balance. Depending on the timing of loan
payoffs and the severity and timing of losses from specially
serviced loans, the credit enhancement level for investment grade
classes could decline below the current levels. If future
performance materially declines, the expected level of credit
enhancement and the priority in the cash flow waterfall may be
insufficient for the current ratings of these classes.

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

Primary sources of assumption uncertainty are the current 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.

The principal methodology used in this rating was: "CMBS: Moody's
Approach to Rating U.S. Conduit Transactions " published in
September 2000.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.50 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) 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 (sf) level are driven by a paydown 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 (sf) and B2 (sf),
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 23, compared to 24 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 (CMBS) 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 20, 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 May 10, 2011 distribution date, the transaction's
aggregate certificate balance has decreased by 20% to $1.78
billion from $2.23 billion at securitization. The Certificates are
collateralized by 84 mortgage loans ranging in size from less than
1% to 11% of the pool, with the top ten loans representing 55% of
the pool. At last review one loan, representing 0.6% of the pool,
had a credit estimate. Due to an increase in the leverage the loan
is now analyzed as part of the conduit pool. One loan,
representing 0.5% of the pool, has defeased and is 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 (CREFC) 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 $66.8 million loss (30%
loss severity on average). However, the modification of the
Ashford Park Apartment loan resulted in an additional loss of a
$9.7 million, resulting in a total aggregate loss of $76.5
million. Currently, 11 loans, representing 13% of the pool, are in
special servicing. The largest specially serviced loan is the FRI
Portfolio Loan ($70.0 million -- 4% of the pool), which is secured
by two office buildings located in Nashville, Tennessee and West
Palm Beach, Florida. The loan did not pay off at maturity in May
2010 and is currently in the process of foreclosure.

The master servicer has recognized an aggregate $97.4 million
appraisal reduction for ten of the specially serviced loans.
Moody's has estimated an aggregate $92.4 million loss (40%
expected loss on average) for the specially serviced loans.

Moody's has assumed a high default probability for four poorly
performing loans representing 1% of the pool. Moody's has
estimated a $2.1 million loss (15% expected loss based on a 50%
probability default) from these troubled loans.

Moody's was provided with full year 2009 and partial or full year
2010 operating results for 97% and 87% of the pool, respectively.
Excluding specially serviced and troubled loans, Moody's weighted
average LTV is 104% , the same as at Moody's prior review. Moody's
net cash flow reflects a weighted average haircut of 11% to the
most recently available net operating income. Moody's value
reflects a weighted average capitalization rate of 9.4%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.47X and 1.03X, respectively, compared to
1.52X and 1.03X at last review. Moody's actual DSCR is based on
Moody's net cash flow (NCF) and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.

The top three performing conduit loans represent 28% of the pool.
The largest conduit loan is the Woolworth Building Loan ($200
million -- 11.5% of the pool), which is secured by a 812,000 SF
Class B office building located in the downtown submarket of New
York City. The property is also encumbered by a $50 million junior
loan which is included in the trust. The property was 93% leased
as of December 2010, the same as last review. Performance has been
stable. Moody's LTV and stressed DSCR are 97% and 0.98X,
respectively, the same as last review.

The second largest loan is the Ridgedale Center Loan ($171.0
million -- 9.9% of the pool), which is secured by a 340,800 SF
regional mall located in Minnetonka, Minnesota. The loan is owned
by an affiliate of General Growth Properties, Inc. (GGP). The mall
is anchored by Sears, JCPenney and Macy's. In-line shops were 85%
leased as of December 2010 compared to 92% at last review.
Performance has declined since last review due to lower revenues.
Moody's LTV and stressed DSCR 119% and 0.80X, respectively,
compared to 114% and 0.83Xat last review.

The third largest loan is the Marley Station Loan ($114.4 million
-- 6.6% of the pool), which is secured by a two-story regional
mall located in Glen Burnie, Maryland. The center is anchored by
Sears, JCPenney and Macy's. Boscov's was the fourth anchor, but
the retailer vacated the premises after the company's bankruptcy
and the space is currently dark. The in-line space was 59% leased
as of December 2010 compared to 67% at last review. Performance
has declined since last review due to lower revenues. The loan
sponsor is Simon Property Group. Moody's LTV and stressed DSCR
147% and 0.66X, respectively, compared to 138% and 0.7X at last
review.


BANC OF AMERICA: Moody's Affirms Five CMBS Classes of BACM 2000-1
-----------------------------------------------------------------
Moody's Investors Service (Moody's) upgraded the ratings of three
classes and affirmed five classes of Banc of America Commercial
Mortgage Inc. Commercial Mortgage Pass-Through Certificates,
Series 2000-1:

   -- Cl. X, Affirmed at Aaa (sf); previously on Dec 21, 1999
      Assigned Aaa (sf)

   -- Cl. E, Affirmed at Aaa (sf); previously on Jan 28, 2010
      Upgraded to Aaa (sf)

   -- Cl. F, Upgraded to Aaa (sf); previously on Oct 21, 2010
      Upgraded to Aa1 (sf)

   -- Cl. G, Upgraded to A1 (sf); previously on Jan 28, 2010
      Downgraded to Baa2 (sf)

   -- Cl. H, Upgraded to Caa2 (sf); previously on Oct 21, 2010
      Downgraded to Ca (sf)

   -- Cl. K, Affirmed at C (sf); previously on Oct 21, 2010
      Downgraded to C (sf)

   -- Cl. L, Affirmed at C (sf); previously on Jan 28, 2010
      Downgraded to C (sf)

   -- Cl. M, Affirmed at C (sf); previously on Jan 28, 2010
      Downgraded to C (sf)

RATINGS RATIONALE

The upgrades are due to increased credit support due to
amortization and overall stable pool performance.

The affirmations are due to key parameters, including Moody's loan
to value (LTV) ratio, Moody's stressed debt service coverage ratio
(DSCR) and the Herfindahl Index (Herf), 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
29.5% of the current balance. At last review, Moody's cumulative
base expected loss was 30.5%. Moody's stressed scenario loss is
32.1% 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 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.

The principal methodology used in this rating was: "CMBS: Moody's
Approach to Rating Conduit U.S. CMBS Transactions" published on
September 15, 2000.

Another supporting methodology used was: "CMBS: Moody's Approach
to Rating Large Loan/Single Borrower Transactions" published in
July 2000.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.50 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) 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 (sf) level are driven by a paydown 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 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade credit estimates is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
credit estimate of the loan which corresponds to a range of credit
enhancement levels. Actual fusion credit enhancement levels are
selected based on loan level diversity, pool leverage and other
concentrations and correlations within the pool. Negative pooling,
or adding credit enhancement at the credit estimate level, is
incorporated for loans with similar credit estimates in the same
transaction.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 6, the same as 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 (CMBS) 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 21, 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 May 16, 2011 distribution date, the transaction's
aggregate certificate balance has decreased by 91% to $67.8
million from $772 million at securitization. The Certificates are
collateralized by 17 mortgage loans ranging in size from less than
1% to 16% of the pool, with the top ten non-defeased loans
representing 84% of the pool. Four loans, representing 14% of the
pool, have defeased and are secured by U.S. Government securities.

Two 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 (CREFC) 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, resulting in a
realized loss of $22 million (26% loss severity). Currently four
loans, representing 52% of the pool, are in special servicing. The
largest specially serviced loan is the Cimarron & Farmstead
Apartments Portfolio Loan ($15.1 million -- 22.2% of the pool),
which is secured by two cross collateralized and cross defaulted
loans secured by two multifamily properties totaling 558 units
located in Mesa, Arizona. The loans were transferred to special
servicing in June 2009 when the borrower filed for Chapter 11
bankruptcy. The loans became real estate owned ("REO") in December
2010. The collateral is currently listed for sale with Hendrick's
& Partners.

The second largest specially serviced loan is the 350 Route 3 West
Loan ($11.0 million -- 16.2% of the pool), which is secured by a
151 room full-service hotel located in Secaucus, New Jersey. The
property has changed flags a number of times since securitization
and is currently operating under a La Quinta flag. The loan was
transferred to special servicing in May 2009 due to delinquency
and became REO in September 2010. The collateral is currently
listed for sale with Hunter Realty.

The third largest specially serviced loan is the Lahser Medical
Complex Buildings II, III & Office Loan ($9.3 million -- 13.7% of
the pool), which is secured by three medical office buildings,
comprising approximately 80,000 square feet. The properties are
located in Southfield, Michigan. The property was 56% leased as of
March 2011 compared to 67% at the prior review. The loan
transferred into special servicing in September 2008 due to
imminent maturity default and became REO in August 2009. The
collateral is currently listed for sale with Friedman Real Estate
Group, Inc.

Moody's estimates an aggregate $19.6 million loss for the
specially serviced loans (55% expected loss on average).

Moody's was provided with full year 2009 operating results for 89%
of the pool. Excluding specially serviced and troubled loans,
Moody's weighted average LTV is 63% compared to 66% at Moody's
prior review. Moody's net cash flow reflects a weighted average
haircut of 10% to the most recently available net operating
income. Moody's value reflects a weighted average capitalization
rate of 10.4%.

Excluding special serviced and troubled loans, Moody's actual and
stressed DSCRs are 1.69X and 2.54X, respectively, compared to
1.44X and 1.82X at last review. Moody's actual DSCR is based on
Moody's net cash flow (NCF) and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.

The top three conduit loans represent 22% of the pool. The largest
conduit loan is the Wal-Mart Stores Portfolio 2 Loan ($9.0 million
-- 13.3% of the pool), which is secured by five single-tenant
retail properties located in Alabama, Georgia, Iowa, and
Louisiana. At securitization, all properties were leased to Wal-
Mart with lease expirations between April 2011 and September 2011.
Of the five properties, one is currently an operating Wal-Mart
while the remaining four are either subleased to third party
tenants (two properties) or vacant (two properties). The loan
matures in February 2012. A "lit/dark" analysis was completed
while reviewing the loan to account for the rollover risk
associated with each property. This approach was also used at last
review. Moody's LTV and stressed DSCR are 64% and 1.89X,
respectively, compared to 66% and 1.83X at last review.


BANC OF AMERICA: S&P Affirms Ratings on 4 Classes at 'CCC-'
-----------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on seven
classes of U.S. commercial mortgage-backed securities (CMBS) from
Banc of America Commercial Mortgage Inc.'s series 2005-1. "In
addition, we affirmed our ratings on 14 other classes from the
same transaction," S&P said.

"Our rating actions follow our analysis of the transaction
primarily using our U.S. CMBS conduit/fusion criteria. Our
analysis included a review of the credit characteristics of the
loans in the trust, as well as the transaction structure and
available liquidity support to the trust's certificates. The
downgrades of the seven pooled certificates reflect credit support
erosion that we anticipate will occur upon the resolution of four
($71.7 million, 4.8% of pooled trust balance) of the six assets
($98.5 million, 6.5%) with the special servicer, as well as two
additional loans ($7.4 million, 0.5%) that we determined to be
credit-impaired," S&P related.

The affirmations of the ratings on the pooled principal and
interest certificates reflect subordination levels and liquidity
support that are consistent with the outstanding ratings. "We
affirmed our 'AAA (sf)' rating on the class XW interest-only (IO)
certificate based on our current criteria," S&P continued.

"The affirmations of the ratings on the 'SM' nonpooled (raked)
certificates reflect our analysis of the Southdale Mall loan. The
'SM' raked certificates derive 100% of their cash flows from the
nonpooled portion of this loan," S&P said.

S&P continued, "Using servicer-provided financial information, we
calculated an adjusted debt service coverage (DSC) of 1.49x and
loan-to-value (LTV) ratio of 96.9%. We further stressed the loans'
cash flows under our 'AAA' scenario to yield a weighted average
DSC of 0.99x and LTV ratio of 123.3%. The implied defaults and
loss severity under the 'AAA' scenario were 62.7% and 32.0%,
respectively. The DSC and LTV calculations we noted above exclude
nine partial or fully defeased loans ($130.7 million, 8.7% of
pooled trust balance), four ($71.7 million; 4.8%) of the
transaction's six specially serviced assets ($98.5 million; 6.5%),
and the two loans that we determined to be credit-impaired ($7.4
million, 0.5%). We separately estimated losses for these assets,
which we included in our 'AAA' scenario implied default and loss
severity figures."

                     Credit Considerations

As of the restated May 10, 2011, trustee remittance report, six
assets ($98.5 million; 6.5% of pooled trust balance) in the trust
were with the special servicer, J.E. Robert Co. Inc. (JER). The
reported payment status of these assets is: one is real estate
owned (REO; $4.4 million; 0.3%), two are 90-plus-days delinquent
($45.7 million; 3.0%), one is 60 days delinquent ($21.5 million;
1.4%), one is in its grace period ($3.1 million; 0.2%), and
one is current ($23.8 million, 1.6%). Five of the specially
serviced assets ($95.5 million; 6.3%) have appraisal reduction
amounts (ARAs) in effect totaling $43.9 million.

The Tri-Star Estates Manufactured Housing Community loan is the
ninth-largest loan secured by real estate in the trust and the
largest asset with the special servicer ($40.6 million; 2.7% of
the pooled trust balance). The loan is secured by a 902-pad
manufactured housing community in Bourbonnais, Ill. The loan was
transferred to special servicing on Aug. 24, 2010, because the
borrower became unable to make debt service payments. According to
JER, foreclosure was filed; however, the borrower filed for
Chapter 11 bankruptcy on the morning of the receivership hearing.
The property was reported to be 81.0% occupied as of Sept. 14,
2010, and the reported DSC was 1.42x for year-end 2009. An ARA of
$24.3 million is in effect against the loan. Standard & Poor's
expects a significant loss upon the eventual resolution of this
asset.

The Davis Building and Metropolitan Garage loan is the second-
largest asset with the special servicer ($23.8 million; 1.6%). The
loan is secured by a 183-unit multifamily property in Dallas. The
loan was transferred to special servicing on Oct. 15, 2009, due to
payment default. According to the most recent reporting comments,
the loan was assumed and modified in April 2011. Terms of the
modification include a revised principal balance of $23.8 million,
a seven-year maturity date extension to May 2018, and an interest
rate adjustment to 5.25% from 5.225%.

The remaining four assets with the special servicer ($34.1
million; 2.2%) individually represent less than 1.5% of the total
trust balance. "We estimated losses for three of these assets
($31.0 million, 2.0%) to arrive at a weighted average loss
severity of 27.7%," S&P said.

S&P noted, "In addition to the specially serviced assets, we
determined two other loans in the trust to be credit-impaired. The
larger of these is the Pleasanton Park loan ($5.4 million, 0.4%),
which is secured by a 44,952-sq.-ft. office building in
Pleasanton, Calif. The loan appears on the master servicer's
watchlist because of a low reported DSC. As of year-end 2010, the
reported net cash flow was negative and occupancy was 64.0%. Given
the poor reported performance, we consider this loan to be at an
increased risk of default and loss."

The Valley View Plaza loan ($2.0 million, 0.1%) is secured by a
21,825-sq.-ft. retail property in Las Vegas. The loan appears on
the master servicer's watchlist because of a low reported DSC,
which was 0.33x as of June 2010 (with a same-period occupancy rate
of 40.7%). Given the poor reported performance, S&P considers this
loan to be at an increased risk of default and loss.

                       Transaction Summary

As of the May 10, 2011, trustee remittance report, the transaction
had an aggregate pooled trust balance of $1.51 billion (114 loans
and one REO asset), compared with $2.32 billion (135 loans) at
issuance. There are eight fully defeased loans and one partially
defeased loan in the trust ($130.7 million, 8.7% of the pooled
trust balance). Bank of America N.A., the master servicer,
provided financial information for 98.5% of the nondefeased trust
balance, which was primarily full-year 2009 and 2010 information.
"We calculated a weighted-average DSC of 1.55x for the loans in
the trust based on the reported figures. Our adjusted DSC and LTV
ratio were 1.49x and 96.9%, which exclude the nine partial or
fully defeased loans ($130.7 million, 8.7%), four ($71.7 million;
4.8%) of the transaction's six specially serviced assets ($98.5
million; 6.5%), as well as the two loans that we determined to be
credit-impaired ($7.4 million, 0.5%). The trust has experienced
principal losses totaling $46.3 million in connection with seven
assets. Thirty-five loans ($338.2 million; 22.4%) are on the
master servicer's watchlist, including one of the top 10 loans
secured by real estate. Twenty-five loans ($212.9 million, 14.1%)
have reported DSC of less than 1.10x, 19 ($152.8 million, 10.1%)
of which have reported DSC less than 1.00x," S&P said.

          Summary of Top 10 Loans Secured by Real Estate

The top 10 loans secured by real estate have an aggregate
outstanding pooled trust balance of $651.6 million (45.6%). "Using
servicer-reported information, we calculated a weighted-average
DSC of 1.78x for the top 10 loans. Our adjusted DSC and LTV
figures for the top 10 loans were 1.57x and 96.0%, respectively.
The adjusted figures exclude one of the top 10 loans with the
special servicer," S&P explained.

The largest loan in the pool, the Southdale Mall loan, has a trust
and whole-loan balance of $156.5 million, which consists of a
$120.3 million senior pooled component that makes up 10.4% of the
pooled trust balance and a $36.2 million subordinate nonpooled
component. The class "SM" certificates derive 100% of their cash
flows from the subordinate nonpooled component of the whole loan.
The loan is secured by 740,326 sq. ft. of a 1,181,355-sq.-ft.
regional mall in Edina, Minn. built in 1956. The loan was
transferred to the special servicer after the February 2010
trustee remittance report date because the borrower was unable to
refinance the loan. The loan was subsequently modified and the
maturity date was extended to April 1, 2013. The borrower also
paid down $28.0 million of the loan's then $150.0 million senior
component principal balance. Although the loan has delevered due
to the principal paydown, Standard & Poor's determined value of
the property has declined by 6.5% since its last review dated
March 9, 2010. "Resultantly, we affirmed our ratings on the 'SM'
raked certificates. The reported occupancy was 58.6% as of Sept.
30, 2010, and DSC was 2.09x as of year-end 2010," S&P said.

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

Ratings Lowered (Pooled Certificates)

Banc of America Commercial Mortgage Inc.
Commercial mortgage pass-through certificates series 2005-1
             Rating
Class    To             From        Credit enhancement (%)
A-J      AA- (sf)       AA (sf)                      16.58
B        A- (sf)        A+ (sf)                      12.53
C        BBB+ (sf)      A (sf)                       11.19
D        BB+ (sf)       A- (sf)                       8.30
E        BB- (sf)       BBB+ (sf)                     6.95
F        B+ (sf)        BBB (sf)                      5.22
G        CCC+ (sf)      B (sf)                        3.87

Ratings Affirmed (Pooled Certificates)

Banc of America Commercial Mortgage Inc.
Commercial mortgage pass-through certificates series 2005-1
Class     Rating      Credit enhancement (%)
A-3       AAA (sf)                     27.75
A-4       AAA (sf)                     27.75
A-SB      AAA (sf)                     27.75
A-5       AAA (sf)                     27.75
A-1A      AAA (sf)                     27.75
XW        AAA (sf)                       N/A

Ratings Affirmed (Nonpooled Certificates)

Banc of America Commercial Mortgage Inc.
Commercial mortgage pass-through certificates series 2005-1
Class     Rating
SM-A      B- (sf)
SM-B      B- (sf)
SM-C      CCC+ (sf)
SM-D      CCC (sf)
SM-E      CCC- (sf)
SM-F      CCC- (sf)
SM-G      CCC- (sf)
SM-H      CCC- (sf)

N/A -- Not applicable.


BATALLION CLO: Moody's Upgrades Ratings of Four CLO Notes Classes
-----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by Batallion CLO 2007-1 Ltd.:

   -- US$31,500,000 Class B Senior Secured Floating Rate Notes,
      Due 2022, Upgraded to A1 (sf); previously on August 4, 2009
      Downgraded to A2 (sf);

   -- US$32,500,000 Class C Senior Secured Deferrable Floating
      Rate Notes, Due 2022, Upgraded to Baa2 (sf); previously on
      August 4, 2009 Confirmed at Ba1 (sf);

   -- US$27,500,000 Class D Secured Deferrable Floating Rate
      Notes, Due 2022, Upgraded to Ba2 (sf); previously on August
      4, 2009 Confirmed at B1 (sf);

   -- US$22,500,000 Class E Secured Deferrable Floating Rate
      Notes, Due 2022, Upgraded to Caa1 (sf); previously on August
      4, 2009 Downgraded to Caa3 (sf).

RATINGS RATIONALE

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

Improvement in the credit quality is observed through an
improvement in the average credit rating (as measured by the
weighted average rating factor) and a decrease in the proportion
of securities from issuers rated Caa1 and below. In particular, as
of the latest trustee report dated May 2, 2011, the weighted
average rating factor is currently 2974 compared to 3582 in the
July 2009 report, and securities rated Caa1 or lower make up
approximately 2.52% of the underlying portfolio versus 9.83% in
July 2009. In addition, there are currently $10.36 million of
defaulted securities based on the May 2011 trustee report,
compared to $23.50 million in July 2009.

The overcollateralization ratios of the rated notes have also
improved since the rating action in August 2009. The Class A/B,
Class C, Class D and Class E overcollateralization ratios are
reported at 132.10%, 121.49%, 113.76% and 108.13%, respectively,
versus July 2009 levels of 126.52%, 116.35%, 108.95% and 103.55%,
respectively, and all related overcollateralization tests are
currently in compliance.

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 $489.56 million, defaulted par of $13.0
million, a weighted average default probability of 31.8% (implying
a WARF of 3961), a weighted average recovery rate upon default of
42.75%, and a diversity score of 48. 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.

Batallion CLO 2007-1 Ltd., issued in July 2007, is a
collateralized loan obligation backed primarily by a portfolio of
senior secured loans.

The principal methodology used in this rating was "Moody's
Approach to Rating Collateralized Loan Obligations" published in
August 2009.

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

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

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

In addition to the base case analysis, Moody's also performed
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% (3169)

Class A: +1

Class B: +2

Class C: +3

Class D: +2

Class E: +3

Moody's Adjusted WARF + 20% (4753)

Class A: -2

Class B: -2

Class C: -1

Class D: -2

Class E: -2

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

Sources of additional performance uncertainties are:

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

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

3) Other collateral quality metrics: The deal is allowed to
   reinvest and the manager has the ability to deteriorate the
   collateral quality metrics' existing cushions against the
   covenant levels. Moody's analyzed the impact of assuming lower
   of reported and covenanted values for weighted average rating
   factor, weighted average spread, weighted average coupon, and
   diversity score. However, as part of the base case, Moody's
   considered spread and diversity levels higher than the covenant
   levels due to the large difference between the reported and
   covenant levels.


BEAR STEARNS: Fitch Ratings Downgrades BSCMSI 2004-PWR5
-------------------------------------------------------
Fitch Ratings downgrades seven classes of Bear Stearns Commercial
Mortgage Securities commercial mortgage pass-through certificates
2004-PWR5.

The downgrades are the result of an increase in Fitch expected
losses of the remaining pool. Fitch modeled losses of 3.4% of the
remaining pool; expected losses of the original pool are at 2.9%,
including losses already incurred to date. Fitch has identified 14
loans (7.5%) as Fitch Loans of Concern, which includes two
specially serviced loans (1.9%).

As of the May 2011 distribution date, the pool's aggregate
principal balance has been paid down by approximately 21% to
$975.3 million from $1.23 billion at issuance. Interest shortfalls
are affecting the non-rated class Q and class P, with cumulative
unpaid interest totaling $0.5 million.

The largest contributors to modeled losses are Palmetto Business
Park (1.2%), Centerpointe Tech Center (0.8%) and Sussex Industrial
(1.3%) loans.

Palmetto Business Park loan is secured by a 492,020 square foot
(SF) industrial property located in Palmetto, FL. The loan was
transferred to special servicing on Feb. 1, 2011 due to imminent
default. The property is currently 10% occupied by one tenant,
compared to 100% occupied at issuance. The other two tenants
vacated upon lease expirations. The special servicer has filed
foreclosure. Current estimated property value is below principal
balance of the loan.

Centerpointe Tech Center loan is secured by four office buildings
totaling 151,895 SF located in San Diego, CA. Based on the year
end (YE) 2010 rent roll, the occupancy rate was 12.6% due to the
vacancies upon lease expirations. Recently a new lease has been
executed which brings the occupancy rate to 51.4%. The fourth
quarter 2010 debt service coverage ratio (DSCR) was 0.54 times (x)
compared to 2.34x at origination.

Sussex Industrial loan is secured by a 464,057 SF industrial
property located in Randolph, NJ. YE 2010 occupancy was 96.7% with
DSCR at 0.64x. The decline in performance is primarily due to
escalated costs related to renovation work on one unit. The
renovation was completed in earlier 2011. In addition, the lease
of the largest tenant which occupies 12.5% of the property expires
before the end of this year.

Fitch has downgraded these classes:

   -- $18.5 million class H to 'BB/LS5' from 'BBB-/LS3'; Outlook
      Stable;

   -- $4.6 million class J at to 'B/LS5' from 'BB+/LS5'; Outlook
      Stable;

   -- $4.6 million class K to 'B-/LS5' from 'BB/LS5'; Outlook
      Negative;

   -- $6.2 million class L to CCC/RR1' from 'BB-/LS5';;

   -- $4.6 million class M to CCC/RR1' from 'B+/LS5';

   -- $4.6 million class N to CCC/RR1' from 'B/LS5';

   -- $3.1 million class P to CC/RR3' from 'CCC/RR1'.

Fitch has affirmed these classes and revised Outlooks:

   -- $7.2 million class A-2 at 'AAA/LS1'; Outlook Stable;

   -- $134 million class A-3 at 'AAA/LS1'; Outlook Stable;

   -- $100 million class A-4 at 'AAA/LS1'; Outlook Stable;

   -- $579.1 million class A-5 at 'AAA/LS1'; Outlook Stable;

   -- $29.3 million class B at 'AA+/LS4 from 'AA+/LS3'; Outlook to
      Positive from Stable;

   -- $9.3 million class C at 'AA/LS5 from 'AA/LS4'; Outlook
      Stable;

   -- $20 million class D at 'A+/LS5' from 'A+/LS3'; Outlook
      Stable;

   -- $13 million class E at 'A'/LS4' from 'A'/LS4; Outlook
      Stable;

   -- $15.4 million class F at 'BBB+/LS5' from 'BBB+/LS4'; Outlook
      Stable;

   -- $9.3 million class G at 'BBB/LS5' from 'BBB/LS4'; Outlook
      Stable.

Class A-1 has paid in full. Fitch does not rate the $11.6 million
class Q certificates. Fitch has withdrawn the ratings on the
Interest-only class X.


BEAR STEARNS: Moody's Affirms 16 CMBS Classes of BSCMS 2003-TOP12
-----------------------------------------------------------------
Moody's Investors Service (Moody's) affirmed the ratings of 16
classes of Bear Stearns Commercial Mortgage Securities Trust 2003-
TOP12, Commercial Mortgage Pass-Through Certificates, Series 2003-
TOP12:

   -- Cl. A-3, Affirmed at Aaa (sf); previously on Oct 17, 2003
      Definitive Rating Assigned Aaa (sf)

   -- Cl. A-4, Affirmed at Aaa (sf); previously on Oct 17, 2003
      Definitive Rating Assigned Aaa (sf)

   -- Cl. X-1, Affirmed at Aaa (sf); previously on Oct 17, 2003
      Definitive Rating Assigned Aaa (sf)

   -- Cl. X-2, Affirmed at Aaa (sf); previously on Oct 17, 2003
      Definitive Rating Assigned Aaa (sf)

   -- Cl. B, Affirmed at Aaa (sf); previously on Jan 11, 2007
      Upgraded to Aaa (sf)

   -- Cl. C, Affirmed at Aa2 (sf); previously on Aug 7, 2008
      Upgraded to Aa2 (sf)

   -- Cl. D, Affirmed at A1 (sf); previously on Aug 7, 2008
      Upgraded to A1 (sf)

   -- Cl. E, Affirmed at A3 (sf); previously on Aug 7, 2008
      Upgraded to A3 (sf)

   -- Cl. F, Affirmed at Baa2 (sf); previously on Oct 17, 2003
      Definitive Rating Assigned Baa2 (sf)

   -- Cl. G, Affirmed at Baa3 (sf); previously on Oct 17, 2003
      Definitive Rating Assigned Baa3 (sf)

   -- Cl. H, Affirmed at Ba1 (sf); previously on Oct 17, 2003
      Definitive Rating Assigned Ba1 (sf)

   -- Cl. J, Affirmed at Ba2 (sf); previously on Oct 17, 2003
      Definitive Rating Assigned Ba2 (sf)

   -- Cl. K, Affirmed at B1 (sf); previously on Oct 27, 2010
      Downgraded to B1 (sf)

   -- Cl. L, Affirmed at B3 (sf); previously on Oct 27, 2010
      Downgraded to B3 (sf)

   -- Cl. M, Affirmed at Caa3 (sf); previously on Oct 27, 2010
      Downgraded to Caa3 (sf)

   -- Cl. N, Affirmed at C (sf); previously on Oct 27, 2010
      Downgraded to C (sf)

RATINGS RATIONALE

The affirmations are due to key parameters, including Moody's loan
to value (LTV) ratio, Moody's stressed DSCR and the Herfindahl
Index (Herf), 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
1.5% of the current balance. At last full review, Moody's
cumulative base expected loss was 2.3%. Moody's stressed scenario
loss is 3.3% of the current balance. Moody's provides a current
list of base and stress scenario losses for conduit and fusion
CMBS transactions on moodys.com at
http://v3.moodys.com/viewresearchdoc.aspx?docid=PBS_SF215255.
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 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.

The principal methodology used in this rating was: "Moody's
Approach to Rating Fusion U.S. CMBS Transactions" published in
April 2005.

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 (sf) 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 (sf) level are driven by a paydown 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 (sf) and B2 (sf) ,
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 43, compared to 41 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 (CMBS) 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 27, 2010. Please see
the ratings tab on the issuer/entity page on moodys.com for the
last rating action and the ratings history.

Moody's Investors Service 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 May 13, 2011 distribution date, the transaction's
aggregate certificate balance has decreased by 40% to $693.5
million from $1.16 billion at securitization. The Certificates are
collateralized by 117 mortgage loans ranging in size from less
than 1% to 8% of the pool, with the top ten loans representing 38%
of the pool. Thirteen loans, representing 9% of the pool, have
defeased and are collateralized with U.S. Government securities.
The pool contains seven loans, representing 24% of the pool with
investment grade credit estimates. At last full review, two
additional loans, the Cedar Knolls Shopping Center Loan ($16.3
million -- 2.3% of the pool) and the Eagle Plaza Shopping Center
Loan ($14.5 million -- 2.1%) also had credit estimates. However,
due to performance declines and increased leverage these loans no
longer have credit estimates and are analyzed as part of the
conduit pool.

Twenty 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 (CREFC) 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 $2.6 million loss (2%
loss severity on average). Currently one loan, representing 0.8%
of the pool, is in special servicing. Moody's has estimated an
aggregate $1.4 million loss (20% expected loss on average) for the
specially serviced loan.

Moody's has assumed a high default probability for two poorly
performing loans representing 0.8% of the pool and has estimated a
$1.1 million loss (25% expected loss based on a 50% probability
default) from these troubled loans.

Moody's was provided with full year 2009 and partial year 2010
operating results for 96% and 91%, respectively, of the non-
defeased pool. Excluding specially serviced and troubled loans,
Moody's weighted average LTV is 66% compared to 64% at last full
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
9.6%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 2.02X and 1.78X, respectively, compared to
2.06X and 1.79X at last full review. Moody's actual DSCR is based
on Moody's net cash flow (NCF) and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.

The largest loan with a credit estimate is the WestShore Plaza
Loan ($57.7 million -- 8.3%), which represents a 66% pari passu
interest in a $87.4 million first mortgage loan. The loan is
secured by the borrower's interest in 1.06 million square foot
(SF) (collateral represents 356,024 SF) regional mall located in
Tampa, Florida. The center is anchored by Macy's, Sears and Saks
Fifth Avenue. The in-line space was 92% leased as of February 2011
compared to 93% at last review. Financial performance is stable
and the loan matures in September 2012. Moody's current credit
estimate and stressed DSCR are A2 and 1.60X, respectively,
compared to A2 and 1.56X at last review.

The second loan with a credit estimate is the West Valley Mall
Loan ($52.0 million -- 7.5%), which is secured by the borrower's
interest in 717,573 SF (collateral represents 621,697 SF) regional
mall located in Tracy, California. The center is anchored by
Target, J.C. Penney, Sears and Macy's. The inline space was 69%
leased as of December 2010 compared to 76% at last review. Despite
the decline in occupancy, performance is similar to last review.
Gottschalks, formerly the largest collateral tenant, vacated the
center following its bankruptcy; however, Macy's has filled this
space with a store that opened in October 2010. The loan's
sponsor, General Growth Properties Inc., included the loan in its
bankruptcy. The loan was modified in January 2010 with a maturity
extension and matures in January 2014. Moody's current credit
estimate and stressed DSCR are A2 and 1.52X, respectively,
compared to A2 and 1.43X at last review.

The remaining five loans with credit estimates comprise 8.0% of
the pool. The Sun Valley Apartments Loan ($16.2 million -- 2.3%),
is secured by a 305-unit multifamily property located in Florham
Park, New Jersey, and has a credit estimate of Aaa, same as at
last review. The 284 Mott Street Loan ($16.1 million -- 2.3%) is
secured by a 163-unit multifamily property located in New York
City. Its credit estimate is Aaa, the same as at last review. The
three smallest loans with credit estimates -- Carriage Way MHP
Loan ($10.0 million -- 1.4%), Deerfield Estates MHP ($8.5 million
-- 1.2%) and Wayne Towne Center Loan ($4.5 million -- 0.6%) have
credit estimates of Aaa, the same as at last review.

The top three performing conduit loans represent 11% of the pool
balance. The largest loan is the 360 Lexington Loan ($38.6 million
-- 5.6%), which is secured by a 251,382 SF Class B office building
located in the Grand Central office submarket in New York City.
Property performance has improved since the previous review
because of increases in rental revenues. The property was 89%
leased as of December 2010, the same as at last review. The loan
is interest only for its entire 10-year term and matures in July
2013. Moody's LTV and stressed DSCR are 67% and 1.37X,
respectively, compared to 75% and 1.22X at last review.

The second largest loan is the GGP Portfolio Loan ($22.3 million -
- 3.2%), which is secured by nine retail properties totaling
735,000 SF. The properties are located primarily in tertiary
markets in Utah (5), Oregon (2), Arizona and Colorado. The
portfolio was included in GGP's bankruptcy and was modified in
March 2010 with a maturity extension. The loan matures in January
2014 and has paid down 42% since securitization. Portfolio
performance has remained stable since last review. Moody's LTV and
stressed DSCR are 39% and 2.65X, respectively, compared to 55% and
1.86X at last review.

The third largest loan is the Annapolis Commerce Park Loan ($15.1
million -- 2.2% of the pool), which is secured by a 229,160 SF
industrial park located in Annapolis, Maryland. The park's largest
tenants are the District Court of Maryland (25% of the net
rentable area (NRA); lease expiration August 2014) and FTI
Consulting, Inc. (23% of the NRA; lease expiration August 2017).
Performance remains stable and the property was 92% leased as of
March 2011. The loan amortizes on a 30-year schedule and has paid
down by approximately 11% since securitization. Moody's LTV and
stressed DSCR are 56% and 1.79X, respectively, compared to 56% and
1.80X at last review.


BEAR STEARNS: Moody's Downgrades Ratings of 19 Tranches
-------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 19
tranches issued by eight RMBS resecuritization transactions.

RATINGS RATIONALE

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

The principal methodology used in these ratings is described in
the "Surveillance Approach for Resecuritized transactions" section
in "Moody's Approach to Rating US Resecuritized Residential
Mortgage-Backed Securities" published in February 2011.

Moody's ratings on the resecuritization notes 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 assumptions on the underlying pools
of mortgage loans backing the underlying certificates and then
arrived at updated ratings on the underlying certificates.

The principal methodology used in determining the underlying
ratings is described in the Monitoring and Performance Review
section in "Moody's Approach to Rating US Residential Mortgage-
Backed Securities" published in December 2008.

The primary source of assumption uncertainty is the current
macroeconomic environment, in which unemployment levels remain
high, and weakness persists in the housing market. Overall,
Moody's assumes a further 5% decline in home prices with
stabilization in late 2011, accompanied by continued stress in
national employment levels through that timeframe.

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 report had a
neutral impact on the ratings.

Complete rating actions are:

Issuer: Bear Stearns Structured Products, Inc. 2003-1

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

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

Issuer: J.P. Morgan MBS, Series 2005-R1

   -- Cl. B-2, Downgraded to Ba3 (sf); previously on Jul 2, 2010
      Ba1 (sf) Placed Under Review for Possible Downgrade

   -- Cl. B-3, Downgraded to Ca (sf); previously on Jul 2, 2010
      Ba2 (sf) Placed Under Review for Possible Downgrade

   -- Cl. B-4, Downgraded to C (sf); previously on Jul 2, 2010 Ba3
      (sf) Placed Under Review for Possible Downgrade

   -- Cl. B-5, Downgraded to C (sf); previously on Jul 2, 2010 B3
      (sf) Placed Under Review for Possible Downgrade

Issuer: MASTR Asset Securitization Trust 2004-P7

   -- Cl. A-5, Downgraded to Baa2 (sf); previously on Jul 2, 2010
      Aaa (sf) Placed Under Review for Possible Downgrade

   -- Cl. A-6, Downgraded to Ba1 (sf); previously on Jul 2, 2010
      Aaa (sf) Placed Under Review for Possible Downgrade

   -- Cl. A-7, Downgraded to B1 (sf); previously on Jul 2, 2010
      Aa1 (sf) Placed Under Review for Possible Downgrade

Issuer: MASTR Resecuritization Trust 2004-3

   -- Notes, Downgraded to Ca (sf); previously on Jul 2, 2010 B3
      (sf) Placed Under Review for Possible Downgrade

Issuer: MASTR Resecuritization Trust 2005-1

   -- Notes, Downgraded to C (sf); previously on Jul 2, 2010 Caa3
      (sf) Placed Under Review for Possible Downgrade

Issuer: MASTR Resecuritization Trust 2005-2

   -- Notes, Downgraded to Ca (sf); previously on Jul 2, 2010 Baa3
      (sf) Placed Under Review for Possible Downgrade

Issuer: MASTR Resecuritization Trust 2007-1

   -- Cl. A1, Downgraded to Caa1 (sf); previously on Jan 29, 2010
      B2 (sf) Placed Under Review for Possible Downgrade

   -- Cl. A2, Downgraded to C (sf); previously on Mar 12, 2010 Ca
      (sf) Placed Under Review for Possible Downgrade

Issuer: RALI Series 2003-QR24 Trust

   -- Cl. A-3, Downgraded to Baa3 (sf); previously on Apr 13, 2010
      Aaa (sf) Placed Under Review for Possible Downgrade

   -- Cl. A-4, Downgraded to A3 (sf); previously on Apr 13, 2010
      Aaa (sf) Placed Under Review for Possible Downgrade

   -- Cl. A-5, Downgraded to Baa3 (sf); previously on Apr 13, 2010
      Aaa (sf) Placed Under Review for Possible Downgrade

   -- Cl. A-6, Downgraded to Baa2 (sf); previously on Apr 13, 2010
      Aaa (sf) Placed Under Review for Possible Downgrade

   -- Cl. A-7, Downgraded to Baa1 (sf); previously on Apr 13, 2010
      Aaa (sf) Placed Under Review for Possible Downgrade


BLACKROCK CAPITAL: Moody's Downgrades $5 Mil. Scratch & Dent RMBS
-----------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 2 tranches
from 1 RMBS transaction. The collateral backing the deal primarily
consists of first-lien, fixed and adjustable rate "scratch and
dent" residential mortgages.

Scratch and Dent deals are classified outside of Moody's primary
categorizations (Prime Jumbo, Subprime, Option ARMs and Alt-A) for
a number of reasons. The pools may include mortgages that have
been originated outside an originator's program guidelines in some
way, or mortgages where borrowers missed payments in the past.
These pools may also include loans with document defects at
origination that were since rectified. Due to the varied content
of Scratch and Dent mortgage pools, which can range from seasoned
prime-like loans to non-prime loans that were seriously delinquent
at the time of securitization, credit quality of these pools
varies considerably.

RATINGS RATIONALE

The actions are a result of deteriorating performance of Scratch
and Dent pools under stressed housing and macroeconomic
conditions. The actions reflect Moody's updated loss expectations
on Scratch and Dent pools.

The principal methodology used in these ratings is described in
the Monitoring and Performance Review section in "Moody's Approach
to Rating US Residential Mortgage-Backed Securities" published in
December 2008. Other methodologies used include "US RMBS
Surveillance Methodology for Scratch and Dent" published in May
2011, which accounts for the deteriorating performance and
outlook.

Moody's final rating actions are based on current levels of credit
enhancement, collateral performance and updated pool-level loss
expectations. Moody's took into account credit enhancement
provided by seniority, cross-collateralization, excess spread,
time tranching, and other structural features within the senior
note waterfalls.

The primary source of assumption uncertainty is the current
macroeconomic environment, in which unemployment levels remain
high, and weakness persists in the housing market. Overall,
Moody's assumes a further 5% decline in home prices with
stabilization in late 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: BlackRock Capital Finance L.L.C., Series 1996-R1

   -- B-1, Downgraded to Ca (sf); previously on Jul 2, 2010
      Downgraded to B2 (sf)

   -- B-1X, Downgraded to Ca (sf); previously on Jul 2, 2010
      Downgraded to B2 (sf)


BROWARD COUNTY: Moody's Downgrades Rating of Revenue Bonds
----------------------------------------------------------
Moody's has downgraded the ratings of Broward County Housing
Finance Authority Single Family Mortgage Revenue Bonds Series
2006A to Ba3 from Aaa and Series 2006B to Ca from Baa2 and removed
the bonds from Watchlist for Possible Downgrade.

Rating Rationale

The downgrade and removal from Watchlist for Possible Downgrade of
the Series 2006A (Senior) bonds is based on cash flow projections
which demonstrate that under certain prepayment scenarios there
will be insufficient revenue to fully pay the debt service on the
bonds in the future . The downgrade and removal from Watchlist of
the Series 2006B (Subordinate) bonds is based on the expectation
that the poor performance of the subordinate mortgages will
continue and result in a default on the bonds in the near future.

Security and Basis for the Rating

Both series of bonds are secured by revenues from both mortgage-
backed securities ("MBS") guaranteed as to full and timely payment
of principal and interest by the Government National Mortgage
Association ("GNMA"), Fannie Mae and Freddie Mac and from second
mortgages issued in connection with some of the mortgages backing
the MBS. Priority of payments to bondholders is governed by a
Master Indenture of Trust. Under the indenture, revenues from both
MBS and second mortgages, including any principle repayments under
the MBS, are used to pay debt service on the senior bonds first.
Any prepayments of principle on the second mortgages and all
remaining revenue, after paying defined expenses under the
indenture, are used to redeem subordinate bonds and pay interest
on the bonds.

Recent Developments

Moody's recently learned that proceeds securing the Series 2006A
bonds that did not o purchase MBS were used, in accordance with
the indenture, to redeem approximately $55,000 in subordinate
Series 2006B bonds. Moody's believes this created a weakness in
the structure of the senior bonds, lowering the
overcollateralization level at which cash flow sufficiency can be
maintained under most scenarios. As a result, cash flow
projections demonstrate a decline in the ratio of MBS and other
assets securing the senior bonds throughout the life of the bonds.
Furthermore, MBS prepayments increase stress on the transaction's
ability to maintain sufficient revenues to pay off debt service,
due to the difference between the interest earnings on the assets
held by the trustee and the higher interest cost of the bonds.

Analysis

The 2006A bonds: Cash flow projections demonstrate that if
prepayment speeds on the MBS remain at current levels (of
approximately 350%), the bonds are likely to default as early
as2032. Prepayment speeds would need to be below 80% PSA for
revenue to be sufficient to cover debt service for the life of the
bonds. In addition, Moody's projects that the expected loss will
be less than 1%. In determining the rating, Moody's evaluated two
factors: the Probability of Default (PD), which is the risk that
prepayment speeds will remain at currently high levels, and; the
Loss Given Default (LGD), which is the possible loss to
bondholders from prepayment speeds ranging from below average to
high current levels through maturity. The expected loss is the
combination of the LGD and PD under all scenarios.

Moody's believes that an appropriate PD for the transaction is
high, based on Moody's review prepayment behavior. Moody's
reviewed prepayment speeds for housing transactions in Florida
that Moody's rates and found that the weighted average of
prepayment speeds is currently 308%. Furthermore, the historical
prepayment speed of the Series 2006A bonds is significantly above
this level.

Moody's believes that the LGD on a present value basis will be
low, under 1%, for the weighted average of all scenarios. Given,
however, the high probability of default because of rapid
prepayment speeds, the transaction no longer exhibits investment
grade qualities.

The 2006B bonds: The downgrade of the 2006B bonds is based on cash
flow projections demonstrating that the bonds will likely default
sometime in the next two to six years and the estimated recovery
rate to bondholders will be low. The trustee has indicated that
the reserve fund dedicated to the 2006B bonds is now being tapped,
indicating significant stress on the transaction.

All of the second mortgages securing the Series 2006B bonds were
issued in connection with the issuance of a first mortgage that
was securitized into Mortgaged Backed Securities (MBS). Of an
original pool of 12 second mortgages, only four are current, based
on recent servicer reports. Since the second mortgages are
unenhanced, bondholders will recover only the value of any paid
principal and interest from these current mortgages. In the best-
case scenario, cash flow projections indicate a default in 2024,
assuming the remaining loans do not default. In the worst-case
scenario, the bonds will default as early as 2012.

Moody's believes that the high default rate on the second
mortgages (approximately 2/3 of the second mortgages have already
defaulted) will continue to show weakness and reflects the
distressed local real estate market, the small pool of original
loans and the size of the loans in relation to the total mortgage
amount. The Ft. Lauderdale MSA, in which Broward County is
located, has experienced some of the greatest housing declines in
the country and is one of the leaders in delinquencies and
foreclosures. The second loans were issued as "80/20" or "down
payment assistance" loans, which financed most of the down payment
equity for which the homeowner would have been responsible.
Consequently, the size of the loans is large, averaging
approximately $30,000.

Given the small number of loans originally issued, a small number
of defaults resulted in a large loss in principal securing the
Series 2006B bonds. Currently, the ratio of current loans-to-bonds
outstanding is approximately 55%, and revenue from both the
remaining mortgages and excess MBS revenue is not sufficient to
pay debt service on the bonds. Based on current default rates,
further defaults in the second mortgages and declines in the
asset-to-debt ratio is highly likely.

What could change the rating - UP

Series 2006A and 2006B

* An issuer contribution of funds designed to mitigate losses
  based on cash flow projections

What could change the rating - DOWN

Series 2006A

* Persistence of higher than anticipated prepayment speeds
  resulting in a higher estimated LGD

Series 2006B

* Further loan losses on the second mortgages

The principal methodology used in this rating was Moody's Approach
to Rating Structured Finance Securities in Default published in
November 2009.


CENTURION CDO: Moody's Upgrades Ratings of Three CBO Notes Classes
------------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by Centurion CDO IV Limited:

   -- US$15,000,000 Class B Floating Rate Notes, Due 2016,
      Upgraded to B2 (sf); previously on August 31, 2009
      Downgraded to Caa3 (sf)

   -- US$10,000,000 Class C-1 Floating Rate Notes, Due 2016,
      Upgraded to Caa3 (sf); previously on January 14, 2009
      Downgraded to Ca (sf)

   -- US$5,000,000 Class C-2 Fixed Rate Notes, Due 2016, Upgraded
      to Caa3 (sf); previously on January 14, 2009 Downgraded to
      Ca (sf).

RATINGS RATIONALE

According to Moody's, the rating actions taken on the notes result
primarily from delevering of the transaction. The Class A notes
have been paid down from approximately $150 million to
approximately $51 million since the last rating action in August
2009. As a result of the delevering, the overcollateralization
ratios of the rated notes have improved. The Class A, Class B, and
Class C overcollateralization ratios are reported at 179.79%,
138.97%, and 113.25%, respectively, versus August 2009 levels of
123.10%, 111.93%, and 102.62%, 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.
In particular, as of the latest trustee report dated May 2011, the
weighted average rating factor is currently 3567 compared to 3564
in the August 2009 report, and securities rated Caa1 or lower make
up approximately 31.3% of the underlying portfolio versus 33.5% in
August 2009. Additionally, defaulted securities total about $4.8
million of the underlying portfolio compared to $9.3 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 balance,
including principal proceeds, of $80 million, defaulted par of
$33.8 million (including $26.3 million of Ca/C-rated CBO
tranches), a weighted average default probability of 26.3%
(implying a WARF of 4174), a weighted average recovery rate upon
default of 15.4%, and a diversity score of 38. 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.

Centurion CDO IV Limited, issued in March 2001, is a
collateralized bond obligation backed primarily by a portfolio of
senior unsecured bonds and CBO tranches. Moody's notes that 31.1%
of the collateral pool is composed of CBO tranches.

The principal methodology used in this rating was "Moody's
Approach to Rating Collateralized Loan Obligations", published in
August 2009. This publication incorporates rating criteria that
apply to both collateralized loan obligations and collateralized
bond obligations.

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

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

In addition to the base case analysis, Moody's also performed a
number of sensitivity analyses to test the impact on all rated
notes 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% (3339)

Class A: +3

Class B: +3

Class C-1: +1

Class C-2: +1

Moody's Adjusted WARF + 20% (5009)

Class A: -1

Class B: -1

Class C-1: 0

Class C-2: -1

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

Sources of additional performance uncertainties are:

1. Delevering: The main source of uncertainty in this transaction
   is whether delevering from unscheduled principal proceeds will
   continue and at what pace. Delevering may accelerate due to
   high prepayment levels in the bond 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 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.


CHASE COMMERCIAL: Fitch Upgrades 2 Classes of Series 1997-2
-----------------------------------------------------------
Fitch Ratings has upgraded two classes of Chase Commercial
Mortgage Securities Corp. (Chase CSMC), series 1997-2. In
addition, Fitch has revised the Loss Severity (LS) ratings and
assigned Ratings Outlooks.

The rating upgrades are a result of paydown, defeasance, and
increased credit enhancement. As of the May 2011 distribution
date, the pool's certificate balance has paid down 94.8% to $42.1
million from $814 million at issuance.

There are nine of the original 169 loans remaining in the
transaction. Four loans (32.2%) are defeased. There are no
specially serviced loans as of the May 2011 remittance report.
Fitch expects minimal losses to the remaining pool balance. Any
incurred losses are expected to be absorbed by the non-rated class
J.

Fitch has identified one Loan of Concern,(3% of the pool balance)
a 420,000 square foot (sf) industrial property located in Dover,
DE. The property has experienced cash flow issues due to occupancy
declines. The March 2011 rent roll reported occupancy at 35%, a
gradual decline from year end (YE) 2008, YE 2009 and YE 2010
reporting at 53%, 40%, and 38%, respectively. The most recent debt
service coverage ratio (DSCR) as of March 2011 was 1.22 times (x),
down from 1.63x as of YE 2010. The loan remains current as of the
May 2011 payment date. The fully amortizing loan is scheduled to
mature in November 2012.

Fitch stressed the cash flow of the remaining non-defeased loans
by applying a 5% reduction to 2010 or 2009 fiscal YE net operating
income, and applying an adjusted market cap rate between 8.0% and
9.5% to determine value.

Similar to Fitch's prospective analysis of recent vintage CMBS,
the non-defeased loans also underwent a refinance test by applying
an 8% interest rate and 30-year amortization schedule based on the
stressed cash flow. All five of the non-defeased loans are
considered to pay off at maturity, and could refinance to a DSCR
above 1.25x. The current weighted average DSCR for the five non-
defeased loans is 2.25x. Of the nine remaining loans in the pool,
eight (95.7%) are scheduled to mature in 2012, and one (4.3%) in
2013.

Fitch upgrades these classes, assigns Outlooks and revises the LS
rating:

   -- $12.2 million class H to 'AA/LS1'; from 'A+/LS3; Outlook
      Stable.

   -- $8.1 million class I to 'BB/LS1'; from 'B+/LS3; Outlook
      Stable.

Fitch also affirms these classes and Outlooks, and revises LS
ratings:


   -- $11 million class F at 'AAA/LS1' from 'AAA/LS5'; Outlook
      Stable.

   -- $6.1 million class G at 'AAA/LS1' from 'AAA/LS4'; Outlook
      Stable.

Class J, which is not rated by Fitch, has been reduced to $4.7
million from $14.2 million at issuance due to realized losses.
Classes A-1, A-2, B, C, D, and E have paid in full.

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


CHASE COMMERCIAL: Moody's Affirms Three Classes of CCMSC 2000-2
---------------------------------------------------------------
Moody's Investors Service (Moody's) upgraded three classes and
affirmed three classes of Chase Commercial Mortgage Securities
Corp., Commercial Mortgage Pass-Through Certificates, Series 2000-
2:

   -- Cl. X, Affirmed at Aaa (sf); previously on Jun 27, 2000
      Definitive Rating Assigned Aaa (sf)

   -- Cl. F, Affirmed at Aaa (sf); previously on Dec 2, 2010
      Upgraded to Aaa (sf)

   -- Cl. G, Upgraded to Aaa (sf); previously on Dec 2, 2010
      Upgraded to A3 (sf)

   -- Cl. H, Upgraded to Ba1 (sf); previously on Oct 15, 2009
      Downgraded to Ba3 (sf)

   -- Cl. I, Upgraded to Caa3 (sf); previously on Dec 2, 2010
      Downgraded to Ca (sf)

   -- Cl. J, Affirmed at C (sf); previously on Dec 2, 2010
      Downgraded to C (sf)

RATINGS RATIONALE

The upgrades are due to increased credit subordination due to
amortization and loan payoffs and a lower estimate of expected
losses. The affirmations are due to key parameters, including
Moody's loan to value (LTV) ratio, Moody's stressed debt service
coverage ratio (DSCR) and the Herfindahl Index (Herf), remaining
within acceptable ranges. Based on Moody's current base expected
loss, the credit enhancement levels for the affirmed classes are
sufficient to maintain their current ratings.

