TCR_Public/110807.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, August 7, 2011, Vol. 15, No. 217

                            Headlines

ABCLO 2007-1: Moody's Upgrades Ratings of Six Classes of CLO Notes
ACA ABS: S&P Lowers Rating on Class B Notes From 'CCC-' to 'CC'
ACCESS GROUP: Fitch Affirms Ratings on Notes; Outlook Stable
ACT 2005-RR: S&P Lowers Rating on CMBS Class A-2 to 'D'
AMERIQUEST MORTGAGE: S&P Cuts Rating on Class M-6 Certs. to 'D'

ANCHOR NATIONAL: Fitch Takes Various Ratings Actions
APHEX CAPITAL: S&P Lowers Rating on Class A to 'CCC'
ARCC COMMERCIAL: S&P Raises Rating on Class D Notes to 'B-'
ARES NF CLO: Moody's Upgrades Ratings of Four Classes of Notes
ARMTEC HOLDINGS: DBRS Downgrades Issuer Rating to 'B'

BABSON CLO: Moody's Upgrades Ratings of Nine Classes of Notes
BABSON CLO: Moody's Upgrades Ratings of Six Classes of CLO Notes
BANC OF AMERICA: Fitch Affirms BALL 2006-BIX1 Ratings
BANC OF AMERICA: Fitch Affirms Ratings on 2 Classes
BANKERS LIFE: AM Best Upgrades Financial Strength Rating to 'B'

BEAR STEARNS: Fitch Affirms Ratings on 12 Classes
BEAR STEARNS: Fitch Takes Various Rating Actions
BEAR STEARNS: Fitch Upgrades Ratings on 2 Classes of BS 1999-WF2
BEAR STEARNS: Moody's Reviews Ratings of 10 CMBS Classes
BEAR STEARNS: Moody's Upgrades Ratings of Two CMBS Classes

BLUE RIDGE: Fitch Affirms CLO 2009-1 Ratings
C-BASS CBO: Fitch Affirms Ratings on 2 Classes of Notes at 'Csf'
C-BASS MORTGAGE: Moody's Downgrades $8.6 Million of FHA-VA RMBS
CALLIDUS DEBT: Moody's Upgrades Ratings of 4 Classes of CLO Notes
CALLIDUS DEBT: Moody's Upgrades Ratings of CBO Notes

CANYON CAPITAL: S&P Withdraws 'BB+' Rating on Class C Notes
CAPITAL ONE: Fitch Affirms Ratings, Revises Outlook
CELERITY CLO: Moody's Upgrades Rating on Class E Notes to 'Ba2'
CELERITY CLO: S&P Puts 'BB+' Rating on Class D on Watch Positive
CENT 10: Moody's Upgrades Ratings of Five Classes of CLO Notes

CENTREPOINT FUNDING: Moody's Reviews Rental Truck ABS Transaction
CHESAPEAKE FUNDING: Moody's Reviews Series 2009-4 Notes
CHYPS CBO: S&P Withdraws 'D' Ratings on 2 Classes of Notes
CIT GROUP: DBRS Affirms Issuer Rating at 'B'
CLAREGOLD TRUST: DBRS Ups Rating on Class H Loan From 'BB'

COMM 2005-FL11: Fitch Affirms Ratings on 10 Pooled Classes
COMM 2011-THL: Fitch Rates Class F 'BB-sf'
COMM 2011-THL: Moody's Gives Definitive Ratings to 6 CMBS Classes
COMM MORTGAGE: Fitch Affirms COMM 2006-CNL2 Ratings
COMM MORTGAGE: Fitch Takes Various Rating Actions

COMSTOCK FUNDING: S&P Raises Rating on Class D Notes to 'BB'
CONNECTICUT VALLEY: Moody's Upgrades Ratings of 5 Classes of Notes
COPPER RIVER: Moody's Upgrades Ratings of 3 Classes of CLO Notes
CREDIT SUISSE: Fitch Cuts Ratings on 2 Classes of CS 2003-C5
CREDIT SUISSE: Fitch Upgrades CSFB 1998-C2 Ratings

CREDIT SUISSE: Fitch Upgrades CSFB 2003-CK2 Ratings
CREST G-STAR: S&P Affirms Rating on Class C Notes at 'CC'
CSFB MORTGAGE: Moody's Affirms 16 Classes of CSFB 2005-C3
DIVERSIFIED GLOBAL: Moody's Upgrades Ratings of 3 Classes of Notes
DLJ COMMERCIAL: Fitch Affirms 'B-' Rating on Class B-7 Notes

DLJ COMMERCIAL: Fitch Upgrades DLJ 1998-CG1 Ratings
DLJ COMMERCIAL: Moody's Affirms Ratings of Seven CMBS Classes
DRYDEN XII: Moody's Upgrades Ratings of Tranches Due 2013
DUANE STREET: S&P Affirms Rating on Class E Notes at 'CCC-'
E*TRADE FINANCIAL: DBRS Assigns 'B' Issuer & Senior Debt Rating

EDUCATION FUNDING: Moody's Reviews Ratings of 3 Classes of Notes
EMBARCADERO RE: S&P Rates Series 2011-I Class A Notes 'BB-'
ENTERPRISE PRODUCTS: Fitch Affirms Long-Term IDR
FIRST BANK: Moody's Reviews B3 Deposit Rating for Upgrade
FIRSTPLUS HOME: Moody's Withdraws Ratings of 21 Tranches

FLAGSHIP CLO: Moody's Upgrades Ratings of Six Classes of CLO Notes
FLEET LEASING: Moody's Reviews Series 2010-1 Notes for Upgrade
FORD CREDIT: S&P Raises Ratings on 4 Classes of ABS From 'BB+'
FOUNDATION RE: S&P Lowers Rating on Class A Notes to 'BB'
FRANKLIN CLO: Moody's Upgrades Ratings of Five Classes of Notes

GALAXY VII: Moody's Upgrades Ratings of CLO Notes
GALAXY VIII: Moody's Upgrades Ratings of Six Classes of Notes
GMAC COMMERCIAL: Fitch Downgrades Series 2001-C2 Ratings
GMAC COMMERCIAL: Fitch Upgrades GMAC 1998-C2 Ratings
GOAL CAPITAL: Fitch Affirms Ratings on Student Loan Notes

GRAYSTON CLO: Moody's Upgrades Ratings of CLO Notes
GREENWICH CAPITAL: S&P Lowers Ratings on 3 Classes to 'D'
GS MORTGAGE: Fitch Affirms Series 2007-EOP Ratings
GS MORTGAGE: S&P Lowers Ratings on 6 CMBS Re-REMIC Classes to 'D'
GS MORTGAGE: S&P Withdraws 'B' Rating on Class F Certificates