Moody's rating action reflects a cumulative base expected loss of
8.5% of the current balance. At last review, Moody's cumulative
base expected loss was 16.1%. Moody's stressed scenario loss is
12.8% of the current balance. Depending on the timing of loan
payoffs and the severity and timing of losses from specially
serviced loans, the credit enhancement level for investment grade
classes could decline below the current levels. If future
performance materially declines, the expected level of credit
enhancement and the priority in the cash flow waterfall may be
insufficient for the current ratings of these classes.

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

Primary sources of assumption uncertainty are the current 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.

The principal methodology used in this rating was "CMBS: Moody's
Approach to Rating Conduit Transactions" published in September
2000.

Moody's also used the Credit Tenant Lease (CTL) approach in rating
this transaction. Under Moody's CTL approach, the rating of a
transaction's certificates is primarily based on the senior
unsecured debt rating (or the corporate family rating) of the
tenant, usually an investment grade rated company, leasing the
real estate collateral supporting the bonds. This tenant's credit
rating is the key factor in determining the probability of default
on the underlying lease. The lease generally is "bondable", which
means it is an absolute net lease, yielding fixed rent paid to the
trust through a lock-box, sufficient under all circumstances to
pay in full all interest and principal of the loan. The leased
property should be owned by a bankruptcy-remote, special purpose
borrower, which grants a first lien mortgage and assignment of
rents to the securitization trust. The dark value of the
collateral, which assumes the property is vacant or "dark", is
then examined; the dark value must be sufficient, assuming a
bankruptcy of the tenant and rejection of the lease, to support
the expected loss consistent with the certificates' rating.
Moody's may make adjustments reflecting the possibility of lease
affirmations by the tenant and for the landlord's claim for lease
rejection damages in bankruptcy. Moody's also may give credit for
some amortization of the debt, depending upon the rating of the
credit tenant. In addition, Moody's considers the overall
structure and legal integrity of the transaction. The
certificates' rating may change as the senior unsecured debt
rating (or the corporate family rating) of the tenant changes.

Another supporting methodology used in this analysis was "CMBS:
Moody's Approach to Rating Large Loan/Single Borrower
Transactions" published in July 2000.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.50 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) 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 (sf) 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 (sf) and B2 (sf),
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 2 compared to 3 at last review.

In cases where the Herf falls below 20, Moody's also employs the
large loan/single borrower methodology. This methodology uses the
excel-based Large Loan Model v 8.0 and then reconciles and weights
the results from the two models in formulating a rating
recommendation. The large loan model derives credit enhancement
levels based on an aggregation of adjusted loan level proceeds
derived from Moody's loan level LTV ratios. Major adjustments to
determining proceeds include leverage, loan structure, property
type, and sponsorship. These aggregated proceeds are then further
adjusted for any pooling benefits associated with loan level
diversity, other concentrations and correlations.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) 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 2, 2010.

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

DEAL PERFORMANCE

As of the May 17, 2011 distribution date, the transaction's
aggregate certificate balance has decreased by 94% to $41.6
million from $738.7 million at securitization. The Certificates
are collateralized by four mortgage loans ranging in size from
less than 1% to 47% of the pool. One loan, representing 47% of the
pool, has defeased and is collateralized by U.S. Government
securities. The defeased loan matures within twelve months.

The pool faces significant near-term refinancing risk as 96.8% of
the pool matures within the next twelve months.

No loans 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 (CREFC) 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 a $27.3 million loss (average 33%
loss severity). The pool had experienced an aggregate $22.5
million loss at last review. One loan, the Shops at Gainey Ranch
Loan ($4.4 million -- 10.6% of the pool), is currently in special
servicing. The loan is secured by a 29,970 square foot (SF) strip
retail center located in Scottsdale, Arizona. The loan was
transferred to special servicing in February 2010 due to payment
default and became real estate owned (REO) in October 2010. The
property's net operating income (NOI) has declined in concert with
lower occupancy now at 29%. The property is presently being
marketed for sale. Moody's estimates an aggregate $3.0 million
loss for this specially serviced loan (69% expected loss
severity).

As of the most recent remittance statement date, the transaction
has experienced unpaid accumulated interest shortfalls totaling
$322,646 affecting Classes K and M. Interest shortfalls are caused
by special servicing fees, appraisal reductions, extraordinary
trust expenses and interest payment reductions due to loan
modifications.

Moody's was provided with full year 2009 operating results for 75%
of the pool's non-defeased loans and full year 2010 results for
50% of the pool's non-defeased loans. Excluding the specially
serviced and defeased loan, Moody's weighted average LTV is 86%
versus 85% at last full review. Moody's net cash flow reflects a
weighted average haircut of 10.0% to the most recently available
net operating income. Moody's value reflects a weighted average
capitalization rate of 9.0%.

Excluding the specially serviced and defeased loan, Moody's actual
and stressed DSCRs are 1.02X and 1.13X, respectively, compared to
1.02X and 1.15X at last review. Moody's actual DSCR is based on
Moody's net cash flow (NCF) and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.

The top performing conduit loan represents 39% of the pool
balance. The largest loan is the AEC II-Arbor Landings I & II Loan
($16.2 million -- 39.1% of the pool) which is secured by a 328-
unit multi-family property located in Ann Arbor, Michigan. The
property was 93% leased as of December 2010 compared to 88% at
last review. Performance has declined slightly due to higher
expenses. Moody's LTV and stressed DSCR are 86% and 1.13X,
respectively, the same as at last review.

The second largest loan is the CVS Pharmacy Loan ($1.3 million --
3.2% of the pool) which is secured by a 10,195 SF single tenant,
freestanding drug store located in Columbia, South Carolina. The
property is 100% leased, the same as last review. The rating was
affirmed at Baa2 based on the support of the long-term triple net
lease guaranteed by CVS Caremark (senior unsecured rating Baa2,
stable outlook). This fully amortizing loan yielded a Moody's LTV
and stressed DSCR of 66% and 1.53X, respectively, compared to 72%
and 1.03X at last review.


CHATHAM LIGHT: S&P Affirms Rating on Class D Notes at 'B+'
----------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the
class A-2, B, and C notes from Chatham Light II CLO Ltd., a
collateralized loan obligation (CLO) transaction managed by
Sankaty Advisors LLC. "At the same time, we removed the ratings
from CreditWatch, where we placed them with positive implications
on March 1, 2011. We also affirmed our 'AA+ (sf)' rating on the A-
1 notes and the 'B+ (sf)' rating on the class D notes," S&P said.

"The upgrades reflect the improved performance we have observed in
the deal's underlying asset portfolio. As of the April 15, 2011,
trustee report, the transaction had only $6.28 million in
defaulted assets, compared with the $39.13 million noted in the
Sept. 14, 2009, trustee report, which we referenced for our
November 2009 rating actions," S&P continued.

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 April 15, 2011,
monthly report:

    * The class A-2 O/C ratio was 125.69%, compared with a
      reported ratio of 119.66% in September 2009;

    * The class B O/C ratio was 118.05%, compared with a reported
      ratio of 112.39% in September 2009;

    * The class C O/C ratio was 112%, compared with a reported
      ratio of 106.63% in September 2009; and

    * The class D O/C ratio was 107.95%, compared with a reported
      ratio of 102.77% 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 it deems necessary.

Rating and CreditWatch Actions

Chatham Light II CLO Ltd.
              Rating
Class     To          From
A-2       AA (sf)     A+ (sf)/Watch Pos
B         A (sf)      BBB+ (sf)/Watch Pos
C         BBB- (sf)   BB (sf)/Watch Pos

Ratings Affirmed

Chatham Light II CLO Ltd.

Class        Rating
A-1          AA+ (sf)
D            B+ (sf)

Transaction Information

Issuer:              Chatham Light II CLO Ltd.
Collateral manager:  Sankaty Advisors LLC
Underwriter:         Citigroup Global Markets Inc.
Trustee:             Bank of New York Mellon (The)
Transaction type:    Cash flow CLO


CITIGROUP COMM'L: Moody's Affirms 16 CMBS Classes of CGCMT 2004-C1
------------------------------------------------------------------
Moody's Investors Service (Moody's) affirmed the ratings of 16
classes of Citigroup Commercial Mortgage Trust 2004-C1, Commercial
Mortgage Pass-Through Certificates, Series 2004-C1:

   -- Cl. A-3, Affirmed at Aaa (sf); previously on Jun 30, 2004
      Definitive Rating Assigned Aaa (sf)

   -- Cl. A-4, Affirmed at Aaa (sf); previously on Jun 30, 2004
      Definitive Rating Assigned Aaa (sf)

   -- Cl. X-1, Affirmed at Aaa (sf); previously on Jun 30, 2004
      Definitive Rating Assigned Aaa (sf)

   -- Cl. B, Affirmed at Aaa (sf); previously on Feb 1, 2007
      Upgraded to Aaa (sf)

   -- Cl. C, Affirmed at Aa1 (sf); previously on Feb 1, 2007
      Upgraded to Aa1 (sf)

   -- Cl. D, Affirmed at A1 (sf); previously on Feb 1, 2007
      Upgraded to A1 (sf)

   -- Cl. E, Affirmed at A3 (sf); previously on Jun 30, 2004
      Definitive Rating Assigned A3 (sf)

   -- Cl. F, Affirmed at Baa1 (sf); previously on Jun 30, 2004
      Definitive Rating Assigned Baa1 (sf)

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

   -- Cl. H, Affirmed at Ba2 (sf); previously on Jun 4, 2009
      Downgraded to Ba2 (sf)

   -- Cl. J, Affirmed at B1 (sf); previously on Jun 4, 2009
      Downgraded to B1 (sf)

   -- Cl. K, Affirmed at B3 (sf); previously on Oct 28, 2010
      Downgraded to B3 (sf)

   -- Cl. L, Affirmed at Caa3 (sf); previously on Oct 28, 2010
      Downgraded to Caa3 (sf)

   -- Cl. M, Affirmed at Caa3 (sf); previously on Oct 28, 2010
      Downgraded to Caa3 (sf)

   -- Cl. N, Affirmed at Ca (sf); previously on Oct 28, 2010
      Downgraded to Ca (sf)

   -- Cl. P, Affirmed at C (sf); previously on Oct 28, 2010
      Downgraded to C (sf)

RATINGS RATIONALE

The affirmations are due to key parameters, including Moody's loan
to value (LTV) ratio, Moody's stressed debt service coverage ratio
(DSCR) and the Herfindahl Index (Herf), 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
4.0% of the current balance. At last review, Moody's cumulative
base expected loss was 4.2%. Moody's stressed scenario loss is
8.7% of the current balance. Depending on the timing of loan
payoffs and the severity and timing of losses from specially
serviced loans, the credit enhancement level for investment grade
classes could decline below the current levels. If future
performance materially declines, the expected level of credit
enhancement and the priority in the cash flow waterfall may be
insufficient for the current ratings of these classes.

Moody's 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.

The principal methodology used in this rating was: "CMBS: Moody's
Approach to Rating Conduit U.S. CMBS Transactions" published on
September 15, 2000.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.50 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) 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 (sf) level are driven by a paydown 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 (sf) and B2 (sf),
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 26 compared to 27 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 (CMBS) transactions. Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review. Moody's prior full review is
summarized in a press release dated October 28, 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 May 17, 2011 distribution date, the transaction's
aggregate certificate balance has decreased by 27% to $868 million
from $1.18 billion at securitization. The Certificates are
collateralized by 77 mortgage loans ranging in size from less than
1% to 10% of the pool, with the top ten non-defeased loans
representing 40% of the pool. Eleven loans, representing 16% of
the pool, have defeased and are secured by U.S. Government
securities. Defeasance at last review represented 18% of the pool.

Fifteen loans, representing 15% of the pool, are on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) 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, resulting in a
realized loss of $7.2 million (35% loss severity on average).
Currently five loans, representing 6% of the pool, are in special
servicing. The master servicer has recognized an aggregate $14.3
million appraisal reduction for the specially serviced loans.
Moody's estimates an aggregate $15.7 million loss for the
specially serviced loans (33% expected loss on average).

Moody's has assumed a high default probability for five poorly
performing loans representing 6% of the pool and has estimated an
aggregate $7.5 million loss (15% expected loss based on a 50%
probability default) from these troubled loans.

Moody's was provided with full year 2010 operating results for 79%
of the pool. Excluding specially serviced and troubled loans,
Moody's weighted average LTV is 89% compared to 93% 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 9.0%.

Excluding special serviced and troubled loans, Moody's actual and
stressed DSCRs are 1.44X and 1.20X, respectively, compared to
1.40X and 1.16X at last review. Moody's actual DSCR is based on
Moody's net cash flow (NCF) and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.

The top three conduit loans represent 22% of the pool. The largest
loan is the Yorktown Center Loan ($83.5 million - 9.6%), which is
secured by the borrower's interest in a 1.5 million square foot
regional mall located west of Chicago in Lombard, Illinois. The
collateral for this loan includes 620,000 square feet of in-line
space, several outparcel buildings and an 84,000 square foot strip
shopping center known as the Shops at Yorktown. The property was
86% leased as of May 2010, the same as the prior review. The loan
has amortized 10% since securitization. Moody's LTV and stressed
DSCR are 92% and 1.06X, respectively, compared to 93% and 1.05X at
last review.

The second largest loan is the Pecanland Mall Loan ($53.9 million
-- 6.2%), which is secured by a 947,000 square foot enclosed
regional mall located in Monroe, Louisiana. Non-collateral anchors
include Dillard's, J.C. Penney, Sears and Belk. The collateral for
the loan includes 349,000 square feet of in-line space and the
junior anchor space. The in-line space was 77% leased as of
January 2011 compared to 79% at last review. Performance has been
stable. The loan sponsor is an affiliate of General Growth
Properties (GGP). The loan was included in GGP's bankruptcy filing
and the loan's maturity has been extended to 2014. Moody's LTV and
stressed DSCR are 75% and 1.30X, respectively, compared to 84% and
1.16X at last review.

The third largest loan is the Lake Shore Place Loan ($52.5 million
-- 6.0%), which is secured by the leased fee interest in a 489,066
square feet office building located in Chicago, Illinois. The
largest tenants include Playboy Enterprises (19% of the net
rentable area (NRA); lease expiration 2022) and NW Medical Faculty
Foundation (12% of the NRA; lease expiration 2014). The property
was 95% leased as of October 2010, the same as at the prior
review. Performance has improved due to rent bumps from the
existing tenant base. Moody's LTV and stressed DSCR are 77% and
1.34X, respectively, compared to 86% and 1.19X at last review.


CITIGROUP MORTGAGE: Moody's Downgrades Ratings of 21 Tranches
-------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 21
tranches, confirmed the ratings of two tranches and upgraded the
rating of one tranche issued by 4 RMBS resecuritization
transactions.

RATINGS RATIONALE

The actions are a result of the bonds not having sufficient credit
enhancement to maintain the current ratings when compared to the
revised loss expectations on the pools of mortgages backing the
underlying certificates. The four class AB certificates issued by
Fannie Mae Grantor Trust 2004-T5 are not guaranteed by Fannie Mae
or insured by FSA.

The principal methodology used in these ratings is described in
the "Surveillance Approach for Resecuritized transactions" section
in "Moody's Approach to Rating US Resecuritized Residential
Mortgage-Backed Securities" published in February 2011.

Moody's ratings on the resecuritization notes 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 assumptions on the underlying pools
of mortgage loans backing the underlying certificates and then
arrived at updated ratings on the underlying certificates.

The principal methodology used in determining the underlying
ratings is described in the Monitoring and Performance Review
section in "Moody's Approach to Rating US Residential Mortgage-
Backed Securities" published in December 2008. For other
methodologies used for estimating losses on 2005-2008 vintage Alt-
A/Option Arm, Subprime, and Prime Jumbo pools, please refer to the
methodology publication "Alt-A RMBS Loss Projection Update:
February 2010", "Subprime RMBS Loss Projection Update: February
2010", and "Prime Jumbo RMBS Loss Projection Update: January
2010", available on Moodys.com. For other methodologies used for
estimating losses on pre-2005 vintage RMBS pools, please refer to
the methodology publication "Pre-2005 US RMBS Surveillance
Methodology" published in January 2011, available on Moodys.com.

The primary source of assumption uncertainty is the current
macroeconomic environment, in which unemployment levels remain
high, and weakness persists in the housing market. Overall,
Moody's assumes a further 5% decline in home prices with
stabilization in late 2011, accompanied by continued stress in
national employment levels through that timeframe.

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 report had a
neutral impact on the ratings.

Complete rating actions are:

Issuer: Citigroup Mortgage Loan Trust 2007-9

   -- Cl. I-A-1, Downgraded to Caa3 (sf); previously on Jan 29,
      2010 Caa2 (sf) Placed Under Review for Possible Downgrade

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

   -- Cl. I-A-3, Downgraded to Caa3 (sf); previously on Jan 29,
      2010 Caa2 (sf) Placed Under Review for Possible Downgrade

   -- Cl. I-A-4, Confirmed at Caa3 (sf); previously on Jan 29,
      2010 Caa3 (sf) Placed Under Review for Possible Downgrade

   -- Cl. I-A-5, Downgraded to Caa3 (sf); previously on Jan 29,
      2010 Caa2 (sf) Placed Under Review for Possible Downgrade

   -- Cl. I-A-6, Downgraded to Caa3 (sf); previously on Jan 29,
      2010 Caa2 (sf) Placed Under Review for Possible Downgrade

   -- Cl. I-A-7, Downgraded to Caa3 (sf); previously on Jan 29,
      2010 Caa2 (sf) Placed Under Review for Possible Downgrade

   -- Cl. I-A-8, Downgraded to Caa3 (sf); previously on Jan 29,
      2010 Caa2 (sf) Placed Under Review for Possible Downgrade

   -- Cl. I-A-9, Downgraded to Caa3 (sf); previously on Jan 29,
      2010 Caa2 (sf) Placed Under Review for Possible Downgrade

   -- Cl. I-A-10, Downgraded to Ca (sf); previously on Jan 29,
      2010 Caa2 (sf) Placed Under Review for Possible Downgrade

   -- Cl. I-A-11, Downgraded to Caa3 (sf); previously on Jan 29,
      2010 Caa1 (sf) Placed Under Review for Possible Downgrade

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

Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series
2007-HY5R

   -- Cl. 2-A-1A, Downgraded to Caa2 (sf); previously on Jan 29,
      2010 Caa1 (sf) Placed Under Review for Possible Downgrade

   -- Cl. 2-A-1B, Downgraded to Caa3 (sf); previously on Jan 29,
      2010 Caa1 (sf) Placed Under Review for Possible Downgrade

   -- Cl. 2-A-1C, Downgraded to Ca (sf); previously on Jan 29,
      2010 Caa2 (sf) Placed Under Review for Possible Downgrade

   -- Cl. 2-A-1D, Downgraded to Ca (sf); previously on Jan 29,
      2010 Caa2 (sf) Placed Under Review for Possible Downgrade

Issuer: Deutsche Mortgage Securities, Inc. Re-REMIC Trust
Certificates, Series 2005-WF1

   -- Cl. I-A-2, Upgraded to Ba1 (sf); previously on Jan 13, 2010
      B3 (sf) Placed Under Review for Possible Downgrade

   -- Cl. I-A-3, Confirmed at Caa1 (sf); previously on Jan 13,
      2010 Caa1 (sf) Placed Under Review for Possible Downgrade

   -- Cl. I-A-4, Downgraded to Ba1 (sf); previously on Jan 13,
      2010 A3 (sf) Placed Under Review for Possible Downgrade

   -- Cl. I-A-X, Downgraded to Ba1 (sf); previously on Jan 13,
      2010 A3 (sf) Placed Under Review for Possible Downgrade

Issuer: Fannie Mae Grantor Trust 2004-T5

   -- Cl. AB-1, Downgraded to Aa2 (sf); previously on Jul 22, 2009
      Confirmed at Aaa (sf)

   -- Cl. AB-2, Downgraded to Baa3 (sf); previously on Jul 22,
      2009 Confirmed at Aaa (sf)

   -- CL. AB-7, Downgraded to Aa2 (sf); previously on Jul 22, 2009
      Confirmed at Aaa (sf)

   -- Cl. AB-9, Downgraded to Ba3 (sf); previously on Jan 18, 2011
      Aaa (sf) Placed Under Review for Possible Downgrade


CITIGROUP MORTGAGE: S&P Lowers Rating on Class 1A2 to 'BB'
----------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on class
1A2 from Citigroup Mortgage Loan Trust 2010-10, a residential
mortgage-backed securities (RMBS) resecuritized real estate
mortgage investment conduit (re-REMIC) transaction issued in 2010,
and removed it from CreditWatch negative. "In addition, we
affirmed our ratings on 37 classes from Citigroup Mortgage Loan
Trust 2010-10 and two other transactions and removed 27 of them
from CreditWatch negative. Each of these transactions pays
interest on a pro rata basis," S&P stated.

"On Dec. 15, 2010, we placed our ratings on 27 classes from the
three transactions within this review on CreditWatch negative,
along with ratings from a group of other RMBS re-REMIC securities.
On April 1, 2011, we provided an update on the CreditWatch
placements and provided clarification regarding our analysis of
interest payment amounts within re-REMIC transactions (see
'Standard & Poor's Provides An Update On Outstanding RMBS Re-REMIC
CreditWatch Placements And Outlines Their Resolution')," S&P
related .

S&P continued, "Our ratings on the re-REMIC classes are intended
to address the timely payment of interest and principal. We
reviewed the interest and principal amounts due on the underlying
securities, which are then passed through to the applicable re-
REMIC classes. When performing this analysis, we applied our loss
projections, incorporating, where applicable, our recently revised
loss assumptions to the underlying collateral to identify the
principal and interest amounts that could be passed through from
the underlying securities under our rating scenario stresses. We
stressed our loss projections at various rating categories to
assess whether the re-REMIC classes could withstand the stressed
losses associated with their ratings while receiving timely
payment of interest and principal consistent with our criteria."

"As noted, in applying our loss projections we incorporated, where
applicable, our recently revised loss assumptions as outlined in
'Revised Loss Assumptions For 2005 Vintage Prime Jumbo U.S. RMBS
Transactions,' published on March 25, 2011, into our review. Such
updates pertain to the 2005-2007 vintage prime, subprime, and
Alternative-A (Alt-A) transactions; some of which are associated
with the re-REMICs we reviewed (see tables 1 and 2 for the overall
prior and revised vintage- and product-specific lifetime loss
projections as percentages of the original structure balance),"
S&P explained.

Table 1
Lifetime Loss Projections For Prime And Subprime RMBS
(Percent of original balance)
           Prime RMBS      Subprime RMBS
            Aggregate        Aggregate
Vintage  Updated  Prior    Updated  Prior
2005         5.5   4.00      18.25  15.40
2006        9.25   6.60      38.25  35.00
2007       11.75   9.75      48.50  43.20

Table 2
Lifetime Loss Projections For Alternative-A RMBS
(Percent of original balance)
                            Fixed/
          Aggregate       long-reset
Vintage Updated  Prior  Updated  Prior
2005      13.75  11.25    12.75   9.60
2006      29.50  26.25    25.25  25.00
2007      36.00  31.25    31.75  26.25
         Short-reset
            hybrid        Option ARM
Vintage Updated  Prior  Updated  Prior
2005      13.25  14.75    15.50  13.25
2006      30.00  30.50    34.75  26.75
2007      41.00  40.75    43.50  37.50

"As a result of this review, we lowered our rating on class 1A2
from Citigroup Mortgage Loan Trust 2010-10 based on projections of
principal losses, as opposed to interest shortfalls, from the
underlying security that would impair the re-REMIC class under the
applicable rating stress scenarios. The affirmations reflect our
assessment of the likelihood that the re-REMIC classes will
receive timely interest and principal under the applicable
stressed assumptions," S&P explained.

Rating Actions

Banc of America Funding 2010-R2 Trust
Series      2010-R2
                                 Rating
Class      CUSIP         To                   From
3-A-2      05990HAF0     AA (sf)              AA (sf)/Watch Neg
1-A-2      05990HAB9     AA (sf)              AA (sf)/Watch Neg
3-A-1      05990HAE3     AAA (sf)             AAA (sf)/Watch Neg
5-A-4      05990HAY9     AA (sf)              AA (sf)/Watch Neg
5-A-1      05990HAV5     AAA (sf)             AAA (sf)/Watch Neg
1-A-4      05990HAJ2     AA (sf)              AA (sf)/Watch Neg
4-A-2      05990HAS2     AA (sf)              AA (sf)/Watch Neg
1-A-1      05990HAA1     AAA (sf)             AAA (sf)/Watch Neg
5-A-2      05990HAW3     AA (sf)              AA (sf)/Watch Neg
4-A-4      05990HAU7     AA (sf)              AA (sf)/Watch Neg
4-A-1      05990HAR4     AAA (sf)             AAA (sf)/Watch Neg
2-A-1      05990HAC7     AAA (sf)             AAA (sf)/Watch Neg
2-A-2      05990HAD5     AA (sf)              AA (sf)/Watch Neg
2-A-4      05990HAM5     AA (sf)              AA (sf)/Watch Neg

Citigroup Mortgage Loan Trust 2010-10
Series      2010-10
                                 Rating
Class      CUSIP         To                   From
6A1        17317NAW1     AA (sf)              AA (sf)/Watch Neg
3A1        17317NAJ0     BBB (sf)             BBB (sf)/Watch Neg
1A1        17317NAA9     AAA (sf)             AAA (sf)/Watch Neg
6A2        17317NAY7     BBB (sf)             BBB (sf)/Watch Neg
5A1        17317NAU5     A (sf)               A (sf)/Watch Neg
7A3        17317NBF7     A (sf)               A (sf)/Watch Neg
1A2        17317NAB7     BB (sf)              BBB (sf)/Watch Neg
7A4        17317NBG5     BBB (sf)             BBB (sf)/Watch Neg
7A1        17317NBD2     BBB (sf)             BBB (sf)/Watch Neg
7A6        17317NBJ9     BBB (sf)             BBB (sf)/Watch Neg
2A1        17317NAE1     AAA (sf)             AAA (sf)/Watch Neg
7A5        17317NBH3     AA (sf)              AA (sf)/Watch Neg
2A2        17317NAF8     BBB (sf)             BBB (sf)/Watch Neg
6A1IO      17317NAX9     AA (sf)              AA (sf)/Watch Neg

Ratings Affirmed

BCAP LLC 2009-RR14 Trust
Series      2009-RR14
Class      CUSIP         Rating
XI-A7      05532LCC1     AA (sf)
VIII-A3    05532LAU3     AA (sf)
VIII-A7    05532LAY5     AA (sf)
VIII-A5    05532LAW9     A (sf)
VIII-A8    05532LAZ2     A (sf)
VIII-A1    05532LAS8     AAA (sf)
XI-A1      05532LBW8     AAA (sf)
XI-A5      05532LCA5     A (sf)
XI-A8      05532LCD9     A (sf)
XI-A3      05532LBY4     AA (sf)


COMM MORTGAGE TRUST: Fitch Upgrades 1 Class of COMM 2001-J1
-----------------------------------------------------------
Fitch Ratings upgrades this class of COMM Mortgage Trust 2001-J1
commercial mortgage pass-through certificates:

   -- $13.6 million class G to 'AAAsf/LS3' from 'AA+sf/LS3';
      Outlook Stable.

In addition, Fitch affirms and revises Outlooks on these classes:

   -- $5.6 million class E at 'AAAsf/LS3'; Outlook Stable;

   -- $23.3 million class F at 'AAAsf/LS3'; Outlook Stable;

   -- $13.6 million class H at 'A+sf/LS3'; Outlook to Stable from
      Negative.

The $11.7 million class J remains at 'Csf/RR2'.

Classes A-1, A-1F, A-2, A-2F, B, C, D, P and M have paid in full.
The interest only classes X-GB, X-USB and X-GT have paid in full.
Fitch withdraws the rating on the remaining interest-only class X.

There is one loan remaining in the pool, Boise Towne Square. The
loan is collateralized by a 597,338 square feet (sf) of a 1.17
million sf regional mall in Boise, ID. Anchor tenants include
JCPenney, Sears, Dillards, and Macy's, of which only Macy's is
collateral for the loan. The mall's sponsor is General Growth
Properties, Inc. (GGP). The reported property occupancy was 93.5%
as of December 2010 with a servicer-reported debt service coverage
ratio (DSCR) of 2.28 times (x). The loan transferred to special
servicing when GGP filed for bankruptcy in 2009 and the loan's
maturity has been extended until August 2014.

Fitch stressed the cash flow of the loan by applying a 5%
reduction to 2010 net cash flow, and applying a stressed cap rate
to determine value.


COMMODORE CDO: S&P Affirms Ratings on 5 Classes of Notes at 'CC'
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on the
class A-1(a)-U, A-1(a)-F, and A-1(b) notes from Commodore CDO IV
Ltd., a collateralized debt obligation (CDO) transaction backed
primarily by residential mortgage-backed securities (RMBS) and
managed by Fischer Francis Trees & Watts Inc., and removed them
from CreditWatch, where S&P placed them with negative implications
on March 1, 2011. "At the same time, we affirmed our ratings on
the class A-2, B, C, D, and composite notes from the same
transaction," S&P said.

"The lowered ratings reflect deterioration we have observed in the
deal's underlying asset portfolio since we lowered our ratings on
the class A-1(a)-U, A-1(a)-F, and A-1(b) notes on Jan. 6, 2010. As
of the April 5, 2011, trustee report, the transaction had $118.74
million of defaulted assets, up from the reported $97.35 million
in defaults noted in the Nov. 3, 2009, trustee report, which was
used for the January 2010 rating actions," S&P noted.

Standard & Poor's has also observed a decrease in the
overcollateralization (O/C) available to support the rated notes.
The trustee reported these figures in the April 5, 2011, monthly
report:

    * The class A/B O/C test was 21.92%, compared with a reported
      ratio of 46.52% in November 2009;

    * The class C O/C test was 19.39%, compared with a reported
      ratio of 41.90% in November 2009; and

    * The class D O/C test was 17.31%, compared with a reported
      ratio of 38.03% in November 2009.

"The affirmation of the ratings on the class A-2, B, C, D, and
composite notes reflects our opinion of the availability of credit
support commensurate with the current rating level," S&P related.

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

Rating and CreditWatch Actions

Commodore CDO IV Ltd.
                        Rating
Class              To           From
A-1(a)-U           B+ (sf)      BB+ (sf)/Watch Neg
A-1(a)-F           B+ (sf)      BB+ (sf)/Watch Neg
A-1(b)             CC (sf)      CCC (sf)/Watch Neg

Ratings Affirmed

Commodore CDO IV Ltd.
Class              Rating
A-2                CC (sf)
B                  CC (sf)
C                  CC (sf)
D                  CC (sf)
Composite          CC (sf)


CONNECTICUT VALLEY: Moody's Upgrades Rating of Sr. Most Class
-------------------------------------------------------------
Moody's Investors Service has upgraded the rating of the senior
most class of notes issued by Connecticut Valley Structured Credit
CDO II, LTD. The class of notes affected by the rating action is:

   -- Class A-2 Floating Rate Notes (current balance of
      $189,615,371), Upgraded to Ba3 (sf); previously on
      12/24/2009 Downgraded to B3 (sf).

RATINGS RATIONALE

According to Moody's, the rating action taken on the notes results
primarily from the improvement in Class A Note coverage since the
last rating action due to delevering of the Class A-2 Notes,
currently the senior most class of notes. On the most recent
payment date in April 2011 the Class A-2 Notes received a
principal payment of $20.9 mm. Since the last rating action in
December 2009, the Class A-2 Notes have paid down by approximately
$50 mm. As a result of the paydown, the Class A/B Par Coverage
Test has increased from 88.58% to 99.26%. Additionally, due to
recent upgrades within the collateral pool, the WARF has improved
from 3988 to 3504.

Moody's also notes that an event of default occurred under Section
5.1(vi) of the indenture on August 13, 2009 as a result of the
Class A Par Value Ratio being less than 102%. The Controlling
Party subsequently directed the Trustee to declare the principal
and accrued and unpaid interest on the Notes to be immediately due
and payable. As a result of the acceleration of the Notes, all
proceeds from the underlying assets are being used to pay interest
and principal on the Class A-2 Notes until such notes are paid in
full.

Connecticut Valley Structured Credit CDO II, LTD. is a
collateralized debt obligation issuance backed by a portfolio of
CLO tranches which originated between 2000 and 2008, with the
majority originated between 2003 and 2006.

The principal methodology used in this rating was "Moody's
Approach to Rating SF CDOs" published in November 2010.

Moody's applied the Monte Carlo simulation framework within
CDOROMv2.8 to model the loss distribution for SF CDOs. Within this
framework, defaults are generated so that they occur with the
frequency indicated by the adjusted default probability pool (the
default probability associated with the current rating multiplied
by the Resecuritization Stress) for each credit in the reference.
Specifically, correlated defaults are simulated using a normal (or
"Gaussian") copula model that applies the asset correlation
framework. Recovery rates for defaulted credits are generated by
applying within the simulation the distributional assumptions,
including correlation between recovery values. Together, the
simulated defaults and recoveries across each of the Monte Carlo
scenarios define the loss distribution for the reference pool.

Once the loss distribution for the collateral has been calculated,
each collateral loss scenario derived through the CDOROM loss
distribution is associated with the interest and principal
received by the rated liability classes via the CDOEdge cash-flow
model . The cash flow model takes into account: collateral cash
flows, the transaction covenants, the priority of payments
(waterfall) for interest and principal proceeds received from
portfolio assets, reinvestment assumptions, the timing of
defaults, interest-rate scenarios and foreign exchange risk (if
present). The Expected Loss (EL) for each tranche is the weighted
average of losses to each tranche across all the scenarios, where
the weight is the likelihood of the scenario occurring. Moody's
defines the loss as the shortfall in the present value of cash
flows to the tranche relative to the present value of the promised
cash flows. The present values are calculated using the promised
tranche coupon rate as the discount rate. For floating rate
tranches, the discount rate is based on the promised spread over
Libor and the assumed Libor scenario.

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 rating action factors in a number of sensitivity analyses
and stress scenarios, discussed below. Results are 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 Caa2/3 bucket notched down to Ca:

Class A-2: -2

Class B-1: 0

Class B-2: 0

Class C-1: 0

Class C-2: 0

Moody's Caa/Ca bucket upgraded by 2 notches:

Class A-2: +1

Class B-1: +1

Class B-2: +1

Class C-1: 0

Class C-2: 0


CREDIT SUISSE: Moody's Downgrades 16 CMBS Classes of CSMC 2007-C2
-----------------------------------------------------------------
Moody's Investors Service (Moody's) downgraded the ratings of 16
classes, confirmed two classes, and affirmed five classes of
Credit Suisse Commercial Mortgage Trust, Commercial Mortgage Pass-
Through Certificates, Series 2007-C2:

   -- Cl. A-2, Affirmed at Aaa (sf); previously on Mar 9, 2011
      Confirmed at Aaa (sf)

   -- Cl. A-AB, Affirmed at Aaa (sf); previously on Mar 9, 2011
      Confirmed at Aaa (sf)

   -- Cl. A-3, Affirmed at Aaa (sf); previously on Mar 9, 2011
      Confirmed at Aaa (sf)

   -- Cl. A-1-A, Affirmed at Aaa (sf); previously on Mar 9, 2011
      Confirmed at Aaa (sf)

   -- Cl. A-M, Confirmed at Aaa (sf); previously on Mar 30, 2011
      Aaa (sf) Placed Under Review for Possible Downgrade

   -- Cl. A-MFL, Confirmed at Aaa (sf); previously on Mar 30, 2011
      Aaa (sf) Placed Under Review for Possible Downgrade

   -- Cl. A-X, Affirmed at Aaa (sf); previously on Mar 9, 2011
      Confirmed at Aaa (sf)

   -- Cl. A-J, Downgraded to Baa2 (sf); previously on Mar 30, 2011
      A2 (sf) Placed Under Review for Possible Downgrade

   -- Cl. B, Downgraded to Ba1 (sf); previously on Mar 30, 2011 A3
      (sf) Placed Under Review for Possible Downgrade

   -- Cl. C, Downgraded to Ba2 (sf); previously on Mar 30, 2011
      Baa1 (sf) Placed Under Review for Possible Downgrade

   -- Cl. D, Downgraded to Ba3 (sf); previously on Mar 30, 2011
      Baa2 (sf) Placed Under Review for Possible Downgrade

   -- Cl. E, Downgraded to B1 (sf); previously on Mar 30, 2011
      Baa3 (sf) Placed Under Review for Possible Downgrade

   -- Cl. F, Downgraded to B2 (sf); previously on Mar 30, 2011 Ba1
      (sf) Placed Under Review for Possible Downgrade

   -- Cl. G, Downgraded to B3 (sf); previously on Mar 30, 2011 Ba2
      (sf) Placed Under Review for Possible Downgrade

   -- Cl. H, Downgraded to Caa2 (sf); previously on Mar 30, 2011
      B1 (sf) Placed Under Review for Possible Downgrade

   -- Cl. J, Downgraded to Caa3 (sf); previously on Mar 30, 2011
      B2 (sf) Placed Under Review for Possible Downgrade

   -- Cl. K, Downgraded to Ca (sf); previously on Mar 30, 2011 B3
      (sf) Placed Under Review for Possible Downgrade

   -- Cl. L, Downgraded to Ca (sf); previously on Mar 30, 2011
      Caa2 (sf) Placed Under Review for Possible Downgrade

   -- Cl. M, Downgraded to Ca (sf); previously on Mar 30, 2011
      Caa2 (sf) Placed Under Review for Possible Downgrade

   -- Cl. N, Downgraded to C (sf); previously on Mar 30, 2011 Caa3
      (sf) Placed Under Review for Possible Downgrade

   -- Cl. O, Downgraded to C (sf); previously on Mar 30, 2011 Caa3
      (sf) Placed Under Review for Possible Downgrade

   -- Cl. P, Downgraded to C (sf); previously on Mar 30, 2011 Ca
      (sf) Placed Under Review for Possible Downgrade

   -- Cl. Q, Downgraded to C (sf); previously on Mar 30, 2011 Ca
      (sf) Placed Under Review for Possible Downgrade

RATINGS RATIONALE

The downgrades are due to higher expected losses to 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 (LTV) ratio, Moody's stressed debt service coverage ratio
(DSCR) and the Herfindahl Index (Herf), remaining within
acceptable ranges. Based on Moody's current base expected loss,
the credit enhancement levels for the affirmed classes are
sufficient to maintain their current ratings.

On March 30, 2011 Moody's placed 18 classes on review for possible
downgrade. This action concludes Moody's review.

Moody's rating action reflects a cumulative base expected loss of
8% of the current balance. At last review, Moody's cumulative base
expected loss was 5.7%. Moody's stressed scenario loss is 26% 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 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.

The principal methodology used in this rating was "Moody's
Approach to Rating Conduit Transactions", published in September
2000.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.50 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) 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 (sf) level are driven by a paydown 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 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade credit estimates is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
credit estimate of the loan which corresponds to a range of credit
enhancement levels. Actual fusion credit enhancement levels are
selected based on loan level diversity, pool leverage and other
concentrations and correlations within the pool. Negative pooling,
or adding credit enhancement at the credit estimate level, is
incorporated for loans with similar credit estimates in the same
transaction.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) 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 6, 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 April 13, 2011 distribution date, the transaction's
aggregate certificate balance has decreased by 2% to $3.2 billion
from $3.3 billion at securitization. The Certificates are
collateralized by 205 mortgage loans ranging in size from less
than 1% to 15% of the pool, with the top ten loans representing
38% of the pool. The pool does not contain any defeased loans or
loans with credit estimates.

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

Twelve loans have been liquidated from the pool, resulting in an
aggregate realized loss of $27.3 million (45% loss severity
overall). The pool had not experienced any losses at Moody's prior
review. Twenty-three loans, representing 27% of the pool, are
currently in special servicing. At last review only one loan,
representing 3% of the pool, was in special servicing. Moody's has
estimated an aggregate $164.5 million loss (22% expected loss on
average) for the specially serviced loans.

Moody's has assumed a high default probability for 18 poorly
performing loans representing 5% of the pool and has estimated a
$14.5 million aggregate loss (10% expected loss based on a 50%
probability default) from these troubled loans.

Moody's was provided with full year 2009 and partial year 2010
operating results for 83% and 81% of the pool, respectively.
Excluding specially serviced and troubled loans, Moody's weighted
average LTV is 124% compared to 158% at Moody's prior review.
Moody's net cash flow reflects a weighted average haircut of 9.7%
to the most recently available net operating income. Moody's value
reflects a weighted average capitalization rate of 9.0%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.26X and 0.83X, respectively, compared to
1.03X and 0.77X at last review. Moody's actual DSCR is based on
Moody's net cash flow (NCF) and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.

Moody's uses a variation of 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 25 compared to 29 at Moody's prior review.

The top three performing loans represent 18% of the pool balance.
The largest loan is the 599 Lexington Avenue Loan ($300 million --
9.3% 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 40% 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 147% and 0.59X at
last review.

The second largest loan is the Three and Four Westlake Park Loan
($145.6 million -- 4.5%), which is secured by two class A cross-
collateralized and cross-defaulted office loans located in
Houston's Energy Corridor in Houston Texas. This submarket is
considered to be one of the best performing submarkets in Houston.
The property was 100% leased as of March 2010 to two tenants,
which is the same as last review and securitization. The largest
tenant is BP Corporation (senior unsecured rating of Aa1 (sf), 74%
of the NRA). 17% of BP's space is due to expire in November of
2011, however the borrower is confident about retaining the
tenant, as the other 83% of their space expires in 2013. Due to
the rollover risk, Moody's analysis incorporates a vacancy factor.
Moody's LTV and stressed DSCR are 98% and 0.97X, respectively,
compared to 105% and 0.97X at last review.

The third largest loan is the Two North LaSalle Loan ($127.4
million -- 3.9% of the pool), which is secured by a 700,000 square
foot office property located in Chicago's Central Loop submarket.
As of December 2010, the property was 94% leased, compared to 99%
at the prior review. Despite the decline in occupancy, performance
has improved due to higher rental rates. Moody's LTV and stressed
DSCR are 126% and 0.79X, respectively, compared to 177% and 0.6X
at last review.


CREST G-STAR: Fitch Affirms 4 Classes of Crest G-Star
-----------------------------------------------------
Fitch Ratings has affirmed four classes issued by Crest G-Star
2001-2, Ltd (Crest G-Star 2001-2) as a result of significant
amortization of the underlying portfolio.

Since Fitch's last rating action in June 2010, the class A notes
have received $108.1 million in pay downs, primarily from the
repayment on underlying real estate investment trust (REIT) debt.
The weighted average rating factor of the portfolio has declined
to 'B/B-' from 'B+/B' at the last review. Currently, 45.1% of the
portfolio has a Fitch derived rating below investment grade and
14.7% has a rating in the 'CCC' rating category or lower, compared
to 22.7% and 0%, respectively, at last review. As of the April 28,
2011 trustee report, 20.7% of the underlying collateral is
experiencing interest shortfalls, compared to 0% at last review.

This transaction was analyzed under the framework described in the
report 'Global Rating Criteria for Structured Finance CDOs' using
the Portfolio Credit Model (PCM) 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 and B notes' breakeven rates are generally consistent
with the current ratings of the notes.

For the class C notes, Fitch analyzed the class' sensitivity to
the default of the distressed assets ('CCC' and below). Given the
high probability of default of the underlying assets and the
expected limited recovery prospects upon default, the class C
notes have been affirmed at 'Csf', indicating that default is
inevitable.

The Stable Outlook on the class A notes reflects Fitch's view that
the class will continue to delever. The Negative Outlook on the
class B notes reflects the increased concentration risk to the
notes with only 15 bonds from 13 obligors remaining in the
portfolio. The Loss Severity (LS) 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.

Crest G-Star 2001-2 is a static collateralized debt obligation
(CDO) that closed on Dec. 18, 2001. The current portfolio consists
of 77.1% commercial mortgage backed securities (CMBS) and 22.9%
are REIT debt securities.

Fitch has taken these actions:

   -- $65,558,517 class A notes affirmed at 'AAsf'; Outlook
      revised to Stable from Negative; LS rating to 'LS3' from
      'LS2';

   -- $34,000,000 class B-1 notes affirmed at 'Bsf/LS3'; Outlook
      Negative;

   -- $15,000,000 class B-2 notes affirmed at 'Bsf/LS3'; Outlook
      Negative;

   -- $21,000,000 class C notes affirmed at 'Csf'.


CRYSTAL RIVER: S&P's Ratings on 2 Classes of Notes Remain at 'D'
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on three
classes of notes issued by Crystal River CDO 2005-1 Ltd., a
collateralized debt obligation (CDO) collateralized by commercial
and residential mortgage-backed securities (CMBS and RMBS), and
removed two of the ratings from CreditWatch negative. "At the same
time, we affirmed our ratings on four classes of notes from the
same transaction," S&P said.

"The downgrades reflect a continued decline in the performance of
the transaction's underlying asset portfolio since our February
2010 review when we lowered the ratings on the class A, B, and C
notes. As of the April 2011 trustee report, the transaction had
$146.2 million of defaulted assets, which comprised 95.7% of the
total portfolio. This was up from 94.1% of the total portfolio as
per the January 2010 trustee report, which we referenced for our
February 2010 rating actions," S&P related.

Additionally, the class A/B/C/D par value test has decreased to
5.5% according to the April 2011 trustee report from 9.5% reported
in the January 2010 trustee report.

"The affirmation of our ratings on the class E, F, G, and H notes
reflects the availability of credit support at the current ratings
levels," S&P said.

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

Rating and CreditWatch Actions

Crystal River CDO 2005-1 Ltd.

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

Ratings Affirmed

Crystal River CDO 2005-1 Ltd.

Class            Rating
E                CC (sf)
F                CC (sf)
G                CC (sf)
H                CC (sf)

Other Ratings Outstanding

Crystal River CDO 2005-1 Ltd.

Class            Rating
D-1              D (sf)
D-2              D (sf)

Transaction Information

Issuer:              Crystal River CDO 2005-1 Ltd.
Co-Issuer:           Crystal River CDO 2005-1 LLC
Collateral Manager:  Hyperion Capital Management
Underwriter:         Wachovia Capital Markets LLC
Trustee:             Wells Fargo Bank N.A.
Transaction type:    Cash flow CDO


CSAM FUNDING: Moody's Upgrades Ratings of Three CLO Notes Classes
-----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by CSAM Funding III:

   -- US$292,000,000 Class A-1 Floating Rate Notes Due 2015
      (current balance $244,084,089), Upgraded to Aaa (sf);
      previously on Jul 29, 2009 Downgraded to Aa2 (sf)

   -- US$26,250,000 Class A-2 Fixed Rate Notes Due 2015, Upgraded
      to A1 (sf); previously on Jul 29, 2009 Downgraded to A3 (sf)

   -- US$20,850,000 Class B Fixed Rate Notes Due 2015, Upgraded to
      Baa2 (sf); previously on Jul 29, 2009 Confirmed at Ba1 (sf)

RATINGS RATIONALE

According to Moody's, the rating actions taken on the notes result
primarily from delevering of the transaction and improvement in
the credit quality of the underlying portfolio. The Class A-1
notes have been paid down from approximately $285 million to
approximately $244 million since the last rating action in July
2009. As a result of the delevering, the overcollateralization
ratios of the rated notes have improved. The Class A, Class B,
Class C, and Class D overcollateralization ratios are reported at
130.22%, 120.90%, 113.53%, and 111.38%, respectively, versus May
2009 levels of 114.78%, 107.64%, 101.89%, and 100.19%,
respectively, and all related overcollateralization tests are
currently in compliance.

Moody's also notes that the credit profile of the underlying
portfolio has improved since the last rating action. In
particular, as of the latest trustee report dated May 2011, the
weighted average rating factor is currently 2481 compared to 2900
in the May 2009 report, and securities rated Caa1 or lower make up
approximately 6.70% of the underlying portfolio versus 15.47% in
May 2009. Additionally, defaulted securities total about $10.6
million of the underlying portfolio compared to $30.0 million in
May 2009.

While the transaction has benefited from delevering, Moody's notes
that the number of investments in securities that mature after the
maturity date of the notes has grown as a result of the deal's
decision to participate in amend to extend activities. As of the
May 2011 trustee report, securities that mature after the maturity
date of the notes make up approximately 19.8% of the underlying
portfolio versus 2.0% in May 2011. These investments potentially
expose the notes to market risk in the event of liquidation at the
time of the notes' maturity.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" and "Annual Sector Review (2009): Global CLOs," key
model inputs used by Moody's in its analysis, such as par,
weighted average rating factor, diversity score, and weighted
average recovery rate, may be different from the trustee's
reported numbers. In its base case, Moody's analyzed the
underlying collateral pool to have a performing par balance,
including principal proceeds, of $348 million, defaulted par of
$12.2 million, a weighted average default probability of 18.5%
(implying a WARF of 3265), a weighted average recovery rate upon
default of 42.2%, and a diversity score of 55. These default and
recovery properties of the collateral pool are incorporated in
cash flow model analysis where they are subject to stresses as a
function of the target rating of each CLO liability being
reviewed. The default probability is derived from the credit
quality of the collateral pool and Moody's expectation of the
remaining life of the collateral pool. The average recovery rate
to be realized on future defaults is based primarily on the
seniority of the assets in the collateral pool. In each case,
historical and market performance trends, and collateral manager
latitude for trading the collateral are also factors.

CSAM Funding III, issued in July 2003, is a collateralized loan
obligation backed primarily by a portfolio of senior secured
loans.

The principal methodology used in this rating was "Moody's
Approach to Rating Collateralized Loan Obligations", published in
August 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.

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

In addition to the base case analysis, Moody's also performed a
number of sensitivity analyses to test the impact on all rated
notes 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% (2612)

Class A-1: 0

Class A-2: +3

Class B: +2

Class C: +2

Moody's Adjusted WARF + 20% (3919)

Class A-1: -1

Class A-2: -1

Class B: -1

Class C: -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 strategies and behavior and 2) divergence in legal
interpretation of CDO documentation by different transactional
parties due to embedded ambiguities.

Sources of additional performance uncertainties are:

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

2. Recovery of 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. 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.


DILLON READ: S&P Lowers Rating on Class A-2 Notes to 'D'
--------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on the
class A-SIVF, A1, and A-2 notes from Dillon Read CMBS CDO 2006-1
Ltd., a cash flow collateralized debt obligation (CDO) transaction
managed by Cutwater Asset Management Corp. and removed them from
CreditWatch, where S&P placed them with negative implications on
March 1, 2011. "At the same time, we affirmed our ratings on the
transaction's class A3, A4, B1, B2, B3, B4, and combination
notes," S&P stated.

"The rating actions reflect the credit deterioration of the
underlying assets that has occurred since our Sept. 23, 2010,
rating action, when we downgraded all of the notes. Since that
date, the amount of assets considered to have defaulted has
increased to 329.4 million, which was 34.8% of the portfolio based
on the March 2011 trustee report -- which we referenced in today's
rating action -- from $64.8 million (6.6% of the portfolio based
on the Aug. 3, 2010 trustee report), which we referenced in our
September 2010 rating action," noted S&P.

The increased defaults have caused a reduction in the
overcollateralization (O/C) ratios of the rated notes. The trustee
reported an A2 O/C ratio of 47.54% in the March 2011 monthly
report, down from 78.43% in August 2010; an A4 O/C ratio of 44.65%
in March 2011, down from 73.77% in August 2010; and a B2 O/C ratio
of 42.76% in March 2011, down from 70.64% in August 2010.

Rating and CreditWatch Actions

Dillon Read CMBS CDO 2006-1 Ltd.
                 Rating
Class        To         From
A-SIVF       CCC- (sf)  B+ (sf)/Watch Neg
A1           CC (sf)    CCC (sf)/Watch Neg
A2           D (sf)     CCC- (sf)/Watch Neg

Ratings Affirmed

Dillon Read CMBS CDO 2006-1 Ltd.
Class        Rating
A3           CC (sf)
A4           CC (sf)
B1           CC (sf)
B2           CC (sf)
B3           CC (sf)
B4           CC (sf)
Comb         CC (sf)


DLJ COMMERCIAL: S&P Affirms Rating on Class B-6 Certs. at 'B'
-------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on two
classes of commercial mortgage pass-through certificates from DLJ
Commercial Mortgage Corp.'s series 1998-CF1, a U.S. commercial
mortgage-backed securities (CMBS) transaction. "Concurrently, we
affirmed our 'B+ (sf)' rating on class B-6 from the same
transaction," S&P said.

S&P noted, "The raised and affirmed ratings reflect our analysis
of the remaining collateral in the transaction, the transaction
structure, the liquidity available to the trust, and increased
credit enhancement levels due to deleveraging of the pool. Our
analysis also considered the seasoning of the remaining loans in
the pool as well as the weighted average maturity (59 months
according to the May 16, 2011, trustee remittance report) of the
remaining loans in the pool."

"Our analysis included a review of the credit characteristics of
all of the remaining loans in the pool. Using servicer-provided
financial information, we calculated an adjusted debt service
coverage (DSC) of 1.33x and a loan-to-value (LTV) ratio of 65.3%.
We further stressed the loans' cash flows under our 'AAA' scenario
to yield a weighted average DSC of 1.18x and an LTV ratio of
79.6%. The implied defaults and loss severity under the 'AAA'
scenario were 13.2% and 51.1%, respectively. The DSC and LTV
calculations exclude two specially serviced assets ($8.2 million,
13.2%) and three defeased loans ($7.8 million, 12.6%). We
separately estimated losses for these two specially serviced
assets and included them in our 'AAA' scenario implied default and
loss severity figures," S&P related.

                        Transaction Summary

As of the May 16, 2011, trustee remittance report, the collateral
pool balance was $62.3 million, which is 7.4% of the balance at
issuance. The pool includes 22 loans and one real estate owned
(REO) asset, down from 168 loans at issuance. The master servicer,
KeyBank Real Estate Capital (KeyBank), provided financial
information for 100% of the loans in the pool, 68.3% of which was
full-year 2010 data and the reminder was full-year 2009 data.

"We calculated a weighted average DSC of 1.67x for the loans in
the pool based on the servicer-reported figures. Our adjusted DSC
and LTV ratio were 1.33x and 65.3%. Our adjusted DSC and LTV
figures exclude two specially serviced assets ($8.2 million,
13.2%) and three defeased loans ($7.8 million, 12.6%). We
separately estimated losses for these two specially serviced
assets and included them in our 'AAA' scenario implied default and
loss severity figures. The transaction has experienced $11.2
million in principal losses from nine assets to date. Two loans
($10.3 million, 16.5%) in the pool, which have reported DSC below
1.00x, are on the master servicer's watchlist," S&P related.

          Summary of Top 10 Assets Secued by Real Estate

The top 10 assets secured by real estate have an aggregate
outstanding balance of $47.6 million (76.3%). "Using servicer-
reported numbers, we calculated a weighted average DSC of 1.45x
for the top 10 assets. Our adjusted DSC and LTV ratio for the top
10 assets are 1.35x and 67.9%. The second-largest asset is on the
master servicer's watchlist. The Shops at Lyndale Phase II loan
($9.5 million, 15.3%), the second-largest asset in the pool, is
secured by an 114,640-sq.-ft. retail strip center in Richfield,
Minn. The loan appears on the master servicer's watchlist due to a
low reported DSC of 0.96x for year-end 2010. The reported
occupancy, excluding Borders Group Inc. (the store closing was
reported in a February 2011 New York Times article), was 75.1%
according to the Sept. 30, 2010, rent roll," S&P noted.

                     Credit Considerations

As of the May 16, 2011, trustee remittance report, two assets
($8.2 million, 13.2%) in the pool were with the special servicer,
Berkadia Commercial Mortgage LLC (Berkadia). The payment status of
the specially serviced assets, as reported in the May 2011 trustee
remittance report, is as follows: one is REO ($6.9 million, 11.1%)
and one is 90-plus-days delinquent ($1.3 million, 2.1%). Details
on the two specially serviced assets are:

    * The Dietrich Meadows S/C asset ($6.9 million, 11.1%), a
      70,325-sq.-ft. retail strip center in St. Louis is the
      third-largest asset secured by real estate in the pool. The
      asset was transferred to Berkadia on Nov. 16, 2009, due to
      imminent maturity default and became REO on Aug. 11, 2010.
      An appraisal reduction amount of $4.0 million is in effect
      against the total exposure of $7.5 million. The reported
      occupancy was 59.9% as of March 2011. Berkadia indicated
      that it plans to lease up the vacant space before marketing
      the property for sale. "We expect a significant loss upon
      the eventual resolution of this asset," S&P stated.

    * The Highland Office Building loan ($1.3 million, 2.1%), is
      secured by a 15,660-sq.-ft. office building in Boulder,
      Colo. The loan was transferred to Berkadia on Nov. 5, 2010,
      due to a payment default. Berkadia informed us that the loan
      was subsequently paid off on May 18, 2011, at a minimal
     loss.

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

Ratings Raised

DLJ Commercial Mortgage Corp.
Commercial mortgage pass-through certificates series 1998-CF1

                Rating
Class       To           From        Credit enhancement (%)
B-4         AA- (sf)     BBB+ (sf)                    67.29
B-5         BBB+ (sf)    BB+ (sf)                     43.22

Rating Affirmed

DLJ Commercial Mortgage Corp.
Commercial mortgage pass-through certificates series 1998-CF1

Class    Rating              Credit enhancement (%)
B-6      B+ (sf)                             19.15


EATON VANCE: Moody's Upgrades Ratings of Eight Classes CLO Notes
----------------------------------------------------------------
Moody's Investors Service has upgraded its ratings of 8 classes of
notes issued by Eaton Vance CDO VII PLC.

Issuer: Eaton Vance CDO VII PLC

   -- EUR13.4M Class B-1 Second Priority Secured Floating Rate
      Notes, Upgraded to Aa2 (sf); previously on Dec 31, 2009
      Downgraded to A1 (sf)

   -- US$16.3M Class B-2 Second Priority Secured Floating Rate
      Notes, Upgraded to Aa2 (sf); previously on Dec 31, 2009
      Downgraded to A1 (sf)

   -- EUR10.8M Class C-1 Third Priority Deferrable Secured
      Floating Rate Notes, Upgraded to Baa2 (sf); previously on
      Dec 31, 2009 Upgraded to Baa3 (sf)

   -- US$13.1M Class C-2 Third Priority Deferrable Secured
      Floating Rate Notes, Upgraded to Baa2 (sf); previously on
      Dec 31, 2009 Upgraded to Baa3 (sf)

   -- EUR14.2M Class D-1 Fourth Priority Deferrable Secured
      Floating Rate Notes, Upgraded to B1 (sf); previously on Dec
      30, 2009 Confirmed at B2 (sf)

   -- US$17.2M Class D-2 Fourth Priority Deferrable Secured
      Floating Rate Notes, Upgraded to B1 (sf); previously on Dec
      30, 2009 Confirmed at B2 (sf)

   -- EUR8M Class E-1 Fifth Priority Deferrable Secured Floating
      Rate Notes, Upgraded to Caa2 (sf); previously on Dec 30,
      2009 Confirmed at Caa3 (sf)

   -- US$9.7M Class E-2 Fifth Priority Deferrable Secured Floating
      Rate Notes, Upgraded to Caa2 (sf); previously on Dec 30,
      2009 Confirmed at Caa3 (sf)

RATINGS RATIONALE:

This transaction is a multi-currency cash CLO managed by Eaton
Vance Management with about two years of reinvestment period
remaining. The underlying portfolio of this transaction has
exposure to predominantly European and US senior secured loans
(approximately 86%), as well as some exposures to second-lien
loans, mezzanine loans and structured finance securities (3.9%).
The underlying assets are denominated in USD (42%) and EUR (58%).

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 ('OC' ratios) since the last rating
action taken in December 2009.

Improvement in the credit quality is observed through an
improvement in the average credit rating (as measured by the
weighted average rating factor, or 'WARF') and a decrease in the
proportion of securities from issuers rated Caa1 and below. In
particular, as of the latest trustee report dated April 2011, the
WARF is currently 2445 compared to 2833 in the November 2009
report, and securities rated Caa1 or lower make up approximately
8.4% of the underlying portfolio, versus 13.3% in November 2009.
The decrease in the reported WARF understates the actual credit
quality improvement because of the technical transition related to
rating factors of European corporate credit estimates, as
announced in the press release published by Moody's on 1 September
2010.

Additionally, defaulted securities total about EUR 2.6 million of
the underlying portfolio compared to EUR 13.3 million in November
2009. The OC ratios of the rated notes have also improved. The
reported class A/B, class C, class D and class E OC ratios have
increased by 5.44%, 4.73%, 4.17% and 3.96% respectively. All OC
tests are in compliance.

In its base case, Moody's analyzed the underlying collateral pool
with an adjusted WARF of 3632 (compared to an adjusted WARF of
44238 at last rating action), a diversity score of 66 and a
weighted average recovery rate of 61.40%.

In order to assess the sensitivity of the notes to changes in
credit quality of the portfolio, Moody's ran sensitivity analyses
on key parameters. For example, Moody's ran cases with a +/- 10%
change in the base case WARF and an absolute change of +/- 5% in
the WARR. In all cases, the impact on the notes was less than 2
notches from the base case model outputs.

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

Sources of additional performance uncertainties are:

1) 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) 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.

The principal methodology used in rating and monitoring Eaton
Vance CDO VII PLC is "Moody's Approach to Rating Collateralized
Loan Obligations" published in August 2009 and available on
www.moodys.com in the Rating Methodologies sub-directory under the
Research & Ratings tab. Other methodologies and factors that may
have been considered in the process of rating these notes can also
be found in the Rating Methodologies sub-directory on Moody's
website.

Under this principal methodology, Moody's used its Binomial
Expansion Technique, whereby the pool is represented by
independent identical assets, the number of which being determined
by the diversity score of the portfolio. The default and recovery
properties of the collateral pool are incorporated in a cash flow
model where the default probabilities are subject to stresses as a
function of the target rating of each CLO liability being
reviewed. The default probability range 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 and jurisdiction of the assets in the collateral pool.

The cash flow model used for this transaction, whose description
can be found in the methodology listed above, is Moody's EMEA
Cash-Flow model.

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

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.

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.


FIRST INTERNATIONAL: Fitch Withdraws 2 FIB Transactions
-------------------------------------------------------
Fitch Ratings has taken rating actions on the First International
Bank (FIB) small business loan asset-backed securities (ABS)
transactions:

FIB Business Loan Trust, Series 2000-A

   -- Class A affirmed at 'C/RR3' and withdrawn';

   -- Class M-1 affirmed at 'C/RR6 and withdrawn';

   -- Class M-2 affirmed at 'C/RR6 and withdrawn';

   -- Class B affirmed at 'C/RR6' and withdrawn.

FIB SBA Loan Trust, Series 2000-1

   -- Class A affirmed at 'C/RR5' and withdrawn;

   -- Class M affirmed at 'C/RR6' and withdrawn.

The affirmation and withdrawal for the transactions reflects
Fitch's view that the ratings are no longer relevant to the
agency's coverage, considering Fitch's expectation that the
default of each class of notes is inevitable. The transactions
continue to remain severely undercollateralized with minimal
recovery expectations. Furthermore, the transactions have
significant obligor concentrations due to low obligor counts.
Specifically, the largest obligor represents approximately 72% and
27% of the outstanding pool for 2000-A and 2000-1, respectively.

In reviewing the transactions, Fitch took into account analytical
considerations outlined in Fitch's 'Global Structured Finance
Rating Criteria', issued Aug. 13, 2010, including asset quality,
credit enhancement, financial structure, legal structure, and
originator and servicer quality.

Fitch's analysis incorporated a review of collateral
characteristics, in particular, focusing on delinquent and
defaulted loans within the pool. All loans over 60 days delinquent
were deemed defaulted loans. The defaulted loans were applied loss
and recovery expectations based on collateral type and historical
recovery performance to establish an expected net loss assumption
for the transaction. Fitch stressed the cashflow generated by the
underlying assets by applying its expected net loss assumption.
Furthermore, Fitch applied a loss multiplier to evaluate break-
even cash flow runs to determine the level of expected cumulative
losses the structure can withstand at a given rating level. The
loss multiplier scale utilized is consistent with that of other
commercial asset backed security (ABS) transactions.

Additionally, to review possible concentration risks within the
pool, Fitch evaluated the impact of the default of the largest
performing obligors. The obligor concentration analysis is
consistent with Fitch's 'Criteria for Rating U.S. Equipment Lease
and Loan ABS', dated Jan. 25, 2011. The analysis compares expected
loss coverage relative to the default of a certain number of the
largest obligors. The required net obligor coverage varies by
rating category. The required number of obligors covered ranges
from 20 at 'AAAsf' to five at 'Bsf'. Similar to the analysis
detailed above, Fitch applied loss and recovery expectations based
on collateral type and historical recovery performance to the
largest performing obligors commensurate with the individual
rating category. The expected loss assumption was then compared to
the modeled loss coverage available to the outstanding notes given
Fitch's expected losses on the currently delinquent loans.

Fitch will continue to closely monitor these transactions and may
take additional rating action in the event of changes in
performance and credit enhancement measures.


FIRST UNION: Moody's Affirms Ten Classes of FUBOA 2001-C1
---------------------------------------------------------
Moody's Investors Service (Moody's) upgraded the rating of one
class, downgraded one class and affirmed ten classes of First
Union National Bank - Bank of America, N.A. Commercial Mortgage
Trust, Commercial Mortgage Pass-Through Certificates, Series 2001-
C1:

   -- Cl. IO-I, Affirmed at Aaa (sf); previously on Mar 30, 2001
      Definitive Rating Assigned Aaa (sf)

   -- Cl. IO-III, Affirmed at Aaa (sf); previously on Mar 30, 2001
      Definitive Rating Assigned Aaa (sf)

   -- Cl. D, Affirmed at Aaa (sf); previously on Dec 17, 2010
      Upgraded to Aaa (sf)

   -- Cl. E, Affirmed at Aaa (sf); previously on Dec 17, 2010
      Upgraded to Aaa (sf)

   -- Cl. F, Upgraded to Aa2 (sf); previously on Jul 23, 2009
      Confirmed at A1 (sf)

   -- Cl. G, Affirmed at Baa1 (sf); previously on Jul 23, 2009
      Confirmed at Baa1 (sf)

   -- Cl. H, Downgraded to B3 (sf); previously on Dec 17, 2010
      Downgraded to B1 (sf)

   -- Cl. J, Affirmed at Ca (sf); previously on Dec 17, 2010
      Downgraded to Ca (sf)

   -- Cl. L, Affirmed at C (sf); previously on Dec 17, 2010
      Downgraded to C (sf)

   -- Cl. M, Affirmed at C (sf); previously on Dec 17, 2010
      Downgraded to C (sf)

   -- Cl. N, Affirmed at C (sf); previously on Dec 17, 2010
      Downgraded to C (sf)

   -- Cl. O, Affirmed at C (sf); previously on Dec 17, 2010
      Downgraded to C (sf)

RATINGS RATIONALE

The upgrade is due to increased subordination due to loan payoffs
and amortization. The transaction's aggregate certificate balance
has decreased by 56% since the last review in December 2010. The
downgrade is due to interest shortfalls which currently total $2.9
million and impact classes H through Q. The affirmations are due
to key parameters, including Moody's loan to value (LTV) ratio,
Moody's stressed debt service coverage ratio (DSCR) and the
Herfindahl Index (Herf), remaining within acceptable ranges. Based
on Moody's current base expected loss, the credit enhancement
levels for the affirmed classes are sufficient to maintain the
existing ratings.

Moody's rating action reflects a cumulative base expected loss of
22.8% of the current balance compared to 12.3% at last review. As
measured on a percentage basis, the current cumulative base
expected loss is significantly higher than at last review due to
the decline in the deal's balance. However, the current cumulative
base expected loss is $29.6 million compared to $31.4 million at
last review. Moody's stressed scenario loss is 27.1% 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 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.

The primary methodology used in this rating was "CMBS: Moody's
Approach to Rating U.S. Conduit Transactions" published in
September 2000.

Moody's also considered another methodology, "Moody's Approach to
Rating Large Loan/Single Borrower Transactions" published in July
2000.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.50 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) 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 (sf) level are driven by a paydown 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 (sf) and B2 (sf),
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
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 underlying ratings
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 2 compared to 12 at last review.

In cases where the Herf falls below 20, Moody's also employs the
large loan/single borrower methodology. This methodology uses the
excel-based Large Loan Model v 8.0 and then reconciles and weights
the results from the two models in formulating a rating
recommendation. The large loan model derives credit enhancement
levels based on an aggregation of adjusted loan level proceeds
derived from Moody's loan level LTV ratios. Major adjustments to
determining proceeds include leverage, loan structure, property
type, and sponsorship. These aggregated proceeds are then further
adjusted for any pooling benefits associated with loan level
diversity, other concentrations and correlations.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review. Moody's prior full review is
summarized in a press release dated December 17, 2010.

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

DEAL PERFORMANCE

As of the May 17, 2011 distribution date, the transaction's
aggregate certificate balance has decreased by 90% to $135.1
million from $1.3 billion at securitization. The Certificates are
collateralized by 18 mortgage loans ranging in size from 1% to 27%
of the pool, with the top ten loans representing 87% of the pool.
The pool faces significant near-term refinance risk as loans
representing 100% of the pool have either matured or mature within
the next six months.

One loan, representing 27% of the pool, is on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) 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.

Thirty loans have been liquidated from the pool, resulting in an
aggregate realized loss of $73.2 million (35% loss severity
overall). At last review the pool had experienced an aggregate
$67.0 million loss. Sixteen loans, representing 73% of the pool,
are currently in special servicing. The largest specially serviced
loan is the Mercer Yale Office Building Loan ($14.9 million --
11.1% of the pool), which is secured by a 96,204 square foot (SF)
office building located in Seattle, Washington. The loan is in
special servicing due to maturity default but is performing. The
property is 100% leased to the Bill & Melinda Foundation through
June 2012. Moody's is not estimating any losses at this time for
this loan. Moody's LTV and stressed DSCR are 94% and 1.21X,
respectively, compared to 95% and 1.19X at last review.

The second largest specially serviced loan is the Palisades
Apartments Loan ($13.3 million -- 9.8% of the pool), which is
secured by a 280-unit multifamily complex located in Las Vegas,
Nevada. The loan was transferred to special servicing in January
2011 due to maturity default and has been delinquent since
November 2010. The master servicer recognized a $3.3 million
appraisal reduction for this loan in May 2011.

The third largest specially serviced loan is the Tripp Industrial
Loan ($11.2 million -- 8.3% of the pool), which is secured by nine
warehouse buildings ( 836,264 SF) located in Greenville, North
Carolina. The loan was transferred to special servicing in
December 2010 due to maturity default. The special servicer
recently approved a 12 month extension for the loan. The master
servicer recognized a $2.8 million appraisal reduction for this
loan in May 2011.

The remaining specially serviced loans are secured by a mix of
property types. The master servicer has recognized appraisal
reductions totaling $17.9 million for ten of the specially
serviced loans. Moody's has estimated an aggregate $26.9 million
loss (33% expected loss on average) for 14 of the specially
serviced loans.

Moody's has assumed a high default probability for one poorly
performing loan representing 5% of the pool and has estimated a
$2.7 million loss (40% expected loss based on a 50% probability
default) from this troubled loan.

Based on the most recent remittance statement, Classes H through Q
have experienced cumulative interest shortfalls totaling $2.9
million. Moody's anticipates that the pool will continue to
experience interest shortfalls because of the high exposure to
specially serviced loans. Interest shortfalls are caused by
special servicing fees, including workout and liquidation fees,
appraisal entitlement reductions (ASERs) and extraordinary trust
expenses.

Moody's was provided with full-year 2009 and partial year 2010
operating results for 84% and 81% of the pool, respectively.
Excluding specially serviced and troubled loans, Moody's weighted
average LTV is 100% compared to 95% at Moody's prior review.
Moody's net cash flow reflects a weighted average haircut of 9% to
the most recently available net operating income. Moody's value
reflects a weighted average capitalization rate of 10.2%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.31X and 1.11X, respectively, compared to
1.15X and 1.23X at last review. Moody's actual DSCR is based on
Moody's net cash flow (NCF) and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.

The one performing conduit loan is the EmeryTech loan ($36.9
million -- 8.3% of the pool), which is secured by a 223,720 SF
office building located in Emeryville, California. In February
2010 the loan was returned from special servicing after being
modified. The modification split the loan into a $30 million A
note and a $6.9 million "Hope" note. Currently, the loan is on the
master servicer's watchlist due to low DSCR but the loan is
current. The property's performance was impacted by a decline in
occupancy due to lease expirations and several early terminations
due to business failures. Leasing as of October 2010 improved to
92% due to a new lease with Clif Bar and Company for 52% of the
NRA. Moody's analysis of this loan reflects a stabilized
occupancy. Moody's LTV and stressed DSCR are 127% and 0.85X,
respectively, compared to 129% and 0.88X at last review.


FIRST UNION: Moody's Upgrades Four Classes of FUNBC 2001-C2
-----------------------------------------------------------
Moody's Investors Service (Moody's) upgraded the ratings of four
classes and affirmed four classes of First Union National Bank
Commercial Mortgage Trust, Commercial Mortgage Pass-Through
Certificates, Series 2001-C2:


   -- Cl. IO, Affirmed at Aaa (sf); previously on Jun 11, 2001
      Definitive Rating Assigned Aaa (sf)

   -- Cl. J, Upgraded to Aaa (sf); previously on Nov 17, 2010
      Upgraded to Aa3 (sf)

   -- Cl. K, Upgraded to Aaa (sf); previously on Aug 22, 2007
      Upgraded to Baa1 (sf)

   -- Cl. L, Upgraded to A1 (sf); previously on Jun 11, 2001
      Definitive Rating Assigned Ba2 (sf)

   -- Cl. M, Upgraded to Baa3 (sf); previously on Jun 11, 2001
      Definitive Rating Assigned Ba3 (sf)

   -- Cl. N, Affirmed at B2 (sf); previously on Nov 17, 2010
      Downgraded to B2 (sf)

   -- Cl. O, Affirmed at Caa1 (sf); previously on Nov 17, 2010
      Downgraded to Caa1 (sf)

   -- Cl. P, Affirmed at Caa2 (sf); previously on Nov 17, 2010
      Downgraded to Caa2 (sf)

RATINGS RATIONALE

The upgrades are due to increased subordination due to loan
payoffs and amortization. The transaction's aggregate certificate
balance has decreased by 81% since the last review in November
2010. The affirmations are due to key parameters, including
Moody's loan to value (LTV) ratio, Moody's stressed debt service
coverage ratio (DSCR) and the Herfindahl Index (Herf), remaining
within acceptable ranges. Based on Moody's current base expected
loss, the credit enhancement levels for the affirmed classes are
sufficient to maintain the existing ratings.

Moody's rating action reflects a cumulative base expected loss of
18.3% of the current balance compared to 4.8% at last review. As
measured on a percentage basis, the current cumulative base
expected loss is significantly higher than at last review due to
the decline in the deal's balance. However, the current cumulative
base expected loss is $12.6 million compared to $17.5 million at
last review. Moody's stressed scenario loss is 19.8% of the
current balance. Depending on the timing of loan payoffs and the
severity and timing of losses from specially serviced loans, the
credit enhancement level for investment grade classes could
decline below the current levels. If future performance materially
declines, the expected level of credit enhancement and the
priority in the cash flow waterfall may be insufficient for the
current ratings of these classes.

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

Primary sources of assumption uncertainty are the current 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.

The primary methodology used in this rating was "CMBS: Moody's
Approach to Rating U.S. Conduit Transactions" published in
September 2000.

Moody's also considered another methodology, "Moody's Approach to
Rating Large Loan/Single Borrower Transactions" published in July
2000.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.50 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) 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 (sf) level are driven by a paydown 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 (sf) and B2 (sf),
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
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 underlying ratings
in the same transaction.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 3 compared to 18 at last review.

In cases where the Herf falls below 20, Moody's also employs the
large loan/single borrower methodology. This methodology uses the
excel-based Large Loan Model v 8.0 and then reconciles and weights
the results from the two models in formulating a rating
recommendation. The large loan model derives credit enhancement
levels based on an aggregation of adjusted loan level proceeds
derived from Moody's loan level LTV ratios. Major adjustments to
determining proceeds include leverage, loan structure, property
type, and sponsorship. These aggregated proceeds are then further
adjusted for any pooling benefits associated with loan level
diversity, other concentrations and correlations.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) 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 17, 2010.

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

DEAL PERFORMANCE

As of the May 13, 2011 distribution date, the transaction's
aggregate certificate balance has decreased by 93% to $69.1
million from $1 billion at securitization. The Certificates are
collateralized by 17 mortgage loans ranging in size from 2% to 42%
of the pool, with the top ten non defeased loans representing 53%
of the pool. One loan, representing 42% of the pool, has defeased
and is collateralized with U.S. Government securities. Defeasance
at last review represented 48% of the pool. There are no loans
with investment grade credit estimates. The pool faces significant
near-term refinance risk as loans representing 54% of the pool
have either matured or mature within the next six months.

There are currently no loans on the master servicer's watchlist.
The watchlist includes loans which meet certain portfolio review
guidelines established as part of the CRE Finance Council (CREFC)
monthly reporting package. As part of Moody's ongoing monitoring
of a transaction, Moody's reviews the watchlist to assess which
loans have material issues that could impact performance.

Fourteen loans have been liquidated from the pool, resulting in an
aggregate realized loss of $8.8 million (10% loss severity
overall). Eleven loans, representing 54% of the pool, are
currently in special servicing. The largest specially serviced
loan is the 610 Weddell Loan ($8.0 million -- 11.6% of the pool),
which is secured by a 63,072 square foot (SF) industrial building
located in Sunnyvale, California. The loan was transferred to
special servicing in June 2010 due to a maturity default and is
currently in foreclosure. The property is currently 100% vacant.
The master servicer recognized a $4 million appraisal reduction
for this loan in May 2011.

The second largest specially serviced loan is the Regency Pointe
Shopping Center Loan ($5.3 million -- 7.6% of the pool), which is
secured by a 67,063 SF unanchored retail strip mall located in
Jacksonville, Florida. The loan was transferred to special
servicing in April 2011 due to maturity default and is currently
30 days delinquent.

The third largest specially serviced loan is the Bayshore Palms
Loan ($4.7 million -- 6.9% of the pool), which is secured by a
200-unit multifamily property located in Safety Harbor, Florida.
The loan was transferred to special servicing in January 2009 and
is currently over 90 days delinquent.

The remaining specially serviced loans are secured by a mix of
property types. The master servicer has recognized appraisal
reductions totaling $5.3 million for three of the specially
serviced loans. Moody's has estimated an aggregate $12.4 million
loss (45% expected loss on average) for seven of the specially
serviced loans.

Moody's was provided with full-year 2009 and partial year 2010
operating results for 91% and 78% of the pool, respectively.
Excluding defeased and specially serviced loans, Moody's weighted
average LTV is 63% compared to 78% at Moody's prior review.
Moody's net cash flow reflects a weighted average haircut of 16%
to the most recently available net operating income. Moody's value
reflects a weighted average capitalization rate of 10.1%.

Excluding defeased and specially serviced loans, Moody's actual
and stressed DSCRs are 1.4X and 2.37X, respectively, compared to
1.33X and 1.44X at last review. Moody's actual DSCR is based on
Moody's net cash flow (NCF) and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.

The five performing conduit loans represent 4% of the pool
balance. They are comprised of Rite Aid drug stores located in
California, Michigan and Virginia. These five loans mature in June
2013 and have an average Moody's LTV of 20%.


FM LEVERAGED: Moody's Upgrades Ratings of Three Classes of Notes
----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by FM Leveraged Capital Fund I:

   -- US$35,300,000 Class B Second Priority Senior Floating Rate
      Notes Due August 1, 2017, Upgraded to Aa1 (sf); previously
      on September 1, 2009 Downgraded to A1 (sf);

   -- US$24,600,000 Class C Third Priority Deferrable Floating
      Rate Notes Due August 1, 2017, Upgraded to A3 (sf);
      previously on September 1, 2009 Confirmed at Ba1 (sf);

   -- US$24,600,000 Class D Fourth Priority Deferrable Floating
      Rate Notes Due August 1, 2017, Upgraded to Ba3 (sf);
      previously on September 1, 2009 Confirmed at B3 (sf).

RATINGS RATIONALE

According to Moody's, the rating actions taken on the notes result
primarily from the delevering of the Class A Notes, which have
been paid down by approximately 62% or $142.3 million since the
rating action in September 2009. In addition to principal pay
downs, excess spread is being diverted to pay down Class A Notes
as a result of the ongoing failure of the Class D and Class E
overcollateralization tests. As a result of the delevering, the
overcollateralization ratios have increased since the rating
action in September 2009. As of the latest trustee report dated
April 20, 2011, the Class A/B, Class C, Class D, and Class E
overcollateralization ratios are reported at 148.63%,
123.82%,106.11%, and 98.07%, respectively, versus July 2009 levels
of 117.76%, 107.71%, 99.14%, and 95.31%, respectively. Moody's
notes that the Class C and Class D notes are no longer deferring
interest and that all previously deferred interest has been paid
in full.

Moody's also notes that the credit profile of the underlying
portfolio has been relatively stable since the last rating action.
Based on the April 2011 trustee report, the weighted average
rating factor is 3131 compared to 3137 in July 2009. The deal also
experienced a decrease in defaults. In particular, the dollar
amount of defaulted securities has decreased to about $25 million
from approximately $44 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 $188.2 million, defaulted par of $25.5
million, a weighted average default probability of 36.39%
(implying a WARF of 5318), a weighted average recovery rate upon
default of 40.28%, and a diversity score of 39. 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.

FM Leveraged Capital Fund I, issued in December 2005, is a
collateralized loan obligation backed primarily by a portfolio of
senior secured loans.

The principal methodology used in this rating was "Moody's
Approach to Rating Collateralized Loan Obligations" rating
methodology published in August 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.

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. Moody's also supplemented
its modeling with individual scenario analysis to assess the
ratings impact of jump-to-default by certain large obligors.

For securities whose default probabilities are assessed through
credit estimates ("CEs"), 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 2% 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. These stresses
are outlined in the publication "Updated Approach to the Usage of
Credit Estimates in Rated Transactions" published in October 2009.

In addition to the base case analysis, Moody's also performed
sensitivity analyses to test the impact on all rated notes of
various default probabilities. 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% (4254)

Class A: 0

Class B: +1

Class C: +2

Class D: +2

Class E: +2

Moody's Adjusted WARF + 20% (6382)

Class A: 0

Class B: -2

Class C: -2

Class D: -1

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) 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.

4) Exposure to credit estimates: The deal is exposed to a large
   number of securities whose default probabilities are assessed
   through credit estimates. In the event that Moody's is not
   provided the necessary information to update the credit
   estimates in a timely fashion, the transaction may be impacted
   by any default probability stresses Moody's may assume in lieu
   of updated credit estimates. Moody's also conducted stress
   tests to assess the collateral pool's concentration risk in
   obligors bearing a credit estimate that constitute more than 3%
   of the collateral pool.


GE BUSINESS: Fitch Takes Rating Actions on GE Business
------------------------------------------------------
Fitch Ratings has taken these rating actions on GE Business Loan
Trusts:

Series 2003-1

   -- Class A affirmed at 'AAAsf'; Outlook Stable;

   -- Class B affirmed at 'Asf'; Outlook Stable.

Series 2003-2

   -- Class A affirmed at 'AAAsf'; Outlook Stable;

   -- Class B affirmed at 'Asf'; Outlook Stable;

   -- Class C affirmed at 'BBBsf'; Outlook Stable.

Series 2004-2

   -- Class A affirmed at 'AAAsf'; Outlook Stable;

   -- Class B affirmed at 'Asf'; Outlook Stable;

   -- Class C affirmed at 'BBBsf'; Outlook Stable;

   -- Class D affirmed at 'BBsf'; Outlook Stable.

Series 2005-1

   -- Class A-2 affirmed at 'AAAsf'; Outlook Stable;

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

   -- Class B affirmed at 'Asf'; Outlook Stable;

   -- Class C affirmed at 'BBBsf'; Outlook Stable;

   -- Class D affirmed at 'BBsf'; Outlook Stable.

Series 2005-2

   -- Class A affirmed at 'AAAsf'; Outlook Stable;

   -- Class B affirmed at 'Asf'; Outlook Stable;

   -- Class C affirmed at 'BBBsf'; Outlook Stable;

   -- Class D affirmed at 'BBsf'; Outlook Stable.

Series 2006-1

   -- Class A affirmed at 'AAAsf'; Outlook Stable;

   -- Class B affirmed at 'AAsf'; Outlook Stable;

   -- Class C affirmed at 'Asf'; Outlook Stable;

   -- Class D affirmed at 'BBBsf'; Outlook Stable.

Series 2006-2

   -- Class A downgraded to 'AAsf' from 'AAAsf'; Outlook Negative;

   -- Class B downgraded to 'Asf' from 'AAsf'; Outlook Negative;

   -- Class C downgraded to 'BBBsf' from 'Asf'; Outlook Negative;

   -- Class D downgraded to 'BBsf' from 'BBBsf'; Outlook Negative;

The downgrade of the 2006-2 series reflects continued performance
deterioration which has resulted in higher delinquency performance
for the trust. As of the May 2011 reporting period, 7.09% of the
pool was 180 days past due, which has increased since Fitch's last
review (6.92% at the October 2010 reporting period). The higher
delinquency performance at last review had resulted in the
assignment of a Negative Outlook on the ratings. Despite low
losses to date (0.38% in cumulative net losses), delinquency pace
has not lessened for the pool. As late-stage delinquencies have
continued to roll through and are expected to continue through to
the liquidation process, Fitch believes credit enhancement will be
materially impacted as losses are realized on the delinquent
loans. The Negative Outlook designations on the notes reflect
Fitch's expectation for additional delinquencies to continue to
roll through potentially further impacting outstanding credit
support.

The rating affirmations in the 2003-1, 2003-2, 2004-2, 2005-1,
2005-2, and 2006-1 trusts are primarily driven by continued
increasing credit enhancement within the transactions despite
slight performance deterioration. Since Fitch's last review, the
transactions have seen slight increases in total delinquencies
and, in some cases, an increase in net losses. Total delinquencies
within the trusts range from 2.03% to 5.05%. Current net losses
range from 12bps to 94bps, to date. Although delinquencies and
losses have increased, the transactions continue to perform within
Fitch's expectations.

The Stable Outlook designation on the trusts reflects Fitch's view
that performance within the transactions is not expected to
materially change in the near term and loss coverage is expected
to remain consistent with current rating levels. However, Fitch
remains concerned with growing obligor concentrations as the pools
continue to amortize, particularly for the more seasoned
transactions. As the number of obligors decline, the risk exposure
increases for a single obligor default within the pools further
limiting the outstanding credit support's ability to sustain the
default of a large obligor. As such, Fitch will continue to
diligently monitor these transactions and may take potential
rating action if obligor exposure increases significantly.

In reviewing the transactions, Fitch took into account analytical
considerations outlined in Fitch's 'Global Structured Finance
Rating Criteria', issued Aug. 13, 2010, including asset quality,
credit enhancement, financial structure, legal structure, and
originator and servicer quality.

Fitch's analysis incorporated a review of collateral
characteristics, in particular, focusing on delinquent and
defaulted loans within the pool. All loans over 60 days delinquent
were deemed defaulted loans. The defaulted loans were applied loss
and recovery expectations based on collateral type and historical
recovery performance to establish an expected net loss assumption
for the transaction. Fitch stressed the cashflow generated by the
underlying assets by applying its expected net loss assumption.
Furthermore, Fitch applied a loss multiplier to evaluate break-
even cash flow runs to determine the level of expected cumulative
losses the structure can withstand at a given rating level. The
loss multiplier scale utilized is consistent with that of other
commercial ABS transactions.

Additionally, to review possible concentration risks within the
pool, Fitch evaluated the impact of the default of the largest
performing obligors. The obligor concentration analysis is
consistent with Fitch's 'Criteria for Rating US Equipment Lease
and Loan ABS', dated Jan. 25, 2011. The analysis compares expected
loss coverage relative to the default of a certain number of the
largest obligors. The required net obligor coverage varies by
rating category. The required number of obligors covered ranges
from 20 at 'AAA' to five at 'B'. Similar to the analysis detailed
above, Fitch applied loss and recovery expectations based on
collateral type and historical recovery performance to the largest
performing obligors commensurate with the individual rating
category. The expected loss assumption was then compared to the
modeled loss coverage available to the outstanding notes given
Fitch's expected losses on the currently delinquent loans.

Fitch will continue to closely monitor these transactions and may
take additional rating action in the event of changes in
performance and credit enhancement measures.


GE CAPITAL: Moody's Affirms Five CMBS Classes of GECMC 2000-1
-------------------------------------------------------------
Moody's Investors Service (Moody's) affirmed the ratings of five
classes of GE Capital Commercial Mortgage Corporation, Commercial
Mortgage Pass-Through Certificates, Series 2000-1:

   -- Cl. X, Affirmed at Aaa (sf); previously on Dec 21, 2000
      Definitive Rating Assigned Aaa (sf)

   -- Cl. E, Affirmed at Baa1 (sf); previously on Dec 17, 2010
      Upgraded to Baa1 (sf)

   -- Cl. F, Affirmed at Caa1 (sf); previously on Jan 28, 2010
      Downgraded to Caa1 (sf)

   -- Cl. H, Affirmed at C (sf); previously on Jan 28, 2010
      Downgraded to C (sf)

   -- Cl. I, Affirmed at C (sf); previously on Feb 19, 2008
      Downgraded to C (sf)

RATINGS RATIONALE

The affirmations are dure to key parameters, including Moody's
loan to value (LTV) ratio, Moody's stressed debt service coverage
ratio (DSCR) and the Herfindahl Index (Herf), 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
19.9% of the current balance compared to 11.0% at last review. As
measured on a percentage basis, the current cumulative base
expected loss is significantly higher than at last review due to
the decline in the deal's balance. However, the current cumulative
base expected loss is actually lower, at $12.4 million compared to
$18.7 million at last review. Moody's stressed scenario loss is
27.0% 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.

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 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.

A significant portion of the remaining collateral in this deal is
currently in special servicing. As a result, Moody's utilized a
loss and recovery approach as its primary methodology in rating
this deal. In Moody's loss and recovery approach, Moody's
determines a probability of default for each of the specially
serviced loans and determines a most probable loss given default
based on a review of recent third-party appraisals and/or broker's
opinions of value (if available), other information from the
special servicer and available market data. Using the property's
market value, and accounting for servicer advances to date and
estimated future advances and closing costs, Moody's estimates a
loss given default for each loan. Translating the probability of
default and loss given default into an expected loss estimate,
Moody's then recognizes the aggregate loss from specially serviced
loans to the most junior class(es) and the recovery as a pay down
of principal to the most senior class(es).

In rating this transaction, Moody's also considered "CMBS: Moody's
Approach to Rating U.S. Conduit Transactions" published on
September 15, 2000 and its credit-tenant lease (CTL) financing
rating methodology (CTL approach). Under Moody's CTL approach, the
rating of a transaction's certificates is primarily based on the
senior unsecured debt rating (or the corporate family rating) of
the tenant, usually an investment grade rated company, leasing the
real estate collateral supporting the bonds. This tenant's credit
rating is the key factor in determining the probability of default
on the underlying lease. The lease generally is "bondable", which
means it is an absolute net lease, yielding fixed rent paid to the
trust through a lock-box, sufficient under all circumstances to
pay in full all interest and principal of the loan. The leased
property should be owned by a bankruptcy-remote, special purpose
borrower, which grants a first lien mortgage and assignment of
rents to the securitization trust. The dark value of the
collateral, which assumes the property is vacant or "dark", is
then examined; the dark value must be sufficient, assuming a
bankruptcy of the tenant and rejection of the lease, to support
the expected loss consistent with the certificates' rating. The
certificates' rating may change as the senior unsecured debt
rating (or the corporate family rating) of the tenant changes.
Moody's also considers the overall structure and legal integrity
of the transaction. In addition, the rating of the CTL may in some
cases exceed the rating of the underlying tenant if the value of
the underlying asset on a dark basis provides a loan to value
("LTV") ratio and potential debt service coverage ratio ("DSCR")
that supports a higher rating.

Given the presence of conduit loans, loans in special servicing,
and CTL loans in this deal, Moody's used its conduit model output
with CTL enhancement levels fused into the deal and then adjusted
the resulting credit enhancement levels to reflect losses and
recovery for the loans in special servicing. Ratings were assigned
based on tranche losses compared to Moody's idealized loss table
as well as the extent of current and likely future interest
shortfalls. In addition, Moody's ratings reflect the variability
surrounding Moody's market value estimates and probable timing of
losses.

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 (sf) 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 (sf)
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 (sf) and B2 (sf), 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 3 compared to 5 at Moody's prior review.

In cases where the Herf falls below 20, Moody's employs a
supplementary methodology, "Moody's Approach to Rating Large
Loan/Single Borrower Transactions", published July 2000. 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 (CMBS) transactions. Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review. Moody's prior full review is
summarized in a press release dated December 17, 2011.

DEAL PERFORMANCE

As of the May 16, 2011 distribution date, the transaction's
aggregate certificate balance has decreased by 91% to $62.3
million from $707.3 million at securitization. The Certificates
are collateralized by 12 mortgage loans ranging in size from less
than 1% to 45% of the pool, with the top ten loans representing
99% of the pool. The pool includes four credit tenant leases
(CTL), representing 7% of the pool. One loan, representing 1.4% of
the pool, has defeased and is collateralized with U.S. Government
securities.

Currently, there are no loans on the master servicer's watch list.
However, twelve loans have been liquidated from the pool since
securitization, resulting in an aggregate $32.1 million loss (36%
loss severity on average). There are currently five loans,
representing 47% of the pool, in special servicing. The largest
specially serviced loan is the Cypress Point Loan ($9.95 million -
- 16.0% of the pool), which is secured by a 153,000 square foot
office property located in Denver, Colorado. The loan was
transferred to special servicing in March 2010 as a result of
monetary default. The loan is in the process of foreclosure.

The remaining four specially serviced loans are secured by a mix
of property types. Moody's has estimated an aggregate $7.96
million loss (36% expected loss on average) for four of the
specially serviced loans.

The pool has experienced significant interest shortfalls. Based on
the most recent remittance statement, Classes G through M have
experienced cumulative interest shortfalls totaling $1.14 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 (ASERs) and extraordinary trust
expenses.

Moody's was provided with partial 2010 operating results for 83%
for the pool. Excluding specially serviced and CTL loans, Moody's
weighted average LTV is 93% compared to 75% at last review.
Moody's net cash flow reflects a weighted average haircut of 16%
to the most recently available net operating income. Moody's value
reflects a weighted average capitalization rate of 11%.

Excluding specially serviced and CTL loans, Moody's actual and
stressed DSCRs are 1.26X and 1.28X, respectively, compared to
1.35X and 1.56X at last review. Moody's actual DSCR is based on
Moody's net cash flow (NCF) and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.

The CTL component, representing 7% of the pool, is comprised of
four retail properties leased to CVS Caremark(senior unsecured
rating of Baa2, stable outlook.) The average store size is 10,515,
square feet and the leases run through 2019, 2020 and 2027.

The two remaining conduit loans represent 45% of the pool. The
Embassy Suites-New Orleans Loan A and B-notes ($27.7 million --
45% of the pool) are secured by a 372-room limited service hotel
located in New Orleans, Louisiana. The loan had been transferred
to special servicing in September 2009 due to imminent payment
default and was modified before being transferred back to the
master servicer in June 2010. The modification included a loan
split into a $24.0 million A note and a $3.7 million B-note and
the term was extended three years. Performance has improved since
last year. Net operating income (NOI) in 2010 increased by 25%
from last review. Although performance has improved, Moody's
considers this as a troubled loan. Moody's LTV and stressed DSCR
for the entire loan are 114% and 1.07X, respectively, compared to
124% and 0.97X at last review.


GEMSTONE CDO: S&P Cuts Rating on Class B Notes From 'CCC-' to 'CC'
------------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on the
class A-1, A-2, A-3, and B notes issued by Gemstone CDO II Ltd., a
collateralized debt obligation (CDO) transaction collateralized
primarily by residential mortgage-backed securities (RMBS). "We
removed the lowered ratings from CreditWatch negative. At the same
time, we affirmed our ratings on the class C, D, E, and F notes,"
S&P related.

"The rating action reflects the credit deterioration of the
underlying assets that has occurred since our March 15, 2010,
rating action, when we downgraded the class A-1, A-2, A-3, B, C,
and D notes. According to the January 2010 trustee report, which
the previous action was based on, and the latest trustee report
dated as of April 2011, the class A/B overcollateralization (O/C)
ratio has decreased to 54% from 86%. As of April 28, 2011, the
transaction held $62.6 million (or 58%) in defaulted assets.
Also, the class C, D, E, and F notes have continued to defer
interest payments since our last rating action," S&P added.

Rating and CreditWatch Actions

Gemstone CDO II Ltd.
                      Rating
Class           To             From
A-1             CCC+ (sf)      B- (sf)/Watch Neg
A-2             CCC- (sf)      CCC (sf)/Watch Neg
A-3             CCC- (sf)      CCC (sf)/Watch Neg
B               CC (sf)        CCC - (sf)/Watch Neg

Ratings Affirmed
Gemstone CDO II Ltd.
                      Rating
C                     CC (sf)
D                     CC (sf)
E                     CC (sf)
F                     CC (sf)


GMAC COMMERCIAL: Fitch Ratings Affirms GMAC 1997-C1
---------------------------------------------------
Fitch Affirms GMAC Commercial Mtge Securities Series 1997-C1;
Revises Rating Outlook and LS Rating
Fitch Ratings-New York-08 June 2011:

Fitch Ratings affirms and revises Rating Outlooks and Loss
Severity (LS) ratings to GMAC Commercial Mortgage Securities,
Inc.'s mortgage pass-through certificates, series 1997-C1:

   -- $84.8 million class G at 'BB/LS3'; Outlook Stable from
      Outlook Negative.

Fitch has withdrawn the rating on the interest-only class X.

Fitch does not rate the $46.5 million class H. Classes A-1, A-2,
A-3, B, C, D, E, and F have paid in full.

As of the May 2011 distribution date, the pool's certificate
balance has paid down 92.6% to $124.9 million from $1.7 billion at
issuance. Of the remaining 32 loans, 1 (19.2%) has defeased.

There is one specially serviced loan in the pool. The loan (1.4%)
is secured by a 52,419 square foot office building located in
Plantation, FL. The loan transferred to special servicing due to
pending litigation over several code enforcement violations and
amongst two shareholders of the borrower. The loan remains
current.


GMAC COMMERCIAL: Fitch Affirms GMAC 2002-C3 Ratings
---------------------------------------------------
Fitch Ratings has affirmed 16 classes of GMAC Commercial Mortgage
Securities, Inc., series 2002-C3 (GMAC 2002-C3) commercial
mortgage pass-through certificates.

The affirmations are due to stable performance of the transaction
since Fitch's most recent formal review. As of the May 2011
distribution date, the pool's aggregate principal balance has
reduced by 25% to $583.2 million from $777.4 million at issuance.
In addition, 22 loans (30.6%) have been fully defeased. Interest
shortfalls totaling $1.1 million are currently affecting class J
through P.

Fitch has identified 20 loans (21.3%) as Fitch Loans of Concern,
which includes six specially serviced loans (7.1%). Of the six
loans in special servicing, two assets (1.99%) are real estate
owned (REO), and four loans (5.2%) are current. Fitch's modeled
losses are 2.41% of the remaining pool; modeled losses of the
original pool are at 3.53%, including losses already incurred to
date.

The largest contributor to Fitch modeled losses is a specially
serviced (1.3%) REO 166,435 square foot (sf) retail shopping
center located in Traverse City, MI, 254 miles northwest of
Detroit. The loan was transferred to special servicing in December
2008 due to imminent default and the property was foreclosed on in
August 2010. Several leases on this property are expiring and the
receiver is in discussions regarding renewal rates. The special
servicer is currently selecting a listing broker to market the
property for sale.

The second largest contributor to modeled losses is a specially
serviced (0.67%) REO 67 unit apartment complex located in
Southfield, MI, 20 miles northwest of Detroit. The loan was
transferred to special servicing in August 2009 due to payment
default and is now in REO. The special servicer is currently in
the process of selling the property. Due to the decrease in
occupancy from 93% in December 2007 to 66% as of March 2011, Fitch
expects a significant loss upon liquidation.

The third largest contributor to modeled losses is a loan (1.52%)
secured by a 90,230 sf office building in Plymouth Township, PA.
The loan was transferred to special servicing in September 2010
due to imminent monetary default. The property lost a major tenant
and entered into a short-term forbearance agreement. The servicer-
reported occupancy is currently 41% but will increase to 84% in
October 2011, as two new leases have been signed.

Fitch affirms these classes and revises Recovery Ratings (RR):

   -- $26.9 million class A-1 at 'AAA/LS1'; Outlook Stable;

   -- $406.4 million class A-2 at 'AAA/LS1'; Outlook Stable;

   -- $29.2 million class B at 'AAA/LS3'; Outlook Stable;

   -- $11.7 million class C at 'AAA/LS4'; Outlook Stable;

   -- $18.5 million class D at 'AAA/LS4'; Outlook Stable;

   -- $11.7 million class E at 'AAA/LS4'; Outlook Stable;

   -- $9.7 million class F at 'AAA/LS4'; Outlook Stable;

   -- $9.7 million class G at 'AA+/LS4'; Outlook Stable;

   -- $9.7 million class H at 'AA-/LS4'; Outlook Negative;

   -- $18.5 million class J at 'BBB/LS4'; Outlook Negative;

   -- $8.7 million class K at 'BB/LS5'; Outlook Negative;

   -- $5.8 million class L at 'BB/LS5'; Outlook Negative;

   -- $4.9 million class M at 'B-/LS5'; Outlook Negative;

   -- $3.9 million class N at 'CCC/RR1';

   -- $2.7 million class O-1 at 'CC/RR5' from 'CC/RR3';

   -- $1.2 million class O-2 at 'C/RR6'.

The $4.1 million class P is not rated by Fitch.


GMAC COMMERCIAL: Moody's Affirms Ratings of 13 CMBS Classes
-----------------------------------------------------------
Moody's Investors Service (Moody's) downgraded the ratings of two
classes and affirmed 13 classes of GMAC Commercial Mortgage
Securities, Inc., Series 2002-C1:

   -- Cl. A-2, Affirmed at Aaa (sf); previously on Feb 4, 2002
      Definitive Rating Assigned Aaa (sf)

   -- Cl. X-1, Affirmed at Aaa (sf); previously on Feb 4, 2002
      Definitive Rating Assigned Aaa (sf)

   -- Cl. B, Affirmed at Aaa (sf); previously on Feb 27, 2006
      Upgraded to Aaa (sf)

   -- Cl. C, Affirmed at Aaa (sf); previously on Feb 27, 2006
      Upgraded to Aaa (sf)

   -- Cl. D, Affirmed at Aaa (sf); previously on Jul 9, 2007
      Upgraded to Aaa (sf)

   -- Cl. E, Affirmed at Aa1 (sf); previously on Aug 28, 2007
      Upgraded to Aa1 (sf)

   -- Cl. F, Affirmed at to Aa3 (sf); previously on Aug 28, 2007
      Upgraded to Aa3 (sf)

   -- Cl. G, Affirmed at A2 (sf); previously on Aug 28, 2007
      Upgraded to A2 (sf)

   -- Cl. H, Affirmed at Baa1 (sf); previously on Feb 27, 2006
      Upgraded to Baa1 (sf)

   -- Cl. J, Downgraded to B1 (sf); previously on Sep 2, 2010
      Downgraded to Ba1 (sf)

   -- Cl. K, Downgraded to Caa1 (sf); previously on Sep 2, 2010
      Downgraded to B2 (sf)

   -- Cl. L, Affirmed at Caa2 (sf); previously on Sep 2, 2010
      Downgraded to Caa2 (sf)

   -- Cl. M, Affirmed at Ca (sf); previously on Sep 2, 2010
      Downgraded to Ca (sf)

   -- Cl. N, Affirmed at C (sf); previously on Sep 2, 2010
      Downgraded to C (sf)

   -- Cl. O, Affirmed at C (sf); previously on Sep 2, 2010
      Downgraded to C (sf)

RATINGS RATIONALE

The downgrades are due to higher expected losses for the pool
resulting interest shortfalls from specially serviced loans. The
affirmations are due to key parameters, including Moody's loan to
value (LTV) ratio, Moody's stressed debt service coverage ratio
(DSCR) and the Herfindahl Index (Herf), 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
4.9% of the current balance. At last review, Moody's cumulative
base expected loss was 5.1%. Moody's stressed scenario loss is
7.3% 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 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.

The principal methodology used in this rating was "CMBS: Moody's
Approach to Rating Conduit Transactions" published in September
2000 which is available on Moody's website at www.moodys.com.

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 (sf) 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 (sf) 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 (sf) and B2 (sf),
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 34 compared to 41 at last review.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review. Moody's prior full review is
summarized in a press release dated September 2, 2010.

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

DEAL PERFORMANCE

As of the May 16, 2011 distribution date, the transaction's
aggregate certificate balance has decreased by 35% to $462.8
million from $710.1 million at securitization. The Certificates
are collateralized by 80 mortgage loans ranging in size from less
than 1% to 6% of the pool, with the top ten loans representing 27%
of the pool. Twenty-four loans, representing 34% of the pool, have
defeased and are collateralized by U.S. Government securities. The
pool faces significant near-term refinancing risk as 95% of the
pool matures by year-end 2011.

Twenty-four loans, representing 24% of the pool, are on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package. As part of
Moody's ongoing monitoring of a transaction, Moody's reviews the
watchlist to assess which loans have material issues that could
impact performance.

Eleven loans have been liquidated from the pool since
securitization, resulting in a $9.6 million loss (average 28% loss
severity). The pool had experienced an aggregate $8.1 million loss
at last review from eight loans. Six loans, representing 8% of the
pool, are currently in special servicing. The largest specially
serviced loan is the Tempe City Center Loan ($14.2 million -- 3.1%
of the pool), which is secured by a 163,814 square foot (SF)
office complex located in Tempe, Arizona. The loan was transferred
to special servicing in June 2009 due to imminent payment default
and became real estate owned (REO) in January 2011. The property's
net operating income (NOI) has declined in concert with lower
occupancy now at 69% and the property is presently being marketed
for sale. The remaining five specially serviced loans represent a
mix of property types. Moody's estimates an aggregate $13.9
million loss for all specially serviced loans (37% expected loss
severity on average).

As of the most recent remittance statement date, the transaction
has experienced unpaid accumulated interest shortfalls totaling
$2.3 million affecting Classes K through P. Interest shortfalls
are caused by special servicing fees, appraisal reductions,
extraordinary trust expenses and interest payment reductions due
to loan modifications.

Moody's has assumed a high default probability for four poorly
performing loans representing 5% of the pool and has estimated a
$2.1 million loss (10% expected loss based on a 50% probability
default) from these troubled loans.

Moody's was provided with full year 2009 operating results for 35%
of the pool's non-defeased loans and full year 2010 results for
42% of the pool's non-defeased loans. Excluding specially serviced
and troubled loans, Moody's weighted average LTV is 79% versus 75%
at last full review. Moody's net cash flow reflects a weighted
average haircut of 15.8% to the most recently available net
operating income. Moody's value reflects a weighted average
capitalization rate of 9.4%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.32X and 1.40X, respectively, compared to
1.38X and 1.45X at last review. Moody's actual DSCR is based on
Moody's net cash flow (NCF) and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.

The top three performing conduit loans represent 11% of the pool
balance. The largest loan is the Lakewood Shopping Plaza Loan
($18.6 million -- 4.0% of the pool) which is secured by a 203,099
SF retail center located in Lakewood, New Jersey. Shop-Rite is the
grocery anchor tenant for the center. The property was 96% leased
as of September 2010 compared to 97% at last review. Moody's LTV
and stressed DSCR are 68% and 1.44X, respectively compared to 80%
and 1.22X at last full review.