GULF STREAM-COMPASS: Moody's Upgrades Ratings of CLO Notes
HALCYON STRUCTURED: Moody's Upgrades Ratings of 5 Classes of Notes
HIGHLAND LOAN: Moody's Upgrades Ratings of 4 Classes of CLO Notes
ING INVESTMENT: Moody's Upgrades Ratings of Four Classes of Notes
JASPER CLO: S&P Affirms Ratings on 2 Classes of Notes at 'CCC-'

JP MORGAN: Fitch Downgrades JPMorgan Series 2001-CIBC1 Ratings
JP MORGAN: Fitch Takes Various Actions on JPMC 2001-C1
JP MORGAN CHASE: Fitch Upgrades JPM 2004-C2 Ratings
JPMORGAN AUTO: Fitch Upgrades Ratings on 2 Classes
JPMORGAN MORTGAGE: S&P Raises Rating on Class 4-A-1 to 'BB-'

LANDMARK IX: Moody's Upgrades Ratings of Five Classes of CLO Notes
LB-UBS COMMERCIAL: Fitch Takes Various Rating Actions
LB-UBS COMMERCIAL: Fitch Upgrades Ratings on Two Classes
LEHMAN BROTHERS: Fitch Upgrades Rating on Class J Notes to 'B'
LIGHTPOINT CLO: Moody's Upgrades Ratings of 3 Classes of Notes

LIGHTPOINT CLO: Moody's Upgrades Ratings of 5 Classes of CLO Notes
LONG GROVE: Moody's Upgrades Ratings of Four Classes of Notes
LSTAR COMMERCIAL: Moody's Assigns Definitive Ratings to Six CMBS
MADISON PARK: Moody's Upgrades Rating on Class D Notes to 'Ba3'
MERRILL LYNCH: DBRS Confirms Class G Rating at 'BB'

MERRILL LYNCH: DBRS Confirms Class H Rating at 'BB'
MERRILL LYNCH: DBRS Confirms Ratings on Three Loan Classes at 'B'
MERRILL LYNCH: Fitch Affirms MLMI 1999-C1 Ratings
MERRILL LYNCH: Fitch Downgrades MLMT 2004-KEY2 Ratings
ML-CFC COMMERCIAL: Moody's Affirms Ratings of 22 CMBS Classes

ML-CFC COMMERCIAL: Moody's Lowers Four and Affirms 19 CMBS Classes
MORGAN STANLEY: S&P Hikes Ratings on 3 Re-REMIC Classes From 'CCC'
MUIR GROVE: Moody's Upgrades Ratings of 5 Classes of CLO Notes
N-45 FIRST: Moody's Upgrades Two and Affirms Four CMBS Classes
NAVIGATOR 2004: Moody's Upgrades Ratings of CLO Notes

NOB HILL: S&P Hikes Rating on Class E Notes to From 'CCC-' to 'B+'
NON-PROFIT PREFERRED: Fitch Downgrades Classes of Notes
NORANDA OPERATING: DBRS Finalizes Rating of 'BB' for Sr. Notes
OCEAN TRAILS: Moody's Upgrades Ratings of 5 Classes of CLO Notes
OWS CLO: Moody's Upgrades Ratings of Five Classes of Notes

PACIFIC CAPITAL: DBRS Puts 'B' Issuer & Senior Debt Rating
PASADENA CDO: Fitch Affirms Ratings on 3 Classes of Notes
PERITUS I CDO: Moody's Upgrades Ratings of CBO Notes
PNC MORTGAGE: Fitch Upgrades PNCMAC 1999-CM1 Ratings
PRIMA 2006-1: Fitch Upgrades Rating on One Class; Revises Outlooks

PROTECTIVE COMMERCIAL: Moody's Upgrades Ratings of 3 CMBS Classes
REAL ESTATE LIQUIDITY: DBRS Confirms Class H Rating at 'BB'
REAL ESTATE LIQUIDITY: DBRS Confirms Ratings Three Loans at 'BB'
RENTAL CAR: Moody's Assigns Definitive Ratings to Rental Car ABS
REPACS TRUST: Moody's Upgrades Rating of Debt Obligation

REPACS TRUST: Moody's Upgrades Rating of Warwick Series
REYNOLDS GROUP: Moody's Assigns Ratings to Acquisition Financing
SANDELMAN REALTY: Fitch Affirms Ratings on Eight Classes
SASCO 2008-C2: S&P Withdraws 'CC' Rating on Class A Notes
SLM STUDENT: Fitch Affirms Series 2003-2 Ratings

SLM STUDENT: Fitch Affirms Series 2003-5 Ratings
TRAPEZA EDGE: Moody's Upgrades Ratings of TRUP CDO Notes
TRIMARAN CLO: Moody's Upgrades Ratings of 5 Classes of CLO Notes
UBS COMMERCIAL: Fitch Ups Ratings of 3 Classes of UBS 2007-FL1
VALHALLA CLO: S&P Raises Rating on Class A-2 Notes to 'BB+'

VEGA CAPITAL: Moody's Confirms Ba3 Rating Of Cat Bond Notes
VENTURE II: Moody's Upgrades Ratings of 3 Classes of CLO Notes
VERITAS CLO: S&P Affirms Rating on Class E Notes at 'BB-'
WACHOVIA BANK: Fitch Downgrades WBCMT 2004-C12 Ratings
WACHOVIA BANK: Moody's Affirms 17 CMBS Classes of WBCMT 2003-C5

WACHOVIA CRE: Fitch Places Ratings of All Classes on RWP
WAMU COMMERCIAL: Fitch Downgrades WaMu 2007-SL2 Ratings
WESTBROOK CLO: Moody's Upgrades Ratings of Five Classes of CLO
WHITEHAWK CDO: S&P Lowers Rating on Class A-2 Notes to 'CC'
WHITEHORSE IV: Moody's Upgrades Ratings of 5 Classes of CLO Notes

ZAIS INVESTMENT: Moody's Upgrades Ratings of 6 Classes of Notes
ZAIS INVESTMENT: Moody's Ups Ratings of Six Classes of Notes

* Fitch Takes Rating Actions on 8 US RMBS Re-REMICs
* Fitch Takes Various Actions on US RMBS HLV Transactions



                            *********



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

US$245,000,000 Class A-1a Floating Rate Notes Due 2021 (current
outstanding balance o $239,067,438), Upgraded to Aaa (sf);
previously on June 22, 2011 Aa1 (sf) Placed Under Review for
Possible Upgrade;

US$26,500,000 Class A-1b Floating Rate Notes Due 2021, Upgraded to
Aa2 (sf); previously on June 22, 2011 A2 (sf) Placed Under Review
for Possible Upgrade;

US$9,000,000 Class A-2 Floating Rate Notes Due 2021, Upgraded to
A1 (sf); previously on June 22, 2011 Baa1 (sf) Placed Under Review
for Possible Upgrade;

US$18,250,000 Class B Deferrable Floating Rate Notes Due 2021,
Upgraded to Baa2 (sf); previously on June 22, 2011 Ba1 (sf) Placed
Under Review for Possible Upgrade;

US$12,500,000 Class C Deferrable Floating Rate Notes Due 2021,
Upgraded to Ba2 (sf); previously on June 22, 2011 B3 (sf) Placed
Under Review for Possible Upgrade;

US$11,750,000 Class D Deferrable Floating Rate Notes Due 2021,
Upgraded to Ba3 (sf); previously on June 22, 2011 Caa3 (sf) Placed
Under Review for Possible Upgrade.