The second largest loan is the Boca Industrial Park Loan ($17.7
million -- 3.8% of the pool) which is secured by a 386,846 SF
industrial property located in Boca Raton, Florida. The property
was 87% leased as of June 2010 compared to 100% at last review.
The loan is on the servicer's watchlist due to a lower DSCR. This
loan matures within three months and exhibits a strong debt yield,
reducing refinancing risk. Moody's LTV and stressed DSCR are 92%
and 1.12X, respectively, compared to 93% and 1.11X at last full
review.

The third largest loan is the 2551 Broadway Loan ($13.2 million --
2.9% of the pool), which is secured by a 36,000 SF mixed use
property located on the Upper West Side of Manhattan in New York
City. As of July 2010, the property was 100% leased, the same as
at last review. The largest tenants are JPMorgan Chase, Gristedes
and Rite Aid. Financial performance has been stable since last
review due to sustained high occupancy. This loan matures by year-
end 2011. Moody's LTV and stressed DSCR are 50% and 1.93X,
respectively, compared to 55% and 1.76X at last review.


GREENBRIAR CLO: S&P Affirms Rating on Class E Notes at 'CCC-'
-------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on
the five classes of notes issued by Greenbriar CLO Ltd., a
collateralized loan obligation (CLO) transaction managed by
Highland Capital Management L.P. "At the same time, we removed
our ratings on all five classes of notes from CreditWatch, where
we placed them with positive implications on March 1, 2011," S&P
stated.

The affirmations reflect the availability of sufficient credit
support at the current rating levels. "We previously downgraded
all of the rated notes on Jan. 29, 2010, following the application
of our September 2009 corporate collateralized debt obligation
(CDO) criteria. As of the March 2011 trustee report, the
transaction had $55.40 million of defaulted assets, down from
$64.57 million noted in the December 2010 trustee report. The A/B
overcollateralization ratio increased to 119.88% from 118.19%
during the same time period," S&P related.

While the transaction's credit quality and O/C ratios have
improved, the current ratings assigned to the notes remain
consistent with the credit enhancement available to support the
notes, in S&P's opinion.

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

Ratings Affirmed and Removed From CreditWatch Positive

Greenbriar CLO Ltd.
                   Rating
             To               From
A            A+ (sf)          A+ (sf)/Watch Pos
B            BBB+ (sf)        BBB+ (sf)/Watch Pos
C            BB+ (sf)         BB+ (sf)/Watch Pos
D            B+ (sf)          B+ (sf)/Watch Pos
E            CCC- (sf)        CCC- (sf)/Watch Pos


GREENWICH CAPITAL: Moody's Affirms Ratings of 18 CMBS Classes
-------------------------------------------------------------
Moody's Investors Service (Moody's) affirmed 18 classes of
Greenwich Capital Commercial Funding Corp. Commercial Mortgage
Pass-Through Certificates, Series 2002-C1:

   -- Cl. A-2, Affirmed at Aaa (sf); previously on Dec 30, 2002
      Definitive Rating Assigned Aaa (sf)

   -- Cl. A-3, Affirmed at Aaa (sf); previously on Dec 30, 2002
      Assigned Aaa (sf)

   -- Cl. A-4, Affirmed at Aaa (sf); previously on Dec 30, 2002
      Assigned Aaa (sf)

   -- Cl. XC, Affirmed at Aaa (sf); previously on Dec 30, 2002
      Definitive Rating Assigned Aaa (sf)

   -- Cl. B, Affirmed at Aaa (sf); previously on Aug 2, 2006
      Upgraded to Aaa (sf)

   -- Cl. C, Affirmed at Aaa (sf); previously on Oct 23, 2006
      Upgraded to Aaa (sf)

   -- Cl. D, Affirmed at Aaa (sf); previously on Oct 23, 2006
      Upgraded to Aaa (sf)

   -- Cl. E, Affirmed at Aaa (sf); previously on Oct 23, 2006
      Upgraded to Aaa (sf)

   -- Cl. F, Affirmed at Aaa (sf); previously on Dec 20, 2007
      Upgraded to Aaa (sf)

   -- Cl. G, Affirmed at Aa2 (sf); previously on Dec 20, 2007
      Upgraded to Aa2 (sf)

   -- Cl. H, Affirmed at A3 (sf); previously on Oct 23, 2006
      Upgraded to A3 (sf)

   -- Cl. J, Affirmed at Baa1 (sf); previously on Oct 23, 2006
      Upgraded to Baa1 (sf)

   -- Cl. K, Affirmed at Ba1 (sf); previously on Dec 30, 2002
      Definitive Rating Assigned Ba1 (sf)

   -- Cl. L, Affirmed at B2 (sf); previously on Oct 13, 2010
      Downgraded to B2 (sf)

   -- Cl. M, Affirmed at Caa1 (sf); previously on Oct 13, 2010
      Downgraded to Caa1 (sf)

   -- Cl. N, Affirmed at Ca (sf); previously on Oct 13, 2010
      Downgraded to Ca (sf)

   -- Cl. O, Affirmed at C (sf); previously on Oct 13, 2010
      Downgraded to C (sf)

   -- Cl. P, Affirmed at C (sf); previously on Oct 13, 2010
      Downgraded to C (sf)

RATINGS RATIONALE

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

Moody's rating action reflects a cumulative base expected loss of
3.3% of the current balance. At last review, Moody's cumulative
base expected loss was 4.0%. Moody's stressed scenario loss is
6.4% 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 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.

The principal methodology used in this rating was "Moody's
Approach to Rating Conduit Transactions", published in September
2000.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.50 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) 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 (sf) level are driven by a paydown 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 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade credit estimates is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
credit estimate of the loan which corresponds to a range of credit
enhancement levels. Actual fusion credit enhancement levels are
selected based on loan level diversity, pool leverage and other
concentrations and correlations within the pool. Negative pooling,
or adding credit enhancement at the credit estimate level, is
incorporated for loans with similar credit estimates in the same
transaction.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) 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 13, 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 April 13, 2011 distribution date, the transaction's
aggregate certificate balance has decreased by 27% to $863.3 from
$1.17 billion at securitization. The Certificates are
collateralized by 94 mortgage loans ranging in size from less than
1% to 6% of the pool, with the top ten loans representing 34% of
the pool. Twenty-three loans, representing 33% of the pool, have
defeased and are collateralized with U.S. Government securities.

Twenty-nine loans, representing 18% of the pool, are on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) 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, resulting in an
aggregate realized loss of $20.4 million (32% loss severity
overall). Five loans, representing 5% of the pool, are currently
in special servicing. Moody's has estimated an aggregate $16
million loss (37% expected loss on average) for the specially
serviced loans.

Moody's has assumed a high default probability for four poorly
performing loans representing 2% of the pool and has estimated a
$2.3 million aggregate loss (15% expected loss based on a 50%
probability default) from these troubled loans.

Moody's was provided with full year 2009 operating results for 96%
of the pool. Excluding specially serviced and troubled loans,
Moody's weighted average LTV is 74% compared to 77% at Moody's
prior review. Moody's net cash flow reflects a weighted average
haircut of 11.4% to the most recently available net operating
income. Moody's value reflects a weighted average capitalization
rate of 9.0%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.77X and 1.75X, respectively, compared to
1.45X and 1.46X at last review. Moody's actual DSCR is based on
Moody's net cash flow (NCF) and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 28 compared to 30 at Moody's prior review.

The top three performing loans represent 15.6% of the pool
balance. The largest loan is the Jamaica Center Loan ($53.2
million -- 6.2% of the pool), which is secured by a 215,000 square
foot retail center with a 155,000 square foot attached parking
garage, located in Queens New York. The center is located in the
center of the downtown Jamaica retail and commercial district. The
largest tenants are National Amusement, Inc. (39% of the NRA,
lease expiration in 2022) and Gap & Old Navy (14% of the NRA,
lease expiration in May 2012). Occupancy as of March 2010 was
100%, the same as last review, compared to 98% at securitization.
Moody's LTV and stressed DSCR are 75% and 1.30X, respectively,
compared to 74% and 1.32X at last review.

The second largest loan is the Price Self Storage Portfolio ($41.8
million -- 4.8%), which is secured by three cross-collateralized
and cross-defaulted self-storage properties, two of which are
located in San Diego County (San Diego and Solana Beach) and the
other is in Azusa California, which is a suburb of Los Angeles.
The properties were built between 1985 and 2001, and 185 of the
units are RV storage spaces. As of September 2010, the occupancy
was 84% compared to 85% at last review and 96% at securitization.
The increase in rental rates has attributed to the overall
increase in performance. Moody's LTV and stressed DSCR are 75% and
1.41X, respectively, compared to 79% and 1.35X at last review.

The third largest loan is the Cumberland Mall Loan ($39.9 million
-- 4.6% of the pool), which is secured by a 891,000 square foot
regional mall located in Vineland New Jersey, about 40 miles south
of Philadelphia. Major tenants include Burlington Coat Factory,
J.C. Penny, and Regal Cinemas. While only 6% of NRA expires within
less than one year, 22% expires within one to two years, and thus
a larger cash flow hair cut was taken to account for potential
vacancy risk. The mall is 94% occupied, compared to 87% at last
review and 97% at securitization. Moody's LTV and stressed DSCR
are 74% and 1.35X, respectively, compared to 74% and 1.36X at last
review.


GREYLOCK SYNTHETIC: Moody's Upgrades Ratings of 12 Notes Classes
----------------------------------------------------------------
Moody's Investors Service announced these rating actions on
Greylock Synthetic CDO 2006, a collateralized debt obligation
transaction. The CSO, issued in 2006, references a portfolio of
corporate bonds.

Issuer: Greylock Synthetic CDO 2006

   -- Series 1 $105,000,000 Sub-Class A3-$LMS Notes Due 2014 Notes
      (Current Balance USD 70M), Upgraded to B2 (sf); previously
      on Oct 16, 2009 Downgraded to Caa3 (sf)

   -- Series 1 $87,000,000 Sub-Class A4-$L Notes Due 2014 Notes
      (Current Balance USD 80M), Upgraded to Caa1 (sf); previously
      on Oct 16, 2009 Downgraded to Caa3 (sf)

   -- Series 6 $100,000,000 Sub-Class A1A-$LMS Notes Due 2014-1
      Notes (Current Balance USD 96.7M), Upgraded to Ba1 (sf);
      previously on Oct 16, 2009 Downgraded to B2 (sf)

   -- Series 3 EUR 15,000,000 Sub-Class A1-ELMS Notes Due 2014
      Notes, Upgraded to Ba1 (sf); previously on Oct 16, 2009
      Downgraded to B2 (sf)

   -- Series 2 $51,000,000 Sub-Class A3-$LMS Notes Due 2017 Notes
      (Current Balance USD 45M), Upgraded to B3 (sf); previously
      on Oct 16, 2009 Downgraded to Caa3 (sf)

   -- Series 2 $5,000,000 Sub-Class A3-$FMS Notes Due 2017 Notes,
      Upgraded to B2 (sf); previously on Oct 16, 2009 Downgraded
      to Caa2 (sf)

   -- Series 2 $20,000,000 Sub-Class A3A-$FMS Notes Due 2017
      Notes, Upgraded to B2 (sf); previously on Oct 16, 2009
      Downgraded to Caa2 (sf)

   -- Series 2 $20,000,000 Sub-Class A3B-$LMS Notes Due 2017
      Notes, Upgraded to B3 (sf); previously on Oct 16, 2009
      Downgraded to Caa3 (sf)

   -- Series 2 $20,000,000 Sub-Class A4-$L Notes Due 2017 Notes
      (Current Balance USD 70M), Upgraded to Caa2 (sf);
      previously on Oct 16, 2009 Downgraded to Caa3 (sf)

   -- Series 2 $20,000,000 Sub-Class A4-$F Notes Due 2017 Notes,
      Upgraded to Caa2 (sf); previously on Oct 16, 2009 Downgraded
      to Caa3 (sf)

   -- Series 5 $20,000,000 Sub-Class A1-$LMS Notes Due 2017 Notes,
      Upgraded to Ba2 (sf); previously on Oct 16, 2009 Downgraded
      to B2 (sf)

   -- Series 2 $10,000,000 Sub-Class A3A-$LMS Notes Due 2017
      Notes, Upgraded to B3 (sf); previously on Oct 16, 2009
      Downgraded to Caa3 (sf)

RATINGS RATIONALE

Moody's rating actions are the result of the credit improvement of
the underlying portfolio, the level of credit enhancement
remaining in the transaction and the shortened time to maturity of
the CSO.

Since the last rating review in September 2009, the 10-year
weighted average rating factor (WARF) of the portfolio improved
from 1119 to 847, equivalent to Ba1, including credit events. The
underlying portfolio is currently rated 75% investment grade.
There are 25 reference entities with a negative outlook, three
entities on watch for downgrade, seven on positive outlook and two
on watch for upgrade compared to the previous rating review, where
the deal had 45 reference entities with a negative outlook, three
entities on watch for downgrade, two on positive outlook and one
on watch for upgrade

Since inception, the portfolio has experienced six credit events
for a loss of subordination of 1.51%, based on the portfolio
notional value at closing. There has been one credit event since
the last rating action, Ambac Assurance Corporation.

The current remaining life of the transaction is 2.81 and 5.81
years for the seven year and ten year issuances, respectively.

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:

* Market Implied Ratings ("MIRs") 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 is two notches lower compared
  to the base case for Classes A4-$L Series 2 and A4-$F Series 2,
  three notches lower for classes A4-$L Series 1, A1A-$LMS Series
  6, A1-ELMS Series 3, A3-$LMS Series 2, A3B-$LMS Series 2 and
  A3A-$LMS and four notches for classes A3-$LMS series 1, A3-$FMS
  Series 2, A3A-$FMS Series 2 and A1-$LMS Series 5.

* 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 the one of the base case
  for classes A1A-$LMS Series 6, A1-ELMS Series 3, A3-$FMS Series
  2, A3A-$FMS Series 2, A4-$F Series 2, A6-$L Series 2 and A1-$LMS
  Series 5 and one notch higher for classes A3-$LMS Series 1, A4-
  $L Series 1, A3B-$LMS Series 2 and A4-$L Series 2 and A3A-$LMS .

* Moody's conducts a sensitivity analysis consisting of notching
  down by one the ratings of reference entities in the most
  referenced industry, the Banking, Finance, Insurance and Real
  Estate sectors. The result from this run is comparable to the
  one modeled under the base case for class A4-$L Series 2, one
  notch lower for classes A3-$LMS Series 1, A4-$L Series 1, A1A-
  $LMS Series 6, A1-ELMS Series 3, A3B-$LMS Series 2, A4-$F Series
  2, A6-$L Series 2, A1-$LMS Series 5 and A3A-$LMS and two notches
  lower for classes A3-$FMS Series 2 and A3A-$FMS Series 2.

* Removing the notch-down adjustment on ratings of all reference
  entities on negative outlook and/or on watch for downgrade as
  well as the notch-up adjustment for reference entities on
  positive outlook generates a result that is comparable to the
  base case for classes A1A-$LMS Series 6, A1-ELMS Series 3, A3-
  $FMS Series 2, A3A-$FMS Series 2, A6-$L Series 2, A1-$LMS Series
  5, and one notch higher for classes A3-$LMS Series 1, A4-$L
  Series 1, A3B-$LMS Series 2, A4-$L Series 2, A4-$F Series 2 and
  A3A-$LMS.

The principal methodology used in these ratings was "Moody's
Approach to Corporate Collateralized Synthetic Obligations"
published in September 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.

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

Moody's does not run a separate loss and cash flow analysis other
than the one already done by the CDOROM model.

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,
the CSO ratings will change to reflect the new economic
developments.


GS MORTGAGE: Moody's Affirms Four CMBS Classes of GSMS 2004-C1
--------------------------------------------------------------
Moody's Investors Service (Moody's) affirmed the ratings of four
classes of GS Mortgage Securities Corporation II, Commercial
Mortgage Pass-Through Certificates, Series 2004-C1:

   -- Cl. G, Affirmed at B2 (sf); previously on Oct 28, 2010
      Downgraded to B2 (sf)

   -- Cl. H, Affirmed at C (sf); previously on Oct 28, 2010
      Downgraded to C (sf)

   -- Cl. J, Affirmed at C (sf); previously on Oct 28, 2010
      Downgraded to C (sf)

   -- Cl. X, Affirmed at Aaa (sf); previously on Jun 23, 2004
      Definitive Rating Assigned Aaa (sf)

RATINGS RATIONALE

The affirmations are due to a similar loan level base expected
loss compared to Moody's prior review. The pool consists of one
loan, which is currently Real Estate owned (REO). 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
54% of the current balance. At last review, Moody's cumulative
base expected loss was 23%. As measured on a percentage basis, the
current cumulative base expected loss is significantly higher than
at last review due to the decline in the deal's balance. However,
the current cumulative base expected loss is $7.2 million,
compared to $36.8 million at last review. Moody's stressed
scenario loss is 54% 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 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.

Only one specially serviced loan remains in the pool. As a result,
Moody's utilized a loss and recovery approach as its primary
methodology in rating this deal. In this approach, Moody's
recognized a 100% probability of default for the remaining loan
and determines a most probable loss given default based on a
review of recent third-party appraisals and/or broker's opinions
of value (if available), other information from the special
servicer and available market data. Using the property's market
value, and accounting for advances to date and estimated future
advances and closing costs, Moody's estimates a loss given default
for the loan. Translating the probability of default and loss
given default into an expected loss estimate, Moody's then
recognizes the loss to the most junior class(es) and the recovery
as a pay down of principal to the most senior class(es). Ratings
were assigned based on tranche losses compared to Moody's
idealized loss table as well as the extent of current and likely
future interest shortfalls. In addition, Moody's ratings reflect
the variability surrounding Moody's market value estimates and the
probable timing of losses.

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 1 compared to 9 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 (CMBS) transactions. Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review. Moody's prior full review is
summarized in a press release dated September 9, 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 May 10, 2011 distribution date, the transaction's
aggregate certificate balance has decreased by 98.5% to $13.4
million from $892.2 million at securitization. There is currently
one loan remaining in the pool, which is in special servicing.

Nine loans have been liquidated from the pool, resulting in an
aggregate realized loss of $34.2 million (30% loss severity
overall). Moody's has has estimated an aggregate $7.2 million loss
(54% expected loss) for the specially serviced loan.

Moody's was provided with full year 2009 operating results for the
one loan remaining in the pool.

The remaining loan in the pool is the Westlake Office Park Loan
($13.4 million), which is secured by a 107,650 square foot office
building located in Las Vegas Nevada, west of old downtown Las
Vegas. As of the June 2010 rent roll, the property is 85% leased
although only 70% of the property is physically occupied. The
property became REO in March 2011 and C.B. Richard Ellis has been
engaged for the leasing and management of the property. The master
servicer recognized a $7.2 million appraisal reduction in February
2011.


GS MORTGAGE: Moody's Downgrades Ratings of Two CRE CDO Classes
--------------------------------------------------------------
Moody's has downgraded two classes and affirmed fifteen classes of
Certificates issued by GS Mortgage Securities Corporation II,
Series 2006-RR2 due to the deterioration in the credit quality of
the underlying portfolio as evidenced by an increase in the
weighted average rating factor (WARF), and decrease in weighted
average recovery rate (WARR). The rating action is the result of
Moody's on-going surveillance of commercial real estate
collateralized debt obligation (CRE CDO) transactions.

   -- Cl. A-1, Downgraded to Caa2 (sf); previously on Jun 21, 2010
      Downgraded to Ba2 (sf)

   -- Cl. A-2, Downgraded to Caa3 (sf); previously on Jun 21, 2010
      Downgraded to Caa2 (sf)

   -- Cl. B, Affirmed at C (sf); previously on Jun 21, 2010
      Downgraded to C (sf)

   -- Cl. C, Affirmed at C (sf); previously on Jun 21, 2010
      Downgraded to C (sf)

   -- Cl. D, Affirmed at C (sf); previously on Jun 21, 2010
      Downgraded to C (sf)

   -- Cl. E, Affirmed at C (sf); previously on Jun 21, 2010
      Downgraded to C (sf)

   -- Cl. F, Affirmed at C (sf); previously on Jun 21, 2010
      Downgraded to C (sf)

   -- Cl. G, Affirmed at C (sf); previously on Jun 21, 2010
      Downgraded to C (sf)

   -- Cl. H, Affirmed at C (sf); previously on Jun 21, 2010
      Downgraded to C (sf)

   -- Cl. J, Affirmed at C (sf); previously on Jun 21, 2010
      Downgraded to C (sf)

   -- Cl. K, Affirmed at C (sf); previously on Jun 21, 2010
      Downgraded to C (sf)

   -- Cl. L, Affirmed at C (sf); previously on Jun 21, 2010
      Downgraded to C (sf)

   -- Cl. M, Affirmed at C (sf); previously on Jun 21, 2010
      Downgraded to C (sf)

   -- Cl. N, Affirmed at C (sf); previously on Jun 21, 2010
      Downgraded to C (sf)

   -- Cl. O, Affirmed at C (sf); previously on Jun 21, 2010
      Downgraded to C (sf)

   -- Cl. P, Affirmed at C (sf); previously on Jun 21, 2010
      Downgraded to C (sf)

   -- Cl. Q, Affirmed at C (sf); previously on Jun 21, 2010
      Downgraded to C (sf)

RATINGS RATIONALE

GS Mortgage Securities Corporation II, Series 2006-RR2 is a cash
CRE CDO transaction backed by a portfolio of commercial mortgage
backed securities (CMBS) (100% of the pool balance). As of the May
25, 2011 Trustee report, the aggregate Certificate balance of the
transaction has decreased to $736.1 million from $770.9 million at
issuance, with the paydown directed to the Class A-1 Certificates,
as a result of amortization of the underlying collateral.

Moody's has identified these parameters as key indicators of the
expected loss within CRE CDO transactions: WARF, weighted average
life (WAL), WARR, and Moody's asset correlation (MAC). 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 has 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 6,080 compared to 2,499 at last review. The
distribution of current ratings and credit estimates is as
follows: Aaa-Aa3 (1.2% compared to 2.6% at last review), A1-A3
(1.3% compared to 0.9% at last review), Baa1-Baa3 (5.0% compared
to 25.9% at last review), Ba1-Ba3 (16.6% compared to 30.5% at last
review), B1-B3 (10.5% compared to 20.7% at last review), and Caa1-
C (65.4% compared to 19.4% at last review).

WAL acts to adjust the probability of default of the collateral in
the pool for time. Moody's modeled to a WAL of 4.8 years compared
to 5.5 years at last review.

WARR is the par-weighted average of the mean recovery values for
the collateral assets in the pool. Moody's modeled a fixed WARR of
7.3% compared to 14.1% at last review.

MAC is a single factor that describes the pair-wise asset
correlation to the default distribution among the instruments
within the collateral pool (i.e. the measure of diversity).
Moody's modeled a MAC of 99.99% compared to 24.7% at last review.
The high 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 down from
7.3% to 2.3% or up to 12.3% 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.

The principal methodology used in these ratings is "Moody's
Approach to Rating SF CDOs" published in November 2010.

Other methodologies used in these ratings were "CMBS: Moody's
Approach to Rating Static CDOs Backed by Commercial Real Estate
Securities" published in June 2004.

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.


GSC PARTNERS: S&P Raises Ratings on 3 Classes of Notes From 'BB+'
-----------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-2, B, C-1, C-2, and 2 notes from GSC Partners CDO Fund V Ltd., a
collateralized loan obligation (CLO) transaction managed by GSC
Partners. "At the same time, we removed our ratings on the class
A-2, B, C-1, and C-2 notes from CreditWatch, where we placed them
with positive implications on March 1, 2011," S&P said.

"The upgrades reflect a significant paydown to the class A-1
notes, as well as improved performance we have observed in the
deal's underlying asset portfolio since we lowered our ratings on
most of the rated notes on March 26, 2010, following the
application of our September 2009 corporate collateralized debt
obligation (CDO) criteria. As of the May 11, 2011, trustee report,
the class A-1 notes had been paid down to $188.62 million from a
$358.17 million balance as reported in the Feb. 10, 2010, trustee
report, which we referenced in our March 2010 rating actions. As
of the May 11, 2011, trustee report, the transaction had $29.44
million of defaulted assets and approximately $68.83 million in
assets from obligors with ratings (either by Standard & Poor's or
another rating agency) in the 'CCC' range. This was down from
$63.98 million in defaults and from approximately $133.53 million
in assets from obligors with ratings in the 'CCC' range noted in
the Feb. 10, 2010, trustee report," S&P continued.

The class 2 note represents a combination security backed by 100%
of the class C-1 note and a portion of equity. On the May 2011
payment date, the class 2 note had been paid down to $4.80 million
from a balance of $5.00 million as referenced in the February 2010
trustee report.

Standard & Poor's has also observed an increase in the
overcollateralization (O/C) available to support the rated notes.
The trustee reported these ratios in the May 11, 2011, monthly
report:

    * The class A O/C ratio test was 149.89%, compared with a
      reported ratio of 125.65% in February 2010;

    * The class B O/C ratio test was 119.93%, compared with a
      reported ratio of 108.61% in February 2010; and

    * The class C O/C ratio test was 112.44%, compared with a
      reported ratio of 103.73% in February 2010.

"The affirmation of the rating on the class A-1 notes reflects our
opinion of the availability of credit support commensurate with
the current rating level," S&P said.

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

Rating and CreditWatch Actions

GSC Partners CDO Fund V Ltd.
                        Rating
Class              To           From
A-2                AAA (sf)     AA+ (sf)/Watch Pos
B                  A+ (sf)      BBB+ (sf)/Watch Pos
C-1                BBB (sf)     BB+ (sf)/Watch Pos
C-2                BBB (sf)     BB+ (sf)/Watch Pos
2                  BBB (sf)     BB+ (sf)

Rating Affirmation

GSC Partners CDO Fund V Ltd.

Class              Rating
A-1                AAA (sf)


HALCYON STRUCTURED: S&P Raises Rating on Class E Notes to 'BB+'
---------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
B, C, D, and E notes from Halcyon Structured Asset Management Long
Secured/Short Unsecured CLO 2006-1 Ltd., a collateralized loan
obligation (CLO) transaction managed by Halcyon Asset Management
LLC. "At the same time, we removed our ratings on the class B, C,
and D notes from CreditWatch, where we placed them with positive
implications on March 1, 2011. We also affirmed our ratings on the
class A notes," S&P said.

"The upgrades reflect improved performance we have observed in the
deal's underlying asset portfolio since our Dec. 23, 2009, rating
affirmations on all of the notes following the application of our
September 2009 CDO criteria for corporate-backed securities," S&P
related.

According to the April 2011, trustee report, the transaction has
no defaulted assets. "This was down from the $13.6 million of
defaulted assets in the November 2009 trustee report, which we
referenced for our December 2009 review. Additionally, there were
$19.6 million of underlying assets rated 'CCC+' or lower according
to the April 2011 trustee report, which is down from the $53.5
million identified in the November 2009 report," S&P continued.

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 April 2011 monthly
report:

    * The class A&B O/C ratio was 136.48%, compared with a
      reported ratio of 128.38% in November 2009;

    * The class C O/C ratio was 126.73%, compared with a reported
      ratio of 119.21% in November 2009;

    * The class D O/C ratio was 116.17%, compared with a reported
      ratio of 109.27% in November 2009; and

    * The class E O/C ratio was 110.88%, compared with a reported
      ratio of 104.30% in November 2009.

The affirmation of the class A notes reflects the availability of
credit support at the current rating level.

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

Rating and CreditWatch Actions

Halcyon Structured Asset Management Long Secured/Short Unsecured
CLO 2006-1
Ltd.

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

Rating Affirmed

Halcyon Structured Asset Management Long Secured/Short Unsecured
CLO 2006-1
Ltd.

Class     Rating
A         AAA (sf)

Transaction Information

Issuer:              Halcyon Structured Asset Management Long
                     Secured/Short Unsecured CLO 2006-1 Ltd.
Coissuer:            Halcyon Structured Asset Management Long
Secured/Short
Unsecured CLO 2006-1 Corp
Collateral manager:  Halcyon Asset Management LLC
Underwriter:         Deutsche Bank Securities Inc.
Indenture Trustee:   Bank of America N.A.
Transaction type:    Cash flow CLO


HOME RE 2005-2 LTD: Fitch Takes Various Ratings Actions
-------------------------------------------------------
Fitch Ratings has taken various rating actions on Home Re 2005-2
Limited, a U.S. RMBS synthetic transaction consisting of exposure
to the risk of residential mortgage loan losses covered by private
mortgage insurance.

The transaction provides reinsurance to Mortgage Guaranty
Insurance Corporation (MGIC) on a group of first lien, fixed and
floating residential mortgage loans. The loans were originated and
are serviced by numerous entities. At issuance, the insured loans
had a weighted-average original-loan-to-value (LTV) of
approximately 84%. The mortgage loans generally have 'standard
agency' coverage with loan coverage percentages of 12% for LTVs
between 80-85%, 25% for LTVs between 85-90% and 30% for LTVs
between 90-95%.

The notes will mature in October 2012, on which date the holders
of each note will be entitled to receive 100% of the remaining
principal amount. While the noteholders will also be entitled to
recover any impaired amounts and carryover interest on the
maturity date, Fitch does not expect there to sufficient assets
with which to pay such sums.

To project interest and principal recovery on the remaining class
balances, Fitch estimated the timing of liquidation and losses on
the insured portion of the insured loans. Given the relatively
short amount of time until the maturity date, the analysis focused
solely on the loans which are currently delinquent. Fitch used its
published criteria for the liquidation timing of delinquent loans
in its analysis.

Fitch's rating actions are:

   -- Class M2 (CUSIP 43731PAC4) downgraded to 'Bsf/LS2' from
      'BBBsf/LS5'; Outlook Negative;

   -- Class M3 (CUSIP 43731PAD2) downgraded to 'CCCsf/RR5' from
      'BBBsf/LS5';

   -- Class M4 (CUSIP 43731PAE0) downgraded to 'CCCsf/RR6' from
      'BBsf/LS5';

   -- Class M5 (CUSIP 43731PAF7) downgraded to 'CCsf/RR6' from
      'BBsf/LS5';
   -- Class M6 (CUSIP 43731PAG5) downgraded to 'CCsf/RR6' from
      'Bsf/LS5';

   -- Class M7 (CUSIP 43731PAH3) downgraded to 'Csf/RR6' from
      'CCCsf/RR6';

   -- Class M8 (CUSIP 43731PAJ9) downgraded to 'Csf/RR6' from
      'CCsf/RR6';

   -- Class M9 (CUSIP 43731PAK6) downgraded to 'Csf/RR6' from
      'CCsf/RR6';

   -- Class B1 (CUSIP 43731PAL4) affirmed at 'Csf/RR6';

   -- Class B2 (CUSIP 43731PAM2) downgraded to 'Dsf/RR6' from
      'Csf/RR6'.

These actions were reviewed by a committee of Fitch analysts.


HOMEBANC MORTGAGE: Fitch Takes Various Ratings Actions
------------------------------------------------------
Fitch Ratings has taken various rating actions on HomeBanc
Mortgage Trust 2005-2, a U.S. RMBS transaction consisting of
floating rate second lien loans with original maturities of 20
years. All of the mortgage loans allow for the payment of interest
for the first ten years and then amortize with monthly payments of
principal and interest over the subsequent ten years.

Despite the seasoning of the mortgage loans, the rate of new
delinquencies has remained elevated and is generally higher than
those rates experienced two years ago. Additionally, over the past
six months annualized net loss rates on the mortgage pool have
more than doubled from the prior six months reflecting the
continued stress in the housing sector. Fitch expects the rate of
new delinquencies and loss-rates to remain elevated and projects a
mortgage loss of approximately 26% on the remaining pool balance.

To analyze second lien pools, Fitch uses historical roll-rate
behavior to project future defaults and assumes 100% loss severity
on defaulted loans. Fitch then uses its standard cash flow
assumptions, which are described in the April 28 report 'U.S. RMBS
Surveillance Criteria'.

Fitch's rating actions are:


   -- Class A-1 (CUSIP: 43739EAZ0) affirmed at 'AAAsf/LS3';
      Outlook Stable;

   -- Class M-1 (CUSIP: 43739EBA4) downgraded to 'BBBsf/LS3' from
      'AA+sf/LS2'; Outlook Negative;

   -- Class M-2 (CUSIP: 43739EBB2) downgraded to 'BBsf/LS5' from
      'AAsf/LS5'; Outlook Negative;

   -- Class M-3 (CUSIP: 43739EBC0) downgraded to 'Bsf/LS5' from
      'A+sf/LS4'; Outlook Negative;

   -- Class M-4 (CUSIP: 43739EBD8) downgraded to 'CCCsf/RR3' from
      'Asf/LS5';

   -- Class B-1 (CUSIP: 43739EBE6) downgraded to 'CCsf/RR5' from
      'A-sf/LS5';

   -- Class B-2 (CUSIP: 43739EBF3) downgraded to 'CCsf/RR6' from
      'BBB+sf/LS5';

   -- Class B-3 (CUSIP: 43739EBG1) downgraded to 'Csf/RR6' from
      'BBB-sf/LS5';

   -- Class B-4 (CUSIP: 43739EBH9) downgraded to 'Csf/RR6' from
      'BBB-sf/LS5'.

The affirmation of class A-1 reflects that it has enough credit
enhancement to withstand a 'AAAsf' stressed scenario. Fitch
estimates mortgage losses could exceed 70% of the remaining pool
balance without the class A-1 incurring any impairment.

These actions were reviewed by a committee of Fitch analysts.


JP MORGAN: Moody's Affirms 19 CMBS Classes of JPMCC 2007-CIBC19
---------------------------------------------------------------
Moody's Investors Service (Moody's) affirmed the ratings of 19
CMBS classes of J.P. Morgan Chase Commercial Mortgage Securities,
Commercial Mortgage Pass-Through Certificates, Series 2007-CIBC19:

   -- Cl. A-2, Affirmed at Aaa (sf); previously on Jun 14, 2007
      Definitive Rating Assigned Aaa (sf)

   -- Cl. A-3, Affirmed at Aaa (sf); previously on Jun 14, 2007
      Definitive Rating Assigned Aaa (sf)

   -- Cl. X, Affirmed at Aaa (sf); previously on Jun 14, 2007
      Definitive Rating Assigned Aaa (sf)

   -- Cl. A-4, Affirmed at Aa2 (sf); previously on Oct 20, 2010
      Downgraded to Aa2 (sf)

   -- Cl. A-SB, Affirmed at Aa2 (sf); previously on Oct 20, 2010
      Downgraded to Aa2 (sf)

   -- Cl. A-1A, Affirmed at Aa2 (sf); previously on Oct 20, 2010
      Downgraded to Aa2 (sf)

   -- Cl. A-M, Affirmed at A1 (sf); previously on Oct 20, 2010
      Downgraded to A1 (sf)

   -- Cl. A-J, Affirmed at Ba1 (sf); previously on Oct 20, 2010
      Downgraded to Ba1 (sf)

   -- Cl. B, Affirmed at Ba2 (sf); previously on Oct 20, 2010
      Downgraded to Ba2 (sf)

   -- Cl. C, Affirmed at B2 (sf); previously on Oct 20, 2010
      Downgraded to B2 (sf)

   -- Cl. D, Affirmed at B3 (sf); previously on Oct 20, 2010
      Downgraded to B3 (sf)

   -- Cl. E, Affirmed at Caa2 (sf); previously on Oct 20, 2010
      Downgraded to Caa2 (sf)

   -- Cl. F, Affirmed at Ca (sf); previously on Oct 20, 2010
      Downgraded to Ca (sf)

   -- Cl. G, Affirmed at C (sf); previously on Oct 20, 2010
      Downgraded to C (sf)

   -- Cl. H, Affirmed at C (sf); previously on Oct 20, 2010
      Downgraded to C (sf)

   -- Cl. J, Affirmed at C (sf); previously on Oct 20, 2010
      Downgraded to C (sf)

   -- Cl. K, Affirmed at C (sf); previously on Oct 20, 2010
      Downgraded to C (sf)

   -- Cl. L, Affirmed at C (sf); previously on Oct 20, 2010
      Downgraded to C (sf)

   -- Cl. M, Affirmed at C (sf); previously on Oct 20, 2010
      Downgraded to C (sf)

RATINGS RATIONALE

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

Moody's rating action reflects a cumulative base expected loss of
10.1% of the current balance as compared to 12% at last review.
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 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.

The principal methodology used in this rating was "Moody's
Approach to Rating U.S. CMBS Conduit Transactions" published in
September 2000.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.50 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) 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 (sf) level are driven by a paydown 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 (sf) and B2 (sf),
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 64 compared to 66 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 (CMBS) 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 20, 2010.

DEAL PERFORMANCE

As of the May 12, 2011 distribution date, the transaction's
aggregate certificate balance has decreased by approximately 5% to
$3.1 million from $3.2 billion at securitization. The Certificates
are collateralized by 228 mortgage loans ranging in size from less
than 1% to 7% of the pool, with the top ten loans representing 24%
of the pool. One loan, representing less than 1% of the pool, has
defeased and is secured by U.S. Government securities.

Fifty-eight loans, representing 24% of the pool, are on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council's (CREFC) monthly reporting package. As part of
Moody's ongoing monitoring of a transaction, Moody's reviews the
watchlist to assess which loans have material issues that could
impact performance.

Thirteen loans have been liquidated from the pool resulting in $66
million of realized losses (75% average severity). Twenty-one
loans, representing 10% of the pool, are currently in special
servicing. The largest specially serviced loan is the Doubletree
Guest Suites Loan ($40 million --1% of the pool), which is secured
by a 253-room full service hotel located in Plymouth Meeting,
Pennsylvania. The loan transferred to special servicing in
February 2010 due to monetary default. The servicer has recognized
a $14 million appraisal reduction for this loan.

The remaining specially serviced loans are secured by a mix of
office, retail, industrial, hotel and multifamily properties. The
servicer has recognized a $181 million aggregate appraisal
reduction for the specially serviced loans. Moody's has estimated
a $161 million loss (50% expected loss based on an 92% probability
of default) for all of the specially serviced loans.

Moody's has assumed a high default probability for twenty-six
poorly performing loans representing 9% of the pool and has
estimated an aggregate $59 million loss (20% expected loss based
on a 50% probability default) from these troubled loans.

Based on the most recent remittance statement, Classes E through
NR have experienced cumulative interest shortfalls totaling $12
million. Moody's anticipates that the pool will continue to
experience interest shortfalls because of the high exposure to
specially serviced and troubled loans. Interest shortfalls are
caused by special servicing fees, including workout and
liquidation fees, appraisal subordinate entitlement reductions
(ASERs) and extraordinary trust expenses.

Moody's was provided with full year 2009 and full or partial year
2010 operating results for 94% and 82% of the pool's non-defeased
loans, respectively. Excluding specially serviced, troubled and
defeased loans, Moody's weighted average LTV is 116% compared to
123% at Moody's 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 8.9%.

Excluding specially serviced, troubled and the defeased loans,
Moody's actual and stressed DSCR are 1.31X and 0.88X,
respectively, compared to 1.22X and 0.85X at last review. Moody's
actual DSCR is based on Moody's net cash flow (NCF) and the loan's
actual debt service. Moody's stressed DSCR is based on Moody's NCF
and a 9.25% stressed rate applied to the loan balance.

The top three performing conduit loans represent 13% of the pool
balance. The largest loan is the 599 Lexington Avenue Loan ($225
million -- 7%), which is a 30% pari passu interest in a $750.0
million first mortgage loan. The loan is secured by a 1 million SF
Class A office located in Midtown Manhattan, New York. The
property was 96% leased as of June 2010, compared to 95% at last
review. The property's three largest tenants are large law firms,
which together lease approximately 75% of the net rentable area
(NRA). The loan is interest only for its entire 10-year term.
Moody's LTV and stressed DSCR are 129% and 0.71X, respectively,
compared to 148% and 0.66X at last review.

The second largest loan is the River City Marketplace Loan ($110.0
million -- 4%), which is secured by the borrower's interest in a
786,000 SF lifestyle retail center located in Jacksonville,
Florida. The center was 98% leased as of April 2011. The largest
tenants are Gander Mountain, Wallace Theater and Ashley Furniture.
The loan is interest only for its entire 10-year term. Moody's LTV
and stressed DSCR are 147% and 0.64X, respectively, compared to
155% and 0.63X at last review.

The third largest loan is the Sabre Headquarters Loan ($85.0
million -- 3%), which is secured by a 474,000 SF Class A, Silver
LEED certified office property located in Southlake, Texas. The
property serves as the headquarters of the Sabre Holdings
Corporation, which leases the entire property via a triple net
lease through March 2022. Moody's analysis incorporates a lit/dark
analysis to reflect Moody's concerns about single tenant exposure.
The loan is currently in a 60-month interest only period, but will
begin to amortize on a 360-month schedule starting in April 2012.
Moody's LTV and stressed DSCR are 123% and 0.83X, respectively,
compared to 167% and 0.61X at last review.


JP MORGAN: Moody's Affirms 22 CMBS Classes of JPMCC 2005-LDP4
-------------------------------------------------------------
Moody's Investors Service (Moody's) affirmed 22 classes of J.P.
Morgan Chase Commercial Mortgage Trust, Commercial Mortgage Pass-
Through Certificates, Series 2005-LDP4:

   -- Cl. A-3A1, Affirmed at Aaa (sf); previously on Mar 9, 2011
      Confirmed at Aaa (sf)

   -- Cl. A-3A2, Affirmed at Aaa (sf); previously on Mar 9, 2011
      Confirmed at Aaa (sf)

   -- Cl. A-4, Affirmed at Aaa (sf); previously on Mar 9, 2011
      Confirmed at Aaa (sf)

   -- Cl. A-SB, Affirmed at Aaa (sf); previously on Mar 9, 2011
      Confirmed at Aaa (sf)

   -- Cl. A-1A, Affirmed at Aaa (sf); previously on Mar 9, 2011
      Confirmed at Aaa (sf)

   -- Cl. X-1, Affirmed at Aaa (sf); previously on Mar 9, 2011
      Confirmed at Aaa (sf)

   -- Cl. X-2, Affirmed at Aaa (sf); previously on Mar 9, 2011
      Confirmed at Aaa (sf)

   -- Cl. A-M, Affirmed at Aa2 (sf); previously on Oct 20, 2010
      Downgraded to Aa2 (sf)

   -- Cl. A-J, Affirmed at A2 (sf); previously on Oct 20, 2010
      Downgraded to A2 (sf)

   -- Cl. B, Affirmed at Baa2 (sf); previously on Oct 20, 2010
      Downgraded to Baa2 (sf)

   -- Cl. C, Affirmed at Ba1 (sf); previously on Oct 20, 2010
      Downgraded to Ba1 (sf)

   -- Cl. D, Affirmed at B2 (sf); previously on Oct 20, 2010
      Downgraded to B2 (sf)

   -- Cl. E, Affirmed at Caa1 (sf); previously on Oct 20, 2010
      Downgraded to Caa1 (sf)

   -- Cl. F, Affirmed at Ca (sf); previously on Oct 20, 2010
      Downgraded to Ca (sf)

   -- Cl. G, Affirmed at Ca (sf); previously on Oct 20, 2010
      Downgraded to Ca (sf)

   -- Cl. H, Affirmed at C (sf); previously on Oct 20, 2010
      Downgraded to C (sf)

   -- Cl. J, Affirmed at C (sf); previously on Oct 20, 2010
      Downgraded to C (sf)

   -- Cl. K, Affirmed at C (sf); previously on Oct 20, 2010
      Downgraded to C (sf)

   -- Cl. L, Affirmed at C (sf); previously on Oct 20, 2010
      Downgraded to C (sf)

   -- Cl. M, Affirmed at C (sf); previously on Oct 20, 2010
      Downgraded to C (sf)

   -- Cl. N, Affirmed at C (sf); previously on Oct 20, 2010
      Downgraded to C (sf)

   -- Cl. P, Affirmed at C (sf); previously on Oct 20, 2010
      Downgraded to C (sf)

RATINGS RATIONALE

The affirmations are due to key parameters, including Moody's loan
to value (LTV) ratio, Moody's stressed debt service coverage ratio
(DSCR) and the Herfindahl Index (Herf) 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
9.4% of the current balance. At last review, Moody's cumulative
base expected loss was 11.6%. Moody's stressed scenario loss is
19.1% 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. 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 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.

The principal methodology used in this rating was "Moody's
Approach to Rating Fusion Deals" published in April 2005.

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 (sf) 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 (sf)
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 (sf) and B2 (sf), 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 51, the same as 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 (CMBS) 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 20, 2010.

DEAL PERFORMANCE

As of the May 16, 2011 distribution date, the transaction's
aggregate certificate balance has decreased by 23% to $2.06
billion from $2.67 billion at securitization. The Certificates are
collateralized by 174 mortgage loans ranging in size from less
than 1% to 6% of the pool, with the top ten loans representing 33%
of the pool. There is one loan with a credit estimate,
representing 4% of the pool. Four loans, representing 5% of the
pool, have defeased and are collateralized with U.S. Government
securities.

Forty-four loans, representing 13% of the pool, are on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package. As part of
Moody's ongoing monitoring of a transaction, Moody's reviews the
watchlist to assess which loans have material issues that could
impact performance.

Four loans have been liquidated from the pool since
securitization, resulting in an aggregate $13.2 million loss (37%
loss severity on average). At last review, the pool had only
realized a $6.4 million loss. There are currently 14 loans,
representing 18% of the pool, in special servicing. The largest
specially serviced loan is the Silver City Galleria Loan ($124.4
million -- 6.1% of the pool), which is secured by the borrower's
interest in a 971,000 square foot (SF) regional mall located in
Taunton, Massachusetts. The loan sponsor is General Growth
Properties Inc. (GGP) and the property was not part of GGP's
bankruptcy filing. The loan is 90+ days delinquent. Performance of
the mall has declined since securitization due to a drop in
occupancy caused by several tenant bankruptcies, including
Filene's and Steve & Barry's. The mall is anchored by Macy's,
Sears and J.C. Penney. The in-line occupancy is 82%. In-line sales
for tenants less than 10,000 SF were $276 per square foot for
trailing 12-month ending September 2010 compared to $283 in 2009
and $302 in 2008. Moreover, the mall has several competing retail
properties in the immediate vicinity. The special servicer is
currently pursuing an A/B note split strategy.

The remaining 14 specially serviced loans are secured by a mix of
property types. The master servicer has recognized an aggregate
$65.9 million appraisal reduction for nine of the specially
serviced loans. Moody's has estimated an aggregate $138.3 million
loss (36% expected loss on average) for the specially serviced
loans.

The pool has also experienced significant interest shortfalls.
Based on the most recent remittance statement, Classes G through
NR have experienced cumulative interest shortfalls totaling $6.87
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 (ASERs) and
extraordinary trust expenses.

Moody's has assumed a high default probability for nine poorly
performing loans representing 1.6% of the pool and has estimated
an aggregate $6.65 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 86% and 72%, respectively, for the non-
defeased pool. Excluding troubled loans and loans with credit
estimates, Moody's weighted average LTV is 101% compared to 99% 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 9.0%.

Excluding troubled loans, Moody's actual and stressed DSCRs are
1.38X and 1.02X, respectively, compared to 1.42X and 1.05X at last
review. Moody's actual DSCR is based on Moody's net cash flow
(NCF) and the loan's actual debt service. Moody's stressed DSCR is
based on Moody's NCF and a 9.25% stressed rate applied to the loan
balance.

The loan with a credit estimate is the Plastipack Portfolio Loan
($82.6 million -- 4.0% of the pool), which is secured by 14
industrial/warehouse buildings located in eight states. The
portfolio totals 4.5 million SF and is 100% leased to Plastipak
Holdings Inc. (Moody's senior unsecured rating B3, stable outlook)
under a lease which extends 10 years beyond the loan's maturity
date. The loan was structured with a 20-year amortization schedule
and has amortized by approximately 3% since last review and 17%
since securitization. Performance remains stable. Moody's current
credit estimate and stressed DSCR are Baa1 and 1.68X,
respectively, compared to Baa1 and 1.55X at last review.

The top three non-defeased conduit loans represent 9.7% of the
pool. The largest loan is the One World Trade Center Loan ($89.1
million -- 4.3% of the pool), which is secured by a 573,000 SF
office building located in Long Beach, California. Performance has
declined due to a rise in vacancy. As of December 2010, the
property was 71% leased compared to 80% at last review. Moody's
LTV and stressed DSCR are 135% and 0.72%, respectively, compared
to 121% and 0.83X at last review.

The second largest loan is the Gateway Center Loan ($59.3 million
-- 2.9% of the pool), which is secured by a 1.5 million SF office
building located in Pittsburgh, Pennsylvania. Performance has
declined due to a rise in vacancy. As of March 2011, the property
was 78% leased compared to 85% at last review. Moody's LTV and
stressed DSCR are 84% and 1.20X, respectively, compared to 78% and
1.28X at last review.

The third largest loan is Waterway Plaza I & II Loan ($51.9
million -- 2.5% of the pool), which is secured by a 366,000 SF
office building located in Woodlands, Texas. Performance has
improved since last review due to increased rental revenue. As of
December 2010, the property was 94% leased compared to 96% at last
review. Moody's LTV and stressed DSCR are 102% and 0.98X,
respectively, compared to 108% and 0.93X at last review.


JP MORGAN: S&P Lowers Ratings on 2 Classes From 'CC' to 'D'
-----------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on five
classes from two residential mortgage-backed securities (RMBS)
resecuritized real estate mortgage investment conduit (re-REMIC)
transactions issued in 2006-2010 and removed three of them from
CreditWatch with negative implications. "In addition, we affirmed
our ratings on 139 classes from one of the downgraded transactions
and two other transactions and removed 19 of them from CreditWatch
negative. Each of these transactions has a pro rata interest
payment structure," S&P related.

S&P noted, "On Dec. 15, 2010, we placed our ratings on 22 classes
from the four transactions within this review on CreditWatch
negative, along with ratings from a group of other RMBS re-REMIC
securities. On April 1, 2011, we provided an update on the
CreditWatch placements and provided clarification regarding our
analysis of interest payment amounts within re-REMIC transactions
(see 'Standard & Poor's Provides An Update On Outstanding RMBS Re-
REMIC CreditWatch Placements And Outlines Their Resolution')."

"Our ratings on the re-REMIC classes are intended to address the
timely payment of interest and principal. We reviewed the interest
and principal amounts due on the underlying securities, which are
then passed through to the applicable re-REMIC classes. When
performing this analysis, we applied our loss projections,
incorporating, where applicable, our recently revised loss
assumptions to the underlying collateral to identify the principal
and interest amounts that could be passed through from the
underlying securities under our rating scenario stresses. We
stressed our loss projections at various rating categories to
assess whether the re-REMIC classes could withstand the stressed
losses associated with the ratings while receiving timely payment
of interest and principal consistent with our criteria," S&P
continued.

"As noted, in applying our loss projections we incorporated, where
applicable, our recently revised loss assumptions as outlined in
'Revised Lifetime Loss Projections For Prime, Subprime, And Alt-A
U.S. RMBS Issued In 2005-2007,' published on March 25, 2011, into
our review. Such updates pertain to the 2005-2007 vintage prime,
subprime, and Alternative-A (Alt-A) transactions; some of which
are associated with the re-REMICs we reviewed (see tables 1 and 2
for the overall prior and revised vintage- and product-specific
lifetime loss projections as percentages of the original structure
balance)," S&P explained.

Table 1
Lifetime Loss Projections For Prime And Subprime RMBS
(Percent of original balance)
           Prime RMBS       Subprime RMBS
            Aggregate        Aggregate
Vintage  Updated  Prior    Updated  Prior
2005         5.5   4.00      18.25  15.40
2006        9.25   6.60      38.25  35.00
2007       11.75   9.75      48.50  43.20

Table 2
Lifetime Loss Projections For Alternative-A RMBS
(Percent of original balance)
                            Fixed/
          Aggregate       long-reset
Vintage Updated  Prior  Updated  Prior
2005      13.75  11.25    12.75   9.60
2006      29.50  26.25    25.25  25.00
2007      36.00  31.25    31.75  26.25
         Short-reset
            hybrid        Option ARM
Vintage Updated  Prior  Updated  Prior
2005      13.25  14.75    15.50  13.25
2006      30.00  30.50    34.75  26.75
2007      41.00  40.75    43.50  37.50

"As a result of this review, we lowered our ratings on certain
classes based on our assessment as to whether there were principal
and/or interest shortfalls from the underlying securities that
would impair the re-REMIC classes at the applicable rating
stresses. The affirmations reflect our assessment of the
likelihood that the re-REMIC classes will receive timely interest
and principal under the applicable stressed assumptions," S&P
continued.

"We based our downgrades on J.P. Morgan Alternative Loan Trust
Series 2008-R3 on our projections of principal loss amounts, as
opposed to interest shortfalls, allocated to the relevant re-REMIC
classes under the applicable ratings stress scenarios. We based
our downgrades on CWHEQ Revolving Home Equity Loan
Resecuritization Trust Series 2006-RES on the credit rating on the
insurer of the underlying class," S&P noted.