RATINGS RATIONALE

According to Moody's, the rating actions taken on the notes are
primarily a result of applying Moody's revised CLO assumptions
described in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011. The primary changes to the
modeling assumptions include (1) a removal of the temporary 30%
default probability macro stress implemented in February 2009 as
well as (2) increased BET liability stress factors and increased
recovery rate assumptions.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011, 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 $330 million,
defaulted par of $0 million, a weighted average default
probability of 19.68% (implying a WARF of 2601), a weighted
average recovery rate upon default of 49.61%, and a diversity
score of 55. The 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.

ABCLO 2007-1, Ltd., issued in May 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
June 2011. Please see the Credit Policy page on www.moodys.com for
a copy of this methodology.

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 June 2011.

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 2013 and
2015 which may create challenges for issuers to refinance. CDO
notes' performance may also be impacted by 1) the manager's
investment strategy and behavior and 2) divergence in legal
interpretation of CDO documentation by different transactional
parties due to embedded ambiguities.

Sources of additional performance uncertainties are:

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

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


ACA ABS: S&P Lowers Rating on Class B Notes From 'CCC-' to 'CC'
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on the
class A-1, A-2, and B notes from ACA ABS 2004-1 Ltd., a cash flow
collateralized debt obligation (CDO) transaction backed by
mezzanine structured finance securities. "At the same time, we
removed our rating on the class A-2 notes from CreditWatch
negative. In addition, we affirmed our ratings on the class C-1
and C-2 notes," S&P stated.

"The lowered ratings reflect deterioration we have observed in the
deal's performance since we affirmed our ratings on the class A-1
and A-2 notes and lowered our rating on the class B notes on Sept.
1, 2010," S&P related.

According to the June 30, 2011, trustee report, the transaction
had $61.63 million in defaulted obligations. "This was up from
$52.76 million reported in the June 30, 2010, trustee report,
which we used for our September 2010 rating actions. In addition,
as of June 2011, the transaction had approximately $21.48 million
in assets from obligors with a Standard & Poor's rating in the
'CCC' range, down from approximately $28.82 million in June 2010,"
S&P said.

The balance of the class A-1 notes was paid down to $20.54
million, as of June 2011, from $38.53 million, as of June 2010.
Despite the reduced note balance, the coverage test ratios dropped
during the same time period. The trustee reported these ratios in
the June 30, 2011, monthly report:

    The class A/B overcollateralization (O/C) ratio test was
    59.12%, compared with a reported ratio of 72.07% in June 2010;
    And

    The class C O/C ratio test was 51.59%, compared with a
    reported ratio of 63.83% in June 2010.

In addition, on the July 2011 payment date, the underlying
collateral did not generate enough interest proceeds to pay
interest payable to the class A-1, A-2, and B notes. As a result,
payment of interest on these nondeferrable classes was made using
the principal proceeds available in the transaction.

"We affirmed our ratings on the class C-1 and C-2 notes to reflect
our belief that the credit support available is 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

ACA ABS 2004-1 Ltd.
                Rating
Class       To          From
A-1         BBB (sf)    AA (sf)
A-2         BB- (sf)    BBB (sf)/Watch Neg
B           CC (sf)     CCC- (sf)

Ratings Affirmed

ACA ABS 2004-1 Ltd.

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


ACCESS GROUP: Fitch Affirms Ratings on Notes; Outlook Stable
------------------------------------------------------------
Fitch Ratings affirms the senior student loan asset-backed notes
at 'AAA/LS1' and affirms the subordinate student loan asset-backed
note at 'B/LS3' issued by Access Group, Inc. under the 2002
Indenture of Trust (Access Group 2002). The collateral supporting
the notes is comprised of student loans originated under the
Federal Family Education Loan Program (FFELP). The Rating Outlook
is Stable.

Fitch affirms the ratings on the Access Group 2002 senior and
subordinate notes based on the sufficient level of credit
enhancement to cover the applicable risk factor stresses. Credit
enhancement for the senior and subordinate notes consists of
overcollateralization and projected minimum excess spread, while
the senior notes also benefit from subordination provided by the
class B notes.

The loans are serviced and originated by Access Group, Inc. which
provides funds for educational loans for both federal guaranteed
student loans originated under the FFELP and private student
loans. Fitch does not rate Access Group, Inc.

Fitch has taken these rating actions:

Access Group, Inc. Federal Student Loan Asset-Backed Notes, issued
under the 2002 Indenture of Trust:

   -- 2002-1 A-2 affirmed at 'AAA/LS1'; Outlook Stable;
   -- 2002-1 A-3 affirmed at 'AAA/LS1'; Outlook Stable;
   -- 2002-1 A-4 affirmed at 'AAA/LS1'; Outlook Stable;

   -- 2003-1 A-2 affirmed at 'AAA/LS1'; Outlook Stable;
   -- 2003-1 A-3 affirmed at 'AAA/LS1'; Outlook Stable;
   -- 2003-1 A-4 affirmed at 'AAA/LS1'; Outlook Stable;
   -- 2003-1 A-5 affirmed at 'AAA/LS1'; Outlook Stable;
   -- 2003-1 A-6 affirmed at 'AAA/LS1'; Outlook Stable;

   -- 2004-1 A-1 affirmed at 'AAA/LS1'; Outlook Stable;
   -- 2004-1 A-2 affirmed at 'AAA/LS1'; Outlook Stable;
   -- 2004-1 A-3 affirmed at 'AAA/LS1'; Outlook Stable;
   -- 2004-1 A-4 affirmed at 'AAA/LS1'; Outlook Stable;
   -- 2004-1 A-5 affirmed at 'AAA/LS1'; Outlook Stable;

   -- 2002-1 B affirmed at 'B/LS3'; Outlook Stable;
   -- 2003-1 B affirmed at 'B/LS3'; Outlook Stable;
   -- 2004-1 B affirmed at 'B/LS3'; Outlook Stable.


ACT 2005-RR: S&P Lowers Rating on CMBS Class A-2 to 'D'
-------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating to 'D (sf)'
from 'CCC- (sf)' on class A-2 from ACT 2005-RR Depositor Corp.
(ACT 2005-RR), a U.S. commercial mortgage-backed securities (CMBS)
resecuritized real estate mortgage investment conduit (re-REMIC)
transaction. "At the same time, we affirmed our 'CCC- (sf)' rating
on class A-1FL," S&P said.