Rating Actions

BCAP LLC 2010-RR3 Trust
Series 2010-RR3
                               Rating
Class      CUSIP       To                   From
X-A11      05532WEY7   BBB (sf)             BBB (sf)/Watch Neg
II-A11     05532WAY1   BBB (sf)             BBB (sf)/Watch Neg
II-A3      05532WAQ8   AA (sf)              AA (sf)/Watch Neg
X-A7       05532WEU5   BBB (sf)             BBB (sf)/Watch Neg
X-A10      05532WEX9   A (sf)               A (sf)/Watch Neg
X-A3       05532WEQ4   AA (sf)              AA (sf)/Watch Neg
II-A1      05532WAN5   AAA (sf)             AAA (sf)/Watch Neg
X-A5       05532WES0   A (sf)               A (sf)/Watch Neg
II-A7      05532WAU9   BBB (sf)             BBB (sf)/Watch Neg
X-A9       05532WEW1   AA (sf)              AA (sf)/Watch Neg
II-A5      05532WAS4   A (sf)               A (sf)/Watch Neg
II-A10     05532WAX3   A (sf)               A (sf)/Watch Neg
II-A9      05532WAW5   AA (sf)              AA (sf)/Watch Neg
II-A8      05532WAV7   BBB (sf)             BBB (sf)/Watch Neg
X-A8       05532WEV3   BBB (sf)             BBB (sf)/Watch Neg
X-A1       05532WEN1   AAA (sf)             AAA (sf)/Watch Neg

CSMC Series 2010-2R
Series 2010-2R
                               Rating
Class      CUSIP       To                   From
1-A-10     12643GML3   BBB (sf)             BBB (sf)/Watch Neg
1-A-9      12643GMJ8   AAA (sf)             AAA (sf)/Watch Neg
1-A-11     12643GMN9   BBB (sf)             BBB (sf)/Watch Neg

CWHEQ Revolving Home Equity Loan Resecuritization Trust
Series 2006-RES
                               Rating
Class      CUSIP       To                   From
05-D-1a    23242YBG9   AA+ (sf)             AAA (sf)/Watch Neg
05-D-1b    23242YBH7   AA+ (sf)             AAA (sf)/Watch Neg

J.P. Morgan Alternative Loan Trust Series 2008-R3
Series 2008-R3
                               Rating
Class      CUSIP       To                   From
1-A-2      466308AB9   D (sf)               CC (sf)
2-A-1      466308AC7   CCC (sf)             BB (sf)/Watch Neg
2-A-2      466308AD5   D (sf)               CC (sf)

Ratings Affirmed

BCAP LLC 2010-RR3 Trust
Series 2010-RR3

Class      CUSIP       Rating
I-A3       05532WAC9   AA (sf)
XIII-A12   05532WGM1   BBB (sf)
XIII-A11   05532WGL3   A (sf)
XIV-A1     05532WGN9   AAA (sf)
XII-A5     05532WFS9   A (sf)
IX-A3      05532WEC5   AA (sf)
III-A10    05532WBK0   A (sf)
VIII-A11   05532WDY8   BBB (sf)
VIII-A8    05532WDV4   BBB (sf)
I-A8       05532WAH8   BBB (sf)
III-A9     05532WBJ3   AA (sf)
XIII-A10   05532WGK5   AA (sf)
V-A3       05532WCC7   AA (sf)
XIII-A1    05532WGA7   AAA (sf)
IX-A9      05532WEJ0   AA (sf)
V-A1       05532WCA1   AAA (sf)
III-A8     05532WBH7   BBB (sf)
III-A5     05532WBE4   A (sf)
XV-A4      05532WHU2   BBB (sf)
XII-A10    05532WFX8   A (sf)
V-A5       05532WCE3   A (sf)
III-A1     05532WBA2   AAA (sf)
V-A10      05532WCK9   A (sf)
V-A9       05532WCJ2   AA (sf)
XI-A7      05532WFG5   BBB (sf)
VIII-A10   05532WDX0   A (sf)
V-A8       05532WCH6   BBB (sf)
VII-A7     05532WDG7   BBB (sf)
XIV-A11    05532WGZ2   BBB (sf)
V-A11      05532WCL7   BBB (sf)
VII-A9     05532WDJ1   AA (sf)
XI-A9      05532WFJ9   AA (sf)
III-A7     05532WBG9   BBB (sf)
VIII-A1    05532WDN2   AAA (sf)
XII-A3     05532WFQ3   AA (sf)
XV-2A2     05532WHN8   A (sf)
XV-1A1     05532WHH1   AAA (sf)
XIV-A8     05532WGW9   BBB (sf)
VII-A3     05532WDC6   AA (sf)
VI-A1      05532WCN3   AAA (sf)
VII-A10    05532WDK8   A (sf)
VII-A11    05532WDL6   BBB (sf)
XV-1A2     05532WHJ7   A (sf)
XIII-A5    05532WGE9   A (sf)
XII-A11    05532WFY6   BBB (sf)
XI-A11     05532WFL4   BBB (sf)
VII-A8     05532WDH5   BBB (sf)
VIII-A9    05532WDW2   AA (sf)
XII-A1     05532WFN0   AAA (sf)
XIV-A9     05532WGX7   AA (sf)
XIV-A3     05532WGQ2   AA (sf)
XV-A2      05532WHS7   A (sf)
IX-A7      05532WEG6   BBB (sf)
VII-A5     05532WDE2   A (sf)
XII-A8     05532WFV2   BBB (sf)
III-A3     05532WBC8   AA (sf)
VI-A8      05532WCV5   BBB (sf)
XI-A1      05532WFA8   AAA (sf)
XII-A7     05532WFU4   BBB (sf)
VI-A11     05532WCY9   BBB (sf)
I-A9       05532WAJ4   AA (sf)
XV-A3      05532WHT5   A (sf)
IX-A10     05532WEK7   A (sf)
VI-A10     05532WCX1   A (sf)
IX-A11     05532WEL5   BBB (sf)
IX-A1      05532WEA9   AAA (sf)
XIV-A7     05532WGV1   BBB (sf)
XI-A10     05532WFK6   A (sf)
I-A10      05532WAK1   A (sf)
I-A7       05532WAG0   BBB (sf)
VIII-A3    05532WDQ5   AA (sf)
XIII-A8    05532WGH2   BBB (sf)
I-A5       05532WAE5   A (sf)
VI-A5      05532WCS2   A (sf)
I-A1       05532WAA3   AAA (sf)
XV-2A1     05532WHM0   AAA (sf)
V-A7       05532WCG8   BBB (sf)
XV-1A3     05532WHK4   BBB (sf)
VI-A9      05532WCW3   AA (sf)
XIII-A7    05532WGG4   BBB (sf)
XII-A9     05532WFW0   AA (sf)
VII-A1     05532WDA0   AAA (sf)
VI-A3      05532WCQ6   AA (sf)
XV-A1      05532WHR9   AAA (sf)
XIV-A10    05532WGY5   A (sf)
VI-A7      05532WCU7   BBB (sf)
III-A11    05532WBL8   BBB (sf)
XI-A8      05532WFH3   BBB (sf)
I-A11      05532WAL9   BBB (sf)
XIII-A3    05532WGC3   AA (sf)
VIII-A7    05532WDU6   BBB (sf)
XIII-A9    05532WGJ8   BBB (sf)
XI-A3      05532WFC4   AA (sf)
IX-A5      05532WEE1   A (sf)
XI-A5      05532WFE0   A (sf)
XIV-A5     05532WGS8   A (sf)
VIII-A5    05532WDS1   A (sf)
IX-A8      05532WEH4   BBB (sf)
XV-2A3     05532WHP3   BBB (sf)

CSMC Series 2010-2R
Series 2010-2R

Class      CUSIP       Rating
6-A-1      12643GDK5   AAA (sf)
6-A-11     12643GDV1   A (sf)
6-A-4      12643GDN9   BBB (sf)
1-A-4      12643GAD4   AAA (sf)
3-A-12     12643GBQ4   BBB (sf)
3-A-11     12643GBP6   A (sf)
3-A-10     12643GBN1   AA (sf)
1-A-X      12643GAJ1   AAA (sf)
6-A-10     12643GDU3   AA (sf)
6-A-3      12643GDM1   A (sf)
1-A-1      12643GAA0   AAA (sf)
3-A-2      12643GBE1   AA (sf)
3-A-3      12643GBF8   A (sf)
3-A-4      12643GBG6   BBB (sf)
1-A-2      12643GAB8   BBB (sf)
3-A-1      12643GBD3   AAA (sf)
1-A-5      12643GAE2   AAA (sf)
6-A-12     12643GDW9   BBB (sf)
1-A-6      12643GAF9   AAA (sf)
6-A-2      12643GDL3   AA (sf)


J.P. Morgan Alternative Loan Trust Series 2008-R3
Series 2008-R3

Class      CUSIP       Rating
1-A-1      466308AA1   CCC (sf)


KATONAH V: Moody's Raises Ratings of Three CLO Notes Classes
------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by Katonah V, Ltd.:

   -- US$10,000,000 Class A-2 Floating Rate Notes Due 2015,
      Upgraded to Aaa (sf); previously on October 12, 2010
      Upgraded to Aa3 (sf);

   -- US$14,000,000 Class B-1 Floating Rate Notes Due 2015,
      Upgraded to Baa3 (sf); previously on October 12, 2010
      Upgraded to Ba2 (sf);

   -- US$4,000,000 Class B-2 Fixed Rate Notes Due 2015, Upgraded
      to Baa3 (sf); previously on October 12, 2010 Upgraded to Ba2
      (sf).

RATINGS RATIONALE

According to Moody's, the rating actions taken on the notes result
primarily from the delevering of the Class A Notes, which have
been paid down by approximately 37% or $29 million since the last
rating action in October 2010. As a result of the delevering, the
overcollateralization ratios have increased. As of the latest
trustee report dated May 10, 2011, the Class A, Class B, Class C
and Class D overcollateralization ratios are reported at 157.20%,
120.47%, 107.24%, and 95.58%, respectively, versus September 2010
levels of 133.20%, 112.26%, 103.65% and 95.52%, respectively. The
deal also experienced a decrease in defaults. The dollar amount of
defaulted securities has decreased to about $1.1 million from
approximately $6.3 million in September 2010.

Notwithstanding the positive effect of delevering, Moody's notes
that the credit quality of the underlying portfolio has
deteriorated since the last rating action. In particular, the
weighted average rating factor is currently 3203 compared to 3035
in the September 2010 report, and securities rated Caa1 or lower
make up approximately 18.2% of the underlying portfolio versus
15.3% in September 2010. Additionally, Moody's notes that the
underlying portfolio includes a number of investments in
securities that mature after the maturity date of the notes. Based
on the May 2011 trustee report, securities that mature after the
maturity date of the notes currently make up approximately 10.5%
of the underlying reference portfolio, compared to 4.3% in
September 2010. These investments potentially expose the notes to
market risk in the event of liquidation at the time of the notes'
maturity.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" and "Annual Sector Review (2009): Global CLOs," key
model inputs used by Moody's in its analysis, such as par,
weighted average rating factor, diversity score, and weighted
average recovery rate, may be different from the trustee's
reported numbers. In its base case, Moody's analyzed the
underlying collateral pool to have a performing par and principal
proceeds balance of $83.8 million, defaulted par of $3.6 million,
a weighted average default probability of 24.41% (implying a WARF
of 4127), a weighted average recovery rate upon default of 41.13%,
and a diversity score of 40. 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.

Katonah V, Ltd., issued in May 2003, is a collateralized loan
obligation backed primarily by a portfolio of senior secured
loans.

The principal methodology used in this rating was "Moody's
Approach to Rating Collateralized Loan Obligations" published in
August 2009.

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

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

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

In addition to the base case analysis, Moody's also performed
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% (3302)

Class A-1: 0

Class A-2: 0

Class B-1: +1

Class B-2: +1

Class C: +1

Class D: 0

Moody's Adjusted WARF + 20% (4952)

Class A-1: 0

Class A-2: 0

Class B-1: -2

Class B-2: -2

Class C: -1

Class D: 0

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

Sources of additional performance uncertainties are:

1. 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.

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.


LAKESIDE CDO: S&P Affirms Ratings on 2 Classes of Notes at 'CC'
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on the class
A-1 notes from Lakeside CDO II Ltd., a collateralized debt
obligation (CDO) transaction backed by residential mortgage-backed
securities (RMBS) managed by Vanderbilt Capital Advisors LLC.
"At the same time, we removed the ratings on the notes from
CreditWatch with negative implications where we placed them on
March 1, 2011. We also affirmed our ratings on classes B and C,"
S&P stated.

The overall credit support available to the rated notes has
declined since the time of the last review in August 2010. "Since
then, the transaction has experienced an increase in defaults to
$218.09 million as of the March 29, 2011 report from $194.37
million as of the July 30, 2010, trustee report used in our August
2010 actions. The class A-1 notes are now covered by 'CCC' rated
Assets," S&P noted.

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 it deems necessary.

Rating and CreditWatch Actions

Lakeside CDO II Ltd.
              Rating
Class     To           From
A-1       B+ (sf)      BB+ (sf)/Watch Neg

Ratings Affirmed

Lakeside CDO II Ltd.
Class           Rating
B               CC (sf)
C               CC (sf)

Transaction Information

Issuer:              Lakeside CDO II Ltd.
Coissuer:            Lakeside CDO II Inc.
Collateral manager:  Vanderbilt Capital Advisors LLC
Underwriter:         Merrill Lynch & Co. Inc.
Trustee:             Bank of America N.A.
Transaction type:    Cash Flow CDO of high-grade SF


LATITUDE CLO: S&P Affirms Rating on Class F Notes at 'B+'
---------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the B, C,
D, and E notes from Latitude CLO III Ltd., a collateralized loan
obligation (CLO) transaction managed by Lufkin Advisors LLC, and
affirmed the ratings on the class A and F notes. "At the same
time, we removed the ratings on the class A, B, C, and D notes
from CreditWatch, where we placed them with positive implications
on March 1, 2011," S&P noted.

"The upgrades reflect improved performance in the deal's
underlying asset portfolio since we lowered our ratings on all
classes on March 26, 2010, following the application of our
September 2009 corporate collateralized debt obligation (CDO)
criteria," S&P stated.

As of the April 2011 trustee report, the transaction had $7.8
million in defaulted assets, down from $17.4 million in February
2010. Some of the assets reports as defaulted in February 2010
have returned to performing status, and the transaction sold some
defaulted positions at prices that were higher than their assumed
recovery values. This contributed to an increase in the
overcollateralization (O/C) available to support the rated notes.

The trustee reported these ratios in the April 4, 2011, monthly
report:

    * The class A/B O/C ratio was 135.29%, up from the reported
      ratio of 132.45% in February 2010;

    * The class C O/C ratio test was 125.93%, compared with a
      reported ratio of 123.29% in February 2010;

    * The class D O/C ratio test was 118.26%, compared with a
      reported ratio of 115.78% in February 2010;

    * The class E O/C ratio test was 111.90%, compared with a
      reported ratio of 109.55% in February 2010; and

    * The class F O/C ratio test was 108.56%, compared with a
      reported ratio of 106.29% in February 2010.

"The affirmed ratings on the class A and F notes reflect our
opinion of the availability of sufficient credit support at the
current rating levels," S&P said.

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

Rating and CreditWatch Actions

Latitude CLO III Ltd.
                        Rating
Class              To           From
A                  AA+ (sf)     AA+ (sf)/Watch Pos
B                  AA (sf)      AA- (sf)/Watch Pos
C                  A+ (sf)      A (sf)/Watch Pos
D                  BBB+ (sf)    BBB (sf)/Watch Pos
E                  BB+          BB
F                  B+ (sf)      B+ (sf)


LB-UBS COMMERCIAL: S&P Cuts Ratings on 4 Classes of Certs. to 'D'
-----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on nine
classes of commercial mortgage pass-through securities from LB-UBS
Commercial Mortgage Trust 2005-C1, a U.S. commercial mortgage-
backed securities (CMBS) transaction.

"The downgrades reflect current and potential interest shortfalls.
We lowered our ratings on classes M, N, P, and Q to 'D (sf)'
because of interest shortfalls that we expect to continue and
accumulated interest shortfalls that we expect to remain
outstanding for the foreseeable future. Accumulated interest
shortfalls on classes M, N, P, and Q have been outstanding for
three or more months. The downgrades of classes G, H, J, K, and L
reflect current interest shortfalls, as well as reduced liquidity
support available to these classes, and the potential for these
classes to experience shortfalls in the future relating to the
specially serviced assets in the trust," S&P related.

The recurring interest shortfalls for the certificates are
primarily due to one or more of these factors:

    * Appraisal subordinate entitlement reduction (ASER) amounts
      in effect for the specially serviced loans; and

    * Special servicing fees.

Standard & Poor's analysis primarily considered the ASER amounts
based on appraisal reduction amounts (ARAs) calculated using
recent Member of the Appraisal Institute (MAI) appraisals. "We
also considered special servicing fees that are likely, in our
view, to cause recurring interest shortfalls," according to S&P.

As of the May 17, 2011, trustee remittance report, ARAs totaling
$43.5 million were in effect for four ($72.9 million, 6.2% of the
pooled trust balance) of the six assets ($80.9 million, 6.9%) that
are currently with the special servicer, CWCapital Asset
Management LLC. The total reported ASER amount was $197,368 and
the reported cumulative ASER amount was $722,074. Standard &
Poor's considered the four ASER amounts, which were based on MAI
appraisals, as well as current special servicing fees ($16,881) in
determining its rating actions.

Ratings Lowered

LB-UBS Commercial Mortgage Trust 2005-C1
Commercial mortgage pass-through certificates
                              Credit       Reported
           Rating          enhancement interest shortfalls ($)
Class  To         From              (%) Current Accumulated
G      BB-(sf)    BBB(sf)         6.75         0           0
H      CCC+(sf)   BBB-(sf)        5.28         0           0
J      CCC-(sf)   BB-(sf)         3.32    36,087      36,087
K      CCC-(sf)   B+(sf)          2.83    22,087      22,087
L      CCC-(sf)   B(sf)           2.18    29,450      29,450
M      D(sf)      B-(sf)          1.86    14,723      18,401
N      D(sf)      CCC+(sf)        1.53    14,727      46,494
P      D(sf)      CCC(sf)         1.20    14,723     125,947
Q      D(sf)      CCC-(sf)        0.88    14,723     147,232


LB-UBS COMMERCIAL: S&P Lowers Rating on Class K Certs. to 'D'
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on four
classes of commercial mortgage pass-through certificates from LB-
UBS Commercial Mortgage Trust 2004-C4, a U.S. commercial mortgage-
backed securities (CMBS) transaction. "Concurrently, we affirmed
our ratings on nine other classes from the same transaction," S&P
stated.

"Our rating actions follow our analysis of the transaction and a
review of the transaction's remaining collateral, the deal
structure, and the liquidity available to the trust," S&P noted.

According to S&P, "We downgraded class K to 'D (sf)' because we
expect interest shortfalls to continue, and we believe the
accumulated interest shortfalls will remain outstanding for the
foreseeable future. The downgrades primarily reflect credit
support erosion from the eventual resolution of the two special
serviced loans ($38.0 million, 4.7%) and the liquidity available
to absorb future interest shortfalls in the trust."

The affirmed ratings on the eight principal and interest
certificates reflect subordination and liquidity support levels
that are consistent with the outstanding ratings. "We affirmed our
rating on the class X interest-only (IO) certificate based on our
current criteria," S&P said.

As of the May 17, 2011, trustee remittance report, the trust
experienced monthly interest shortfalls totaling $121,168
primarily related to appraisal subordinate entitlement reduction
(ASER) amounts of $107,536 and special servicing fees of $13,632.
The interest shortfalls affected all classes subordinate to and
including class K. Class K experienced accumulated interest
shortfalls for two months. "We expect this class to experience
recurring interest shortfalls in the near term. Consequently, we
downgraded this class to 'D (sf)'," S&P noted.

"Our analysis included a review of the credit characteristics of
all of the remaining loans in the pool using our conduit/fusion
criteria. Using servicer-provided financial information, we
calculated an adjusted debt service coverage (DSC) of 2.07x and a
loan-to-value (LTV) ratio of 74.0%. We further stressed the loans'
cash flows under our 'AAA' scenario to yield a weighted average
DSC of 1.24x and an LTV ratio of 99.1%. The implied defaults and
loss severity under the 'AAA' scenario were 29.0% and 32.7%.
The DSC and LTV calculations noted above exclude seven defeased
loans ($48.8 million, 6.0%) and two specially serviced assets
($38.0 million, 4.7%). We separately estimated losses for these
two specially serviced assets and included them in our 'AAA'
scenario implied default and loss severity figures," S&P stated.

                      Credit Considerations

As of the May 17, 2011, trustee remittance report, two assets in
the pool ($38.0 million, 4.7%) were with the special servicer, LNR
Partners LLC (LNR). The payment status of the specially serviced
assets, as reported in the May 2011 trustee remittance report, is:
one is a nonperforming matured balloon loan ($31.6 million, 3.9%)
and one is 90-plus- days delinquent ($6.4 million, 0.8%). Details
of the two specially serviced assets, one of which is
a top 10 loan secured by real estate are:

The Enterprise Technology Center loan, the fourth-largest loan
secured by real estate in the pool ($31.6 million, 3.9%), is the
largest loan with the special servicer. The loan is secured by a
343,630-sq.-ft. office building in Scotts Valley, Calif., and was
transferred to LNR on April 13, 2010, due to imminent default. The
borrower defaulted on its debt service payments on June 13, 2010,
and the loan matured on May 11, 2011. According to LNR, the
borrower has requested for a loan modification but negotiations
fell through. LNR is proceeding with foreclosure. The special
servicer reported a 0.70x DSC and a 65.0% occupancy for the nine
months ended Sept. 30, 2009. An appraisal reduction amount (ARA)
of $17.8 million, based on an updated August 2010 appraisal value
of $19.3 million, is in effect against the loan. "We expect a
moderate loss upon the eventual resolution of the loan," S&P said.

The Pure Fitness Plaza loan ($6.4 million, 0.8%) is secured by a
75,003-sq.-ft. unanchored retail property in Tempe, Ariz. The
loan, which has a reported 90-plus-days delinquent payment status,
was transferred to LNR on Nov. 24, 2009, because the borrower
requested for either a loan modification-due to cash flow issues-
or discounted payoff. LNR indicated that it has filed for
foreclosure. LNR reported a 0.74x DSC and a 60.0% occupancy
for the nine months ended Sept. 30, 2009. Based on an updated
April 2010 appraisal value of $4.9 million, an ARA of $2.7 million
is in effect against the loan. "We expect a significant loss upon
the eventual resolution of the loan," S&P added.

As of the May 2011 trustee remittance report, the reported payment
status for the Santa Barbara Place Apartments loan ($3.1 million,
0.4%) is 60-plus-days delinquent (the loan is not with the special
servicer). The loan, secured by 61-unit multifamily apartment
complex in Naples, Fla., is on the master servicer's watchlist due
to a low reported DSC of 0.52x for year-end 2009. According to the
master servicer, the borrower is now current on its debt service
payments.

                           Transaction Summary

As of the May 17, 2011, trustee remittance report, the collateral
pool balance was $817.9 million, which is 57.9% of the balance at
issuance. The pool includes 77 loans, down from 97 loans at
issuance. The master servicer, Wells Fargo Bank N.A. (Wells
Fargo), provided financial information for 100% of the nondefeased
loans in the pool, 59.5% was partial- or full-year 2009 data, and
the remainder was partial- or full-year 2010 data.

"We calculated a weighted average DSC of 2.10x for the loans in
the pool based on the servicer-reported figures. Our adjusted DSC
and LTV ratio were 2.07x and 74.0%. Our adjusted DSC and LTV
figures excluded seven defeased loans ($48.8 million, 6.0%) and
two specially serviced assets ($38.0 million, 4.7%). We separately
estimated losses for these two specially serviced assets and
included them in our 'AAA' scenario implied default and
loss severity figures. The transaction has experienced $8.0
million in principal losses from 10 assets to date. Seventeen
loans ($127.2 million, 15.6%) in the pool are on the master
servicer's watchlist, including three of the top 10 real estate
loans ($71.3 million, 8.7%). Fourteen loans ($132.5 million,
16.2%) have a reported DSC below 1.10x, 11 of which ($125.3
million, 15.3%) have a reported DSC of less than 1.00x," S&P
stated.

        Summary of Top 10 Loans Secured by Real Estate

The top 10 loans secured by real estate have an aggregate
outstanding balance of $533.3 million (65.2%). "Using servicer-
reported numbers, we calculated a weighted average DSC of 2.45x
for the top 10 loans. Our adjusted DSC and LTV ratio for the top
10 real estate loans are 2.40x and 68.1%. While the fourth-largest
loan is with the special servicer, three ($71.3 million, 8.7%) are
on the master servicer's watchlist," S&P noted. Details of
these three loans are:

The Ritz-Carlton Chicago, a Four Seasons Hotel loan ($38.1
million, 4.7%), is the third-largest loan in the pool and the
largest loan on the master servicer's watchlist. The loan is
secured by a 435-room, full-service luxury hotel in the "Gold
Magnificent Mile" section of the North Michigan Avenue submarket
of Chicago's central business district. The loan has been on the
master servicer's watchlist since May 2009 due to a low reported
DSC. Wells Fargo reported a 0.06x DSC and a 64.2% occupancy for
year-end 2010. According to Wells Fargo, the low DSC is primarily
due to the property undergoing $26.0 million in renovation work
from 2009 through 2010.

The Rivercrest Village loan ($20.5 million, 2.5%) is the seventh-
largest loan in the pool. The loan is secured by a 328-unit
multifamily property built in 1974 in Sacramento, Calif. The loan
has been on the master servicer's watchlist since September 2010
due to a low reported DSC. Wells Fargo reported a 0.93x DSC and a
94.2% occupancy for year-end 2010.

The Oakbrook Plaza loan ($12.7 million, 1.5%) is the ninth-largest
loan in the pool. The loan is secured by a 350,044- sq.-ft. retail
center built in 1982 in Clearwater, Fla. The loan is on the master
servicer's watchlist due to disputes regarding the correct amount
advanced from the master servicer. Wells Fargo reported a 1.38x
DSC and a 68.7% occupancy for year-end 2010.

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

Ratings Lowered

LB-UBS Commercial Mortgage Trust 2004-C4
Commercial mortgage pass-through certificates
                Rating
Class      To           From       Credit enhancement (%)
G          BBB- (sf)    BBB+ (sf)                    8.51
H          BB  (sf)     BBB (sf)                     6.99
J          CCC+ (sf)    BB (sf)                      5.05
K          D (sf)       CCC- (sf)                    3.11

Ratings Affirmed

LB-UBS Commercial Mortgage Trust 2004-C4
Commercial mortgage pass-through certificates

Class    Rating              Credit enhancement (%)
A-3      AAA (sf)                             20.80
A-4      AAA (sf)                             20.80
A-1b     AAA (sf)                             20.80
B        AA+ (sf)                             19.08
C        AA (sf)                              17.14
D        AA- (sf)                             15.62
E        A+ (sf)                              13.25
F        A (sf)                               11.74
X        AAA (sf)                               N/A

N/A -- Not applicable.


LCM IX: S&P Gives 'BB' Rating on Class E Floating-Rate Notes
------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary
ratings to LCM IX L.P./LCM IX LLC's $602.75 million floating-rate
notes.

The preliminary ratings are based on information as of June 8,
2011. Subsequent information may result in the assignment of final
ratings that differ from the preliminary ratings.

The preliminary ratings reflect S&P's assessment of:

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

    * The transaction's credit enhancement, which is sufficient to
      withstand the defaults applicable for the supplemental tests
      (not counting excess spread), and cash flow structure, which
      can withstand the default rate projected by Standard &
      Poor's CDO Evaluator model, as assessed by Standard & Poor's
      using the assumptions and methods outlined in its corporate
      collateralized debt obligation (CDO) criteria, (see "Update
      To Global Methodologies And Assumptions For Corporate Cash
      Flow And Synthetic CDOs," published Sept. 17, 2009).

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

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

    * The asset manager's experienced management team.

    * "The timely interest and ultimate principal payments on the
      preliminary rated notes, which we assessed using our cash
      flow analysis and assumptions commensurate with the assigned
      preliminary ratings under various interest-rate scenarios,
      including LIBOR ranging from 0.34% to 12.60%," S&P stated.

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

    * The transaction's interest reinvestment test, a failure of
      which during the reinvestment period will lead to the
      reclassification of excess interest proceeds that are
      available prior to paying subordinated management fees,
      uncapped administrative expenses, and limited partnership
      certificate payments to the principal proceeds for the
      purchase of collateral assets or, at the asset manager's
      discretion, to reduce the balance of the rated notes
      outstanding sequentially.

Preliminary Ratings Assigned

LCM IX L.P./LCM IX LLC

Class                   Rating              Amount (mil. $)
A                       AAA (sf)                     429.00
B                       AA (sf)                       61.75
C (deferrable)          A (sf)                        53.50
D (deferrable)          BBB (sf)                      32.50
E (deferrable)          BB (sf)                       26.00
Subordinated notes      NR                            63.50

NR -- Not rated.


LEHMAN BROTHERS: Fitch Downgrades 4 Classes from 2006-LLF C5
------------------------------------------------------------
Fitch Ratings has downgraded four classes from Lehman Brothers
Floating Rate Commercial Mortgage Trust, series 2006-LLF C5, due
to realized losses from loan dispositions. Fitch's performance
expectation incorporates prospective views regarding the outlook
of the commercial real estate market.
.
Negative Rating Outlooks are due to concerns with the ability of
certain loans to refinance. Most of the loans are maturing over
the next 12-18 months; the loans had an average loan term of five
years (including extensions). As lending standards have changed
considerably from the time these loans were originated, there is
uncertainty as to whether or not the loans will have any issues
securing financing at final maturity.

Under Fitch's methodology, approximately 63% of the pool is
modeled to default in the base case stress scenario, defined as
the 'B' stress. In this scenario, the modeled average cash flow
decline is 10.8%. To determine a sustainable Fitch cash flow and
stressed value, Fitch analyzed servicer-reported operating
statements and rent rolls, updated property valuations, and recent
sales comparisons. Fitch estimates that average recoveries will be
strong, with an approximate base case recovery in excess of 90%.

The transaction is collateralized by seven loans, three of which
are secured by hotels (81.4%), two by offices (10.1%), and two by
multifamily (8.5%). The transaction faces near-term maturity risk.
In addition to loans already in maturity default (15.4%), two
loans have their final maturity in June 2011 (25.6%). Of the
remaining loans, one (6%) matures in 2012, and one (53%) in 2013.

Two of the loans in the pool were modeled to take a loss in the
base case: Walt Disney Swan & Dolphin (53%), and Continental Grand
II (6%).

Walt Disney Swan and Dolphin consists of a two-hotel portfolio
totaling 2,267 rooms and located in the heart of the Walt Disney
World Resort complex, specifically within the EPCOT Resort Area.
Approximately $36 million ($16,850/key) was invested in the
property over the last few years, including renovations to the
lobby, guestrooms, food and beverage outlets, meeting space, and
other common areas. Cash flow continued to decline in 2010, after
falling the previous two years, largely due to the recession as
well as newer competition in the subject's market. As of YE 2010,
Occupancy, ADR, and RevPAR were 81.1%, $154.28, and $125.16,
respectively, compared with 70.9%, $174.26, and $123.50 in August
2009 and the underwritten figures of 80%, $190, and $152. The loan
was modeled to default at maturity given the decrease in cash
flow; however, the original loan structure provides extensions
through 2013, and any losses related to the loan's refinance are
not expected to impact the trust in the immediate future.

Continental Grand II is secured by a 238,388 sf office building
located in the Superblock area of El Segundo, CA, within the
greater South Bay area of Los Angeles. A former tenant, Boeing
Satellite Systems, which occupied 42.8% of the NRA, vacated its
space at its lease expiration in June 2010. The borrower has had
difficulty re-leasing the vacant space, and as of March 2011,
total building occupancy was 42.7%. The loan transferred to
special servicing in early June 2010 after the high vacancy came
to fruition. However, an extension was negotiated, and the loan
was modified in September 2010. The new maturity date is August
2011, and the sponsor continues to fund all monthly shortfalls. As
cash flow remains low, the loan is expected to default at
maturity.

Fitch has downgraded these classes and revised or assigned Rating
Outlooks, Loss Severity Ratings, and Recovery Ratings:

   -- $40.9 million class H to 'BBsf/LS3' from 'BBB/LS4'; Outlook
      to Stable from Negative;

   -- $3.7 million class J to 'BBsf/LS5' from 'BBB/LS5'; Outlook
      Negative;

   -- $32.8 million class K to 'CCCsf/RR1' from 'BB/LS4'.

In addition, Fitch revises the Recovery Rating on this class:

   -- $14.8 million class L to 'Dsf/RR6' from 'Dsf/RR3'.

In addition, Fitch affirms these classes and revises the Outlooks
and Loss Severity ratings:

   -- $247.9 million class A-2 at 'AAAsf/LS1' from LS2; Outlook
      Stable;

   -- $58.5 million class B at 'AAAsf/LS3'; Outlook Stable;

   -- $53.6 million class C at 'AAAsf/LS3'; Outlook Stable;

   -- $34.1 million class D at 'AA+sf/LS3 from 'AA+sf/LS4';
      Outlook Stable;

   -- $45.4 million class E at 'AAsf/LS3'; Outlook Stable;

   -- $26.4 million class F at 'AA-sf/LS3' from 'AA-sf/LS4';
      Outlook Stable;

   -- $45 million class G at 'Asf/LS3 from 'Asf/LS4'; Outlook to
      Stable from Negative.


MARQUETTE PARK: S&P Raises Rating on Class D Notes to 'B+'
----------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the
class A, B, C, and D notes from Marquette Park CLO Ltd., a
collateralized loan obligation (CLO) transaction managed by
Deerfield Capital Management LLC. "Concurrently, we removed our
ratings on the class A, B, and C notes from CreditWatch, where we
placed them with positive implications on March 1, 2011," S&P
related.

"The upgrades mainly reflect an improvement in the performance of
the transaction's underlying asset portfolio since Jan. 15, 2010,
when we downgraded all of the notes following the application of
our September 2009 corporate collateralized debt obligation (CDO)
criteria. As of the March 2011 trustee report, the transaction had
$4.4 million of defaulted assets. This was down from $15.0 million
noted in the December 2009 trustee report, which we referenced for
our January 2010 rating actions. Furthermore, assets from
obligors rated in the 'CCC' category were reported at $22.2
million in March 2011, compared with $41.7 million in December
2009," S&P noted.

The transaction has further benefited from an increase in the
overcollateralization (O/C) available to support the rated notes.
The trustee reported these O/C ratios in the March 1, 2011,
monthly report:

    * The class A O/C ratio was 124.6%, compared with a reported
      ratio of 119.2% in December 2009;

    * The class B O/C ratio was 111.6%, compared with a reported
      ratio of 107.1% in December 2009;

    * The class C O/C ratio was 107.6%, compared with a reported
      ratio of 103.3% in December 2009; and

    * The class D O/C ratio was 104.1%, compared with a reported
      ratio of 99.9% in December 2009.

The class A notes have also benefited from paydowns since the
January 2010 actions. The class A notes have received a total of
approximately $6.5 million in payments toward their outstanding
notional since that time, which has reduced the notes' outstanding
balance to 92.81% of their original issuance. "We attribute these
paydowns to previous failures of the class C and D O/C tests. With
the subsequent passing of these O/C tests, the class D notes,
which had accrued capitalized interest, have been made current on
all previously outstanding interest payments, reducing the notes'
outstanding balance back to 100% of their original issuance," S&P
related.

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

Rating and CreditWatch Actions

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

Transaction Information

Issuer:             Marquette Park CLO Ltd.
Coissuer:           Marquette Park CLO Corp.
Collateral manager: Deerfield Capital Management LLC
Underwriter:        RBS Greenwich Capital
Trustee:            Deutsche Bank Trust Co. Americas
Transaction type:   Cash flow CLO


MARYLAND ECONOMIC: Moody's Raises Housing Bonds Rating to 'Ba2'
---------------------------------------------------------------
Moody's Investors Service has upgraded to Ba2 from Ba3 rating on
the Maryland Economic Development Corporation Student Housing
Revenue Bonds (Bowie State University Project) Series 2003. Rating
outlook is revised to stable at the current rating level.
Approximately $19.6 million of the original $21.47 million of
bonds remains outstanding.

RATING RATIONAL

This rating upgrade is based on the continued stabilizing debt
service coverage, currently at 1.20x as of FY2010, including the
management fee, but excluding non-recurring legal expenses. The
positive outlook at the Ba2 rating level reflects the
stabilization of financial performance, as well as positive steps
taken by the owner, the property manager and Bowie State
University (the University) to reverse the acute collection
problem at the 460-bed project and to maintain the project's
competitive position.

STRENGTHS

-- Continued high occupancy (99% and 97% in Fall 2010 and Spring
   2011 semesters, respectively) reflecting adequate demand for
   student housing.

-- Involvement of the University to mitigate the bad debt
   associated with collections by allowing students to direct the
   University to send their financial aid funds directly to the
   project to cover the rent.

-- Strong oversight by MEDCO, as both issuer for the bonds and
   owner of the project.

CHALLENGES

-- Due to the price sensitive market, any rent increases in
   excess of 3-4% annually are unlikely.

-- Absence of a long-term financial or legal commitment from the
   University, the University System of Maryland (rated Aa1), or
   the State of Maryland (rated Aaa).

DETAILED CREDIT DISCUSSION

Based on the financial statements ending June 30, 2010, the
project's financial performance improved slightly from the prior
year, as demonstrated by the coverage level of 1.20x (1.32x,
excluding subordinate management fees). Several expenses, such as
student life, and non-recurring legal expenses are subordinated
and are not included in the debt service coverage calculations. In
an effort to reduce the continuing bad debt situation at the
project, student residents who wish to pay rent with financial aid
are able to direct the University to send a portion of their
financial aid directly to the property manager to pay for their
rental expenses. Additionally, rent is payable upfront and by
semester.

Occupancy has remained high at approximately 97% in Spring 2010
and 99% in Fall 2009 semesters. The current Spring 2011 occupancy
is 97%. The average rent increase was approximately 3.5% and 8.5%
for FY2010 and FY2009, respectively. Despite the rent increase,
occupancy is not expected to be affected due to the lack of
comparably priced off-campus housing available nearby.

The project's debt service reserve fund is currently invested in a
Guaranteed Investment Contract provided by Trinity Funding Company
LLC (Rated Aa2). The Reserve and Replacement Account remains fully
funded with a balance of approximately $395,193.

Outlook

The rating outlook is revised to stable at the Ba2 rating level.
The stable outlook reflects Moody's view that the project is
expected to perform at the level consistent with a Ba2 rating over
the next 12 - 18 months.

What could change the rating - UP

-- A substantial increase in debt service coverage over the next
   12 - 24 months.

What could change the rating - DOWN

-- Weak operating performance resulting in deteriorating debt
   service coverage.

The principal methodology used in this rating was Global Housing
Projects published in July 2010.


MERCURCY CDO: S&P Affirms Ratings on 4 Classes of Notes at 'CC'
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on the
class A-1VA, A-1VB, and A-1NV notes from Mercury CDO 2004-1 Ltd.,
a cash flow collateralized debt obligation (CDO) transaction
backed primarily by high-grade structured finance managed by
Chotin Fund Management Corp. and removed them from CreditWatch,
where S&P placed them with negative implications on March 1, 2011.
"At the same time, we affirmed our ratings on the transaction's
class A-2A, A-2B, B, and C notes," S&P said.

"The rating actions reflect the credit deterioration of the
underlying assets that has occurred since our Sept. 1, 2010,
rating action, when we downgraded the A-1NV, A-1VA, A-1VB, A-2A,
and A-2B notes. Since that date, the amount of assets considered
to have defaulted has increased to $73.8 million (20.3% of the
portfolio in the April 2011 trustee report), which we referenced
in today's rating action, from $72.3 million to 18.7% of the
portfolio as of the July 30, 2010, trustee report, which we
referenced in our September 2010 rating action," S&P continued.

The increased defaults have caused a reduction in the
overcollateralization (O/C) available to support the rated notes.
The trustee reported an O/C test ratio of 56.32% in the April 2011
monthly report, which is down from 65.87% in July 2010.

Rating and CreditWatch Actions

Mercury CDO 2004-1 Ltd.
                 Rating
Class        To         From
A-1VA        B+ (sf)    BB- (sf)/Watch Neg
A-1VB        B+ (sf)    BB- (sf)/Watch Neg
A-1NV        B+ (sf)    BB- (sf)/Watch Neg

Ratings Affirmed

Mercury CDO 2004-1 Ltd.
Class        Rating
A-2A         CC (sf)
A-2B         CC (sf)
B            CC (sf)
C            CC (sf)


MERRILL LYNCH: Moody's Affirms Seven CTL Classes of MLMI 1998-C1
----------------------------------------------------------------
Moody's Investors Service (Moody's) affirmed the ratings of seven
classes of Merrill Lynch Mortgage Investors, Inc., Mortgage Pass-
Through Certificates, Series 1998-C1-CTL:

   -- Cl. A-3, Affirmed at Aaa (sf); previously on Jul 24, 1998
      Aaa (sf) Placed Under Review for Possible Downgrade

   -- Cl. A-PO, Affirmed at Aaa (sf); previously on Jul 24, 1998
      Aaa (sf) Placed Under Review for Possible Downgrade

   -- Cl. IO, Affirmed at Aaa (sf); previously on Jul 24, 1998 Aaa
      (sf) Placed Under Review for Possible Downgrade

   -- Cl. B, Affirmed at Aaa (sf); previously on Jan 28, 2011
      Upgraded to Aaa (sf)

   -- Cl. C, Affirmed at A3 (sf); previously on Jul 23, 2009
      Downgraded to A3 (sf)

   -- Cl. D, Affirmed at Ba2 (sf); previously on Jul 23, 2009
      Downgraded to Ba2 (sf)

   -- Cl. E, Affirmed at B3 (sf); previously on Jul 23, 2009
      Downgraded to B3 (sf)

The (sf) indicators are being added to the ratings of this
transaction pursuant to Moody's practice of differentiating
ratings assigned to structured finance obligations.

RATINGS RATIONALE

The affirmation is due to the current credit enhancement levels
for the affirmed classes being sufficient to maintain their
current ratings based on Moody's current base expected loss.

Moody's rating action reflects a cumulative base expected loss of
13.2% of the current balance. At last review, Moody's cumulative
base expected loss was 13.4%. Moody's stressed scenario loss is
16.2% of the current balance. 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. However, 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 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

In rating this transaction, Moody's used its credit-tenant lease
("CTL") financing rating methodology ("CTL approach"). Under
Moody's CTL approach, the rating of a transaction's certificates
is primarily based on the senior unsecured debt rating (or the
corporate family rating) of the tenant, usually an investment
grade rated company, leasing the real estate collateral supporting
the bonds. This tenant's credit rating is the key factor in
determining the probability of default on the underlying lease.
The lease generally is "bondable", which means it is an absolute
net lease, yielding fixed rent paid to the trust through a lock-
box, sufficient under all circumstances to pay in full all
interest and principal of the loan. The leased property should be
owned by a bankruptcy-remote, special purpose borrower, which
grants a first lien mortgage and assignment of rents to the
securitization trust. The dark value of the collateral, which
assumes the property is vacant or "dark", is then examined; the
dark value must be sufficient, assuming a bankruptcy of the tenant
and rejection of the lease, to support the expected loss
consistent with the certificates' rating. The certificates' rating
may change as the senior unsecured debt rating (or the corporate
family rating) of the tenant changes. Moody's also considers the
overall structure and legal integrity of the transaction. In
addition, the rating of the CTL may in some cases exceed the
rating of the underlying tenant if the value of the underlying
asset on a dark basis provides a loan to value ("LTV") ratio and
potential debt service coverage ratio ("DSCR") that supports a
higher rating. Other methodologies and factors that may have been
considered in the process of rating this issue can also be found
on Moody's website.

For deals that consist of a pool of credit tenant loans, Moody's
currently uses a Gaussian copula model, incorporated in its public
CDO rating model CDOROMv2.8 to generate a portfolio loss
distribution to assess 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 (CMBS) transactions. Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review. Moody's prior full review is
summarized in a press release dated January 28, 2011.

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

DEAL PERFORMANCE

As of the May 16, 2011 distribution date, the transaction's
aggregate certificate balance has decreased by 49% to $320.6
million from $630.4 million at securitization. The Certificates
are collateralized by 88 mortgage loans ranging in size from less
than 1% to 16% of the pool, with the top ten non-defeased loans
representing 36% of the pool. Seventy eight of the loans are CTL
loans secured by properties leased to 12 corporate credits. Ten
loans, representing 27% of the pool, have defeased and are
collateralized with U.S. Government securities. At last review
defeasance represented 26% of the pool balance.

Nineteen loans have been liquidated from the pool, resulting in an
aggregate realized loss of $29.1 million (50% loss severity on
average). Due to realized losses, classes G,H, J and K have been
eliminated entirely and class F has experienced a 22% principal
loss. At Moody's prior review the pool had experienced an
aggregate $22.8 million realized loss.

One loan, representing 0.5% of the pool, is on the master
servicer's watchlist. Two loans, representing 3% of the pool, are
currently in special servicing. The loans are secured by retail
properties previously leased to Circuit City, which declared
bankruptcy in late 2008 and subsequently closed all its stores.
Moody's estimates an aggregate loss of $7.0 million (80% loss
severity on average) for the specially serviced loans.

Based on the most recent remittance statement, Classes K through F
have experienced cumulative interest shortfalls totaling $5.3
million. Moody's anticipates that the pool will continue to
experience interest shortfalls because of the exposure to
specially serviced loans. Interest shortfalls are caused by
special servicing fees, including workout and liquidation fees,
appraisal subordinate entitlement reductions (ASERs),
extraordinary trust expenses and non-advancing by the master
servicer based on a determination of non-recoverability.

The pool's largest exposures are Rite Aid Corporation ($84.1
million - 26% of the pool balance; Moody's senior unsecured rating
Caa3 - stable outlook), Georgia Power Company ($53.0 million -
16%; Moody's senior unsecured rating A3 - stable outlook) and
Kroger Co. ($27.7 million -- 9%; Moody's senior unsecured rating
Baa2 -- stable outlook). Approximately 73% of the pool, excluding
defeased loans, are publicly rated by Moody's with a stable
outlook.

The bottom-dollar weighted average rating factor (WARF) for this
pool is 3,308 compared to 3,419 at last review. WARF is a measure
of the overall quality of a pool of diverse credits. The bottom-
dollar WARF is a measure of the default probability within the
pool.


MERRILL LYNCH: Moody's Affirms Rating of Seven CTL Classes
----------------------------------------------------------
Moody's Investors Service has published a press release that
corrects the June 2, 2011 press release, which incorrectly
identified the rating history for Classes A-3, A-PO and IO. The
previous rating action for these classes was identified as
"previously on Jul 24, 1998 Aaa (sf) Placed Under Review for
Possible Downgrade". The correct previous rating action is
"previously on Oct 5, 1999 Confirmed at Aaa (sf).

The corrected press release is:

Moody's Investors Service (Moody's) affirmed the ratings of seven
classes of Merrill Lynch Mortgage Investors, Inc., Mortgage Pass-
Through Certificates, Series 1998-C1-CTL as:

   -- Cl. A-3, Affirmed at Aaa (sf); previously on Oct 5, 1999
      Confirmed at Aaa (sf)

   -- Cl. A-PO, Affirmed at Aaa (sf); previously on Oct 5, 1999
      Confirmed at Aaa (sf)

   -- Cl. IO, Affirmed at Aaa (sf); previously on Oct 5, 1999
      Confirmed at Aaa (sf)

   -- Cl. B, Affirmed at Aaa (sf); previously on Jan 28, 2011
      Upgraded to Aaa (sf)

   -- Cl. C, Affirmed at A3 (sf); previously on Jul 23, 2009
      Downgraded to A3 (sf)

   -- Cl. D, Affirmed at Ba2 (sf); previously on Jul 23, 2009
      Downgraded to Ba2 (sf)

   -- Cl. E, Affirmed at B3 (sf); previously on Jul 23, 2009
      Downgraded to B3 (sf)

The (sf) indicators are being added to the ratings of this
transaction pursuant to Moody's practice of differentiating
ratings assigned to structured finance obligations.

RATINGS RATIONALE

The affirmation is due to the current credit enhancement levels
for the affirmed classes being sufficient to maintain their
current ratings based on Moody's current base expected loss.

Moody's rating action reflects a cumulative base expected loss of
13.2% of the current balance. At last review, Moody's cumulative
base expected loss was 13.4%. Moody's stressed scenario loss is
16.2% of the current balance. 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. However, 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 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.

In rating this transaction, Moody's used its credit-tenant lease
financing rating methodology. Under Moody's CTL approach, the
rating of a transaction's certificates is primarily based on the
senior unsecured debt rating (or the corporate family rating) of
the tenant, usually an investment grade rated company, leasing the
real estate collateral supporting the bonds. This tenant's credit
rating is the key factor in determining the probability of default
on the underlying lease. The lease generally is "bondable", which
means it is an absolute net lease, yielding fixed rent paid to the
trust through a lock-box, sufficient under all circumstances to
pay in full all interest and principal of the loan.

The leased property should be owned by a bankruptcy-remote,
special purpose borrower, which grants a first lien mortgage and
assignment of rents to the securitization trust. The dark value of
the collateral, which assumes the property is vacant or "dark", is
then examined; the dark value must be sufficient, assuming a
bankruptcy of the tenant and rejection of the lease, to support
the expected loss consistent with the certificates' rating. The
certificates' rating may change as the senior unsecured debt
rating (or the corporate family rating) of the tenant changes.
Moody's also considers the overall structure and legal integrity
of the transaction. In addition, the rating of the CTL may in some
cases exceed the rating of the underlying tenant if the value of
the underlying asset on a dark basis provides a loan to value
ratio and potential debt service coverage ratio that supports a
higher rating. Other methodologies and factors that may have been
considered in the process of rating this issue can also be found
on Moody's website.

For deals that consist of a pool of credit tenant loans, Moody's
currently uses a Gaussian copula model, incorporated in its public
CDO rating model CDOROMv2.8 to generate a portfolio loss
distribution to assess 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 (CMBS) transactions. Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review. Moody's prior full review is
summarized in a press release dated January 28, 2011.

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

DEAL PERFORMANCE

As of the May 16, 2011 distribution date, the transaction's
aggregate certificate balance has decreased by 49% to $320.6
million from $630.4 million at securitization. The Certificates
are collateralized by 88 mortgage loans ranging in size from less
than 1% to 16% of the pool, with the top ten non-defeased loans
representing 36% of the pool. Seventy eight of the loans are CTL
loans secured by properties leased to 12 corporate credits. Ten
loans, representing 27% of the pool, have defeased and are
collateralized with U.S. Government securities. At last review
defeasance represented 26% of the pool balance.

Nineteen loans have been liquidated from the pool, resulting in an
aggregate realized loss of $29.1 million (50% loss severity on
average). Due to realized losses, classes G,H, J and K have been
eliminated entirely and class F has experienced a 22% principal
loss. At Moody's prior review the pool had experienced an
aggregate $22.8 million realized loss.

One loan, representing 0.5% of the pool, is on the master
servicer's watchlist. Two loans, representing 3% of the pool, are
currently in special servicing. The loans are secured by retail
properties previously leased to Circuit City, which declared
bankruptcy in late 2008 and subsequently closed all its stores.
Moody's estimates an aggregate loss of $7.0 million (80% loss
severity on average) for the specially serviced loans.

Based on the most recent remittance statement, Classes K through F
have experienced cumulative interest shortfalls totaling $5.3
million. Moody's anticipates that the pool will continue to
experience interest shortfalls because of the exposure to
specially serviced loans. Interest shortfalls are caused by
special servicing fees, including workout and liquidation fees,
appraisal subordinate entitlement reductions (ASERs),
extraordinary trust expenses and non-advancing by the master
servicer based on a determination of non-recoverability.

The pool's largest exposures are Rite Aid Corporation ($84.1
million - 26% of the pool balance; Moody's senior unsecured rating
Caa3 - stable outlook), Georgia Power Company ($53.0 million -
16%; Moody's senior unsecured rating A3 - stable outlook) and
Kroger Co. ($27.7 million -- 9%; Moody's senior unsecured rating
Baa2 -- stable outlook). Approximately 73% of the pool, excluding
defeased loans, are publicly rated by Moody's with a stable
outlook.

The bottom-dollar weighted average rating factor (WARF) for this
pool is 3,308 compared to 3,419 at last review. WARF is a measure
of the overall quality of a pool of diverse credits. The bottom-
dollar WARF is a measure of the default probability within the
pool.


MERRILL LYNCH: S&P Affirms Rating on Class K Certs. at 'CCC-'
------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 11
classes of U.S. commercial mortgage-backed securities (CMBS) from
Merrill Lynch Mortgage Trust 2005-LC1, and removed the ratings on
classes A-3FL and A-4FC from CreditWatch with negative
implications. "In addition, we affirmed our ratings on eight other
classes from the same transaction," S&P said.

S&P continued, "Our rating actions follow our analysis of the
transaction primarily using our U.S. CMBS conduit/fusion criteria.
Our analysis included a review of the credit characteristics of
all of the loans in the pool, the transaction structure, and the
liquidity available to the trust. The downgrades also reflect
credit support erosion we anticipate will occur upon the
resolution of seven ($102.3 million; 7.5%) of the 10 assets
($119.2 million; 8.7%) with the special servicer."

"Our analysis included a review of the credit characteristics of
all of the loans in the pool. Using servicer-provided financial
information, we calculated an adjusted debt service coverage (DSC)
of 1.35x and loan-to-value (LTV) ratio of 103.6%. We further
stressed the loans' cash flows under our 'AAA' scenario to yield a
weighted average DSC of 0.98x and LTV ratio of 132.8%. The implied
defaults and loss severity under the 'AAA' scenario were 67.4% and
34.2%. The DSC and LTV calculations exclude seven ($102.3 million;
7.5%) of the 10 specially serviced assets and one defeased loan
($1.0 million; 0.1%). We separately estimated losses for
these seven assets, which we included in our 'AAA' scenario
implied default and loss severity figures," S&P related.

"The downgrade of the class A-3FL and A-4FC certificates reflects
our application of our updated counterparty criteria for
structured finance transactions. Floating-rate interest payments
to the certificates are partially dependent upon the performance
of the credit support provider of the interest rate swap
counterparty. Merrill Lynch Capital Services Inc. is the swap
counterparty and Merrill Lynch & Co. Inc. (A/Negative/A-1) is the
guarantor. We lowered the ratings on classes A-3FL and A-4FC to
'A+ (sf)', which is one notch above our rating on the guarantor,
primarily based on our understanding that the derivative
obligation contains a counterparty replacement framework," S&P
explained.

The affirmations of the ratings on the principal and interest
certificates reflect subordination levels and liquidity support
that are consistent with the outstanding ratings. "We affirmed our
'AAA (sf)' rating on the class X interest-only (IO) certificate
based on our current criteria," S&P added.