The downgrade to class A-2 follows a principal loss sustained by
the class according to the July 22, 2011, trustee report. The
class incurred a principal loss in the amount of $2.5 million, or
2.1% of the opening principal balance. "The affirmation of class
A-1 reflects our analysis of the interest shortfalls affecting
class," S&P related.

According to the most recent trustee report, the principal loss
was due to principal losses sustained on the underlying CMBS
collateral. As noted in the July 22, 2011, trustee report, ACT
2005-RR sustained $12.3 million in principal losses due to
principal losses on 17 underlying CMBS classes. Class A-2
experienced $2.5 million in losses while class A-3 experienced
$9.9 million in losses in the current period. "We previously
lowered our rating on class A-3 to 'D (sf)'. To date, ACT 2005-RR
has experienced $713.6 million, or 67.7%, in total principal
losses on the original face value of $1.1 billion," S&P said.

Interest shortfalls to the transaction totaled $28.4 million
according to the trustee report. Class A-1 has outstanding
interest shortfalls of $109,856, and has not received full
interest payments for the last two months. "The interest
shortfalls will be monitored and further rating action may be
taken if we determine the shortfalls will continue for an extended
period of time," S&P related.

According to the July 22, 2011, trustee report, ACT 2005-RR is
collateralized by 79 CMBS classes ($322.3 million, 100%) from 32
distinct transactions issued between 1999 and 2004.

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


AMERIQUEST MORTGAGE: S&P Cuts Rating on Class M-6 Certs. to 'D'
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings to 'D (sf)'
on five classes of mortgage pass-through certificates from five
U.S. residential mortgage-backed securities (RMBS) transactions
issued between 2004 and 2007, and removed one of them from
CreditWatch with negative implications. "In addition, we placed
our ratings on six additional classes from three of the affected
transactions on CreditWatch negative," S&P said.

"The lowered ratings reflect our assessment of principal write-
downs on the affected classes during recent remittance periods.
Prior to the rating actions, these classes had ratings of 'B (sf)'
or 'B- (sf)'. We put the ratings on certain classes on CreditWatch
if the classes were within a loan group that includes a defaulted
class from a 'B-' rating or higher," S&P related.

All of the defaulted classes were from transactions backed by
Alternative-A (Alt-A), subprime, and closed-end second-lien
mortgage loan collateral. A combination of subordination, excess
spread, and overcollateralization (prior to depletion) provide
credit enhancement on these transactions.

"We expect to resolve the CreditWatch placements after we complete
our review of the related transactions. Standard & Poor's will
continue to monitor its ratings on securities that experience
principal write-downs, and it will adjust its ratings as it
considers appropriate in accordance with its criteria," S&P said.

Rating Actions

Ameriquest Mortgage Securities Inc.
Series      2005-R9
                               Rating
Class      CUSIP       To                   From
M-6        03072SQ81   D (sf)               B- (sf)/Watch Neg

GSAA Home Equity Trust 2006-S1
Series      2006-S1
                               Rating
Class      CUSIP       To                   From
II-M-3     40051CAT4   D (sf)               B- (sf)

Home Equity Mortgage Trust 2004-4
Series      2004-4
                               Rating
Class      CUSIP       To                   From
M-6        22541SYP7   D (sf)               B- (sf)

RFMSI Series 2007-S9 Trust
Series      2007-S9
                               Rating
Class      CUSIP       To                   From
II-A-3     74958VAE8   D (sf)               B (sf)

Structured Asset Securities Corporation 2005-S1
Series      2005-S1
                               Rating
Class      CUSIP       To                   From
M4         86359B4F5   D (sf)               B (sf)

Creditwatch Placements

GSAA Home Equity Trust 2006-S1
Series      2006-S1
                               Rating
Class      CUSIP       To                   From
II-M-1     40051CAR8   AA+ (sf)/Watch Neg   AA+ (sf)
II-M-2     40051CAS6   A- (sf)/Watch Neg    A- (sf)

Home Equity Mortgage Trust 2004-4
Series      2004-4
                               Rating
Class      CUSIP       To                   From
M-3        22541SYL6   AA- (sf)/Watch Neg   AA- (sf)
M-4        22541SYM4   A+ (sf)/Watch Neg    A+ (sf)
M-5        22541SYN2   A (sf)/Watch Neg     A (sf)

Structured Asset Securities Corporation 2005-S1
Series      2005-S1
                               Rating
Class      CUSIP       To                   From
M3         86359B4E8   AA- (sf)/Watch Neg   AA- (sf)


ANCHOR NATIONAL: Fitch Takes Various Ratings Actions
----------------------------------------------------
Fitch Ratings has taken these rating actions on two classes of
Anchor National Life Insurance Company mortgage pass-through
certificates 1994-1, which represent a beneficial ownership
interest in separate trust funds.

   -- $67.1 million class A affirmed at 'Csf/RR6'; removed from
      Rating Watch Negative and withdrawn;

   -- $56,885 class G downgraded to 'Csf' from 'BBsf'; removed
      from Rating Watch Negative; and withdrawn.

Class A is collateralized by Daiwa Mortgage Acceptance Corporation
1991-A class C. Class G is collateralized by a small pool of
residential mortgage loans. The transaction has a limited guaranty
provided by AIG with a remaining balance of $9.5 million. The
limited guaranty provided by AIG provides credit protection from
principal losses for both class A and class G.

Fitch affirmed class A at 'Csf/RR6' and withdrew the rating due to
the lack of cash flow. Class A is not receiving principal or
interest payments from Daiwa 1991-A class C and is accruing
interest shortfalls. Daiwa 1991-A is a manufactured housing
transaction with all remaining loans severely delinquent.

Fitch downgraded class G to 'Csf', since it is undercollateralized
and unlikely to be paid in full. The undercollateralization
resulted from the payment of trust cost and interest from the
limited amount of cash flow generated from the three remaining
underlying loans. Fitch subsequently withdrew the rating due to
the number of remaining loans.

These actions were reviewed by a committee of Fitch analysts.


APHEX CAPITAL: S&P Lowers Rating on Class A to 'CCC'
----------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on 42
tranches from 35 corporate-backed synthetic CDO transactions and
removed them from CreditWatch with positive implications. "At the
same time, we lowered our ratings on three tranches from two
corporate-backed synthetic CDO transactions and six tranches from
three synthetic CDO transactions backed by commercial mortgage-
backed securities (CMBS). In addition, we affirmed our ratings on
11 tranches from five corporate-backed synthetic CDOs," S&P
related.

"The upgrades affected synthetic CDOs that experienced a
combination of upward rating migration in their underlying
reference portfolios, seasoning of the underlying reference names,
and an increase in their synthetic rated overcollateralization
(SROC) ratios above 100% at higher rating levels as of the July
review and at our projection of the SROC ratios in 90 days
assuming no credit migration. The downgrades affected synthetic
CDOs that experienced negative rating migration in their
underlying reference portfolios. The affirmations reflect our
opinion of the availability of sufficient credit support at the
current rating levels," S&P stated.

Rating Actions

Aphex Capital NSCR 2006-2 Ltd.
                              Rating
Class                    To             From
A                        CCC (sf)       CCC+ (sf)/Watch Neg

Aphex Capital NSCR 2007-3 Ltd.
                              Rating
Class                    To             From
A-1F                     CCC (sf)       CCC+ (sf)/Watch Neg
A-1L                     CCC (sf)       CCC+ (sf)/Watch Neg

CRAFT 2005-3 Ltd.
                              Rating
Class                    To                  From
Junior AAA               A+srp (sf)          A+srp (sf)
A                        A+srp (sf)          A+srp (sf)
B                        Asrp (sf)           Asrp (sf)
C                        BBB+srp (sf)        BBB+srp (sf)

Credit Default Swap
$1.437 bil J.P. Morgan Chase Bank N.A. - Credit Protection Trust
255
(Soleil)
                              Rating
Class                    To            From
Tranche                  A+srp (sf)    A-srp (sf)/Watch Pos

Credit Default Swap
$10.891 bil Swap Risk Rating - Portfolio CDS Ref No. SDB506494096
                              Rating
Class                    To            From
Notes                    Bsrp (sf)     B-srp (sf)/Watch Pos

Credit Default Swap
$10.891 bil Swap Risk Rating - Portfolio CDS Ref No. SDB506551445
                              Rating
Class                    To            From
Notes                    Bsrp (sf)     B-srp (sf)/Watch Pos

Credit Default Swap
$10.892 bil Swap Risk rating - Portfolio CDS Ref No. SDB506551406
                              Rating
Class                    To            From
Notes                    Bsrp (sf)     B-srp (sf)/Watch Pos

Credit Default Swap
$10.892 bil Swap Risk rating - Portfolio CDS Ref No. SDB506551414
                              Rating
Class                    To            From
Notes                    Bsrp (sf)     B-srp (sf)/Watch Pos

Credit Default Swap
$10.892 bil Swap Risk Rating - Portfolio CDS Ref No. SDB506551423
                              Rating
Class                    To            From
Notes                    Bsrp (sf)     B-srp (sf)/Watch Pos

Credit Default Swap
$10.893 bil Swap Risk Rating - Portfolio CDS Ref No. SDB506551442
                              Rating
Class                    To            From
Notes                    Bsrp (sf)     B-srp (sf)/Watch Pos

Credit Default Swap
$10.894 bil Swap Risk Rating - Portfolio CDS Ref No. SDB506551435
                              Rating
Class                    To            From
Notes                    Bsrp (sf)     B-srp (sf)/Watch Pos

Credit Default Swap
$10.895 bil Swap Risk Rating - Portfolio CDS Ref No. SDB506551383
                              Rating
Class                    To            From
Notes                    Bsrp (sf)     B-srp (sf)/Watch Pos

Credit Default Swap
$10.895 bil Swap Risk Rating - Portfolio CDS Ref No. SDB506550851
                              Rating
Class                    To            From
Notes                    Bsrp (sf)     B-srp (sf)/Watch Pos

Credit Default Swap
$10.895 bil Swap Risk Rating - Portfolio CDS Ref. No. SDB506551403
                              Rating
Class                    To            From
Notes                    Bsrp (sf)     B-srp (sf)/Watch Pos

Credit Default Swap
$187.5 mil Swap Risk Rating - Portfolio CDS Ref No.
PYR_8631051_82386545_Vizzavona
                              Rating
Class                    To          From
Swap                     A-srp (sf)  BBB+srp (sf)/Watch Pos

CypressTree Synthetic CDO Ltd.
2006-1
                              Rating
Class                    To             From
Notes                    A (sf)         BBB+ (sf)/Watch Pos

Ghisallo Ltd.
                              Rating
Class                    To                  From
A                        CCC+ (sf)           CCC+ (sf)

Greylock Synthetic CDO 2006
Series 2
                              Rating
Class                    To             From
A3-$FMS                  B+ (sf)        B (sf)/Watch Pos
A3-$LMS                  B+ (sf)        B (sf)/Watch Pos
A3A-$FMS                 B+ (sf)        B (sf)/Watch Pos
A3B-$LMS                 B+ (sf)        B (sf)/Watch Pos

Greylock Synthetic CDO 2006
Series 5
                              Rating
Class                    To             From
A1-$LMS                  BB+ (sf)       BB (sf)/Watch Pos

Infiniti SPC Ltd.
US$20 mil Infiniti SPC Ltd. Acting on Behalf of and for the
Account of the
Potomac Synthetic CDO 2007-2 Segregated Portfolio, Series 10A-2
                              Rating
Class                    To             From
10A-2                    BB+ (sf)       BB (sf)/Watch Pos

Landgrove Synthetic CDO SPC
Series 2007-2
                              Rating
Class                    To                  From
7A2 Sr                   CCC- (sf)           CCC- (sf)
A                        B (sf)              B (sf)
C2                       CCC- (sf)           CCC- (sf)

Magnolia Finance II PLC
2006-7B
                              Rating
Class                    To             From
Notes                    A+ (sf)        BB+ (sf)/Watch Pos

Mistletoe ORSO Trust 1
                              Rating
Class                    To             From
Cr Link                  BBB+ (sf)      BBB- (sf)/Watch Pos

Mistletoe ORSO Trust 2
                              Rating
Class                    To             From
Cr Link                  A+ (sf)        A (sf)/Watch Pos

Morgan Stanley ACES SPC
2006-13
                              Rating
Class                    To                  From
A                        BBB- (sf)           BBB- (sf)
II                       CCC- (sf)           CCC- (sf)

Morgan Stanley ACES SPC
2006-33
                              Rating
Class                    To             From
E                        AA- (sf)       A+ (sf)/Watch Pos

Morgan Stanley ACES SPC
2007-28
                              Rating
Class                    To             From
A                        BBB (sf)       BB+ (sf)/Watch Pos

Morgan Stanley ACES SPC
2008-3
                              Rating
Class                    To             From
Notes                    BB (sf)        BB- (sf)/Watch Pos

Morgan Stanley ACES SPC
2008-7
                              Rating
Class                    To             From
Notes                    BBB- (sf)      BBB (sf)/Watch Neg

Morgan Stanley ACES SPC
$1 bil Morgan Stanley ACES SPC 2007-6
NF8BK
                              Rating
Class                   To           From
Notes                   BBBsrp (sf)  BBB-srp (sf)/Watch Pos