                        Credit Considerations

As of the May 12, 2011, remittance report, 10 assets ($119.2
million; 8.7%) in the pool were with the special servicer, LNR
Partners LLC. The reported payment status of these assets is as
follows: one is real estate owned (REO) ($11.3 million; 0.8%), one
is in foreclosure ($3.8 million; 0.3%), three are 90-plus days
delinquent ($22.1 million; 1.6%), three are 60 days delinquent
($14.3 million; 1.0%), one is late, but less than 30 days
delinquent ($57.9 million; 4.2%), and one is within its grace
period ($9.9 million; 0.7%). Seven assets ($44.3 million; 3.2%)
have appraisal reduction amounts (ARAs) in effect totaling $22.8
million. One of the top 10 assets is with the special servicer.

The Four Forest Plaza and Lakeside Square loan ($57.9 million;
4.2%) is the third-largest loan in the pool and the largest
specially serviced loan. The loan is secured by two adjacent
suburban office properties built in 1985 in Dallas. The Four
Forest Plaza property contains 394,723 sq. ft., and the
Lakeside Square property contains 397,454 sq. ft. The loan was
transferred to special servicing on July 16, 2009, due to imminent
default. As of Sept. 30, 2010, reported consolidated DSC and
occupancy were 1.56x and 74.5%. The loan had an anticipated
repayment date (ARD) of Nov. 8, 2010, and matures on Nov. 8, 2035.
The special servicer reports that while the borrower continues to
attempt to refinance the loan, the special servicer is proceeding
toward foreclosure. Standard & Poor's anticipates a minimal loss
upon the eventual resolution of this asset.

The remaining nine assets with the special servicer ($61.3
million; 4.5%) individually represent less than 1.0% of the total
pool balance. "We estimated losses for six of these assets ($44.3
million; 3.2%) resulting in a weighted-average loss severity of
49.7%. We expect two of these assets ($12.6 million; 0.9%) to be
modified. A loan modification for the last asset ($4.4 million;
0.3%) closed on Jan. 31, 2011," S&P pointed out.

"In addition, our rating actions are tempered by the volume of
nondefeased, nonspecially serviced loans that have ARDs or final
maturities scheduled through November 2012 (five loans; $157.5
million; 11.5% of the trust balance), as well as the 14.7% of the
pool reporting DSC below 1.10x. While all five of the loans with
near-term maturities have DSC ratios of at least 1.15x, we believe
these loans could face refinancing challenges given current market
conditions. Therefore, we believe these loans could be at
increased risk of being transferred to special servicing if they
are not able to be refinanced at maturity," S&P noted.

                       Transaction Summary

As of the May 12, 2011, remittance report, the transaction had an
aggregate trust balance of $1.37 billion (131 loans and one REO
asset), compared with $1.55 billion (142 loans) at issuance.
Berkadia Commercial Mortgage LLC, the master servicer, provided
financial information for 92.4% of the pool (by balance), which
was primarily full-year 2009 and full-year 2010 information.
There is one defeased loan ($1.0 million; 0.1%). "We calculated a
weighted-average DSC of 1.44x for the loans in the pool based on
the reported figures. Our adjusted DSC and LTV were 1.35x and
103.6%, respectively, which exclude seven ($102.3 million; 7.5%)
of the 10 specially serviced assets and one defeased loan ($1.0
million; 0.1%). The trust has experienced five principal losses to
date totaling $9.2 million. Thirty-seven loans ($321.7 million;
23.4%) are on the master servicer's watchlist, including three of
the top 10 loans. Twelve loans ($124.7 million, 9.1%) have
reported DSCs between 1.00x and 1.10x, and 13 loans ($76.6
million, 5.6%) have reported DSCs of less than 1.00x," S&P stated.

                      Summary of Top 10 Loans

The top 10 loans have an aggregate outstanding trust balance of
$551.8 million (40.2%). "Using servicer-reported information, we
calculated a weighted-average DSC of 1.43x. Our adjusted DSC and
LTV figures for the top 10 loans were 1.30x and 104.0%. The
adjusted figures exclude one of the top 10 loans that is with the
special servicer," S&P said.

The Colonial Mall Greenville loan ($43.2 million; 3.2%), the
fifth-largest loan in the pool, is secured by a 406,195-sq.-ft.
enclosed mall in Greenville, N.C., that was built in 1965 and
renovated in 2003. The loan is on the watchlist due to low
reported DSC. For year-end 2010, the reported DSC and occupancy
were 1.04x and 80.9%.

The Samaritan Medical Tower loan ($34.3 million; 2.5%), the
seventh-largest loan in the pool, is secured by a 143,491-sq.-ft.
medical office building, on the edge of the Los Angeles central
business district and on the campus of Good Samaritan Hospital.
The building was built in 1965 and renovated in 2000. The loan is
on the master servicer's watchlist due to damage sustained to the
lobby, electrical panel, and fire safety systems as a result of an
electrical fire. According to the watchlist comments, as of Oct.
7, 2010, the building is up and running and damage was estimated
at $1.5 million. For year-end 2010, the reported DSC and occupancy
were 1.46x and 82.6%.

The Green Acres loan ($29.1 million; 2.1%), the ninth-largest loan
in the pool, is secured by a 595-pad manufactured housing property
in Breinigsville, Pa., that was built in 1974 and renovated in
2005. The loan is on the watchlist due to low reported DSC. For
year-end 2010, the reported DSC and occupancy were 1.10x and
89.9%.

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

Ratings Lowered and Removed From CreditWatch Negative

Merrill Lynch Mortgage Trust
Commercial mortgage pass-through certificates series 2005-LC1
            Rating
Class    To        From              Credit enhancement (%)
A-3FL    A+ (sf)   AAA (sf)/Watch Neg                 33.13
A-4FC    A+ (sf)   AAA (sf)/Watch Neg                 33.13

Ratings Lowered

Merrill Lynch Mortgage Trust
Commercial mortgage pass-through certificates series 2005-LC1
            Rating
Class    To         From           Credit enhancement (%)

AJ       A (sf)     A+ (sf)                         14.96
B        A- (sf)    A (sf)                         12.56
C        BBB+ (sf)  A- (sf)                         11.44
D        BBB- (sf)  BBB+ (sf)                        9.33
E        BB+ (sf)   BBB (sf)                         8.20
F        BB- (sf)   BBB- (sf)                        6.37
G        B+ (sf)    BB+ (sf)                         4.96
H        CCC+ (sf)  B-(sf)                           3.41
J        CCC- (sf)  CCC (sf)                         2.85

Ratings Affirmed

Merrill Lynch Mortgage Trust
Commercial mortgage pass-through certificates series 2005-LC1

Class     Rating   Credit enhancement (%)
A-2       AAA (sf)                  33.13
A-3       AAA (sf)                  33.13
A-1A      AAA(sf)                   33.13
A-SB      AAA (sf)                  33.13
A-4       AAA (sf)                  33.13
AM        AAA (sf)                  21.86
K         CCC- (sf)                  2.42
X         AAA (sf)                    N/A

N/A -- Not applicable.


MESA 2003-1: Moody's Lowers Ratings of $21.5 Mil. of Subprime RMBS
------------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 2
tranches, and confirmed the ratings of 3 tranches issued by 2 MESA
global issuance company subprime transactions.

RATINGS RATIONALE

The actions are a result of deteriorating performance of subprime
pools securitized before 2005 and reflect Moody's updated loss
expectations on subprime pools securitized before 2005.

The principal methodology used in these ratings is described in
the Monitoring and Performance Review section in "Moody's Approach
to Rating US Residential Mortgage-Backed Securities" published in
December 2008. Other methodologies used include "Pre-2005 US RMBS
Surveillance Methodology" published in January 2011, which
accounts for the deteriorating performance and outlook.

Moody's final rating actions are based on current ratings, level
of credit enhancement, collateral performance and updated pool-
level loss expectations relative to current level of credit
enhancement. Moody's took into account credit enhancement provided
by seniority, cross-collateralization, excess spread, time
tranching, and other structural features within the senior note
waterfalls.

The primary source of assumption uncertainty is the current
macroeconomic environment, in which unemployment levels remain
high, and weakness persists in the housing market. Overall,
Moody's assumes a further 5% decline in home prices with
stabilization in late 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: MESA 2002-3 Global Issuance Company

   -- Cl. B-1, Confirmed at Baa2 (sf); previously on Apr 8, 2010
      Baa2 (sf) Placed Under Review for Possible Downgrade

   -- Cl. B-2, Downgraded to C (sf); previously on Apr 8, 2010 Ca
      (sf) Placed Under Review for Possible Downgrade

Issuer: MESA 2003-1 Global Issuance Company

   -- Cl. B-2, Confirmed at A1 (sf); previously on Apr 8, 2010 A1
      (sf) Placed Under Review for Possible Downgrade

   -- Cl. B-3, Confirmed at A3 (sf); previously on Apr 8, 2010 A3
      (sf) Placed Under Review for Possible Downgrade

   -- Cl. B-4, Downgraded to Ca (sf); previously on Apr 8, 2010 B3
      (sf) Placed Under Review for Possible Downgrade


MESA TRUST: Moody's Downgrades $13 Mil. Scratch and Dent RMBS
-------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 2 tranches
from 1 RMBS transaction. The collateral backing the deal primarily
consists of first-lien, fixed and adjustable rate "scratch and
dent" residential mortgages.

Scratch and Dent deals are classified outside of Moody's primary
categorizations (Prime Jumbo, Subprime, Option ARMs and Alt-A) for
a number of reasons. The pools may include mortgages that have
been originated outside an originator's program guidelines in some
way, or mortgages where borrowers missed payments in the past.
These pools may also include loans with document defects at
origination that were since rectified. Due to the varied content
of Scratch and Dent mortgage pools, which can range from seasoned
prime-like loans to non-prime loans that were seriously delinquent
at the time of securitization, credit quality of these pools
varies considerably.

RATINGS RATIONALE

The actions are a result of deteriorating performance of Scratch
and Dent pools under stressed housing and macroeconomic
conditions. The actions reflect Moody's updated loss expectations
on Scratch and Dent pools.

The principal methodology used in these ratings is described in
the Monitoring and Performance Review section in "Moody's Approach
to Rating US Residential Mortgage-Backed Securities" published in
December 2008. Other methodologies used include "US RMBS
Surveillance Methodology for Scratch and Dent" published in May
2011, which accounts for the deteriorating performance and
outlook.

Moody's final rating actions are based on current levels of credit
enhancement, collateral performance and updated pool-level loss
expectations. Moody's took into account credit enhancement
provided by seniority, cross-collateralization, excess spread,
time tranching, and other structural features within the senior
note waterfalls.

Certain securities, as noted below, are insured by financial
guarantors. For securities insured by a financial guarantor, the
rating on the securities is the higher of (i) the guarantor's
financial strength rating and (ii) the current underlying rating
(i.e., absent consideration of the guaranty) on the security. The
principal methodology used in determining the underlying rating is
the same methodology for rating securities that do not have a
financial guaranty and is as described earlier. RMBS securities
wrapped by Ambac Assurance Corporation are rated at their
underlying rating without consideration of Ambac's guaranty.

The primary source of assumption uncertainty is the current
macroeconomic environment, in which unemployment levels remain
high, and weakness persists in the housing market. Overall,
Moody's assumes a further 5% decline in home prices with
stabilization in late 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: MESA Trust Asset Backed Certificates, Series 2001-5

   -- Cl. A, Downgraded to A1 (sf); previously on Jul 29, 2008
      Upgraded to Aaa (sf)

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

Underlying Rating: Downgraded to A1 (sf); previously on Jul 16,
2008 Assigned Aaa (sf)

   -- Cl. M-1, Downgraded to Ca (sf); previously on Mar 31, 2009
      Downgraded to B3 (sf)


MID-STATE CAPITAL: Moody's Confirms Ratings of 19 Tranches
----------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 3 tranches
and confirmed the ratings of 19 tranches from eight stick-built
single family home transactions issued by Mid-State.

RATINGS RATIONALE

The actions are the result of the tranches' existing credit
enhancement relative to the current projected losses on the
underlying pools. Moody's had placed these tranches on review in
December 2010 due to the possibility of increased severities in
future years. Moodys had considered the potential operational
risks associated with Walter Mortgage Company's specialized high-
touch servicing of the transactions (Moody's does not rate Walter
Mortgage Company). In the current analysis, Moody's has assumed
severities for each of these deals to be 40% at an expected case,
higher than their actual historical loss severities to date.

The ratings on the securities were monitored by evaluating factors
Moody's determined to be essential in the analysis of securities
backed by such loans. The salient factors include: i) the nature,
sufficiency, and quality of historical loan performance
information, ii) the collateral composition and pool credit
performance including loan delinquency and loss data, iii) the
transaction's capital structure and related allocations of
collateral cash flows and losses, iv) a comparison of current
credit enhancement levels to updated Moody's pool loss projections
based on present collateral credit performance, and v) operational
risks.

When analyzing ratings for these transactions, Moody's projects
cumulative losses for each deal based on a collateral analysis of
the deal's Constant Prepayment Rate (CPR) and Constant Default
Rate (CDR).

CPR - CPR is based on the average of the last six months 1-month
CPR.

CDR - There are two approaches for determining pool CDR. The first
approach calculates CDR based on pool loan losses from the
previous twelve months, i.e. recent losses. A second approach is
based on pipeline defaults -- derived from days-aged delinquencies
and Moody's assumptions for default based on days delinquent or
REO. Moody's assumes 40% severity for Mid-State deals at an
expected case. After CDR is calculated using the two methods, the
effective CDR for loss projection purposes is determined by using
a maximum of the CDRs. Moody's will project future CDR rates based
on delinquency and loss trends. For the actions noted below,
Moody's has assumed that CDR will remain constant over the life of
each deal. A sudden reversal in the existing trend of projected
defaults and losses is not anticipated for these deals as they are
well seasoned.

Based on calculated CPR and CDR, Moody's calculates projected
deal-specific cumulative losses and the weighted average life of
the deal. The credit enhancement calculation may also include
credit for excess spread, i.e. the aggregate, positive difference
in the weighted average loan coupon and the all-inclusive
securities' interest and deal fees, including servicing. Excess
spread benefit is calculated by multiplying the stressed
annualized excess spread by the weighted average life of the deal.
Aggregate credit enhancement which combines subordination benefit
(including overcollateralization and/or reserve accounts) and
support from letters of credit or guarantees and excess spread
benefit, is compared with projected cumulative losses for the deal
to derive coverage multiples and associated ratings by tranche.
Moody's will analyze tranche coverage multiples after
consideration of tranche-specific loss allocation and timing of
principal repayment.

The Notes issued by Mid-State Trust VII and Mid-State Trust VIII
are wrapped by Ambac Assurance Corp. (Segregated Account -- Not
Rated). 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. RMBS
securities wrapped by Ambac Assurance Corporation are rated at
their underlying rating without consideration of Ambac's guaranty.
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.

As part of the sensitivity analysis, Moody's stressed the updated
expected loss on the pools by an additional 10% and found that the
model implied ratings of the tranches would remain stable.

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

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: Mid-State Capital Corp. 2005-1

   -- Cl. A, Confirmed at A1 (sf); previously on Dec 28, 2010 A1
      (sf) Placed Under Review for Possible Downgrade

   -- Cl. M-1, Confirmed at Baa1 (sf); previously on Dec 28, 2010
      Baa1 (sf) Placed Under Review for Possible Downgrade

   -- Cl. M-2, Confirmed at Ba3 (sf); previously on Dec 28, 2010
      Ba3 (sf) Placed Under Review for Possible Downgrade

Issuer: Mid-State Capital Corporation 2004-1 Trust

   -- Cl. A, Confirmed at Aa2 (sf); previously on Dec 28, 2010 Aa2
      (sf) Placed Under Review for Possible Downgrade

Issuer: Mid-State Capital Corporation 2006-1 Trust

   -- Cl. A, Confirmed at A2 (sf); previously on Dec 28, 2010 A2
      (sf) Placed Under Review for Possible Downgrade

   -- Cl. M-1, Confirmed at Ba3 (sf); previously on Dec 28, 2010
      Ba3 (sf) Placed Under Review for Possible Downgrade

   -- Cl. M-2, Confirmed at Caa3 (sf); previously on Dec 28, 2010
      Caa3 (sf) Placed Under Review for Possible Downgrade

Issuer: Mid-State Trust VI

   -- A-4, Confirmed at Baa3 (sf); previously on Dec 28, 2010 Baa3
      (sf) Placed Under Review for Possible Downgrade

   -- A-1, Confirmed at Aa1 (sf); previously on Dec 28, 2010 Aa1
      (sf) Placed Under Review for Possible Downgrade

   -- A-2, Confirmed at Aa3 (sf); previously on Dec 28, 2010 Aa3
      (sf) Placed Under Review for Possible Downgrade

   -- A-3, Confirmed at A2 (sf); previously on Dec 28, 2010 A2
      (sf) Placed Under Review for Possible Downgrade

Issuer: Mid-State Trust VII

   -- Notes, Confirmed at Baa1 (sf); previously on Dec 28, 2010
      Baa1 (sf) Placed Under Review for Possible Downgrade

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

Underlying Rating: Confirmed at Baa1 (sf); previously on Dec 28,
2010 Baa1 (sf) Placed Under Review for Possible Downgrade

Issuer: Mid-State Trust VIII

Notes, Confirmed at B2 (sf); previously on Dec 28, 2010 B2 (sf)
Placed Under Review for Possible Downgrade

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

Underlying Rating: Confirmed at B2 (sf); previously on Dec 28,
2010 B2 (sf) Placed Under Review for Possible Downgrade

Issuer: Mid-State Trust X

   -- Cl. M-2, Downgraded to Ba1 (sf); previously on Dec 28, 2010
      Baa3 (sf) Placed Under Review for Possible Downgrade

   -- Cl. B, Downgraded to B3 (sf); previously on Dec 28, 2010 B1
      (sf) Placed Under Review for Possible Downgrade

   -- Cl. A-1, Confirmed at A1 (sf); previously on Dec 28, 2010 A1
      (sf) Placed Under Review for Possible Downgrade

   -- Cl. M-1, Confirmed at A3 (sf); previously on Dec 28, 2010 A3
      (sf) Placed Under Review for Possible Downgrade

   -- Cl. A-2, Confirmed at A1 (sf); previously on Dec 28, 2010 A1
      (sf) Placed Under Review for Possible Downgrade

Issuer: Mid-State Trust XI

   -- Cl. M-2, Downgraded to Ba1 (sf); previously on Dec 28, 2010
      Baa3 (sf) Placed Under Review for Possible Downgrade

   -- Cl. A, Confirmed at A1 (sf); previously on Dec 28, 2010 A1
      (sf) Placed Under Review for Possible Downgrade

   -- Cl. M-1, Confirmed at A3 (sf); previously on Dec 28, 2010 A3
      (sf) Placed Under Review for Possible Downgrade

   -- Cl. B, Confirmed at B1 (sf); previously on Dec 28, 2010 B1
      (sf) Placed Under Review for Possible Downgrade


ML-CFC COMMERCIAL: S&P Cuts Ratings on 5 Classes of Certs. to 'D'
-----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 12
classes of commercial mortgage pass-through certificates from ML-
CFC Commercial Mortgage Trust 2007-8, a U.S. commercial
mortgage-backed securities (CMBS) transaction. "In addition, we
affirmed our 'AAA (sf)' ratings on four other classes from the
same transaction," S&P noted.

S&P continued, "Our rating actions follow our analysis of the
transaction primarily using our U.S. conduit/fusion CMBS criteria.
The downgrades of the class A-1A, A-3, and 10 other certificates
reflect credit support erosion that we anticipate will occur upon
the resolution of 21 ($587.4 million, 24.6%) of the 22 specially
serviced assets ($837.3 million, 35.1%). We also considered the
monthly interest shortfalls that are affecting the trust and
potential interest shortfalls associated with loan modifications.
We lowered our ratings to 'D (sf)' on the class C, D, E, F, and G
certificates because we expect interest shortfalls to continue and
believe the accumulated interest shortfalls will remain
outstanding for the foreseeable future."

The affirmed 'AAA (sf)' ratings on the three principal and
interest certificates reflect subordination and liquidity support
levels that are consistent with the outstanding ratings. "We
affirmed our 'AAA (sf)' rating on the class X interest-only
certificate based on our current criteria," S&P added.

According to S&P, "Our analysis included a review of the credit
characteristics of all of the remaining assets in the pool. Using
servicer-provided financial information, we calculated an adjusted
debt service coverage (DSC) of 1.35x and a loan-to-value (LTV)
ratio of 112.5%. We further stressed the loans' cash flows under
our 'AAA' scenario to yield a weighted average DSC of 0.86x and an
LTV ratio of 151.9%. The implied defaults and loss severity under
the 'AAA' scenario were 93.3% and 37.4%. The DSC and LTV
calculations noted above exclude 21 ($587.4 million, 24.6%) of the
22 specially serviced assets ($837.3 million, 35.1%). We
separately estimated losses for the 21 specially serviced assets
and included them in our 'AAA' scenario implied default and loss
severity figures."

As of the May 13, 2011, trustee remittance report, the trust
experienced monthly interest shortfalls totaling $1.21 million
primarily related to appraisal subordinate entitlement reduction
(ASER) amounts of $1.21 million and special servicing fees of
$237,100. The total interest shortfalls were offset during this
period by ASER recovery of $135,835. The interest shortfalls
affected all classes subordinate to and including class C.
"Classes C through G experienced cumulative interest shortfalls
for two consecutive months, and we expect these interest
shortfalls to continue in the near term. Consequently, we
downgraded these classes to 'D (sf)'," S&P said.

                      Credit Considerations

As of the May 13, 2011, trustee remittance report, 22 assets
($837.3 million, 35.1%) in the pool were with the special
servicer, LNR Partners LLC (LNR). The reported payment status of
the specially serviced assets as of the May 2011 trustee
remittance report is as follows: two are real estate owned (REO;
$16.2
million, 0.7%), six are in foreclosure ($30.4 million, 1.2%), 12
are 90-plus-days delinquent ($504.8 million, 21.2%), and two are
current ($285.9 million, 12.0%). Appraisal reduction amounts
(ARAs) totaling $238.4 million are in effect against 18 of the
specially serviced assets. Details of the five largest specially
serviced assets, all of which are top 10 loans, are:

The Empirian Portfolio Pool 2 loan ($335.0 million, 14.1%), the
largest asset in the pool, is secured by 73 single-story garden-
style multifamily apartment complexes totaling 6,892 units in
eight states. The loan was transferred to the special servicer on
Nov. 30, 2010, due to imminent default and the payment status is
reported as 90-plus-days delinquent. LNR indicated that it is
pursuing foreclosure while discussing a loan modification with the
borrower. The reported DSC and occupancy for the portfolio were
1.27x and 87.6% for the nine months ended Sept. 30, 2010. An ARA
of $148.6 million based on the aggregate February 2011 appraisal
value of $218.6 million is in effect against the total exposure of
$338.0 million. S&P expects a moderate loss upon the eventual
resolution of this loan.

The Farallon Portfolio loan, the second-largest asset in the pool,
is secured by 253 manufactured housing communities totaling 53,499
pads in various states. The whole-loan balance is $1.49 billion
and consists of 45 A and B notes, $249.9 million of which makes up
10.5% of the pool trust balance. The loan was transferred to the
special servicer on June 25, 2010, due to imminent default. The
reported payment status of the loan is current. LNR indicated that
the loan has since been modified. The modification terms include,
among other items, extending the maturity to Aug. 1, 2015, on the
floating-rate, five- and seven-year notes, trapping excess cash
flows, and adding Helix MHC Investment LLC, a sponsor controlled
entity, as an additional carve-out guarantor. The reported DSC and
occupancy for the portfolio were 1.99x for the 12 months ended
Sept. 30, 2010, and 81.0% as of March 2011. Pursuant to the
transaction documents, the special servicer is entitled to a
workout fee that is 1% of all future principal and interest
payments if the loan performs and remains with the master
servicer. According to LNR, the borrower is not paying the special
servicing and workout fees on this loan. If this loan is returned
to the master servicer, the workout fee would most likely cause
interest shortfalls to the trust and may impact timely interest
payments to the senior certificate classes.

The Towers at University Town Center loan ($54.0 million, 2.3%),
the sixth-largest asset in the pool, is secured by a 244-unit
student housing complex in Hyattsville, Md. The loan, which has a
reported 90-plus-days delinquent payment status, was transferred
to the special servicer on Sept. 8, 2009, due to monetary default.
LNR stated that it is pursuing foreclosure. The reported DSC and
occupancy were 0.71x for year-end 2010 and 94.4% as of July
2010. An ARA of $15.5 million is in effect against the loan. "We
expect a moderate loss upon the eventual resolution of this loan,"
S&P said.

The Douglas Corporate Center I & II loan ($36.0 million, 1.5%),
the eighth-largest asset in the pool, is secured by two class A
office buildings totaling 213,379 sq. ft. in Roseville, Calif. The
loan was transferred to the special servicer on May 5, 2011, due
to imminent default because the borrower reported it was
experiencing cash flow issues. The reported payment status of
the loan is current. LNR stated that it is currently evaluating
various workout strategies. As of year-end 2010, the reported DSC
and occupancy were 1.08x and 82.7%. S&P expects a moderate loss
upon the eventual resolution of this loan.

The Gray Apartment Portfolio loan ($30.5 million, 1.3%), the
ninth-largest asset in the pool, consists of two cross-
collateralized and cross-defaulted loans secured by two adjacent
garden-style apartment complexes totaling 789 units in Houston,
Texas. The loan was transferred to the special servicer on June 1,
2010, due to monetary default. The reported payment status of the
loan is 90-plus-days delinquent. The two properties are being
marketed for sale. LNR indicated that it is currently evaluating
the best and final offers. The reported combined occupancy was
41.2% as of the fourth-quarter of 2010. The master servicer has
not reported financial data on this loan for the past two years.
An ARA of $12.8 million is in effect against the loan. "We expect
a significant loss upon the eventual resolution of this loan," S&P
said.

The 17 remaining specially serviced assets have individual
balances that represent less than 1.10% of the pooled trust
balance. ARAs totaling $61.5 million are in effect against 15 of
these assets. "We estimated losses for these 17 assets, arriving
at a weighted-average loss severity of 50.7%," S&P added.

                        Transaction Summary

As of the May 13, 2011, trustee remittance report, the collateral
pool balance was $2.38 billion, which is 97.9% of the balance at
issuance. The pool includes 210 loans and two REO assets, down
from 218 loans at issuance. The master servicers, Wells Fargo Bank
N.A. (Wells Fargo) and KeyBank Real Estate Capital (KeyBank),
provided financial information for 95.9% of the loans in the pool,
85.4% of which was partial- or full-year 2010 data, and the
remainder was full-year 2009 data.

"We calculated a weighted average DSC of 1.36x for the loans in
the pool based on the servicer-reported figures. Our adjusted DSC
and LTV ratio were 1.35x and 112.5%. Our adjusted DSC and LTV
figures excluded 21 ($587.4 million, 24.6%) of the 22 specially
serviced assets ($837.3 million, 35.1%). We separately estimated
losses for the 21 specially serviced assets and included them in
our 'AAA' scenario implied default and loss severity figures.
The transaction has experienced $8.2 million in principal losses
to date. Forty-one loans ($429.4 million, 18.0%) in the pool are
on the master servicers' combined watchlist. Thirty-four loans
($351.8 million, 14.8%) have a reported DSC of less than 1.00x,
and 10 loans ($91.7 million, 3.9%) have a reported DSC below
1.10x," S&P stated.

                       Summary of Top 10 Loans

The top 10 loans have an aggregate outstanding balance of $1.02
billion (43.0%). "Using servicer-reported numbers, we calculated a
weighted average DSC of 1.43x for nine of the top 10 loans (the
master servicer has not reported financial data for the ninth-
largest loan, the specially serviced Gray Apartment Portfolio
loan). Five of the top 10 loans are with the special servicer and
three ($209.2 million, 8.8%) are on the master servicers' combined
watchlist. Our adjusted DSC and LTV ratio for the top 10 loans are
1.36x and 116.3%," S&P related

The Executive Hills Portfolio loan, the third-largest loan in the
pool, has a trust balance of $99.9 million (4.2%) and a whole-loan
balance of $111.0 million. The loan, secured by nine suburban
office buildings totaling 951,754 sq. ft. in Kansas City, Mo., and
Overland Park, Kan., is on the master servicers' combined
watchlist due to a low reported DSC for the portfolio of 0.73x for
year-end 2010. The combined occupancy was 64.8%, according to the
Dec. 31, 2010, rent rolls.

The U-Haul SAC 12 & 13 loan ($71.3 million, 3.0%), the fifth-
largest loan in the pool, is secured by 17 U-Haul self-storage
properties totaling 711,292 sq. ft. (8,459 units) in nine states.
The loan is on the master servicers' combined watchlist due to a
poor inspection rating and noted deferred maintenance for one of
the properties in the portfolio. The reported DSC and occupancy
for the portfolio were 1.38x and 80.1% for year-end 2010.

The Georgia-Alabama Retail Portfolio loan, the seventh-largest
loan in the pool, has a trust balance of $38.0 million (1.6%) and
a whole-loan balance of $76.1 million. The loan, secured by a
portfolio of 62 convenience store and gas station properties in
Georgia and Alabama, is on the master servicers' combined
watchlist due to observed deferred maintenance items for several
properties in the portfolio. The reported DSC and occupancy for
the portfolio were 1.56x and 96.5%, respectively, for year-end
2009. The master servicer is currently waiting for the results of
the 2011 inspections to determine if the noted deferred
maintenance items have been remedied.

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

Ratings Lowered

ML-CFC Commercial Mortgage Trust 2007-8
Commercial mortgage pass-through certificates
                Rating
Class      To           From        Credit enhancement (%)
A-3        AA (sf)      AAA (sf)                     30.31
A-1A       AA (sf)      AAA (sf)                     30.31
AM         BBB- (sf)    A (sf)                       20.09
AM-A       BBB- (sf)    A (sf)                       20.09
AJ         CCC+ (sf)    BBB- (sf)                    11.28
AJ-A       CCC+ (sf)    BBB- (sf)                    11.28
B          CCC (sf)     BB+ (sf)                     10.77
C          D (sf)       BB (sf)                       9.11
D          D (sf)       BB- (sf)                      7.96
E          D (sf)       B+ (sf)                       7.58
F          D (sf)       B+ (sf)                       6.81
G          D (sf)       CCC (sf)                      5.92

Ratings Affirmed

ML-CFC Commercial Mortgage Trust 2007-8
Commercial mortgage pass-through certificates

Class      Rating              Credit enhancement (%)
A-1        AAA (sf)                            30.31
A-2        AAA (sf)                            30.31
A-SB       AAA (sf)                            30.31
X          AAA (sf)                              N/A

N/A -- Not applicable.


MLC-CFC COMMERCIAL: S&P Cuts Ratings on 3 Classes of Certs. to 'D'
------------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 13
classes of commercial mortgage-backed securities (CMBS) from ML-
CFC Commercial Mortgage Trust 2006-1 and removed the rating on
class A-3FL from CreditWatch with negative implications. "In
addition, we affirmed our 'AAA (sf)' ratings on seven other
classes from the same transaction," S&P said.

"We downgraded class A-3FL to 'A+ (sf)' based on our current
counterparty criteria. The downgrades of classes AM, AJ, AN-FL,
and B through G certificates reflect credit support erosion that
we anticipate will occur upon the eventual resolution of 13
($161.6 million, 9.3%) of the 19 specially serviced assets ($241.2
million, 13.9%). In addition, we lowered our ratings on classes H,
J, and K to 'D (sf)' because we expect interest shortfalls to
continue, and we believe the accumulated interest shortfalls will
remain outstanding for the foreseeable future," S&P related.

S&P continued, "Our rating actions follow our analysis of the
transaction primarily using our U.S. conduit/fusion CMBS criteria.
Our analysis included a review of the credit characteristics of
all of the remaining assets in the pool, the transaction
structure, and the liquidity available to the trust. As of the May
12, 2011, trustee remittance report, the trust experienced monthly
interest shortfalls totaling $33,604 primarily related to
appraisal subordinate entitlement reduction (ASER) amounts of
$402,875, special servicing fees of $48,976. The monthly interest
shortfalls were offset this period primarily by an ASER recovery
of $411,947. The interest shortfalls have affected all classes
subordinate to and including class J. Classes H, J, and K have
accumulated interest shortfalls outstanding for 10 months, and we
expect these shortfalls to remain outstanding for the foreseeable
future. Consequently, we downgraded these classes to 'D (sf)'."

"The downgrade of the class A-3FL certificate to 'A+ (sf)'
reflects our application of our updated counterparty criteria for
structured finance transactions. Floating-rate interest payments
to the certificates are partially dependent upon the performance
of the interest rate swap counterparty. The trustee confirmed that
the interest rate swap counterparty is Merrill Lynch Capital
Services Inc. and Merrill Lynch & Co. Inc. (A/Negative/A-1) is the
guarantor. We lowered the rating on class A-3FL to 'A+ (sf)',
which is one notch above our rating on the guarantor, primarily
based on our understanding that the derivative obligation contains
a counterparty replacement framework (see 'Counterparty And
Supporting Obligations Update,' published Jan. 13, 2011)," S&P
related.

"The affirmed 'AAA (sf)' ratings on the six principal and interest
certificates reflect subordination and liquidity support levels
that we consider to be consistent with the outstanding ratings. We
affirmed our 'AAA (sf)' rating on the class X interest-only (IO)
certificates based on our current criteria," S&P stated.

Using servicer-provided financial information, Standard & Poor's
calculated an adjusted debt service coverage (DSC) of 1.46x and an
adjusted loan-to-value (LTV) ratio of 106.7%. "We further stressed
the loans' cash flows under our 'AAA' scenario, which yielded a
weighted average DSC of 0.88x and an LTV ratio of 148.4%. The
implied defaults and loss severity under the 'AAA' scenario were
81.9% and 41.9%. The DSC and LTV calculations we noted exclude 13
($161.6 million, 9.3%) of the 19 specially serviced assets ($241.2
million, 13.9%). We separately estimated losses for these 13
assets and included them in our 'AAA' scenario implied default and
loss figures," S&P said.

                    Credit Considerations

As of the May 12, 2011, trustee remittance report, 19 loans
($241.2 million, 13.9%) in the pool, were with the special
servicer, Midland Loan Services (Midland). The reported payment
status of the specially serviced loans is: three ($22.9 million,
1.3%) are in foreclosure, 11 ($112.6 million, 6.5%) are 90-plus-
days delinquent, one ($40.2 million, 2.3%) is 60 days delinquent,
one ($11.9 million, 0.7%) is 30 days delinquent, two ($40.5
million, 2.3%) are matured balloon loans, and one ($13.1 million,
0.8%) is late less than 30 days delinquent. Fifteen of the
specially serviced assets ($151.4 million, 8.7%) have appraisal
reduction amounts (ARAs) in effect totaling $90.4 million. Details
of the three largest specially serviced loans, all of which are
top 10 loans, are:

The Prince Georges Center II loan ($40.2 million, 2.3%) is the
largest asset with the special servicer, and the seventh-largest
loan in the pool. The loan is secured by a 394,578-sq.-ft. office
property in Hyattsville, Md. The loan was transferred to the
special servicer on March 9, 2011, due to the borrower's failure
to make the required rollover reserve payments. The property is
currently reported to be 100% occupied and the largest tenant is
GSA, occupying about 95% of the property. It is S&P's
understanding that Midland and the borrower are in early
negotiations for a loan modification. The reported DSC for the
property as of year-end 2010 was 1.01x.

The East Thunderbird Square loan ($33.2 million, 1.9%) is the
second-largest asset with the special servicer, and the eighth-
largest loan in the pool. The loan is secured by a 163,217-sq.-ft.
retail center in Scottsdale, Ariz. The loan was transferred to the
special servicer on April 7, 2011, due to a payment default. In
August 2010, a tenant representing 26.4% of the gross rentable
area vacated the property. The reported DSC and occupancy for the
property as of year-end 2010 were 0.90x and 62.8%. Midland
indicated that it is currently evaluating various workout
strategies. Standard & Poor's estimated a moderate loss upon the
eventual resolution of this loan.

The Inglewood Park loan ($30.4 million, 1.8%) is the third-largest
asset with the special servicer, and the ninth-largest loan in the
pool. The loan is secured by a six-building office park with
477,969 sq. ft. in Largo, Md. The loan was transferred to the
special servicer on June 10, 2009, due to a payment default. The
special servicer indicated that the negotiations with the borrower
for a loan modification are at a standstill. The reported DSC for
the property as of year-end 2010 was 0.60x and the reported
occupancy as of March 2011 was 54.8%. An ARA of $11.3 million is
in effect against the loan. Standard & Poor's estimated a
significant loss upon the eventual resolution of this loan.

The 16 remaining specially serviced assets ($137.4 million, 7.9%)
have individual balances that represent less than 1.2% of the deal
balance. ARAs totaling $79.1 million are in effect against 14 of
the 16 loans. The master servicer has stated that the ASER on the
Colonial Mall Glynn Place loan ($20.3 million, 1.2%) was
overstated in May by $74,294 and will be corrected going
forward. "We estimated losses for 11 of these assets ($98.0
million, 5.6%) resulting in a weighted average loss severity of
51.4%. Of the remaining five loans, four loans are potential
candidates for loan modifications and the fifth loan was modified
on Feb. 18, 2011," S&P noted.

                         Transaction Summary

As of the May 12, 2011, trustee remittance report, the aggregate
pooled trust balance was $1.74 billion, which represents 81.1% of
the aggregate pooled trust balance at issuance. One hundred and
thirty-seven loans remain in the pool, down from 152 at issuance.
The master servicer, Wells Fargo Bank N.A. (Wells Fargo), provided
financial information for 93.8% of the loans in the pool, 86.0% of
which was interim- or full-year 2010 data, with the balance
reflecting full-year 2009 data. "We calculated a weighted average
DSC of 1.47x for the pool based on the reported figures. Thirty-
three loans ($264.2 million, 15.2%) are on the master servicer's
watchlist. Thirty-four loans ($351.1 million, 20.2%) have reported
DSCs below 1.10x, and 23 of these loans ($227.1 million, 13.1%)
have reported DSCs of less than 1.00x. To date, the transaction
has realized six principal losses totaling $13.3 million," S&P
stated.

                       Summary of Top 10 Loans

The top 10 loans have an aggregate outstanding pooled trust
balance of $739.4 million (42.6%). "Using servicer-reported
numbers, we calculated a weighted average DSC of 1.65x for the top
10 loans. Our adjusted DSC and LTV figures were 1.60x and 107.1%.
Three of the top 10 loans are with the special servicer ($103.8
million, 6.0%). One of the top 10 loans is on the master
servicer's watchlist. The Ashford Center & Peachtree Ridge loan
($30.0 million, 1.7%) is the 10th-largest loan in the pool, and
the largest loan on the master servicer's watchlist. The loan is
secured by two office properties totaling 323,526 sq. ft. located
in suburban Atlanta, Ga. The loan appears on the master servicer's
watchlist due to a low reported DSC of 0.86x and occupancy of
75.0% as of year-end 2010. We attribute the decline in performance
to increased vacancy at the Ashford Center property on the vacancy
of two tenants (approximately 9.0% of the gross leasable area)
and another tenant's decision to reduce its space in half," S&P
said.

Standard & Poor's stressed the assets in the pool according to its
criteria, and the analysis is consistent with its lowered and
affirmed ratings.

Rating Lowered and Removed From CreditWatch Negative

ML-CFC Commercial Mortgage Trust 2006-1
Commercial mortgage pass-through certificates
               Rating
Class   To       From                Credit enhancement (%)
A-3FL   A+ (sf)  AAA (sf)/Watch Neg                   36.21

Ratings Lowered

ML-CFC Commercial Mortgage Trust 2006-1
Commercial mortgage pass-through certificates
             Rating
Class     To           From          Credit enhancement (%)
A-M       A (sf)       AA- (sf)                       23.88
A-J       BB+ (sf)     BBB+ (sf)                      13.41
AN-FL     BB+ (sf)     BBB+ (sf)                      13.41
B         BB- (sf)     BBB (sf)                       10.48
C         B+ (sf)      BB+ (sf)                        9.25
D         B (sf)       BB (sf)                         7.55
E         B- (sf)      BB- (sf)                        6.63
F         CCC (sf)     B+ (sf)                         5.24
G         CCC- (sf)    B (sf)                          4.32
H         D (sf)       CCC- (sf)                       2.78
J         D (sf)       CCC- (sf)                       2.47
K         D (sf)       CCC- (sf)                       2.16

Ratings Affirmed

ML-CFC Commercial Mortgage Trust 2006-1
Commercial mortgage pass-through certificates

Class  Rating                Credit enhancement (%)
A-2    AAA (sf)                               36.21
A-3    AAA (sf)                               36.21
A-3B   AAA (sf)                               36.21
A-SB   AAA (sf)                               36.21
A-4    AAA (sf)                               36.21
A-1A   AAA (sf)                               36.21
X      AAA (sf)                                 N/A

N/A -- Not applicable.


MORGAN STANLEY: Fitch Affirms $8.4-Mil. Class J at 'B/LS1'
----------------------------------------------------------
Fitch Ratings has affirmed the ratings for Morgan Stanley Capital
I Trust, Series 1997-WF1.

The affirmations are due to the pool's stable performance, low
future expected losses, as well as the high concentration of the
pool following Fitch's prospective review of potential stresses to
the transaction. As of the May 2011 distribution date, the pool's
certificate balance has paid down 97.7% to $13.0 million from
$559.2 million at issuance.

There are seven of the original 127 loans remaining in the
transaction. There are no specially serviced loans as of the May
2011 remittance report. Fitch expects minimal losses to the
remaining pool balance. Any incurred losses are expected to be
absorbed by the non-rated class J.

Fitch has identified one Loan of Concern, ABCO Desert Market
Shopping Center (18.5% of the pool balance). The loan is secured
by 61,804 square foot (sf) grocery anchored retail property
located in Phoenix, AZ. The servicer has reported that the
property's anchor, Safeway (68% of the net rentable area (NRA)),
has vacated and the space remains dark. Safeway, whose lease
expires in December 2016, continues to pay rent. Including the
Safeway lease, the March 2011 rent roll reports the property as
91% leased. Seven percent of the properties leases expire over the
next twelve months and make up approximately 16% of the property's
base rental income. The year end (YE) December 2010 debt service
coverage ratio (DSCR) reported at 1.24 times (x).

Fitch stressed the cash flow of the remaining loans by applying a
5% reduction to 2010 or 2009 fiscal YE net operating income, and
applying an adjusted market cap rate between 9% and 11% to
determine value.

Each loan also underwent a refinance test by applying an 8%
interest rate and 30-year amortization schedule based on the
stressed cash flow. All seven of the remaining loans are
considered to pay off at maturity, and could refinance to a DSCR
above 1.25x. The current weighted average DSCR for the remaining
loans is 2.47x. Six (66.37%) of the remaining 7 loans are fully
amortizing. Four loans (40.7%) mature in 2012, one loan (4.9%) in
2016, and two loans (54.4%) in 2017.

Fitch affirms these classes, Outlooks and Loss Severity (LS)
ratings:

   -- $1.7 million class H at 'AAA/LS1'; Outlook Stable.

   -- $8.4 million class J at 'B/LS1'; Outlook Stable.

Classes E and K are not rated by Fitch. Class E has paid in full,
and class K has been reduced to $2.9 million from $5.6 million at
issuance due to realized losses. Classes A-1, A-2, B, C, D, F and
G have paid in full.

The interest only class X-2 has paid in full. Fitch withdraws the
rating on the remaining interest-only class X-1.


MORGAN STANLEY: Moody's Assigns Provisional Ratings to 11 Classes
-----------------------------------------------------------------
Moody's Investors Service has assigned provisional ratings to 11
classes of CMBS securities, issued by MSC Commercial Mortgage
Trust 2011-C2, Commercial Mortgage Pass-Through Certificates,
Series 2011-C2.

   -- US$66.953M Cl. A-1 Certificate, Assigned (P)Aaa (sf)

   -- US$363.549M Cl. A-2 Certificate, Assigned (P)Aaa (sf)

   -- US$89.03M Cl. A-3 Certificate, Assigned (P)Aaa (sf)

   -- US$439.489M Cl. A-4 Certificate, Assigned (P)Aaa (sf)

   -- US$959.021M Cl. X-A Certificate, Assigned (P)Aaa (sf)

   -- US$254.9307M Cl. X-B Certificate, Assigned (P)Aaa (sf)

   -- US$45.524M Cl. B Certificate, Assigned (P)Aa2 (sf)

   -- US$50.075M Cl. C Certificate, Assigned (P)A2 (sf)

   -- US$31.866M Cl. D Certificate, Assigned (P)Baa2 (sf)

   -- US$50.076M Cl. E Certificate, Assigned (P)Baa3 (sf)

   -- US$15.174M Cl. F Certificate, Assigned (P)Ba2 (sf)

RATINGS RATIONALE

The Certificates are collateralized by 52 fixed rate loans secured
by 64 properties. The ratings are based on the collateral and the
structure of the transaction.

Moody's CMBS ratings methodology combines both commercial real
estate and structured finance analysis. Based on commercial real
estate analysis, Moody's determines the credit quality of each
mortgage loan and calculates an expected loss on a loan specific
basis. Under structured finance, the credit enhancement for each
certificate typically depends on the expected frequency, severity,
and timing of future losses. Moody's also considers a range of
qualitative issues as well as the transaction's structural and
legal aspects.

The credit risk of loans is determined primarily by two factors:
1) Moody's assessment of the probability of default, which is
largely driven by each loan's DSCR, and 2) Moody's assessment of
the severity of loss upon a default, which is largely driven by
each loan's LTV ratio. The Moody's Actual DSCR of 1.58X is higher
than the 2007 conduit/fusion transaction average of 1.31X. The
Moody's Stressed DSCR of 1.07X is higher than the 2007
conduit/fusion transaction average of 0.92X. Moody's Trust LTV
ratio of 95.2% is lower than the 2007 conduit/fusion transaction
average of 110.6%. Moody's Total LTV ratio (inclusive of
subordinated debt) of 103.1% is also considered when analyzing
various stress scenarios for the rated debt.

Moody's also considers both loan level diversity and property
level diversity when selecting a ratings approach. With respect to
loan level diversity, the pool's loan level (includes cross
collateralized and cross defaulted loans) Herfindahl Index is
16.7. With respect to property level diversity, the pool's
property level Herfindahl Index is 17.0. The transaction is
concentrated relative to previously rated conduit and fusion
transactions, but more diverse than previously rated large loan
transactions. As a result, Moody's approach to rating the deal
incorporated a blend of both Moody's conduit and large loan rating
methodologies.

Moody's grades properties on a scale of 1 to 5 (best to worst) and
considers those grades when assessing the likelihood of debt
payment. Properties situated in major markets tend to exhibit more
cash flow and capitalization rate stability over time compared to
assets located in tertiary markets. Properties located in major
markets represent approximately 88.3% of the pool balance. The
tertiary market share of 11.7% is among the lowest exposures
Moody's has observed in its rated conduit and fusion universe. The
factors considered when assigning a quality grade include market,
property age, quality of construction, location, and tenancy. The
pool's weighted average property quality grade is 2.0, which is
lower than the average of recently rated conduit deals. The low
weighted average grade is indicative of the strong market
composition of the pool and the stability of the cash flows
underlying the assets.

The transaction benefits from two loans, representing
approximately 9.8% of the pool balance in aggregate, assigned an
investment grade credit estimate. Loans assigned investment grade
credit estimates are not expected to contribute any loss to a
transaction in low stress scenarios, but are expected to
contribute minimal amounts of loss in high stress scenarios.
Moody's also considers the creditworthiness of loans when
evaluating the effects of pooling among portfolio assets.
Generally, a loan's affect on the diversity profile of a portfolio
is inversely correlated with the loan's creditworthiness. As such,
high quality loans only marginally benefit a pool's diversity
profile when they are small, or marginally harm a pool's diversity
profile when they are large. However, the Herfindahl score for
this transaction excluding loans assigned a credit estimate is
15.3. The lower Herfindahl score indicates that this transaction
receives less pooling benefit than what the true score of 16.7
would normally justify.

The principal methodology used in this rating was "CMBS: Moody's
Approach to Rating Fusion Transactions" rating methodology
published in April 2005. Other methodologies and factors that may
have been considered in the process of rating this issuer can also
be found on Moody's website.

Moody's analysis employs the excel-based CMBS Conduit Model v2.50
which derives credit enhancement levels based on an aggregation of
adjusted loan level proceeds derived from Moody's loan level DSCR
and LTV ratios. Major adjustments to determining proceeds include
loan structure, property type, sponsorship and diversity.

The V Score for this transaction is assessed as Low/Medium, the
same as the V score assigned to the U.S. Conduit and CMBS sector.
This reflects typical volatility with respect to the critical
assumptions used in the rating process as well as an average
disclosure of securitization collateral and ongoing performance.

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

Moody's Parameter Sensitivities: If Moody's value of the
collateral used in determining the initial rating were decreased
by 5%, 17%, or 29%, the model-indicated rating for the currently
rated Aaa classes would be Aa1, Aa3, A1, respectively. Parameter
Sensitivities are not intended to measure how the rating of the
security might migrate over time; rather they are designed to
provide a quantitative calculation of how the initial rating might
change if key input parameters used in the initial rating process
differed. The analysis assumes that the deal has not aged.
Parameter Sensitivities only reflect the ratings impact of each
scenario from a quantitative/model-indicated standpoint.
Qualitative factors are also taken into consideration in the
ratings process, so the actual ratings that would be assigned in
each case could vary from the information presented in the
Parameter Sensitivity analysis.

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


MORGAN STANLEY: Moody's Upgrades Rating on ACES SPC Series 2006-3
-----------------------------------------------------------------
Moody's Investors Service announced this rating action on Morgan
Stanley Managed ACES SPC Series 2006-3, a collateralized debt
obligation transaction.

The CSO, issued in 2006, references a portfolio of corporate
bonds.

Issuer: Morgan Stanley Managed ACES SPC, Series 2006-3

   -- US$$10,000,000 Class II Secured Floating Rate Notes due
      2013, Upgraded to Caa2; previously on Feb 12, 2009
      Downgraded to Caa3

RATING RATIONALE

Moody's rating action is the result of the credit improvement of
the underlying portfolio, shortened time to maturity and the level
of credit enhancement remaining in the transaction.

Since the last rating review in June 2010, the 10-year weighted
average rating factor (WARF) of the portfolio improved from 1849
to 1714, equivalent to Ba3. There are 16 reference entities with a
negative outlook compared to 8 entities with a positive outlook
and three entities on watch for downgrade and two on watch for
upgrade.

Since inception, the portfolio has experienced eight credit
events. This results in a loss of subordination of approximately
3.79%.

The current remaining life of the transaction is 1.8 years.

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

* Market Implied Ratings ("MIRs") 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

* 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 one notch higher for to that of the
  base case.

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

* Removing the notch-down adjustment on ratings of all reference
  entities on negative outlook and/or on watch for downgrade
  generates a result that is comparable to 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.

The principal methodology used in these ratings was "Moody's
Approach to Corporate Collateralized Synthetic Obligations"
published in September 2009.

Moody's analysis for this transaction is based on CDOROM v2.8.

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

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

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

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

The base case scenario modeled fits into the central macroeconomic
scenario predicted by Moody's of a sluggish recovery scenario in
the corporate universe. Should macroeconomics conditions evolve,
the CSO ratings will change to reflect the new economic
conditions.


MORGAN STANLEY: Moody's Upgrades Rating on ACES SPC Series 2006-4
-----------------------------------------------------------------
Moody's Investors Service announced this rating action on Morgan
Stanley Managed ACES SPC Series 2006-4, a collateralized debt
obligation transaction.

The CSO, issued in 2006, references a portfolio of corporate
bonds.

Issuer: Morgan Stanley Managed ACES SPC, Series 2006-4

   -- EUR5,000,000 Class II Secured Floating Rate Notes due 2013,
      Upgraded to Caa2 (sf); previously on Feb 12, 2009 Downgraded
      to Caa3 (sf)

RATING RATIONALE

Moody's rating action is the result of the credit improvement of
the underlying portfolio, shortened time to maturity and the level
of credit enhancement remaining in the transaction.

Since the last rating review in June 2010, the 10-year weighted
average rating factor (WARF) of the portfolio improved from 1849
to 1714, equivalent to Ba3. There are 16 reference entities with a
negative outlook compared to 8 entities with a positive outlook
and three entities on watch for downgrade and two on watch for
upgrade.

Since inception, the portfolio has experienced eight credit
events. This results in a loss of subordination of approximately
3.79%.

The current remaining life of the transaction is 1.8 years.

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

* Market Implied Ratings ("MIRs") 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

* 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 one notch higher for to that of the
  base case.

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

* Removing the notch-down adjustment on ratings of all reference
  entities on negative outlook and/or on watch for downgrade
  generates a result that is comparable to 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.

The principal methodology used in these ratings was "Moody's
Approach to Corporate Collateralized Synthetic Obligations"
published in September 2009.

Moody's analysis for this transaction is based on CDOROM v2.8.

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

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

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

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

The base case scenario modeled fits into the central macroeconomic
scenario predicted by Moody's of a sluggish recovery scenario in
the corporate universe. Should macroeconomics conditions evolve,
the CSO ratings will change to reflect the new economic
conditions.


MORGAN STANLEY: S&P Affirms Rating on Class E Notes at 'CCC-'
-------------------------------------------------------------
Standard & Poor's Ratings Services raised its rating on the class
D notes from Morgan Stanley Investment Management Croton Ltd., a
collateralized loan obligation (CLO) transaction managed by
INVESCO Senior Secured Management Inc., and removed it from
CreditWatch, where S&P placed it with positive implications on
March 1, 2011. "At the same time, we affirmed our ratings on the
class A-1, A-2, B (Floating), B (Fixed), C, and E notes and
removed them from CreditWatch with positive implications," S&P
said.