Morgan Stanley ACES SPC
$500 mil Morgan Stanley ACES SPC 2007-6
NF8T1
                              Rating
Class                   To           From
Notes                   BBBsrp (sf)  BBB-srp (sf)/Watch Pos

Morgan Stanley ACES SPC
$500 mil Morgan Stanley ACES SPC 2007-6
NF8BM
                              Rating
Class                   To           From
Notes                   BBBsrp (sf)  BBB-srp (sf)/Watch Pos

Morgan Stanley ACES SPC
$500 mil Morgan Stanley ACES SPC 2007-6
NF8T4
                              Rating
Class                   To           From
Notes                   BBBsrp (sf)  BBB-srp (sf)/Watch Pos

Morgan Stanley Managed ACES SPC
2006-2
                              Rating
Class                    To             From
Combo                    BB- (sf)       B+ (sf)/Watch Pos
III                      B (sf)         B- (sf)/Watch Pos

Morgan Stanley Managed ACES SPC
2006-4
                              Rating
Class                    To             From
IIIA                     BB- (sf)       B+ (sf)/Watch Pos
IIIB                     BB- (sf)       B+ (sf)/Watch Pos

North Street Referenced Linked Notes 2005-9 Ltd.
                              Rating
Class                    To             From
C                        AA+ (sf)       AA- (sf)/Watch Pos
D                        A+ (sf)        BBB+ (sf)/Watch Pos
E                        BBB- (sf)      BB+ (sf)/Watch Pos

ORSO Portfolio Tranche Index Certificates
                              Rating
Class                    To             From
CL                       A (sf)         A- (sf)/Watch Pos

REVE SPC
EUR15 mil, JPY3 bil, $81 mil REVE SPC Segregated Portfolio of
Dryden XVII
Notes
                              Rating
Class                    To             From
Series 34                CCC+ (sf)      B- (sf)/Watch Neg
Series 36                B- (sf)        B+ (sf)/Watch Neg

REVE SPC
EUR5 mil Series 26 Dryden XVII Notes of Series 2008-1 Class B
                              Rating
Class                    To                  From
B                        B (sf)              B (sf)

Rutland Rated Investments
LYNDEN 2006-1 (21)
                              Rating
Class                    To             From
A1-L                     BB (sf)        BB- (sf)/Watch Pos

Rutland Rated Investments
$105 mil Dryden XII - IG Synthetic CDO 2006-2
                              Rating
Class                    To             From
A1-$LS                   BB+ (sf)       BB (sf)/Watch Pos

SPGS SPC
2006-I
                              Rating
Class                    To             From
A                        CCC (sf)       CCC+ (sf)/Watch Neg
B                        CCC (sf)       CCC+ (sf)/Watch Neg
C                        CCC (sf)       CCC+ (sf)/Watch Neg

STEERS Thayer Gate CDO Trust, Series 2006-1
                              Rating
Class                    To             From
Trust Cert               B- (sf)        CCC- (sf)/Watch Pos

STEERS Thayer Gate CDO Trust, Series 2006-2
                              Rating
Class                    To             From
Trust Unit               B- (sf)        CCC- (sf)/Watch Pos

STRATA Trust, Series 2006-10
                              Rating
Class                    To             From
Notes                    BB (sf)        B (sf)/Watch Pos


ARCC COMMERCIAL: S&P Raises Rating on Class D Notes to 'B-'
-----------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-1A, A-1A VFN, A-1B, A-2B, B, and D notes from ARCC Commercial
Loan Trust 2006, a collateralized loan obligation (CLO)
transaction, managed by Ares Capital Corp. "We removed two of
those ratings from CreditWatch, where we placed them with positive
implications on May 3, 2011. At the same time, we affirmed our
rating on the class C notes and removed it from CreditWatch
positive. We also withdrew our rating on the class A-2A notes
following a complete paydown," S&P related.

"The upgrades reflect the improved performance we have observed in
the deal's underlying asset portfolio since we downgraded the
notes on March 31, 2010," S&P said.

"We raised our rating on the class A notes following a paydown of
roughly $135.43 million to the class A note balance. The class A-
1A notes were paid down to $16.74 million from $73.16 million; the
class A-1A VFN notes to $42.81 million from $48.77 million; and
the class A-2B notes had a small paydown to $32.56 million from
$33.00 million, since we downgraded them on March 31, 2010. The
class A-2A notes balance of $72.61 million was paid in full.
Additionally, as of the June 20, 2011, trustee report, the
transaction had no defaulted assets," S&P related.

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

ARCC Commercial Loan Trust 2006
                 Rating
Class        To          From
A-1A         AAA (sf)    AA+ (sf)
A-1A VFN     AAA (sf)    AA+ (sf)
A-1B         AA+ (sf)    A+ (sf)
A-2B         AA+ (sf)    A+ (sf)
B            A+ (sf)     BBB+ (sf)/Watch Pos
C            BB+ (sf)    BB+ (sf)/Watch Pos
D            B- (sf)     CCC+ (sf)/Watch Pos

Rating Withdrawn

ARCC Commercial Loan Trust 2006
                 Rating
Class        To          From
A-2A         NR          AAA (sf)

Transaction Information

Issuer:               ARCC Commercial Loan Trust 2006
Collateral manager:   Ares Capital Corp.
Underwriter:          Wachovia Securities Inc.
Trustee:              U.S. Bank N.A.
Transaction type:     Cash flow CLO


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

US$14,000,000 Class B Senior Secured Floating Rate Notes, Upgraded
to Aa2 (sf); previously on June 22, 2011 A1 (sf) Placed Under
Review for Possible Upgrade;

US$16,500,000 Class C Secured Deferrable Floating Rate Notes,
Upgraded to A3 (sf); previously on June 22, 2011 Baa3 (sf) Placed
Under Review for Possible Upgrade;

US$14,000,000 Class D Secured Deferrable Floating Rate Notes,
Upgraded to Baa3 (sf); previously on June 22, 2011 B1 (sf) Placed
Under Review for Possible Upgrade;

US$11,250,000 Class E Secured Deferrable Floating Rate Notes,
Upgraded to Ba3 (sf); previously on June 22, 2011 Caa2 (sf) Placed
Under Review for Possible Upgrade.

RATINGS RATIONALE

According to Moody's, the rating actions taken on the notes are
primarily a result of applying Moody's revised CLO assumptions
described in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011. The primary changes to the
modeling assumptions include (1) a removal of the temporary 30%
default probability macro stress implemented in February 2009 as
well as (2) increased BET liability stress factors and increased
recovery rate assumptions.

The actions also reflect consideration of credit improvement of
the underlying portfolio since the rating action in July 2009.
Based on the July 2011 trustee report, the weighted average rating
factor is currently 2316 compared to 2690 in June 2009.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011, 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 $301.2 million,
no defaulted par, a weighted average default probability of 20.36%
(implying a WARF of 2603), a weighted average recovery rate upon
default of 50.60%, and a diversity score of 55. The 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 NF CLO XIV Ltd., issued in April 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
June 2011. Please see the Credit Policy page on www.moodys.com for
a copy of this methodology.