"The upgrade reflects improved performance we have observed in the
deal's underlying asset portfolio since we lowered our ratings on
the rated notes on Nov. 17, 2009, following the application of our
September 2009 corporate collateralized debt obligation (CDO)
criteria. As of the May 5, 2011, trustee report, the transaction
had $2.29 million of defaulted assets and approximately $13.00
million in assets from obligors with ratings (either by Standard &
Poor's or another rating agency) in the 'CCC' range. This was down
from $13.17 million in defaults and approximately $35.96 million
in assets from obligors with ratings in the 'CCC' range noted in
the Oct. 2, 2009, trustee report, which we used for the November
2009 rating action," S&P continued.

Standard & Poor's has also observed an increase in collateral
securities that mature after the notes' stated maturity date.
However, Standard & Poor's noted that this was mitigated by the
increase in the overcollateralization (O/C) available to support
the rated notes. The trustee reported these figures in the March
5, 2011, monthly report:

    * The senior O/C test was 119.77%, compared with a reported
      ratio of 112.34% in October 2009;

    * The mezzanine O/C test was 106.09%, compared with a reported
      ratio of 99.67% in October 2009; and

    * The par balance for collateral securities that mature after
      the notes' stated maturity date was $28.12 million, compared
      with a reported par balance of $0.69 million in October
      2009.

"The affirmations of our ratings on the class A-1, A-2, B
(Floating), B (Fixed), C, and E notes reflect our opinion of the
availability of credit support commensurate with the current
rating level," S&P said.

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

Rating and CreditWatch Actions

Morgan Stanley Investment Management Croton Ltd.
                       Rating
Class              To           From
A-1                AA+ (sf)     AA+ (sf)/Watch Pos
A-2                AA+ (sf)     AA+ (sf)/Watch Pos
B (Floating)       AA- (sf)     AA- (sf)/Watch Pos
B (Fixed)          AA- (sf)     AA- (sf)/Watch Pos
C                  BBB+ (sf)    BBB+ (sf)/Watch Pos
D                  B+ (sf)      CCC- (sf)/Watch Pos
E                  CCC- (sf)    CCC- (sf)/Watch Pos


MORGAN STANLEY: S&P Raises Rating on Class A-2 Notes to 'B-'
------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the
senior and class A-2 notes issued by Morgan Stanley ACES SPC's
series 2007-8, a synthetic corporate investment-grade
collateralized debt obligation (CDO) transaction.

The raised ratings reflect a change in the underlying reference
portfolio and subordination levels for the senior and class A-2
notes due to an amendment, dated May 31, 2011. The amendment
doesn't affect the ratings on the class A1, IA, IB, and IIA notes.

Ratings Raised

Morgan Stanley ACES SPC Series 2007-8

                   Rating
Class       To                 From
Senior      BB+ (sf)           BB (sf)
A-2         B- (sf)            CCC+ (sf)


MOUNTAIN VIEW: S&P Raises Rating on Class E Notes to 'B'
--------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on all
classes of notes from Mountain View Funding CLO 2006-1 Ltd., a
collateralized loan obligation (CLO) transaction managed by
Seix Advisors. "At the same time, we removed them from
CreditWatch, where we had placed them with positive implications
on March 1, 2011," S&P said.

"The upgrades reflect improved performance we have observed in the
deal's underlying asset portfolio since we lowered our ratings on
all classes on Nov. 17, 2009, following the application of our
September 2009 corporate collateralized debt obligation (CDO)
criteria. All par value (i.e. overcollateralization) ratios as
calculated by the trustee improved during this period due to a
combination of lower defaults, increased reinvestments due to
interest diversion, and the absence of a haircut," S&P noted.

The trustee reported $6.75 million in defaults in the April 2011
monthly report, down from $16.32 million in October 2009.

The transaction has a reinvestment test measured during the
reinvestment period that when triggered, diverts available
interest proceeds to be reinvested until the test is cured. The
test result (measured at the class E level) is currently passing.
(103.98% compared with a trigger of 103.0%) However, the
transaction failed the test in October 2009 (101.55%) and resulted
in an increase in the amount available for reinvestments.

When calculating the par value ratios, the trustee haircuts the
portion of the collateral rated 'CCC+' and below that is in excess
of the percentage allowed in the transaction documents. The
haircut was zero in April 2011 but was 1.21% in October 2009.

As a result, the trustee reported higher par value ratios in the
April 2011 monthly report:

    * The class A/B par value ratio was 119.82%, compared with a
      reported ratio of 117.00% in October 2009;

    * The class C par value ratio was 112.77%, compared with a
      reported ratio of 110.12% in October 2009;

    * The class D par value ratio test was 107.41%, compared with
      a reported ratio of 104.89% in October 2009; and

    * The class E par value ratio test was 103.98%, compared with
      a reported ratio of 101.55% in October 2009.

"As a result of increased credit support to the rated notes, we
raised our ratings on all classes and removed them from
CreditWatch positive. Standard & Poor's will continue to review
whether, in its view, the ratings assigned to the notes remain
consistent with the credit enhancement available to support
them and take rating actions as it deems necessary," S&P added.

Rating and CreditWatch Actions

Mountain View Funding CLO 2006-1 Ltd.
                        Rating
Class              To           From
A-1                AA+ (sf)     AA- (sf)/Watch Pos
A-2                AA+ (sf)     AA- (sf)/Watch Pos
B-1                A+ (sf)      A- (sf)/Watch Pos
B-2                A+ (sf)      A- (sf)/Watch Pos
C-1                BBB+ (sf)    BB+ (sf)/Watch Pos
C-2                BBB+ (sf)    BB+ (sf)/Watch Pos
D                  BB+ (sf)     B+ (sf)/Watch Pos
E                  B (sf)       CCC- (sf)/Watch Pos


N-STAR REAL: S&P Lowers Ratings on 2 Classes of Notes to 'CCC-'
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on the
class C-2, D-1A, and D-1B notes from N-Star Real Estate CDO I
Ltd., a cash flow collateralized debt obligation (CDO) transaction
collateralized primarily by commercial mortgage-backed securities
(CMBS). "At the same time, we affirmed our 'AAA (sf)' ratings on
the class A-1, A-2A, and A-2B notes and removed them from
CreditWatch negative. We also affirmed our ratings on four other
classes of notes," S&P said.

S&P continued, "We placed our ratings on the class A-1, A-2A, and
A-2B notes on CreditWatch negative on Jan. 18, 2011, in connection
with the implementation of our revised counterparty criteria (see
'Ratings On 950 North America Structured Finance Tranches On Watch
Neg After Counterparty Criteria Update')."

"In our review, we generated cash flow analysis to assess the
credit support available to the class A-1, A-2A, and A-2B notes
without giving benefit to the interest rate hedge agreement that
the transaction has entered into with a counterparty, stressing
the CDO under various interest rate scenarios in the absence of an
interest rate hedge. In our view, the cash flow analysis of the
transaction showed that there was no impact to the rating assigned
to the class A-1, A-2A, and A-2B notes under these stresses,
leading to our decision to affirm the current ratings assigned to
the class A-1, A-2A, and A-2B notes and remove them from
CreditWatch negative," S&P noted.

The downgrades of the class C-2, D-1A, and D-1B notes reflect a
decrease in credit support at their current ratings levels. "Since
our July 2009 rating action, in which we referenced the June 2009
trustee report, the overcollateralization (O/C) ratios have
decreased: the class A/B O/C ratio decreased to 72.31% in February
2011 from 76.96%; the class C O/C ratio decreased to 65.63% in
February 2011 from 69.45%; and the class D O/C ratio decreased to
61.55% in the February 2011 report from 65.51%, which we
referenced for this rating action. The affirmation of our ratings
on the B-1, B-2, C-1A, and C-1B notes reflects sufficient credit
support at their current rating levels," S&P related.

"We will perform similar analyses for other CDO transactions with
ratings placed on CreditWatch negative in connection with the
implementation of our updated counterparty criteria. Generally, if
we find in our analysis that the assumed absence of the hedge
agreement would not affect the current ratings assigned to the
notes, we will affirm them and remove them from CreditWatch
negative. However, if there is an impact, we will review the
counterparty-related documents in the transaction for compliance
with our updated counterparty criteria and take actions on the
ratings as we deem appropriate," S&P added.

Rating and CreditWatch Actions

N-Star Real Estate CDO I Ltd.
                    Rating
Class            To         From
A-1              AAA (sf)   AAA (sf)/Watch Neg
A-2A             AAA (sf)   AAA (sf)/Watch Neg
A-2B             AAA (sf)   AAA (sf)/Watch Neg
C-2              BB+ (sf)   BBB- (sf)
D-1A             CCC- (sf)  BB- (sf)
D-1B             CCC- (sf)  BB- (sf)

Ratings Affirmed

N-Star Real Estate CDO I Ltd.
Class               Rating
B-1                 A (sf)
B-2                 A- (sf)
C-1A                BBB+ (sf)
C-1B                BBB+ (sf)


NATIONSLINK: Fitch Affirms $1.4-Mil. Class G at 'BB/LS5'
--------------------------------------------------------
Fitch Ratings affirms NationsLink Funding Corporation's commercial
mortgage pass-through certificates, series 1999-SL:

   -- $1.4 million class G at 'BB/LS5'; Outlook Stable.

Fitch does not rate the notional $14.4 million class X. Classes A-
1, A-2, A-3, A-4, A-5, A-6, A-IV, B, C, D, E, and F have paid in
full.

The rating affirmation is the result of stable performance, no
delinquencies, and $13 million in overcollateralization (OC) to
offset the increased concentration, adverse selection and limited
financial reporting.

As of the May 2011 distribution date, the pool's collateral
balance has been reduced 99.9%, to $1.4 million from $1.18 billion
at issuance. Although the transaction has paid down significantly,
the pool still remains diverse by property type with 142 loans of
the original 2,755 remaining.

The transaction's structure has reverted to standard sequential
pay. The deal includes an OC feature which creates a first loss
piece that absorbs any losses that otherwise would result in
principal loss to the trust. The current OC amount is equal to $13
million (over 100% of the pool). To date, the OC structure of the
pool has prevented any principal losses to the trust.

Fitch does not receive loan level financial information, although
performance remains stable with a history of low delinquencies.
Approximately 3% of the pool is scheduled to mature through the
remainder of 2011, 27% in 2012 and 70% in 2013. The weighted
average mortgage coupon for the pool is 7.89%.

There is currently one (0.9%) loan in special servicing. The loan
is secured by a mixed-use property located in Berkeley, CA. The
loan was transferred to special servicing in April 2011 due to
maturity default. The loan matured in February 2011 and the
borrower was unable to payoff the loan at maturity. The special
servicer is in the process of reviewing the file to determine the
appropriate workout strategy. Fitch has identified an additional
six loans (0.9%) as Fitch loans of concern due to upcoming
maturities within the next six months.


NAVIGATOR CDO: S&P Raises Rating on Class D Notes to 'BB'
---------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the
class B, C-1, C-2, and D notes from Navigator CDO 2003 Ltd., a
collateralized loan obligation (CLO) transaction managed by GE
Capital Debt Advisors LLC. "At the same time, we removed our
ratings on the B, C-1, and C-2 notes from CreditWatch with
positive implications. We also affirmed our ratings on the class
A-2, A-3A, and A-3B notes and withdrew our rating on the class Q-1
notes," S&P stated.

The upgrades reflect an improvement in the credit quality
available to support the notes since our March 2010 rating
actions. "At that time, we lowered the ratings on the C-1,
C-2, D, and Q-1 notes following the application of our
revised criteria for rating corporate collateralized debt
obligations (CDOs; see 'Update To Global Methodologies And
Assumptions For Corporate Cash Flow And Synthetic CDOs,'
published Sept. 17, 2009)," S&P stated.

As of the April 2011 trustee report, the transaction held $0.5
million in defaulted assets and $7.2 million in assets from
underlying obligors with ratings in the 'CCC' range. "This was
down from $17.0 million in defaulted assets and $30.3 million in
assets with ratings in the 'CCC' range noted in the Nov. 3, 2009,
trustee report, which we referenced for our March 2010 rating
actions. Also, a number of defaulted obligors held in the deal
emerged from bankruptcy, with some receiving proceeds that were
higher than their carrying value in the transaction's
overcollateralization (O/C) ratio test calculation. The
transaction's O/C ratio also benefited from a reduction in
assets with ratings in the 'CCC' range and $83 million in paydowns
to the A-1 and A-2 classes. The class A O/C ratio increased to
242.8% as of the April 2011 report from 149.3% as of the November
2009 report," S&P explained.

S&P said, "We withdrew our rating on the class Q-1 notes because
they have been exchanged for their component notes according to
the trustee."

"We will continue to review our ratings on the notes and assess
whether, in our view, the ratings remain consistent with the
credit enhancement available to support them and take rating
actions as we deem necessary," S&P added.

Rating and CreditWatch Actions

Navigator CDO 2003 Ltd.
                              Rating
Class                   To           From
B                       AA+ (sf)     AA- (sf)/Watch Pos
C-1                     BBB (sf)     B+ (sf)/Watch Pos
C-2                     BBB (sf)     B+ (sf)/Watch Pos
D                       BB (sf)      CCC- (sf)

Ratings Withdrawn

Navigator CDO 2003 Ltd.
                            Rating
Class                   To           From
Q-1                     NR           CCC- (sf)

Ratings Affirmed

Navigator CDO 2003 Ltd.

Class      Rating
A-2        AAA (sf)
A-3A       AAA (sf)
A-3B       AAA (sf)

NR -- Not rated.


NEWCASTLE CDO: Moody's Affirms Ratings of All CRE CDO Classes
-------------------------------------------------------------
Moody's has affirmed all classes of Notes issued by Newcastle CDO
VII Limited. Previously, in October 2010, Moody's noted in its
press release that the deal had failed its Class III and Class IV
interest coverage tests, and the failure of all Par Value tests,
which includes the Indenture Specified Event of Default Par Value
Test. As a result of this failure, on April 21, 2011, the Trustee
provided Notice that holders of the majority of each class of
Notes voted to accelerate the deal and liquidate collateral
pursuant to its Indenture. The Trustee has further provided Notice
that the collateral is scheduled for liquidation on June 7th,
2011. The rating action is the result of Moody's on-going
surveillance of commercial real estate collateralized debt
obligation (CRE CDO) transactions.

   -- Class I-A, Affirmed at Ca (sf); previously on Oct 5, 2010
      Downgraded to Ca (sf)

   -- Class I-B, Affirmed at C (sf); previously on Oct 5, 2010
      Downgraded to C (sf)

   -- Class II, Affirmed at C (sf); previously on Oct 5, 2010
      Downgraded to C (sf)

   -- Class III, Affirmed at C (sf); previously on Oct 5, 2010
      Downgraded to C (sf)

   -- Class IV-FL, Affirmed at C (sf); previously on Mar 18, 2009
      Downgraded to C (sf)

   -- Class IV-FX, Affirmed at C (sf); previously on Mar 18, 2009
      Downgraded to C (sf)

RATINGS RATIONALE

Newcastle CDO VII, Limited is a CRE CDO transaction backed by a
portfolio commercial mortgage backed securities (CMBS) (68.9%),
residential mortgage backed securities (RMBS) (16.2%), REIT debt
(13.9%), and small business loans (1.2%). As of the April 26, 2011
Trustee report, the aggregate Note balance of the transaction has
decreased to $515.1 million from $525.0 million at issuance, with
approximately $16.3 million in paydowns direct to the Class I-A
Notes. The paydowns are a result of the redirection of all
interest and principle to paydown the Class I-A Notes due to the
failure of all Par Value tests. The deal is currently in default
as the indenture lists as a Event of Default if the Class I Par
Value Ratio is less than 103%. The trustee indicates that ratio is
now -14.7%.

There are currently 32 assets (53.1% of the collateral balance)
that are Defaulted Assets. While recoveries from the liquidation
can only be estimated, given the amount of Defaulted Securities,
Moody's believes that the recovery for Class 1-A will fall within
the parameters of its current rating.

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.

The principal methodology used in these ratings were "Moody's
Approach to Rating SF CDOs" published in November 2010.

The supplemental methodology used in rating this transaction was
"Moody's Approach to Rating Structured Finance Securities in
Default", published in November 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.


NEWCASTLE CDO: S&P Lowers Ratings on 5 Classes of Notes to 'CC'
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on seven
classes of notes from Newcastle CDO VI Ltd., a cash flow
collateralized debt obligation (CDO) transaction managed by
Newcastle Investment Corp., and removed two of them from
CreditWatch, where S&P placed them with negative implications on
March 1, 2011. "At the same time, we affirmed our rating on the
transaction's class V-Def notes," S&P said.

"The downgrades reflect the credit deterioration of the underlying
assets since our Sept. 2, 2010, rating action, when we downgraded
all of the notes. Since that date, the amount of assets considered
to have defaulted has increased to $67.8 million, or 19.6% of the
portfolio based on the April 2011 trustee report, which we
referenced in the rating action. There were $64.4 million of
defaulted assets, or 14.3% of the portfolio based on the July 26,
2010, trustee report, which we referenced in our September 2010
rating action," S&P continued.

"The affirmation reflects sufficient credit to support our current
rating on the class," S&P said.

The increased defaults have caused a reduction in the par value
coverage ratios of the rated notes. In the April 2011 monthly
report, the trustee reported:

    * A class I par value ratio of 69.14%, down from 78.79% in
      July 2010;

    * A class II par value ratio of 61.90%, down from 74.22% in
      July 2010;

    * A class III par value ratio of 58.09%, down from 70.38% in
      July 2010; and

    * A class IV par value ratio of 55.99%, down from 68.24% in
      July 2010.

Rating and CreditWatch Actions

Newcastle CDO VI Ltd.
                Rating
Class        To         From
IMMLT        BB+ (sf)   A- (sf)/Watch Neg
I-B          CCC- (sf)  BB+ (sf)/Watch Neg
II Def       CC (sf)    CCC+ (sf)
III-FL Def   CC (sf)    CCC- (sf)
III-FX Def   CC (sf)    CCC- (sf)
IV-FL Def    CC (sf)    CCC- (sf)
IV-FX Def    CC (sf)    CCC- (sf)

Ratings Affirmed

Newcastle CDO VI Ltd.
Class        Rating
V-Def        CC (sf)


NEWCASTLE CDO: S&P Lowers Rating on Class F Notes to 'CC'
---------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on the
class E and F notes issued by Newcastle CDO X Ltd., an arbitrage
collateralized debt obligation (CDO) transaction collateralized
primarily by commercial mortgage-backed securities (CMBS). "In
addition, we affirmed our ratings on the class S, A-1, A-2, A-3,
C, and D notes from the same transaction and removed the rating on
the class S notes from CreditWatch with negative implications,"
S&P stated.

"We placed our rating on the class S notes on CreditWatch negative
on Jan. 18, 2011, in connection with the implementation of our
revised counterparty criteria (see 'Ratings On 950 North America
Structured Finance Tranches On Watch Neg After Counterparty
Criteria Update,' published Jan. 18, 2011)," S&P continued.

"In our review, we generated cash flow analysis to assess the
credit support available to the class S notes without giving
benefit to the interest rate hedge agreements that the transaction
has entered into with a counterparty, stressing the CDO under
various interest rate scenarios in the absence the interest rate
hedges. In our view, the cash flow analysis of the transaction
showed that there was no impact to the rating assigned to the
class S notes under these stresses, which led us to affirm the
current rating assigned to the class S notes and to remove it from
CreditWatch negative," S&P related.

"The affirmations of our ratings on the class A-1, A-2, A-3, C,
and D notes reflect the availability of credit support at the
current rating levels," S&P said.

"The lowered ratings on the class E and F notes reflect a decrease
in the underlying collateral since our last rating action on Oct.
14, 2010. Since that time, based on numbers obtained from the
trustee reports, there has been a $47.29 million par loss in the
deal, mostly due to sales of defaulted securities, without an
offsetting decrease in the rated liabilities," noted S&P.

"We will perform similar analyses for other CDO transactions with
ratings placed on CreditWatch negative in connection with the
implementation of our updated counterparty criteria. Generally, if
we find in our analysis that the assumed absence of the hedge
agreement would not affect the current ratings assigned to the
notes, we will affirm them and remove them from CreditWatch
negative. However, if there is an impact, we will review the
counterparty-related documents in the transaction for compliance
with our updated counterparty criteria and take actions on the
ratings as we deem appropriate," according to S&P.

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

Rating and CreditWatch Actions

Newcastle CDO X Ltd.

Class                 Rating
                To            From
S               AAA (sf)      AAA (sf)\Watch Neg
E               CCC- (sf)     CCC (sf)
F               CC (sf)       CCC- (sf)

Ratings Affirmed

Newcastle CDO X Limited

Class           Rating
A-1             AA- (sf)
A-2             BB+ (sf)
A-3             BB- (sf)
C               B- (sf)
D               CCC+ (sf)


OCWEN RESIDENTIAL: Moody's Downgrades Ratings of Three Tranches
---------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 3 tranches
from 1 RMBS transaction. The collateral backing the deal primarily
consists of first-lien, fixed and adjustable rate "scratch and
dent" residential mortgages.

Scratch and Dent deals are classified outside of Moody's primary
categorizations (Prime Jumbo, Subprime, Option ARMs and Alt-A) for
a number of reasons. The pools may include mortgages that have
been originated outside an originator's program guidelines in some
way, or mortgages where borrowers missed payments in the past.
These pools may also include loans with document defects at
origination that were since rectified. Due to the varied content
of Scratch and Dent mortgage pools, which can range from seasoned
prime-like loans to non-prime loans that were seriously delinquent
at the time of securitization, credit quality of these pools
varies considerably.

RATINGS RATIONALE

The actions are a result of deteriorating performance of Scratch
and Dent pools under stressed housing and macroeconomic
conditions. The actions reflect Moody's updated loss expectations
on Scratch and Dent pools.

The principal methodology used in these ratings is described in
the Monitoring and Performance Review section in "Moody's Approach
to Rating US Residential Mortgage-Backed Securities" published in
December 2008. Other methodologies used include "US RMBS
Surveillance Methodology for Scratch and Dent" published in May
2011, which accounts for the deteriorating performance and
outlook.

Moody's final rating actions are based on current levels of credit
enhancement, collateral performance and updated pool-level loss
expectations. Moody's took into account credit enhancement
provided by seniority, cross-collateralization, excess spread,
time tranching, and other structural features within the senior
note waterfalls.

The above mentioned approach " US RMBS Surveillance Methodology
for Scratch and Dent" is adjusted slightly when estimating losses
on pools left with a small number of loans 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. To
project losses on pools with fewer than 100 loans, Moody's first
estimates a "baseline" average rate of new delinquencies ranging
from 3% for prime-like loans to 11% for non-prime loans in Scratch
and Dent pools.. The baseline rate is generally higher than the
average rate of new delinquencies for larger pools. Once the
baseline rate is set, further adjustments are made based on 1) the
number of loans remaining in the pool and 2) the level of current
delinquencies in the pool. The fewer the number of loans remaining
in the pool, the higher the volatility in performance. 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
near-prime Scratch and Dent pool with 74 loans , the adjusted rate
of new delinquency would be 3.03%. In addition, 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 0.75 to
2.50 for current delinquencies ranging from less than 10% 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 levels remain
high, and weakness persists in the housing market. Overall,
Moody's assumes a further 5% decline in home prices with
stabilization in late 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: Ocwen Residential MBS Corporation Series 1998-R2

   -- B1-F, Downgraded to B1 (sf); previously on Nov 18, 2010 A3
      (sf) Placed Under Review for Possible Downgrade

   -- B1-A, Downgraded to B1 (sf); previously on Nov 18, 2010 A1
      (sf) Placed Under Review for Possible Downgrade

   -- B2-A, Downgraded to Caa3 (sf); previously on Nov 18, 2010
      Caa1 (sf) Placed Under Review for Possible Downgrade


PARKRIDGE LANE: S&P Affirms Ratings on 3 Classes at 'CCC-'
----------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on the
class B, C, D, and E notes from Parkridge Lane Structured Finance
Special Opportunities CDO I Ltd., a static collateralized debt
obligation (CDO) transaction backed by residential mortgage-backed
securities (RMBS) and CDOs. "At the same time, we removed our
ratings on the notes from CreditWatch with negative implications
where we placed them on March 1, 2011," S&P related.

"Based on our review of the collateral detailed in the April 5,
2011, trustee report, which we used for our analysis, all of the
rated notes from Parkridge Lane Structured Finance Special
Opportunities CDO I Ltd. have credit support that is commensurate
with the current rating levels," S&P continued.

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. "We will take
rating actions as we deem necessary," S&P added.

Rating and CreditWatch Actions

Parkridge Lane Structured Finance Special Opportunities CDO I Ltd.
              Rating
Class     To           From
B         CCC+ (sf)    CCC+ (sf)/Watch Neg
C         CCC- (sf)    CCC- (sf)/Watch Neg
D         CCC- (sf)    CCC- (sf)/Watch Neg
E         CCC- (sf)    CCC- (sf)/Watch Neg

Transaction Information

Issuer: Parkridge Lane Structured Finance Special Opportunities
        CDO I Ltd.

Co-Issuer: Parkridge Lane Structured Finance Special Opportunities
           CDO I Corp.

Collateral manager: Fortress Investment Group LLC
Underwriter: Lehman Brothers Inc.
Trustee: Bank of America N.A.
Transaction type: Cash flow CDO of mezzanine SF


PROTECTIVE FINANCE: Moody's Affirms 23 CMBS Classes of 2007-PL
--------------------------------------------------------------
Moody's Investors Service (Moody's) affirmed the ratings of 23
classes of Protective Finance Corporation REMIC Commercial
Mortgage Pass-Through Certificates Series 2007-PL:

   -- Cl. A-1, Affirmed at Aaa (sf); previously on Apr 4, 2008
      Definitive Rating Assigned Aaa (sf)

   -- Cl. A-2, Affirmed at Aaa (sf); previously on Apr 4, 2008
      Definitive Rating Assigned Aaa (sf)

   -- Cl. A-3, Affirmed at Aaa (sf); previously on Apr 4, 2008
      Definitive Rating Assigned Aaa (sf)

   -- Cl. A-4, Affirmed at Aaa (sf); previously on Apr 4, 2008
      Definitive Rating Assigned Aaa (sf)

   -- Cl. A-1A, Affirmed at Aaa (sf); previously on Apr 4, 2008
      Definitive Rating Assigned Aaa (sf)

   -- Cl. A-M, Affirmed at Aaa (sf); previously on Apr 4, 2008
      Definitive Rating Assigned Aaa (sf)

   -- Cl. A-J, Affirmed at Aaa (sf); previously on Apr 4, 2008
      Definitive Rating Assigned Aaa (sf)

   -- Cl. IO, Affirmed at Aaa (sf); previously on Apr 4, 2008
      Definitive Rating Assigned Aaa (sf)

   -- Cl. B, Affirmed at Aa1 (sf); previously on Apr 4, 2008
      Definitive Rating Assigned Aa1 (sf)

   -- Cl. C, Affirmed at Aa2 (sf); previously on Apr 4, 2008
      Definitive Rating Assigned Aa2 (sf)

   -- Cl. D, Affirmed at Aa3 (sf); previously on Apr 4, 2008
      Definitive Rating Assigned Aa3 (sf)

   -- Cl. E, Affirmed at A1 (sf); previously on Apr 4, 2008
      Definitive Rating Assigned A1 (sf)

   -- Cl. F, Affirmed at A2 (sf); previously on Apr 4, 2008
      Definitive Rating Assigned A2 (sf)

   -- Cl. G, Affirmed at A3 (sf); previously on Apr 4, 2008
      Definitive Rating Assigned A3 (sf)

   -- Cl. H, Affirmed at Baa1 (sf); previously on Apr 4, 2008
      Definitive Rating Assigned Baa1 (sf)

   -- Cl. J, Affirmed at Baa2 (sf); previously on Apr 4, 2008
      Definitive Rating Assigned Baa2 (sf)

   -- Cl. K, Affirmed at Baa3 (sf); previously on Apr 4, 2008
      Definitive Rating Assigned Baa3 (sf)

   -- Cl. L, Affirmed at Ba1 (sf); previously on Apr 4, 2008
      Definitive Rating Assigned Ba1 (sf)

   -- Cl. M, Affirmed at Ba2 (sf); previously on Apr 4, 2008
      Definitive Rating Assigned Ba2 (sf)

   -- Cl. N, Affirmed at Ba3 (sf); previously on Apr 4, 2008
      Definitive Rating Assigned Ba3 (sf)

   -- Cl. O, Affirmed at B2 (sf); previously on Jun 17, 2010
      Downgraded to B2 (sf)

   -- Cl. P, Affirmed at B3 (sf); previously on Jun 17, 2010
      Downgraded to B3 (sf)

   -- Cl. Q, Affirmed at Caa2 (sf); previously on Jun 17, 2010
      Downgraded to Caa2 (sf)

RATINGS RATIONALE

The affirmations are due to overall stable pool performance and
key rating parameters, including Moody's loan to value (LTV)
ratio, Moody's stressed debt service coverage ratio (DSCR) and the
Herfindahl Index (Herf), remaining within acceptable ranges.

Moody's rating action reflects a cumulative base expected loss of
1.9% of the current balance. Moody's stressed scenario loss is
5.6% of the current balance. Depending on the timing of loan
payoffs and the severity and timing of losses from specially
serviced loans, the credit enhancement level for investment grade
classes could decline below the current levels. 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 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.

The principal methodology used in this rating was "CMBS: Moody's
Approach to Rating U.S. Conduit Transactions" published in
September 2000.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.50 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) 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 (sf) 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 (sf) and B2 (sf),
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 88 compared to 92 at last review.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) 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, 2010.

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

DEAL PERFORMANCE

As of the May 16, 2011 distribution date, the transaction's
aggregate certificate balance has decreased by 19% to $822.8
million from $1.02 billion at securitization. The Certificates are
collateralized by 182 mortgage loans ranging in size from less
than 1% to 4% of the pool.

No loans 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 (CREFC) monthly
reporting package. As part of Moody's ongoing monitoring of a
transaction, Moody's reviews the watchlist to assess which loans
have material issues that could impact performance.

The pool has not experienced any losses since securitization. Two
loans, representing 1% of the pool, are currently in special
servicing. Moody's is only expecting a losses on one of the two
loans in special servicing and has estimated an aggregate $2.8
million loss for this loan (88% expected loss).

Moody's was provided with full year 2009 or full year 2010
operating results for 97% of the pool. Moody's weighted average
LTV is 78% compared to 79% at last review. Moody's net cash flow
reflects a weighted average haircut of 16% to the most recently
available net operating income. Moody's value reflects a weighted
average capitalization rate of 9.5%.

Moody's actual and stressed DSCRs are 1.24X and 1.44X,
respectively, compared to 1.26X and 1.40X at last review. Moody's
actual DSCR is based on Moody's net cash flow (NCF) and the loan's
actual debt service. Moody's stressed DSCR is based on Moody's NCF
and a 9.25% stressed rate applied to the loan balance.

The top three performing loans represent 9% of the pool balance.
The largest exposure consists of two cross collateralized loans
which are secured by adjacent shopping centers located in Beckley,
West Virginia ($29.0 million -- 3.5% of the pool). One loan is
anchored by Lowe's and is 100% leased as of March 2011 compared to
86% at last review. The second loan is anchored by Kohl's and
Marquee Cinemas and is 100% leased as of March 2011 compared to
99% at last review. Overall performance has improved as a result
of lower vacancy. The loans have amortized 12% since
securitization. Moody's LTV and stressed DSCR are 86% and 1.20X,
respectively, compared to 92% and 1.12X at last review.

The second largest loan is secured by a multi-tenanted office
building located in Birmingham, Alabama ($24.7 million -- 3.0% of
the pool). The building is 100% leased, the same as last review.
The largest tenant is First Commercial Bank which leases 28% of
the net rentable area (NRA) through August 2017. The loan has
amortized 6% since securitization. Moody's LTV and stressed DSCR
are 72% and 1.38X, respectively, compared to 73% and 1.37X at last
review.

The third largest loan is is secured by a retail center located in
Monroe, North Carolina ($23.7 million -- 2.9% of the pool). As of
December 2010, the property was 97% leased compared to 83% at last
review. The property is anchored by Target and TJ Maxx. The loan
has amortized 8% since securitization. Moody's LTV and stressed
DSCR are 89% and 1.09X, respectively, compared to 93% and 1.05X at
last review.


RACE POINT: Moody's Upgrades Ratings of Seven CLO Notes Classes
---------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by Race Point II CLO, Limited:

   -- US$15,000,000 Class B-1 Senior Secured Deferrable Floating
      Rate Notes, Due 2015, Upgraded to Aa3 (sf); previously on
      November 3, 2010 Upgraded to Baa1 (sf);

   -- US$38,000,000 Class B-2 Senior Secured Deferrable Fixed Rate
      Notes, Due 2015, Upgraded to Aa3 (sf); previously on
      November 3, 2010 Upgraded to Baa1 (sf);

   -- US$12,000,000 Class C-1 Senior Secured Deferrable Floating
      Rate Notes, Due 2015, Upgraded to Baa2 (sf); previously on
      November 3, 2010 Upgraded to Ba3 (sf);

   -- US$5,000,000 Class C-2 Senior Secured Deferrable Fixed Rate
      Notes, Due 2015, Upgraded to Baa2 (sf); previously on
      November 3, 2010 Upgraded to Ba3 (sf);

   -- US$3,500,000 Class D-1 Senior Secured Deferrable Floating
      Rate Notes, Due 2015, Upgraded to Ba1 (sf); previously on
      November 3, 2010 Upgraded to Caa1 (sf);

   -- US$3,000,000 Class D-2 Senior Secured Deferrable Floating
      Rate Notes, Due 2015, Upgraded to Ba1 (sf); previously on
      November 3, 2010 Upgraded to Caa1 (sf);

   -- US$4,000,000 Class D-3 Senior Secured Deferrable Fixed Rate
      Notes, Due 2015, Upgraded to Ba1 (sf); previously on
      November 3, 2010 Upgraded to Caa1 (sf).

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 45.65% or $110.3 million since the
rating action in November 2010. As of the latest trustee report
dated May 2, 2011, the Class A, Class B, Class C and Class D
overcollateralization ratios are reported at 170.7%, 131.9%,
122.9% and 118.0%, respectively, versus September 2010 levels of
147.9%, 122.6%, 116.2% and 112.6%, respectively. On the May 17,
2011 Payment Date, Class A-1 received $33.7 million as a principal
payment.

Moody's also notes that the deal has benefited from improvement in
the credit quality of the underlying portfolio since the rating
action in November 2010. Based on the May 2011 trustee report, the
weighted average rating factor is 2759 compared to 2799 in
September 2010 and the dollar amount of defaulted securities has
decreased to about $1.8 million from approximately $7.2 million in
September 2010.

Additionally, Moody's noted that the underlying portfolio includes
a number of investments in securities that mature after the
maturity date of the notes. These investments potentially expose
the notes to market risk in the event of liquidation at the time
of the notes' maturity.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" and "Annual Sector Review (2009): Global CLOs," key
model inputs used by Moody's in its analysis, such as par,
weighted average rating factor, diversity score, and weighted
average recovery rate, may be different from the trustee's
reported numbers. In its base case, Moody's analyzed the
underlying collateral pool to have a performing par and principal
proceeds balance of $273.2 million, defaulted par of $1.8 million,
a weighted average default probability of 21.27% (implying a WARF
of 3668), a weighted average recovery rate upon default of 41.62%,
and a diversity score of 52. 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.

Race Point II CLO, Limited, issued in April 2003, is a
collateralized loan obligation backed primarily by a portfolio of
senior secured loans.

The principal methodology used in this rating was the "Moody's
Approach to Rating Collateralized Loan Obligations" published in
August 2009.

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

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

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

In addition to the base case analysis, Moody's also performed
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% (2934)

Class A-1: 0

Class A-2: 0

Class B-1: +2

Class B-2: +2

Class C-1: +3

Class C-2: +3

Class D-1: +2

Class D-2: +2

Class D-3: +2

Moody's Adjusted WARF + 20% (4402)

Class A-1: 0

Class A-2: 0

Class B-1: -2

Class B-2: -2

Class C-1: -1

Class C-2: -1

Class D-1: -2

Class D-2: -2

Class D-3: -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. 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.


REVE SPC: S&P Lowers Ratings on 2 Classes of Notes to 'D'
---------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on the
notes from REVE SPC's series 59, a synthetic collateralized debt
obligation (CDO) transaction.

The lowered ratings follow credit events in the transaction's
underlying reference portfolio that have caused the tranches to
incur principal losses.

Ratings Lowered

REVE SPC Series 59

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


ROYAL BANK: S&P Withdraws 'CCC' Rating on Credit Default Swap
-------------------------------------------------------------
Standard & Poor's Ratings Services withdrew its rating on the
credit default swap issued by Royal Bank of Canada, Maples 2007-12
CDS Reference 230681, a synthetic collateralized debt
obligation.

"We withdrew our rating at the arranger's request," S&P added.

Rating Withdrawn

Credit Default Swap
Maples 2007-12 CDS Reference 230681

                  Rating
Class         To        From
Tranche       NR        CCC-srp (sf)

NR -- Not rated


SANDS POINT: S&P Affirms Rating on Class D Notes at 'BB+'
---------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on the
class A-1, A-2 loss th, A-3, B, C deferrab, and D deferrab notes
from Sands Point Funding Ltd., a collateralized loan obligation
(CLO) transaction managed by Guggenheim Investment Management LLC.
"At the same time, we removed our ratings on the class B and C
deferrab notes from CreditWatch with positive implications," S&P
stated.

The affirmations reflect the availability of sufficient credit
support at the current rating levels. "We will continue to review
our ratings on the notes and assess whether, in our view, the
ratings remain consistent with the credit enhancement available to
support them and take rating actions as we deem necessary," S&P
noted.

Ratings Affirmed and Removed From CreditWatch Positive

Sands Point Funding Ltd.
                              Rating
Class                   To           From
B                       A+ (sf)      A+ (sf)/Watch Pos
C deferrab              BBB+ (sf)    BBB+ (sf)/Watch Pos

Ratings Affirmed

Sands Point Funding Ltd.

Class       Rating
A-1         AA+ (sf)
A-2 loss th AA+ (sf)
A-3         AA+ (sf)
D deferrab  BB+ (sf)


SCHILLER PARK: Moody's Upgrades Ratings of Two Classes of Notes
---------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by Schiller Park CLO Ltd.:

   -- US$16,000,000 Class B Floating Rate Notes Due 2021, Upgraded
      to A1 (sf); previously on September 29, 2009 Downgraded to
      A2 (sf);

   -- US$27,000,000 Class C Deferrable Floating Rate Notes Due
      2021, Upgraded to Baa3 (sf); previously on September 29,
      2009 Confirmed at Ba1 (sf);

   -- US$25,000,000 Class D Deferrable Floating Rate Notes Due
      2021, Upgraded to Ba2 (sf); previously on September 29, 2009
      Confirmed at B1 (sf).

RATINGS RATINALE

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

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 May 2011, the weighted average
rating factor is currently 2493 compared to 2824 in the August
2009 report, and securities rated Caa1/CCC+ or lower make up
approximately 6.3% of the underlying portfolio versus 16.1% in
August 2009.

The overcollateralization ratios of the rated notes have also
improved since the rating action in September 2009. The Senior
Overcollateralization Ratio is reported at 124.96%, versus the
August 2009 level of 119.00%, and the overcollateralization test
is currently in compliance. Additionally, the deal has benefitted
from the diversion of excess interest to the principal collection
account as a result of cumulative losses exceeding a $1 million
threshold. The diverted amount, called the loss replenishment
amount, is calculated by comparing cumulative losses on trading
activity and defaults with cumulative gains and prior amounts
diverted in excess of the threshold.

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 $396 million, defaulted par of $9.7 million, a
weighted average default probability of 29.45% (implying a WARF of
3610), a weighted average recovery rate upon default of 44.25%,
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.

Schiller Park CLO Ltd., issued in March 2007, is a collateralized
loan obligation backed primarily by a portfolio of senior secured
loans.

The principal methodology used in this rating was "Moody's
Approach to Rating Collateralized Loan Obligations" published in
August 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.

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

In addition to the base case analysis, Moody's also performed
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% (2888)

Class A-1a: 0

Class A-1b: +3

Class A2: +2

Class B: +3

Class C: +4

Class D: +4

Moody's Adjusted WARF + 20% (4332)

Class A-1a: 0

Class A-1b: -1

Class A2: -2

Class B: -1

Class C: 0

Class D: 0

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

Sources of additional performance uncertainties are:

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

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

3. Other collateral quality metrics: The deal is allowed to
   reinvest and the manager has the ability to deteriorate the
   collateral quality metrics' existing cushions against the
   covenant levels. Moody's analyzed the impact of assuming the
   worse 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 levels higher than the covenant
   levels due to the large difference between the reported and
   covenant levels.


SORIN REAL: S&P Lowers Ratings on 2 Classes of Notes to 'CC'
------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on the
class A-1, A-2, B, D, and E notes from Sorin Real Estate CDO I
Ltd., a collateralized debt obligation (CDO) transaction backed by
commercial mortgage-backed securities (CMBS). "At the same time,
we removed the ratings on the class A-1, A-2, and B notes from
CreditWatch, where we placed them with negative implications on
March 1, 2011. Concurrently, we affirmed our ratings on the class
C and F notes," S&P said.

S&P continued, "The overall credit support available to the rated
notes has declined since our last review in July 2010. The
transaction's defaults have increased to $88.75 million as of the
April 28, 2011, trustee report that we used in our current
analysis, from $65.69 million as of the May 28, 2010, trustee
report that we based our July 2010 actions on."

The transaction has also seen significant deterioration in the
overcollateralization (O/C) available to support the rated notes.
The trustee reported these O/C ratios in the April 28, 2011,
monthly report:

    * The class A/B O/C ratio was 85.15%, compared with a reported
      ratio of 93.82% in May 2010;

    * The class C O/C ratio was 81.99%, compared with a reported
      ratio of 90.52% in May 2010; and

    * The class D/E O/C ratio was 77.71%, compared with a reported
      ratio of 86.07% in May 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 it deems necessary.

Rating and CreditWatch Actions

Sorin Real Estate CDO I Ltd.
              Rating
Class     To           From
A-1       CCC+ (sf)    BB (sf)/Watch Neg
A-2       CCC (sf)     B (sf)/Watch Neg
B         CCC- (sf)    B- (sf)/Watch Neg
D         CC (sf)      CCC- (sf)
E         CC (sf)      CCC- (sf)

Ratings Affirmed

Sorin Real Estate CDO I Ltd.
Class        Rating
C            CCC- (sf)
F            CC (sf)

Transaction Information

Issuer:              Sorin Real Estate CDO I Ltd.
Collateral manager:  Sorin Capital Management
Underwriter:         Citigroup Inc.
Trustee:             Wells Fargo Bank N.A.
Transaction type:    Cash flow CDO of CMBS


STACK 2004-1: S&P Affirms Rating on Class D Notes at 'CC'
---------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on the class
B notes issued by Stack 2004-1 Ltd., a collateralized debt
obligation (CDO) transaction collateralized primarily by
residential mortgage-backed securities (RMBS). "At the same time,
we affirmed our ratings on the class C and D notes. Concurrently,
we removed our ratings on the class A and B notes from CreditWatch
negative," S&P stated.

"The downgrade reflects the credit deterioration of the underlying
assets that has occurred since our Sept. 8, 2010, rating action,
when we downgraded the class B and C notes. According to the
latest trustee report as of April 8, 2011, the percentage of
defaulted assets has increased to $34.5 million from $20.4 million
since the Aug. 3, 2010 trustee report, on which we based our
previous rating action. The class A/B overcollateralization (O/C)
ratio has decreased to 94.4% from 118.5% since our September 2010
rating action. The affirmations reflect paydowns to the class A
notes and credit support available to the notes to support their
current ratings," S&P said.

S&P added, "Our downgrade and affirmations follow an event of
default in which the class A/B O/C ratio had fallen below 100% as
of April 8, 2011."

Rating Actions

Stack 2004-1 Ltd.
                      Rating
Class           To             From
B               CCC (sf)       B- (sf)/Watch Neg
A               A+ (sf)        A+ (sf)/Watch Neg

Ratings Affirmed

Stack 2004-1 Ltd.
Class           Rating
C               CCC- (sf)
D               CC (sf)


STRAITS GLOBAL: S&P Gives 'D' Ratings on 3 Classes of Notes
-----------------------------------------------------------
Standard & Poor's Ratings Services owered and removed from
CreditWatch negative its rating on the class A-1 notes from
Straits Global ABS CDO I Ltd., a cash flow collateralized debt
obligation (CDO) transaction backed by mezzanine structured
finance securities.

"We previously lowered the rating on the A-1 notes on Sept. 20,
2010. The A-1 note balance has decreased to $45.37 million as of
May 2011, from $52.99 as of August 2010. Despite the reduced note
balance, the class A-1 overcollateralization ratio has fallen to
25.74% from 37.94% during the same time period," S&P said.

Rating Lowered

Straits Global ABS CDO I Ltd.
                Rating
Class       To          From
A-1         CCC- (sf)   BB- (sf)/Watch Neg

Other Ratings Outstanding

Straits Global ABS CDO I Ltd.

Class       Rating
A-2         D (sf)
B-1         D (sf)
B-2         D (sf)
C-1         CC (sf)
C-2         CC (sf)
A Combo     CC (sf)
B Combo     CC (sf)


STRATFORD CLO: Moody's Upgrades Ratings of Six CLO Notes Classes
----------------------------------------------------------------
Moody's Investors Service has upgraded these notes issued by
Stratford CLO Ltd.:

   -- US$417,200,000 Class A-1 Floating Rate Senior Secured
      Extendable Notes Due 2021 (current outstanding balance of
      $379,695,299), Upgraded to Aa1 (sf); previously on
      September 30, 2009 Downgraded to Aa2 (sf);

   -- US$104,300,000 Class A-2 Floating Rate Senior Secured
      Extendable Notes Due 2021, Upgraded to A3 (sf); previously
      on September 30, 2009 Downgraded to Baa1 (sf);

   -- US$41,300,000 Class B Floating Rate Senior Secured
      Extendable Notes Due 2021, Upgraded to Baa3 (sf); previously
      on September 30, 2009 Downgraded to Ba1 (sf);

   -- US$37,100,000 Class C Floating Rate Senior Secured
      Deferrable Interest Extendable Notes Due 2021, Upgraded to
      Ba3 (sf); previously on September 30, 2009 Downgraded to B2
      (sf);

   -- US$16,100,000 Class D Floating Rate Senior Secured
      Deferrable Interest Extendable Notes Due 2021, Upgraded to
      Caa2 (sf); previously on September 30, 2009 Downgraded to Ca
      (sf);

   -- US$21,000,000 Class E Floating Rate Senior Secured
      Deferrable Interest Extendable Notes Due 2021 (current
      outstanding balance of $15,576,538), Upgraded to Caa3 (sf);
      previously on September 30, 2009 Downgraded to C (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 since the previous rating action in
September 2009. In particular, the Class A Notes have delevered by
approximately $30 million since the last rating action as a result
of previous overcollateralization test failures.

The overcollateralization ratios of the rated notes have improved
since the rating action in September 2009. The Class A/B, Class C,
Class D and Class E overcollateralization ratios are reported at
116.61%, 108.92%, 105.89% and 102.75%, respectively, versus July
2009 levels of 107.36%, 100.67%, 98.02% and 95.26%, respectively.
With the exception of the Class E overcollateralization test, all
other overcollateralization tests are currently in compliance. The
Class E Notes benefit from a "turbo" amortization feature where
interest proceeds are used to pay down the Class E Notes'
principal upon the failure of the Class E overcollateralization
test, until such test is cured.

Improvement in the credit quality is observed through an
improvement in the average credit rating (as measured by the
weighted average rating factor), an increase in diversity and a
decrease in the proportion of securities from issuers rated Caa1
and below. In particular, as of the latest trustee report dated
April 20, 2011, the weighted average rating factor is currently
2762 compared to 3117 in the July 2009 report, diversity is
currently 63 compared to 60 in July 2009, and securities rated
Caa1 or lower make up approximately 9.4% of the underlying
portfolio versus 12.1% in July 2009. In addition, there are
currently $54.9 million of defaulted securities based on the April
2011 trustee report, compared to $89.3 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 $601.5 million, defaulted par of approximately
$54 million, a weighted average default probability of 34.91%
(implying a WARF of 4447), a weighted average recovery rate upon
default of 41.77%, 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.

Stratford CLO Ltd., issued in October 2007, is a collateralized
loan obligation backed primarily by a portfolio of senior secured
loans. According to the April 2011 trustee report, CLO securities
make up approximately 6.3% of the portfolio.

The principal methodology used in this rating was "Moody's
Approach to Rating Collateralized Loan Obligations" published in
August 2009.

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

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

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

For securities whose default probabilities are assessed through
credit estimates ("CEs"), Moody's applied additional default
probability stresses by assuming an equivalent of Caa3 for CEs
that were not updated within the last 15 months. 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.

In addition to the base case analysis, Moody's also performed
sensitivity analyses to test the impact on all rated notes of
various default probabilities. 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% (3558)

Class A-1: 0

Class A-1: +3

Class B: +2

Class C: +2

Class D: +4

Class E: +2

Moody's Adjusted WARF + 20% (5336)

Class A-1: -2

Class A-2: -2

Class B: -2

Class C: -2

Class D: -2

Class E: 0

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

Sources of additional performance uncertainties are:

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

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

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

4) Staleness of credit estimates: 10% of the portfolio consists of
   securities whose default probabilities are assessed through
   CEs. Moody's stressed the default probability for those
   securities whose CEs have not been updated in the past six
   months.


SUNRISE CDO: S&P Affirms Rating on Class A Notes at 'CCC+'
----------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on the
class A notes from Sunrise CDO I Ltd., a collateralized debt
obligation (CDO) transaction backed by residential mortgage-backed
securities (RMBS), and the class A-3 notes from Restructured Asset
Backed Securities (RABS) 2003-3 (RABS 2003-3), a CDO retranching.
"We also removed our ratings on the notes from CreditWatch with
negative implications. We placed our rating on the class A notes
from Sunrise CDO I Ltd. on CreditWatch on March 1, 2011. We placed
our rating on the class A-3 notes from RABS 2003-3 on CreditWatch
on May 3, 2011. We also affirmed our 'CC (sf)' ratings on the
class B and C notes from Sunrise CDO I Ltd.," S&P stated.

The overall credit support available to the notes of Sunrise CDO I
Ltd. is sufficient to maintain the current rating levels. The
class A-3 notes from RABS 2003-3 get more than 64% of the proceeds
that the class A notes of Sunrise CDO I Ltd. receive. There is
also sufficient support to maintain the current rating of these
notes.

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

Rating and CreditWatch Actions

Sunrise CDO I Ltd.
              Rating
Class     To           From
A         CCC+ (sf)    CCC+ (sf)/Watch Neg

Restructured Asset Backed Securities (RABS) 2003-3
              Rating
Class     To           From
A-3       CCC+ (sf)    CCC+ (sf)/Watch Neg

Ratings affirmed

Sunrise CDO I Ltd.
Class           Rating
B               CC (sf)
C               CC (sf)

Transaction Information

Issuer:              Sunrise CDO I Ltd.
Co-Issuer:           Sunrise CDO I Inc.
Collateral agent:    EPIC Asset Management Ltd.
Underwriter:         Credit Suisse AG
Trustee:             Wells Fargo Bank N.A.
Transaction type:    Cash flow CDO of mezzanine structured
                     finance securities


SUTTER CBO: Moody's Upgrades Ratings of Two Notes Classes
---------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by Sutter CBO 2000-2 Ltd.:

   -- US$16,000,000 Class B-1L Floating Rate Notes due January
      2013, Upgraded to Ba1 (sf); previously on June 3, 2010
      Upgraded to B2 (sf);

   -- US$24,000,000 Class B-1 9.36% Notes due January 2013,
      Upgraded to Ba1 (sf); previously on June 3, 2010 Upgraded to
      B2 (sf).

RATINGS RATIONALE

According to Moody's, the rating actions taken on the notes result
primarily from the delevering of the Class A-3L Notes, which have
been paid down by approximately 99.3% or $29.96 million since the
rating action in June 2010. As a result of the delevering, the
overcollateralization ratio has increased since the rating action
in June 2010. As of the latest trustee report dated April 17,
2011, the Class B-1 overcollateralization ratio is reported at
130.0%, versus April 2009 levels of 124.1%. Moody's assumes a
distribution of $9.1 million of principal proceeds, reported in
the April 2011 trustee report, will be used to redeem the Class A-
3L Notes in full, and pay down the Class B-1L Notes and the Class
B-1 Notes on the next payment date in July 2011.

Moody's also notes that the deal has benefited from improvement in
the credit quality of the underlying portfolio since the rating
action in June 2010. Based on the April 2011 trustee report, the
weighted average rating factor is 2308 compared to 3503 in April
2009, and securities rated Caa1 and below make up approximately
21.34% of the underlying portfolio versus 35.44% in April 2010.
The deal also experienced a decrease in defaults. In particular,
the dollar amount of defaulted securities has decreased to about
$12.2 million from approximately $17.8 million in April 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 $50.5 million, defaulted par of $14.2 million,
a weighted average default probability of 8.94% (implying a WARF
of 2926), a weighted average recovery rate upon default of 21.64%,
and a diversity score of 11. 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.

Sutter CBO 2000-2 Ltd, issued in January of 2001, is a
collateralized bond obligation backed primarily by a portfolio of
senior unsecured bonds.

The principal methodology used in this rating was the "Moody's
Approach to Rating Collateralized Loan Obligations" published in
August 2009. This publication incorporates rating criteria that
apply to both collateralized loan obligations and collateralized
bond obligations.

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

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

Moody's modeled the transaction using the Binomial Expansion
Technique, as described in Section 2.3.2.1 of the "Moody's
Approach to Rating Collateralized Loan Obligations" rating
methodology published in August 2009. In addition, due to the low
diversity of the collateral pool, CDOROM 2.8 was used to simulate
a default distribution that was then applied as an input in the
cash flow model.

In addition to the base case analysis, Moody's also performed
sensitivity analyses to test the impact on all rated notes of
various default probabilities. 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% (2341)

Class B-1L: +1

Class B-1: +1

Class B2: 0

Moody's Adjusted WARF + 20% (3511)

Class B-1L -2

Class B-1: -2

Class B2: 0

Moody's notes that this transaction is subject to a high level of
macroeconomic uncertainty, as evidenced by 1) uncertainties of
credit conditions in the general economy and 2) the large
concentration of speculative-grade debt maturing between 2012 and
2014 which may create challenges for issuers to refinance. CDO
notes' performance may also be impacted by 1) the manager's
investment strategy and behavior, 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 bond 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) Lack of portfolio granularity: The performance of the portfolio
   depends to a large extent on the credit conditions of a few
   large obligors that are rated non investment grade, especially
   when they experience jump to default. Due to the deal's low
   diversity score and lack of granularity, Moody's supplemented
   its typical Binomial Expansion Technique analysis with a
   simulated default distribution using Moody's CDOROM(TM)
   software and/or individual scenario analysis.


SYMPHONY CLO: S&P Gives 'BB' Rating on Class E Floating-Rate Notes
------------------------------------------------------------------
Standard & Poor's Ratings Services assigned its ratings to
Symphony CLO VII Ltd./Symphony CLO VII Inc.'s $487.0 million
floating-rate notes.

The ratings reflect S&P's assessment of:

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

    * The transaction's credit enhancement, which is sufficient to
      withstand the defaults applicable for the supplemental tests
      (not counting excess spread) and cash flow structure, which
      can withstand the default rate projected by Standard &
      Poor's CDO Evaluator model, as assessed by Standard & Poor's
      using the assumptions and methods outlined in its corporate
      collateralized debt obligation (CDO) criteria, (see 'Update
      To Global Methodologies And Assumptions For Corporate Cash
      Flow And Synthetic CDOs,' published Sept. 17, 2009).

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

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

    * The collateral manager's experienced management team.

    * "Our projections regarding the timely interest and ultimate
      principal payments on the rated notes, which we assessed
      using our cash flow analysis and assumptions commensurate
      with the assigned ratings under various interest-rate
      scenarios, including LIBOR ranging from 0.27% to 10.80%,"
      S&P noted.

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

    * The transaction's reinvestment overcollateralization test, a
      failure of which will lead to the reclassification of excess
      interest proceeds that are available prior to paying
      uncapped administrative expenses and fees; subordinated
      hedge termination payments; collateral manager incentive
      fees; and subordinated note payments, to principal proceeds
      for the purchase of additional collateral assets during the
      reinvestment period.

Ratings Assigned

Symphony CLO VII Ltd./Symphony CLO VII Inc.

Class               Rating            Amount (mil. $)
A                   AAA (sf)                    334.0
B                   AA (sf)                      56.5
C (deferrable)      A (sf)                       41.5
D (deferrable)      BBB (sf)                     27.5
E (deferrable)      BB (sf)                      27.5
F (deferrable)      NR                           22.0
Subordinated notes  NR                           44.0

NR -- Not rated.


TCW SELECT: Moody's Upgrades Ratings of Four Classes of Notes
-------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by TCW Select Loan Fund, Ltd:

   -- US$15,000,000 Class C Senior Secured Floating Rate Notes,
      Due 2013 (current outstanding balance of $2,592,878.94),
      Upgraded to Aaa(sf); previously on August 2, 2010 Upgraded
      to Aa3(sf);

   -- US$11,000,000 Class D-1 Senior Secured Floating Rate Notes,
      Due 2013; Upgraded to Baa3(sf); previously on August 21,
      2009 Downgraded to B1(sf);

   -- US$5,000,000 Class D-2 Senior Secured Floating Rate Notes,
      Due 2013; Upgraded to Baa3(sf); previously on August 21,
      2009 Downgraded to B1(sf);

   -- US$5,000,000 Composite Obligations, Upgraded to Baa3(sf);
      previously on August 21, 2009 Downgraded to B1(sf).

RATINGS RATIONALE

According to Moody's, the rating actions taken on the notes result
primarily from the deleveraging of the Class B Notes, which were
paid down in full since the last rating action in August 2010. As
a result of the deleveraging, the overcollateralization ratios
have increased since the rating action. As of the latest trustee
report dated April 29, 2011, the Class C and D
Overcollateralization tests are reported at 1189.80% and 165.92%,
respectively, versus June 2010 levels of 139.95% and 114.03%,
respectively.

Moody's notes, however, that approximately one-third of the
transaction's assets mature after the maturity of the transaction
and is concentrated in a small number of obligors.

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 $31million defaulted par of $206,632, a
weighted average default probability of 23% (implying a WARF of
4520), a weighted average recovery rate upon default of 45%, and a
diversity score of 11. 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.

TCW Select Loan Fund, Ltd, issued in May of 2001, is a
collateralized loan obligation backed primarily by a portfolio of
senior secured loans.

The principal methodology used in this rating was the "Moody's
Approach to Rating Collateralized Loan Obligations" rating
methodology published in August 2009. Other considerations
incorporated in this rating were "Updated Approach to the Usage of
Credit Estimates in Rated Transactions" published in October 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.

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

In addition to the base case analysis, Moody's also performed
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% (3616)

Class C: 0

Class D1: +1

Class D2: 0

Moody's Adjusted WARF + 20% (5424)

Class C: 0

Class D1: -1

Class D2 -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 divergence in legal
interpretation of CDO documentation by different transactional
parties due to embedded ambiguities.

Sources of additional performance uncertainties are:

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

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


THAYER GATE: Moody's Upgrades Ratings of CDO Trust Series 2006
--------------------------------------------------------------
Moody's Investors Service performed this rating action on Thayer
Gate CDO Trust Series 2006, a collateralized debt obligation
transaction.

The CSO, issued in 2006, references a portfolio of synthetic
sovereign or corporate senior unsecured or subordinate bonds.

Issuer: Thayer Gate CDO Trust, Series 2006-1

   -- US$20,000,000 STEERS Thayer Gate CDO Trust, Series 2006-1,
      Upgraded to Caa1 (sf); previously on August 21, 2009
      Downgraded to Ca (sf)

Issuer: Thayer Gate CDO Trust, Series 2006-2

   -- US$23,000,000 Trust Units Due 2013 (current outstanding
      amount U.S. $10,000,000), Upgraded to Caa1 (sf); previously
      on August 21, 2009 Downgraded to Ca (sf)

Issuer: Thayer Gate CDO Trust, Series 2006-4

   -- US$5,000,000 Trust Certifcates Due 2013 Notes, Upgraded to
      Caa3 (sf); previously on August 21, 2009 Downgraded to Ca
      (sf)

Issuer: Thayer Gate CDO Trust, Series 2006-5

   -- US$25,000,000 STEERS Thayer Gate CDO Trust, Series 2006-5
      (current outstanding amount U.S. $10,000,000), Upgraded to
      Caa3 (sf); previously on August 21, 2009 Downgraded to Ca
      (sf)

Issuer: CDS Ref No: 05ML60019A $10,000,000 Credit Default Swap

   -- CDS Ref No: 05ML60019A $10,000,000 Credit Default Swap of
      Merrill Lynch International, dated January 27, 2006,
      Upgraded to Caa2 (sf); previously on August 21, 2009
      Downgraded to Ca (sf)

RATINGS RATIONALE

Moody's rating action is the result of an improvement in the
credit quality of the underlying portfolio since the last rating
action in August 2009 and the shortened time to maturity of the
CSO. Offsetting these positive factors is a large concentration in
the Banking, Finance, Insurance and Real Estate sectors and a
lower portfolio credit quality implied by Market Implied Ratings.

Improvement in the credit quality is observed through an
improvement in the average credit rating (as measured by the
weighted average rating factor) and a decrease in the proportion
of securities from issuers rated Caa1 and below. Since the last
rating action in August 2009, the 10-year weighted average rating
factor (WARF) of the portfolio dropped from 1209 to 707, excluding
settled credit events. The percentage of the portfolio rated Caa1
or below dropped from 10.2 percent to 2.7 percent over the same
time period.

In terms of forward-looking measures however, the credit quality
of the portfolio is skewed towards the negative. There are 23
reference entities with a negative outlook compared to 11 that are
positive, and 5 entities on watch for downgrade compared to 1 on
watch for upgrade. Additionally, the 10-year WARF derived from
Market Implied Ratings ("MIRS") is higher at 928, equivalent to
B1, and the portfolio concentration in the Banking, Finance,
Insurance and Real Estate sectors is 41.0 percent.

The portfolio has experienced 10 credit events equivalent to 6.8
percent of the portfolio based on the portfolio notional value at
closing. (This is not equivalent to actual subordination loss
because it does not include losses or gains from substitutions in
and out of the portfolio.) In addition, the portfolio is exposed
to Clear Channel Communications, Inc. and Residential Capital,
LLC, none of which have had credit events, but nonetheless have
senior unsecured ratings of Ca.

The current remaining life of the transaction is 1.8 years.

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

* Market Implied Ratings ("MIRs") 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.

     -- 2006-1, Class A2: -2

     -- 2006-2, Class A2: -2

     -- 2006-4, Class B: -1

     -- 2006-5, Class B: -1

     -- 2006-6, Class D: 0

     -- $10MM Unfunded: -2

* Moody's performs a stress analysis consisting of defaulting all
  entities rated Caa3 and below.

     -- 2006-1, Class A2: -1

     -- 2006-2, Class A2: -1

     -- 2006-4, Class B: -1

     -- 2006-5, Class B: -1

     -- 2006-6, Class D: 0

$10MM Unfunded: -1

* Moody's conducts a sensitivity analysis consisting of notching
  down by one the ratings of reference entities in the Banking,
  Finance, and Real Estate sectors.

     -- 2006-1, Class A2: -1

     -- 2006-2, Class A2: -1

     -- 2006-4, Class B: 0

     -- 2006-5, Class B: 0

     -- 2006-6, Class D: 0

     -- $10MM Unfunded: -1

* Moody's reviews a scenario consisting of reducing the maturity
  of the CSO by 6 months, keeping all other things equal.

     -- 2006-1, Class A2: 1

     -- 2006-2, Class A2: 1

     -- 2006-4, Class B: 1

     -- 2006-5, Class B: 1

     -- 2006-6, Class D: 0

     -- $10MM Unfunded: 1

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.

The principal methodology used in these ratings was "Moody's
Approach to Corporate Collateralized Synthetic Obligations"
published in September 2009.

Moody's analysis for this transaction is based on CDOROM v2.8.

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

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

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

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

The base case scenario modeled fits into the central macroeconomic
scenario predicted by Moody's of a sluggish recovery scenario in
the corporate universe. Should macroeconomics conditions evolve,
the CSO ratings will change to reflect the new economic
developments.


TIAA REAL: S&P Cuts Ratings on Class E & Pref. Equity to 'CC'
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on the
class B-1, B-2, C-1, C-2, D, E, and preferred equity notes from
TIAA Real Estate CDO 2003-1 Ltd., a collateralized debt obligation
(CDO) of commercial mortgage-backed securities (CMBS)
transactions. "At the same time, we affirmed our ratings on the
class A-1MM notes. We also removed our ratings on the class A-1MM,
B-1, and B-2 notes from CreditWatch negative," S&P said.

S&P continued, "We placed the ratings on the class A-1MM, B-1, and
B-2 notes on CreditWatch negative on Jan. 18, 2011, in connection
with the implementation of our revised counterparty criteria (see
'Ratings On 950 North America Structured Finance Tranches On Watch
Neg After Counterparty Criteria Update,' published Jan. 18,
2011)."

"The downgrades mainly reflect a decline in the performance of the
collateral in the transaction's underlying asset portfolio since
our Sept. 2, 2010, rating actions. As of the March 2011 trustee
report, the transaction had $9.236 million of defaulted assets
compared with zero defaults noted in the July 2010 trustee report,
which we referenced for our September 2010 rating actions," S&P
stated.

Rating and CreditWatch Actions

TIAA Real Estate CDO 2003-1 Ltd.
                           Rating
Class                 To              From
A-1MM             AAA (sf)/A-1 (sf)   AAA (sf)/Watch Neg/A-1 (sf)
B-1               A+ (sf)             AA+ (sf)/Watch Neg
B-2               A+ (sf)             AA+ (sf)/Watch Neg
C-1               BB+ (sf)            A- (sf)
C-2               BB+ (sf)            A- (sf)
D                 B- (sf)             BBB- (sf)
E                 CC (sf)             B- (sf)
Preferred equity  CC (sf)             B- (sf)


TIMBERSTAR TRUST: Fitch Affirms Timberstar Series 2006-1
--------------------------------------------------------
Fitch Ratings affirms TimberStar Trust I, series 2006-1,
commercial mortgage pass-through certificates.

While the calculated Fitch value has improved since issuance,
affirmations and the Negative Outlook on class F are warranted due
to the significant volatility recently exhibited in commodity
prices and the continued depressed demand for wood and paper
products. The transaction is a single borrower, interest-only loan
with an expected repayment date of Oct. 15, 2016. As of the May
2009 distribution date, the transaction balance is $800 million,
unchanged since issuance.

Collateral for the loan is a first-priority mortgage lien on
timberlands located in Texas (43% of the total acreage), Louisiana
(31%), and Arkansas (26%).

At issuance total acreage was 875,180 of which 99,993 was non-
mortgage acreage considered higher and better use (HBU) land that
is expected to be sold. Timber growing on the HBU land is pledged
as security for the trust; however, any proceeds from the sale of
the land will not be pledged to the trust. As of December 2010,
HBU has been reduced by 35,315 acres to 64,678 acres, resulting in
total acreage of 839,865.

The servicer reported December 2010 trailing 12 months (TTM) debt
service ratio was 1.60 times (x) compared to issuance of 1.41x.
The total harvest volume for this same period was 2.6 million tons
compared to issuance projections of 4.4 million tons. Harvest
volume was kept intentionally low due to low demand as a result of
the economic downturn and continued weakness in home building.
Fitch reviewed the borrower prepared December 2010 TTM financial
statements, audited 2010 financial statements, 2011 budget and
harvest plan, and a December 2010 appraisal.

The actual 2010 net cash flow was up 17% from year-end (YE) 2009
and was 11% above Fitch issuance expectations. Fitch's collateral
value is based on a 30-year period. As a result, Fitch's loan-to-
value improved to 59.4% from 76.1% at issuance. The annual
appraised value as of YE 2010 was down 9% from YE 2008 due
primarily to a significantly higher discount rate used by the
appraiser, but is up approximately 3% over YE 2009 value at
issuance.

Fitch has affirmed these ratings:

   -- $400,000,000 class A at 'AAA'; Outlook Stable;

   -- $80,000,000 class B at 'AA'; Outlook Stable;

   -- $80,000,000 class C at 'A'; Outlook Stable;

   -- $80,000,000 class D at 'BBB'; Outlook Stable;

   -- $30,000,000 class E at 'BBB-'; Outlook Stable;

   -- $130,000,000 class F at 'BB'; Outlook Negative.


UNISON GROUND: Fitch Affirms Cellular Site Revenue Notes
--------------------------------------------------------
Fitch Ratings has affirmed the Unison Ground Lease Funding, LLC
Secured Cellular Site Revenue Notes commercial mortgage pass-
through certificates, series 2010-1 and 2010-2:

   -- $67,000,000 Series 2010-1 Class C at 'Asf'; Outlook Stable;

   -- $87,500,000 Series 2010-2 Class C at 'Asf'; Outlook Stable;

   -- $41,500,000 Series 2010-2 Class F at 'BBsf'; Outlook Stable.

The affirmations are due to the stable performance of the
collateral since issuance.

The certificates represent beneficial ownership interest in the
trust, primary assets of which are 1,393 wireless communication
sites securing one fixed-rate loan. As of the May 2011
distribution date, the aggregate principal balance of the notes
remains unchanged at $196 million since issuance. The notes are
interest-only for the entire seven-year period for series 2010-1,
class C, and 10 years for classes C and F of series 2010-2.

The ownership interest in the cellular sites consists primarily of
perpetual and limited long-term easements of land, rooftops, or
other structures on which site space is allocated to wireless
service providers (WSP) and independent tower operators. Thus,
unlike typical cell tower securitizations in which the towers
serve as collateral, the collateral for this securitization
generally consists of easements and the revenue stream from the
payments the owner of the tower and/or tenants of the site pay to
Unison.

As part of its review, Fitch analyzed the financial information
provided by the master servicer, Midland Loan Services. As of
April 15, 2011, aggregate annualized ground lease revenue
increased 2.4% from issuance to $24.8 million. The ground lease
net cash flow increased by $8.4 million from issuance due to the
acquisition of additional wireless communication sites funded by a
site acquisition account established at issuance. The current
balance of the site acquisition account is $6.3 million.

Fitch also made assumptions on the potential churn related to the
AT&T and T-Mobile merger. A stress was applied to sites which
include both AT&T and T-Mobile leases and an additional stress to
the remaining T-Mobile sites. The stress included cashflow
declines based on assumptions that certain T-Mobile leases would
not renew; however, Fitch maintains a Stable Outlook due to the
increase in cashflow which offsets any of the potential declines.

The tenant type concentration is stable. As of April 15, 2011,
total revenue contributed by telephony tenants improved to 98.8%
compared to 83.5% at issuance. Lease revenues from these tenants
tend to be more stable due to the strong end-use customer demand
for wireless services.

The ownership interests in the sites consist of 78.9% perpetual
easements and 19.9% limited term easements. The limited term
easements are generally long term with an average remaining term
in excess of 40 years.


VALEO INVESTMENT: Moody's Upgrades CBO Notes Ratings
----------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by Valeo Investment Grade CDO:

   -- US$447,750,000 Class A-1 Floating Rate Senior Notes due
      January 15, 2013 (current outstanding balance of
      $72,827,370.72), Upgraded to Aaa (sf); previously on
      November 12, 2009 Confirmed at Aa3 (sf);

   -- US$12,250,000 Class A-2 Floating Rate Senior Subordinated
      Notes due January 15, 2013 (current balance of $13,404,319),
      Upgraded to Aa1 (sf); previously on July 19, 2010 Upgraded
      to B1 (sf);

   -- US$10,000,000 Class B-1 6.69% Fixed Rate Senior Subordinated
      Notes Due January 15, 2013 (current outstanding balance of
      $13,424,961.61), Upgraded to Caa3 (sf); previously on May
      12, 2003 Downgraded to Ca (sf);

   -- US$9,000,000 Class B-2 8.69% Fixed Rate Senior Subordinated
      Notes Due January 15, 2013 2013 (current outstanding balance
      of $13,171,850.80), Upgraded to Caa3 (sf); previously on May
      12, 2003 Downgraded to Ca (sf).

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 55.6% or $91.1 million since the
rating action in July 2010. As a result of the delevering, the
overcollateralization ratios have increased since the rating
action in July 2010. As of the latest trustee report dated May 2,
2011, the Class A-1 and Class A-2 overcollateralization ratios are
reported at 144.4% and 121.9%, respectively, versus June 2010
levels of 119.0% and 110.0%, respectively.

Moody's also notes that the deal has benefited from improvement in
the credit quality of the underlying portfolio since the rating
action in July 2010. Based on the May 2011 trustee report, the
weighted average rating factor is 1137 compared to 2001 in June
2010. There are currently no securities rated Caa1 and below based
on the May 2011 trustee report, compared to approximately 15% in
June 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 $104.7 million, defaulted par of $11.2
million, a weighted average default probability of 1.25% (implying
a WARF of 1368), a weighted average recovery rate upon default of
24.96%, and a diversity score of 12. 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.

Valeo Investment Grade CDO Ltd., issued in January 2001, is a
collateralized bond obligation backed primarily by a portfolio of
senior unsecured bonds.

The principal methodology used in this rating was the "Moody's
Approach to Rating Collateralized Loan Obligations" published in
August 2009. This publication incorporates rating criteria that
apply to both collateralized loan obligations and collateralized
bond obligations.

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

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

Moody's modeled the transaction using the Binomial Expansion
Technique, as described in Section 2.3.2.1 of the "Moody's
Approach to Rating Collateralized Loan Obligations" rating
methodology published in August 2009. In addition, due to the low
diversity of the collateral pool, CDOROM 2.8 was used to simulate
a default distribution that was then applied as an input in the
cash flow model.

In addition to the base case analysis, Moody's also performed
sensitivity analyses to test the impact on all rated notes of
various default probabilities. 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% (1094)

Class A-1: 0

Class A-2: 0

Class B-1: 0

Class B-2: 0

Moody's Adjusted WARF + 20% (1642)

Class A-1: 0

Class A-2: -1

Class B-1: 0

Class B-2: 0

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

3) Lack of portfolio granularity: The performance of the portfolio
   depends to a large extent on the credit conditions of a few
   large obligors that are rated non investment grade, especially
   when they experience jump to default. Due to the deal's low
   diversity score and lack of granularity, Moody's supplemented
   its typical Binomial Expansion Technique analysis with a
   simulated default distribution using Moody's CDOROMTM software
   and/or individual scenario analysis.


WACHOVIA BANK: Moody's Affirms 15 CMBS Classes of WBCMT 2005-C16
----------------------------------------------------------------
Moody's Investors Service (Moody's) upgraded the ratings of six
classes and affirmed 15 classes of Wachovia Bank Commercial
Mortgage Trust, Commercial Mortgage Pass-Through Certificates,
Series 2005-C16:

   -- Cl. A-2, Affirmed at Aaa (sf); previously on Apr 19, 2005
      Definitive Rating Assigned Aaa (sf)

   -- Cl. A-3, Affirmed at Aaa (sf); previously on Apr 19, 2005
      Definitive Rating Assigned Aaa (sf)

   -- Cl. A-PB, Affirmed at Aaa (sf); previously on Apr 19, 2005
      Definitive Rating Assigned Aaa (sf)

   -- Cl. A-4, Affirmed at Aaa (sf); previously on Apr 19, 2005
      Definitive Rating Assigned Aaa (sf)

   -- Cl. A-1A, Affirmed at Aaa (sf); previously on Apr 19, 2005
      Definitive Rating Assigned Aaa (sf)

   -- Cl. A-J, Affirmed at Aaa (sf); previously on Apr 19, 2005
      Definitive Rating Assigned Aaa (sf)

   -- Cl. X-C, Affirmed at Aaa (sf); previously on Apr 19, 2005
      Definitive Rating Assigned Aaa (sf)

   -- Cl. X-P, Affirmed at Aaa (sf); previously on Apr 19, 2005
      Definitive Rating Assigned Aaa (sf)

   -- Cl. B, Affirmed at Aaa (sf); previously on Jun 26, 2008
      Upgraded to Aaa (sf)

   -- Cl. C, Affirmed at Aa2 (sf); previously on Jun 26, 2008
      Upgraded to Aa2 (sf)

   -- Cl. D, Affirmed at A1 (sf); previously on Jun 26, 2008
      Upgraded to A1 (sf)

   -- Cl. E, Affirmed at A3 (sf); previously on Apr 19, 2005
      Definitive Rating Assigned A3 (sf)

   -- Cl. F, Affirmed at Baa2 (sf); previously on Aug 12, 2010
      Downgraded to Baa2 (sf)

   -- Cl. G, Affirmed at Baa3 (sf); previously on Aug 12, 2010
      Downgraded to Baa3 (sf)

   -- Cl. H, Affirmed at B1 (sf); previously on Aug 12, 2010
      Downgraded to B1 (sf)

   -- Cl. J, Upgraded to B2 (sf); previously on Aug 12, 2010
      Downgraded to B3 (sf)

   -- Cl. K, Upgraded to B3 (sf); previously on Aug 12, 2010
      Downgraded to Caa1 (sf)

   -- Cl. L, Upgraded to Caa1 (sf); previously on Aug 12, 2010
      Downgraded to Caa2 (sf)

   -- Cl. M, Upgraded to Caa2 (sf); previously on Aug 12, 2010
      Downgraded to Caa3 (sf)

   -- Cl. N, Upgraded to Caa3 (sf); previously on Aug 12, 2010
      Downgraded to Ca (sf)

   -- Cl. O, Upgraded to Ca (sf); previously on Aug 12, 2010
      Downgraded to C (sf)

RATINGS RATIONALE

The upgrades are due to a lower estimate of expected losses from
specially serviced and troubled loans and overall improved pool
performance. The affirmations are due to key rating parameters,
including Moody's loan to value (LTV) ratio, Moody's stressed debt
service coverage ratio (DSCR) and the Herfindahl Index (Herf),
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 compared to 4.0% at last review.
Moody's stressed scenario loss is 9.6% of the current balance.
Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels. If future performance materially declines, the
expected level of credit enhancement and the priority in the cash
flow waterfall may be insufficient for the current ratings of
these classes.

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

Primary sources of assumption uncertainty are the current 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.

The principal methodology used in this rating was: "CMBS: Moody's
Approach to Rating Fusion Transactions" published in April 2005.

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 (sf) 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 (sf) level are driven by a paydown 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 (sf) and B2 (sf),
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 27 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 (CMBS) transactions. Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review. Moody's prior full review is
summarized in a press release dated August 12, 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 May 17, 2011 distribution date, the transaction's
aggregate certificate balance has decreased by 31% to $1.435
billion from $2.063 billion at securitization. The Certificates
are collateralized by 145 mortgage loans ranging in size from less
than 1% to 8% of the pool, with the top ten conduit loans
representing 37% of the pool. There are currently two loans
representing 10% of the pool with investment grade credit
estimates, the same as at last review. Twenty seven loans,
representing 20% of the pool, have defeased and are collateralized
with United States Government securities.

Twenty two 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 (CREFC) monthly reporting package. As part of
Moody's ongoing monitoring of a transaction, Moody's reviews the
watchlist to assess which loans have material issues that could
impact performance.

Four loans have been liquidated from the pool, resulting in an
aggregate realized loss of $4.2 million (20% loss severity). The
pool had no realized losses at last review. Four loans,
representing 2% of the pool are currently in special servicing.
The loans are secured by office, retail and hotel properties.
Moody's has estimated a $10.1 million loss (67% expected loss) for
two of the specially serviced loans.

Moody's has assumed a high default probability for three poorly
performing loan representing 2% of the pool and has estimated a
$5.9 million loss (20% expected loss based on a 50% probability
default) from these troubled loan. At last review Moody's had
assumed an aggregate $28.9 million loss from troubled loans.

Moody's was provided with full year 2009 and partial year 2010
operating results for 100% and 94% of the pool, respectively.
Excluding specially serviced and troubled loans, Moody's weighted
average LTV is 92% compared to 91% at last review. Moody's net
cash flow reflects a weighted average haircut of 12% to the most
recently available net operating income. Moody's value reflects a
weighted average capitalization rate of 9.0%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.39X and 1.10X, respectively, compared to
1.41X and 1.10X at last review. Moody's actual DSCR is based on
Moody's net cash flow (NCF) and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.

The largest loan with a credit estimate is the 180 Maiden Lane
Loan ($93.0 million -- 6.5% of the pool), which represents a 50%
participation interest in a $186.0 million first mortgage loan.
The property is also encumbered by a $69.5 million B-Note. The
loan is secured by a 1.1 million square foot (SF) Class A office
building located in the Financial District of New York City. The
property is anchored by AIG which leases 74% of the net rentable
area (NRA) though April 2014. The property was 99% leased as of
January 2011 compared to 97% at last review. The loan was modified
in December 2009 with a 36-month term extension, and is interest
only for its entire 98-month term maturing in November 2012.
Moody's credit estimate and stressed DSCR are Baa1 and 1.36X,
respectively, compared to Baa1 and 1.30X at last review.

The second largest loan with a credit estimate is the Cameron
Village Loan ($47.3 million -- 3.3% of the pool), which is secured
by a 630,000 SF retail center located in downtown Raleigh, North
Carolina. The center was 97% leased as of March 2011 compared to
86% at last review. The largest tenants are Harris Teeter and the
Wake County Library. Moody's credit estimate and stressed DSCR are
Baa3 and 1.34X, respectively, compared to Baa3 and 1.33X at last
review.

The top three performing conduit loans represent 15% of the pool
balance. The largest conduit loan is the 175 West Jackson Loan
($107.2 million -- 7.5% of the pool), which represents a
participation interest in a $214.4 million first mortgage loan.
The building is also encumbered by a $53 million B-Note. The loan
is secured by a 1.5 million SF Class A office building in the West
Loop office submarket of downtown Chicago. The property was 96%
leased as of December 2010, the same as at last review. The
largest tenants are Classified Ventures (10% of the NRA; lease
expiration June 2017), Aon Service Corp. (9% of the NRA; lease
expiration April 2012) and Grant Thornton (9% of the NRA; lease
expiration October 2017). Property performance has been stable
since last review, and the loan has benefited from 1.2% of
amortization since last review. Moody's LTV and stressed DSCR are
66% and 1.43X, respectively, compared to 71% and 1.34X at last
review.

The second largest conduit loan is the AON Office Building Loan
($60.2 million -- 4.2% of the pool), which is secured by a 412,000
SF Class A suburban office building located in Glenview, Illinois.
The primary tenant is the AON Corporation (98.2% NRA; lease
expiration April 2017). Financial performance has been stable
since last review. Moody's LTV and stressed DSCR are 86% and
1.15X, respectively, compared to 86% and 1.16X at last review.

The third largest conduit loan is the 17 Battery Place North Loan
($53.0 million -- 3.7% of the pool), which is secured by a 398,000
SF office building located in Downtown Manhattan. The property was
92% leased as of January 2011, compared to 97% at last review. The
largest tenant is the City of New York (59% NRA; lease expiration
December 2012). Performance has improved since last review due to
increased expense reimbursements. Moody's LTV and DSCR are 106%
and 0.95X, respectively, compared to 116% and 0.86X at last
review.


WESTWOOD CDO: S&P Affirms Rating on Class E Notes at 'CCC-'
-----------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the
class A-1, A-2, B, C, and D notes from Westwood CDO II Ltd., a
collateralized loan obligation (CLO) transaction managed by
Alcentra Ltd. "At the same time, we affirmed the rating on the
class E notes and removed the ratings on the class A-1, A-2, B,
and C notes from CreditWatch, where we placed them with positive
implications on March 1, 2011," S&P stated.

"The upgrades reflect improved performance in the transaction
since we lowered our ratings on all of the classes on Feb. 25,
2010," according to S&P.

The trustee reported $4.38 million in defaults in the May 2011
trustee report, down from $27.78 million in January 2010.
Additionally, the manager sold some of the defaulted positions at
prices that were higher than the assumed recovery value, and some
obligors emerged from bankruptcy and their assets are currently
considered to be performing.

The transaction was passing all its overcollateralization (O/C)
ratios as of the May 2011 monthly trustee report, and it had paid
all deferred interest (PIK balances) for the junior tranches in
full. The transaction was failing all of its O/C ratio tests in
January 2010 and it paid down the class A-1 balance during various
payment dates to cure the failure. As a result, the class A-1 note
balance stands at $221.77 million in May 2011 (93.25% of original
balance), down from $230.60 million in January 2010.

According to the terms of the transaction, if the deal uses
interest proceeds to cure the class E O/C test, the transaction
must pay down the class E notes until it passes the class E O/C
test. Due to paydowns following the failed class E O/C test, the
class E balance has been paid down to $13.36 million, which is
95.47% of its original balance.

When calculating the O/C ratios, the trustee haircuts the portion
of the collateral rated 'CCC+' and below that is in excess of the
percentage allowed in the transaction documents. The haircut in
May 2011 was zero, down from approximately 2.72% in January 2010,
pointing to an improvement in the credit quality of the underlying
assets.

As a result, the O/C ratios increased based on the May 2011
monthly trustee report:

    * The class A/B O/C ratio was 119.7%, compared with a reported
      ratio of 110.5% in January 2010;

    * The class C O/C ratio was 111.3%, compared with a reported
      ratio of 102.9% in January 2010;

    * The class D O/C ratio test was 104.7%, compared with a
      reported ratio of 96.9% in January 2010; and

    * The class E O/C ratio test was 100.1%, compared with a
      reported ratio of 92.5% in January 2010.

Standard & Poor's notes that the transaction continues to fail its
reinvestment O/C test. This test, applicable during the
reinvestment period that ends April 2014, is measured at the class
E level but is tested after payment of the class E interest, class
E O/C cure, and other expenses. When the reinvestment O/C test is
triggered, it diverts any available interest proceeds to be
reinvested until the test is cured.

"Based on the transaction's improved performance, we raised our
ratings on the class A-1, A-2, B, C, and D notes and removed the
ratings on the class A-1, A-2, B, and C from CreditWatch positive.
The affirmation of the rating on the class E notes reflects our
opinion of the availability of sufficient credit support at the
current rating," S&P related.

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

Rating and CreditWatch Actions

Westwood CDO II Ltd.
                        Rating
Class              To           From
A-1                AA+ (sf)     AA- (sf)/Watch Pos
A-2                AA (sf)      A- (sf)/Watch Pos
B                  A+ (sf)      BBB+ (sf)/Watch Pos
C                  BBB+ (sf)    B+ (sf)/Watch Pos
D                  B+ (sf)      CCC-

Rating Affirmed

Westwood CDO II Ltd.
Class              Rating
E                  CCC- (sf)


ZAIS INVESTMENT: S&P Affirms Ratings on 2 Classes of Notes at 'CC'
------------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'AAA (sf)' rating
on the class X senior notes issued by Zais Investment Grade Ltd.
IX, a hybrid mezzanine structured finance collateralized debt
obligation (CDO) transaction collateralized primarily by cash flow
CDOs, and removed the rating from CreditWatch negative. "At the
same time, we affirmed our ratings of five other classes of notes
from the same transaction," S&P said.

S&P continued, "We originally placed our rating on the class X
notes on CreditWatch negative on Jan. 18, 2011 in connection with
the implementation of our revised counterparty criteria (see
'Ratings On 950 North America Structured Finance Tranches On Watch
Neg After Counterparty Criteria Update,' published Jan. 18,
2011)."

"In our review, we generated cash flow analysis to assess the
credit support available to the class X notes without giving
benefit to the total return swap (TRS) and cash flow swap that the
transaction has entered into with a counterparty, stressing the
CDO under various interest rate scenarios in the absence of the
TRS and cash flow swap. In our view, the cash flow analysis of
the transaction showed that the rating assigned to the class X
notes was not affected under these stresses, leading to our
decision to affirm the current rating assigned to the class X
notes and remove it from CreditWatch negative," S&P related.

"We will perform similar analyses for other CDO transactions with
ratings placed on CreditWatch negative in connection with the
implementation of our updated counterparty criteria. Generally, if
we find in our analysis that the assumed absence of the hedge
agreement would not affect the current ratings assigned to the
notes, we will affirm them and remove them from CreditWatch
negative. However, if there is an impact, we will review the
counterparty-related documents in the transaction for compliance
with our updated counterparty criteria and take actions on the
ratings as we deem appropriate. The affirmations of our ratings on
the other classes of notes reflect the availability of credit
support at their current rating levels," according to S&P.

Rating and CreditWatch Action

Zais Investment Grade Ltd. IX
                    Rating
Class            To         From
X                AAA (sf)   AAA (sf)/Watch Neg

Ratings Affirmed

Zais Investment Grade Ltd. IX
Class               Rating
A-1                 BB+ (sf)
A-2                 B (sf)
B                   CCC- (sf)
C                   CC (sf)
D                   CC (sf)


ZENITH NATIONAL: Moody's Withdraws Ba1 (hyb) Rating on Securities
-----------------------------------------------------------------
Moody's Investors Service has announced that it has withdrawn the
Ba1 (hyb) rating on the $38.5 million of capital securities of
Zenith National Insurance Capital Trust I (Capital Trust)
following the redemption of the securities and their exchange for
internal subordinated debentures (unrated by Moody's) previously
issued to the Capital Trust by Zenith National Insurance Corp.

Zenith National Insurance Corp., an indirect wholly owned
subsidiary of Fairfax Financial Holdings Limited, provides
workers' compensation insurance through its insurance
subsidiaries. It specializes in insuring small and medium-sized
businesses and writes around 80% of its business in the states of
California and Florida, with the majority in California.

The principal methodology used in rating Zenith National Insurance
Corp. is Moody's Global Rating Methodology for Property and
Casualty Insurers, published in May 2010.


* Fitch Withdraws Ratings on 164 U.S. Alt-A RMBS Classes
--------------------------------------------------------
Fitch Ratings has withdrawn ratings on 164 rated U.S. Alt-A bonds
within 44 transactions in adherence to its criteria on small loan
counts.

The rating withdrawals are based on Fitch's criteria for analyzing
transactions with small loan counts as discussed in its Nov. 16,
2010 report, 'Considering Small Loan Count Tail Risk in U.S.
RMBS'. As a result of this policy, ratings on bonds collateralized
with pools of approximately 50 mortgage loans or fewer will
generally be withdrawn.

Since the policy is based on the number of loans collateralizing a
given bond, it is possible to withdraw ratings on one bond backed
by one pool with a small number of loans remaining, while other
bonds within the same transaction remain outstanding because they
are backed by another pool with more loans remaining.

On average, the classes withdrawn have average loan counts of 34.
Approximately 90% of the ratings withdrawn had non-investment
grade or distressed ratings below 'B' prior to the withdrawal.

These actions were reviewed by a committee of Fitch analysts. The
spreadsheet 'U.S. Alt-A RMBS Withdrawals for June 7, 2011'
provides contact information for the respective performance
analyst for each transaction.


* Fitch Withdraws Ratings on Five U.S. RMBS Classes
---------------------------------------------------
Fitch Ratings has withdrawn ratings on five rated U.S. RMBS
classes within two transactions in adherence to its criteria on
small loan counts and interest-only classes.

Fitch withdraws the ratings on classes in DLJ Mortgage Acceptance
Corp (DLJ) 1996-QA based on Fitch's criteria for analyzing
transactions with small loan counts as discussed in its Nov. 16,
2010 report, 'Considering Small Loan Count Tail Risk in U.S.
RMBS'. As a result of this policy, ratings on bonds collateralized
with pools of approximately 50 mortgage loans or fewer will
generally be withdrawn unless the structure contains a mitigating
structural feature, such as a sequential-pay priority or a hard
subordination floor. DLJ 1996-QA has three loans remaining in the
mortgage pool.

Fitch also withdraws the rating on class I of Saxon Mortgage
Securities Corp. (Saxon) 1994-2 based on its policy for interest-
only (IO) and prepayment penalty classes, which is described in
detail in Fitch's June 23 2010 press release, 'Fitch Revises
Practice for Rating IO & Pre-Payment Related Structured Finance
Securities'.

Fitch has withdrawn the rating on these classes:

   -- DLJ 1996-QA class S (CUSIP 23321PWP9) 'Csf';

   -- DLJ 1996-QA class M (CUSIP 23321PWR5) 'Dsf/RR2';

   -- DLJ 1996-QA class B-1 (CUSIP 23321PWS3) 'Dsf/RR6';

   -- DLJ 1996-QA class B-2 (CUSIP 23321PWT1) 'Dsf/RR6';

   -- Saxon 1994-2 class I (CUSIP 805570HV3) 'AAAsf'.

These actions were reviewed by a committee of Fitch analysts.


* S&P Takes Rating Actions on 49 Classes from RMBS Re-REMIC Deals
-----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 49
classes from four residential mortgage-backed securities (RMBS)
resecuritized real estate mortgage investment conduit (re-REMIC)
transactions issued between 2004 and 2010 and removed eight of
them from CreditWatch with negative implications. "In addition, we
affirmed our ratings on 82 classes from five transactions and
removed 15 of them from CreditWatch negative. We also withdrew our
ratings on 29 classes that have been paid in full from one of the
transactions and removed one of them from CreditWatch negative,"
S&P stated.

S&P noted, "On Dec. 15, 2010, we placed our ratings on 24 classes
from the seven transactions within this review on CreditWatch
negative, along with ratings from a group of other RMBS re-REMIC
securities. Additionally, on April 1, 2011, we provided an update
on the CreditWatch placements and provided clarification regarding
our analysis of interest payment amounts within re-REMIC
transactions (see 'Standard & Poor's Provides An Update On
Outstanding RMBS Re-REMIC CreditWatch Placements And Outlines
Their Resolution')."

"The ratings we assigned to the re-REMIC classes are intended to
address the timely payment of interest and principal. We reviewed
the interest and principal amounts due on the underlying
securities, which are then passed through to the applicable re-
REMIC classes. When performing this analysis, we applied our loss
projections, incorporating, where applicable, our recently revised
loss assumptions to the underlying collateral to identify the
principal and interest amounts that could be passed through from
the underlying securities under our rating scenario stresses. We
stressed our loss projections at various rating categories to
assess whether the re-REMIC classes could withstand the stressed
losses associated with their ratings while receiving timely
payment of interest and principal consistent with our criteria,"
S&P stated.

"In applying our loss projections, we incorporated, where
applicable, our recently revised loss assumptions as outlined in
'Revised Lifetime Loss Projections For Prime, Subprime, And Alt-A
U.S. RMBS Issued In 2005-2007,' published on March 25, 2011, into
our review. Such updates pertain to the 2005-2007 vintage prime,
subprime, and Alternative-A (Alt-A) transactions; some of which
are associated with the re-REMICs we reviewed (see tables 1 and 2
for the overall prior and revised vintage- and product-specific
lifetime loss projections as percentages of the original structure
balance)," S&P added.

Table 1
Lifetime Loss Projections For Prime And Subprime RMBS
(Percent of original balance)
           Prime RMBS      Subprime RMBS
            Aggregate        Aggregate
Vintage  Updated  Prior    Updated  Prior
2005         5.5   4.00      18.25  15.40
2006        9.25   6.60      38.25  35.00
2007       11.75   9.75      48.50  43.20

Table 2
Lifetime Loss Projections For Alternative-A RMBS
(Percent of original balance)
                            Fixed/
          Aggregate       long-reset
Vintage Updated  Prior  Updated  Prior
2005      13.75  11.25    12.75   9.60
2006      29.50  26.25    25.25  25.00
2007      36.00  31.25    31.75  26.25
         Short-reset
            hybrid        Option ARM
Vintage Updated  Prior  Updated  Prior
2005      13.25  14.75    15.50  13.25
2006      30.00  30.50    34.75  26.75
2007      41.00  40.75    43.50  37.50

ARM--Adjustable rate mortgage.

"As a result of this review, we lowered our ratings on certain
classes based on our assessment as to whether there were principal
and/or interest shortfalls from the underlying securities that
would impair the re-REMIC classes at the applicable rating
stresses. The affirmations reflect our assessment of the
likelihood that the re-REMIC classes will receive timely interest
and ultimate principal under the applicable stressed assumptions,"
S&P stated.

One of the transactions, WFMBS Series 2008-1R, paid interest pro
rata to the classes within its sole group, while the remaining
transactions paid interest sequentially within each of its groups.
"Although WFMBS Series 2008-1R has a pro rata interest payment
structure, we based our downgrades on our projections of principal
loss amounts, as opposed to interest shortfalls, allocated to the
relevant re-REMIC classes under the applicable ratings stress
scenarios," S&P added.

Ratings Lowered

Petrel Resecuritization Trust 2009-1
Series      2009-1
                                 Rating
Class      CUSIP       To                   From
10-A2C     71643RCT9   B- (sf)              BBB (sf)
31-A2A     71643RJZ8   B- (sf)              AA (sf)
20-A1A     71643RFL3   BB+ (sf)             AA (sf)
2-A1       71643RAF1   AA- (sf)             AAA (sf)
5-A2       71643RBE3   CC (sf)              CCC (sf)
25-A2C     71643RHE7   CCC (sf)             B- (sf)
31-A2C     71643RKB9   CCC (sf)             A+ (sf)
20-A1      71643RFK5   CCC (sf)             BB (sf)
10-A2B     71643RCS1   BB (sf)              AA+ (sf)
15-A2B     71643REA8   BB (sf)              AA- (sf)
26-A2      71643RHK3   CC (sf)              CCC (sf)
2-A2A      71643RAL8   BB (sf)              AAA (sf)
2-A2C      71643RAN4   CCC (sf)             AAA (sf)
15-A2C     71643REB6   B+ (sf)              BBB- (sf)
32-A2D     71643RKM5   BBB- (sf)            BBB (sf)
2-A2D      71643RAP9   CCC (sf)             AAA (sf)
15-A2      71643RDY7   CCC (sf)             B (sf)
24-A2C     71643RGV0   CCC (sf)             B- (sf)
17-A2B     71643REP5   AA+ (sf)             AAA (sf)
17-A2C     71643REQ3   B (sf)               AA (sf)
1-A2C      71643RAE4   CCC (sf)             AAA (sf)
1-A2B      71643RAD6   BBB (sf)             AAA (sf)
31-A2D     71643RKC7   CCC (sf)             B (sf)
24-A2D     71643RGW8   CCC (sf)             B- (sf)
2-A1C      71643RAJ3   AA- (sf)             AAA (sf)
2-A2       71643RAK0   CCC (sf)             AAA (sf)
10-A2A     71643RCR3   AA (sf)              AAA (sf)
7-A2       71643RBN3   CC (sf)              CCC (sf)
6-A2       71643RBJ2   CC (sf)              B- (sf)
25-A2B     71643RHD9   B- (sf)              BB- (sf)
31-A2B     71643RKA1   B- (sf)              AA (sf)
2-A2B      71643RAM6   B- (sf)              AAA (sf)
20-A2      71643RFP4   CCC (sf)             B- (sf)
24-A2      71643RGS7   CCC (sf)             B- (sf)
15-A2D     71643REC4   CCC (sf)             B (sf)
15-A2A     71643RDZ4   BBB (sf)             AAA (sf)
24-A2B     71643RGU2   B+ (sf)              BB- (sf)
32-A2      71643RKH6   BBB- (sf)            BBB (sf)
9-A2       71643RCJ1   CC (sf)              CCC (sf)
20-A1B     71643RFM1   CCC (sf)             BB (sf)
31-A2      71643RJY1   CCC (sf)             B (sf)

Ratings Lowered and Removed From CreditWatch Negative

CSMC Series 2009-12R
Series      2009-12R
                                 Rating
Class      CUSIP       To                   From
42-A-1     12642MEC0   AA- (sf)             AAA (sf)/Watch Neg

Petrel Resecuritization Trust 2009-1
Series      2009-1
                                 Rating
Class      CUSIP       To                   From
8-A2D      71643RCD4   CCC (sf)             B- (sf)/Watch Neg
8-A2       71643RBU7   CCC (sf)             B- (sf)/Watch Neg
8-A2B      71643RCB8   B- (sf)              BBB- (sf)/Watch Neg
8-A2C      71643RCC6   CCC (sf)             B (sf)/Watch Neg

Residential Mortgage Securities Funding 2008-6 Ltd.
Series      2008-6
                                 Rating
Class      CUSIP       To                   From
Notes      76117RAA8   CCC (sf)             BB (sf)/Watch Neg

WFMBS Series 2008-1R
Series      2008-1R
                                 Rating
Class      CUSIP       To                   From
A-1        92932SAA6   AA+ (sf)             AAA (sf)/Watch Neg
A-2        92932SAC2   BB (sf)              A- (sf)/Watch Neg

Ratings Affirmed and Removed From CreditWatch Negative

CSMC Series 2009-12R
Series      2009-12R
                                 Rating
Class      CUSIP       To                   From
43-A-1     12642MEJ5   AAA (sf)             AAA (sf)/Watch Neg
41-A-1     12642MDS6   AAA (sf)             AAA (sf)/Watch Neg

CSMC Series 2010-12R
Series      2010-12R
                                 Rating
Class      CUSIP       To                   From
6-A-1      12643UAW1   AAA (sf)             AAA (sf)/Watch Neg
10-A-1     12643UBJ9   AAA (sf)             AAA (sf)/Watch Neg
4-A-1      12643UAQ4   AAA (sf)             AAA (sf)/Watch Neg
9-A-1      12643UBF7   AAA (sf)             AAA (sf)/Watch Neg
5-A-1      12643UAT8   AAA (sf)             AAA (sf)/Watch Neg
2-A-1      12643UAJ0   AAA (sf)             AAA (sf)/Watch Neg
1-A-1      12643UAF8   AAA (sf)             AAA (sf)/Watch Neg
7-A-1      12643UAZ4   AAA (sf)             AAA (sf)/Watch Neg
12-A-1     12643UBQ3   AAA (sf)             AAA (sf)/Watch Neg
8-A-1      12643UBC4   AAA (sf)             AAA (sf)/Watch Neg

Petrel Resecuritization Trust 2009-1
Series      2009-1
                                 Rating
Class      CUSIP       To                   From
8-A2A      71643RCA0   A+ (sf)              A+ (sf)/Watch Neg

SASCO Trust 2004-14
Series      2004-14
                                 Rating
Class      CUSIP       To                   From
A          803831AA4   AAA (sf)             AAA (sf)/Watch Neg

SASCO Trust 2006-5
Series      2006-5
                                 Rating
Class      CUSIP       To                   From
A          80383TAA3   AAA (sf)             AAA (sf)/Watch Neg

Ratings Withdrawn

Petrel Resecuritization Trust 2009-1
Series      2009-1

                                 Rating
Class      CUSIP       To                   From
3-A1B      71643RAS3   NR                   AAA (sf)
4-A1A      71643RAW4   NR                   AAA (sf)
4-A1B      71643RAX2   NR                   AAA (sf)
5-A1A      71643RBB9   NR                   AAA (sf)
5-A1B      71643RBC7   NR                   AAA (sf)
6-A1       71643RBF0   NR                   AAA (sf)
6-A1B      71643RBH6   NR                   AAA (sf)
7-A1       71643RBK9   NR                   AAA (sf)
7-A1B      71643RBM5   NR                   AAA (sf)
8-A1       71643RBP8   NR                   AAA (sf)
8-A1C      71643RBS2   NR                   AAA (sf)
8-A1D      71643RBT0   NR                   AAA (sf)/Watch Neg
9-A1       71643RCE2   NR                   AAA (sf)
9-A1B      71643RCG7   NR                   AAA (sf)
9-A1C      71643RCH5   NR                   AAA (sf)
10-A1B     71643RCM4   NR                   AAA (sf)
11-A1A     71643RCW2   NR                   AAA (sf)
11-A1B     71643RCX0   NR                   AAA (sf)
11-A1C     71643RCY8   NR                   AAA (sf)
17-A1A     71643REJ9   NR                   AAA (sf)
17-A1B     71643REK6   NR                   AAA (sf)
21-A1B     71643RFS8   NR                   AAA (sf)
24-A1B     71643RGQ1   NR                   AAA (sf)
25-A1A     71643RGY4   NR                   AAA (sf)
26-A1      71643RHG2   NR                   AAA (sf)
26-A1B     71643RHJ6   NR                   AAA (sf)
30-A1      71643RJG0   NR                   AAA (sf)
30-A1D     71643RJL9   NR                   AAA (sf)
30-A2A     71643RJP0   NR                   AAA (sf)

NR--Not rated.

Ratings Affirmed

Petrel Resecuritization Trust 2009-1
Series      2009-1
Class      CUSIP       Rating
11-A2      71643RDA9   A- (sf)
30-A2      71643RJN5   BB (sf)
30-A2B     71643RJQ8   AA (sf)
24-A2A     71643RGT5   AA (sf)
4-A1C      71643RAY0   AAA (sf)
10-A1C     71643RCN2   AAA (sf)
17-A2D     71643RER1   CCC (sf)
11-A2D     71643RDE1   A- (sf)
10-A1D     71643RCP7   AAA (sf)
21-A1D     71643RFU3   AAA (sf)
31-A1      71643RJT2   AAA (sf)
30-A2C     71643RJR6   A- (sf)
24-A1      71643RGN8   AAA (sf)
13-A2      71643RDN1   CC (sf)
2-A1A      71643RAG9   AAA (sf)
15-A1      71643RDU5   AAA (sf)
21-A1      71643RFQ2   AAA (sf)
11-A2C     71643RDD3   A (sf)
25-A2A     71643RHC1   BBB+ (sf)
21-A1C     71643RFT6   AAA (sf)
24-A1C     71643RGR9   AAA (sf)
22-A1C     71643RFZ2   AAA (sf)
2-A1B      71643RAH7   AAA (sf)
3-A1       71643RAQ7   AAA (sf)
21-A2      71643RFV1   CCC (sf)
22-A2B     71643RGD0   A- (sf)
32-A2B     71643RKK9   A (sf)
30-A2D     71643RJS4   BB (sf)
1-A2A      71643RAC8   AAA (sf)
22-A1      71643RFW9   AAA (sf)
22-A1A     71643RFX7   AAA (sf)
32-A2A     71643RKJ2   A (sf)
22-A2A     71643RGC2   AA (sf)
10-A2      71643RCQ5   CCC (sf)
32-A2C     71643RKL7   A (sf)
25-A2D     71643RHF4   CCC (sf)
22-A2C     71643RGE8   BB (sf)
5-A1       71643RBA1   AAA (sf)
22-A1B     71643RFY5   AAA (sf)
25-A1C     71643RHA5   AA (sf)
11-A1      71643RCV4   AAA (sf)
11-A2B     71643RDC5   AA (sf)
1-A1A      71643RAA2   AAA (sf)
17-A1C     71643REL4   AAA (sf)
22-A2      71643RGB4   CCC (sf)
31-A1A     71643RJU9   AAA (sf)
31-A1B     71643RJV7   AAA (sf)
17-A1      71643REH3   AAA (sf)
15-A1B     71643RDW1   AAA (sf)
11-A2A     71643RDB7   AA (sf)
15-A1A     71643RDV3   AAA (sf)
11-A1D     71643RCZ5   AAA (sf)
1-A1B      71643RAB0   AAA (sf)
3-A1C      71643RAT1   AAA (sf)
10-A1      71643RCK8   AAA (sf)
17-A2A     71643REN0   AAA (sf)
22-A2D     71643RGF5   CCC (sf)
25-A1B     71643RGZ1   AA+ (sf)
5-A1C      71643RBD5   AAA (sf)
4-A1       71643RAV6   AAA (sf)
3-A2       71643RAU8   CC (sf)
25-A1      71643RGX6   AA (sf)
25-A2      71643RHB3   CCC (sf)
15-A1C     71643RDX9   AAA (sf)
10-A2D     71643RCU6   CCC (sf)
17-A2      71643REM2   CCC (sf)
31-A1C     71643RJW5   AAA (sf)

                           *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers"
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR.  Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com/

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

For copies of court documents filed in the District of Delaware,
please contact Vito at Parcels, Inc., at 302-658-9911.  For
bankruptcy documents filed in cases pending outside the District
of Delaware, contact Ken Troubh at Nationwide Research &
Consulting at 207/791-2852.

                           *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors" Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland,
USA.  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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