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 June 2011.

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 2013 and
2015 which may create challenges for issuers to refinance. CLO
notes' performance may also be impacted by 1) the manager's
investment strategy and behavior and 2) divergence in legal
interpretation of CLO documentation by different transactional
parties due to embedded ambiguities.

Sources of additional performance uncertainties are:

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

2) Other collateral quality metrics: The deal is allowed to
   reinvest and the manager has the ability to deteriorate the
   collateral quality metrics' existing cushions against the
   covenant levels. Moody's analyzed the impact of assuming 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.


ARMTEC HOLDINGS: DBRS Downgrades Issuer Rating to 'B'
-----------------------------------------------------
DBRS has downgraded the Issuer Rating of Armtec Holdings Limited
(Armtec or the Company) to B (high) from BB (low).  The rating
action reflects the fact that the Company's financial profile is
no longer compatible with the BB (low) rating because of
deteriorating operating performance and increased debt levels.
Furthermore, DBRS believes a recovery is unlikely in the near term
due to a weak market outlook and operational challenges.  DBRS has
also downgraded the recovery rating of the Senior Unsecured Debt
to RR5 from RR3 and, as a consequence, has downgraded the Senior
Unsecured Debt rating to B from BB.  The ratings remain Under
Review with Negative Implications in view of the ongoing due
diligence work by Brookfield Asset Management Inc. (BAM, rated A
(low) by DBRS) regarding the committed credit facility.  Securing
an agreement on the credit facility is critical to safeguarding
adequate liquidity for Armtec's operating needs.

The Company's operating performance has been below expectations.
DBRS had expected EBITDA to soften in 2010 as a result of slowing
revenue and tighter margins in the Engineered Solutions (ES)
business.  However, reported operating profit was much lower than
anticipated because of additional margin pressure from higher
production costs caused by project delays, work complexity and low
utilization rates.  DBRS had also expected operating performance
to stabilize in 2011, but actual results in Q1 2011 were below
expectations as a result of lower earnings in the Construction and
Infrastructure (CIA) business.  Poor operating results have also
led to a large deficit in free cash flow and a corresponding
increase in debt.  The combination of higher debt levels, weaker
earnings and low operating cash flow generation has led to a sharp
deterioration in Armtec's debt coverage ratios.  The debt-to-
EBITDA ratio (as calculated by DBRS) rose to nearly 6.0 times (x)
in 2010 and about 6.5x (under International Financial Reporting
Standards (IFRS)) for the 12 months ending March 31, 2011, from
about 3.0x in 2009 and 2008.  Also, the cash flow-to-total debt
ratio declined to approximately 0.10x in 2010 from 0.27x in 2009.
In April 2011, the Company raised about $55 million from an equity
issue and used the proceeds to pay down the term credit facility.
However, the key credit metrics (on a pro forma basis) only
improved marginally and are still not compatible with the BB (low)
rating range.  More worryingly, the Company also expects
continuing pressure on its operating results for the rest of 2011,
with lower volume in the CIA business and no improvements in the
ES business until the end of the year.

Furthermore, DBRS believes that, in addition to challenging market
conditions, Armtec also faces some operational challenges.  The
Company has grown rapidly through acquisition the last few years
and merged its divisions into a regionally based organization in
2010.  DBRS believes that distractions and disruptions from the
reorganization are likely to have contributed to the
inefficiencies that affected recent results.  The appointment of a
chief operating officer in March 2011 to drive operational
improvement should help address the situation.  The Company has
also completed amalgamating eight disparate accounting systems
into a single SAP Enterprise Resource Planning (ERP) system.
Adopting a new, complex ERP system at the same time as introducing
major organizational changes would add to the challenge of a
smooth transition.  Near term, the Company has to manage the
deteriorating business environment, drive operational improvement
from the "new" organizational setup and deploy the new ERP system
effectively.  It is uncertain that the Company is able to overcome
such significant headwinds, both internally and externally.
Consequently, DBRS has concluded a one-notch downgrade is
warranted at this time.

Another consequence of the poor operating performance is that
Armtec is seriously at risk of breaching the covenants of its
existing senior secured bank facility.  The Company has been
successful in securing agreements from its banking syndicate to
waive compliance with the financial covenants and to access the
bank facility to ensure adequate liquidity for operating needs in
the short term.  On July 3, 2011, the Company announced that it
has entered into a committed financing agreement with a BAM
company to provide a $125 million credit facility for a two-year
term, extendible to 30 months at Armtec's option.  The first
tranche ($90 million) will become available upon finalization of
appropriate documentation and the second tranche ($35 million)
will become available upon the satisfaction of certain additional
due diligence conditions.  The new facility will allow Armtec to
repay in full the lenders under its existing senior secured bank
facility.  DBRS views this as a positive development that will
remove the uncertainty regarding the Company's medium-term funding
source.  Currently, due diligence is ongoing and is expected to be
completed in the third or fourth quarter of 2011.  This is the
major reason the ratings remain Under Review with Negative
Implications.

Going forward, the Company expects results in the ES business to
remain under pressure until existing lower-margin projects run off
near the end of 2011.  Additionally, the CIA business is not
expected to rebound in 2011 as activities in the residential,
commercial and industrial construction markets remain subdued.
Nevertheless, DBRS believes that the Company's business profile
remains sound despite the disappointing operating results.  Armtec
is the only national provider of infrastructure-related products
in Canada, with leading market positions in its core markets.  The
Company has a well-balanced portfolio of work between the lower-
margin but stable CIA business and the normally higher-margin but
volatile ES business.  Armtec has low capital expenditure
requirements and the suspension of dividends should help improve
its liquidity.  DBRS expects the Company to be able to weather the
current difficulties, albeit with a weakened financial profile.

Pursuant to our rating methodology for leveraged finance, DBRS has
created a default scenario for Armtec in order to analyze when and
under what circumstances a default could hypothetically occur and
the potential recovery of the Company's debt in the event of such
default.  The scenario assumes that the economy fails to recover
and falls into a recession again in 2012. DBRS has determined
Armtec's estimated value at default using an EBITDA multiple
valuation approach, consistent with a view that default would
likely result in the restructuring and/or recapitalization of the
assets with value as a going concern versus the sale of its
individual assets.  EBITDA multiples utilized are applied to
cyclically normalized EBITDA at default as opposed to the actual
low EBITDA values expected at the time of default, reflecting the
forward-looking nature of the valuation.  The valuation considers
the issuer and the specific debt instruments, allocating value
proceeds accordingly.  DBRS has forecast the economic value of the
components of the enterprise at approximately $148 million, using
a 4.0x multiple of normalized EBITDA for Armtec.  Based on the
default scenario, the Senior Unsecured Debt has recovery estimated
between 10% and 30%; therefore, the assigned recovery rating is
RR5.  The instrument rating of the Senior Unsecured Debt is B.

DBRS will remove the Company from Under Review with Negative
Implications once the Company has secured a committed credit
facility from BAM.  Additionally, DBRS will assess the progress of
the Company in addressing the challenges to its full recovery at
that time to ascertain the appropriateness of the current Issuer
Rating as well as the recovery rating.  However, a failure to
secure the committed facility from BAM would have negative rating
consequences unless the Company has an acceptable alternative in
place to ensure adequate liquidity to fund its operating needs.


BABSON CLO: Moody's Upgrades Ratings of Nine Classes of Notes
-------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by Babson CLO Ltd. 2005-I:

US$85,000,000 Class A-1A Revolving Notes, Upgraded to Aaa (sf);
previously on Jun 22, 2011 Aa2 (sf) Placed Under Review for
Possible Upgrade

US$563,000,000 Class A-1B-1 Notes, Upgraded to Aaa (sf);
previously on Jun 22, 2011 Aa2 (sf) Placed Under Review for
Possible Upgrade

US$15,000,000 Class A-1B-2 Notes, Upgraded to Aaa (sf); previously
on Jun 22, 2011 Aa2 (sf) Placed Under Review for Possible Upgrade

US$34,000,000 Class A-2 Notes, Upgraded to Aa2 (sf); previously on
Jun 22, 2011 A2 (sf) Placed Under Review for Possible Upgrade

US$30,000,000 Class B-1 Notes, Upgraded to A2 (sf); previously on
Jun 22, 2011 Ba1 (sf) Placed Under Review for Possible Upgrade

US$16,000,000 Class B-2 Notes, Upgraded to A2 (sf); previously on
Jun 22, 2011 Ba1 (sf) Placed Under Review for Possible Upgrade

US$46,800,000 Class C-1 Notes (current outstanding balance of
$35,225,097), Upgraded to Baa2 (sf); previously on Jun 22, 2011 B2
(sf) Placed Under Review for Possible Upgrade

US$9,200,000 Class C-2 Notes (current outstanding balance of
$6,924,592), Upgraded to Baa2 (sf); previously on Jun 22, 2011 B2
(sf) Placed Under Review for Possible Upgrade

US$20,000,000 Class Q-1 Combination Notes (current rated balance
of $10,599,784), Upgraded to Aa3 (sf); previously on Jun 22, 2011
Baa2 (sf) Placed Under Review for Possible Upgrade

RATINGS RATIONALE

According to Moody's, the rating actions taken on the notes are
primarily a result of applying Moody's revised CLO assumptions
described in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011. The actions reflect key
changes to the modeling assumptions, which incorporate (1) a
removal of the temporary 30% default probability macro stress
implemented in February 2009 as well as (2) increased BET
liability stress factors and increased recovery rate assumptions.

The actions also reflect consideration of credit improvement of
the underlying portfolio and an increase in the transaction's
overcollateralization ratios since the rating action in September
2009. Based on the latest trustee report from June 2011, the
weighted average rating factor is currently 2673 compared to 2988
in the June 2009 report. The Class A, Class B and Class C
overcollateralization ratios are reported at 120.5%, 113% and
107%, respectively, versus June 2009 levels of 113.2%, 106.2% and
99.4%, respectively. In particular, the Class C
overcollateralization ratios has increased in part due to the
diversion of excess interest to delever the Class C notes in the
event of a Class C overcollateralization test failure. Since the
rating action in September 2009, $8.65 million of interest
proceeds have reduced the outstanding balance of the Class C Notes
by 17.03%.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011, 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 $840 million,
defaulted par of $7 million, a weighted average default
probability of 21.7% (implying a WARF of 2724), a weighted average
recovery rate upon default of 50.4%, and a diversity score of 85.
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.

Babson CLO Ltd. 2005-I, issued in March 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" published in
June 2011.

A secondary methodology used was "Using the Structured Note
Methodology to Rate CDO Combo-Notes" published in February 2004.

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 June 2011.

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 2013 and
2015 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) 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.


BABSON CLO: Moody's Upgrades Ratings of Six Classes of CLO Notes
----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by Babson CLO Ltd. 2005-III:

US$425,000,000 Class A Senior Notes due 2019 (current outstanding
balance of $411,027,890.74), Upgraded to Aa1 (sf); previously on
June 22, 2011 Aa2 (sf) Placed Under Review for Possible Upgrade;

US$22,000,000 Class B Senior Notes due 2019, Upgraded to Aa3 (sf);
previously on June 22, 2011 A2 (sf) Placed Under Review for
Possible Upgrade;

US$38,500,000 Class C Deferrable Mezzanine Notes due 2019,
Upgraded to Baa2 (sf); previously on June 22, 2011 Ba1 (sf) Placed
Under Review for Possible Upgrade;

US$22,000,000 Class D Deferrable Mezzanine Notes due 2019,
Upgraded to Ba2 (sf); previously on June 22, 2011 B1 (sf) Placed
Under Review for Possible Upgrade;

US$12,500,000 Class E Deferrable Mezzanine Notes due 2019 (current
outstanding balance of $10,479,220.64), Upgraded to Ba3 (sf);
previously on June 22, 2011 Caa2 (sf) Placed Under Review for
Possible Upgrade;

US$15,000,000 Class Q Combination Notes due 2019 (current rated
balance of $8,415,864.22), Upgraded to A2 (sf); previously on June
22, 2011 Baa2 (sf) Placed Under Review for Possible Upgrade.

RATINGS RATIONALE

According to Moody's, the rating actions taken on the notes are
primarily a result of applying Moody's revised CLO assumptions
described in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011. The primary changes to the
modeling assumptions include (1) a removal of the temporary 30%
default probability macro stress implemented in February 2009 as
well as (2) increased BET liability stress factors and increased
recovery rate assumptions.

The actions also reflect consideration of an increase in the
transaction's overcollateralization ratios since the rating action
in July 2009. The Class A/B, Class C, Class D and Class E
overcollateralization ratios are reported at 123.80%, 113.70%,
108.63% and 106.37%, respectively, versus May 2009 levels of
111.75%, 102.89%, 98.43% and 96.44%, respectively, and all related
overcollateralization tests are currently in compliance. Moody's
also notes that the Class C Notes, Class D Notes, and Class E
Notes are no longer deferring interest and that all previously
deferred interest has been paid in full.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011, 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 $538.2 million,
defaulted par of $6.8 million, a weighted average default
probability of 24.61% (implying a WARF of 2979), a weighted
average recovery rate upon default of 49.62%, and a diversity
score of 80. The 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.

Babson CLO Ltd. 2005-III, issued in November 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" published in
June 2011. Please see the Credit Policy page on www.moodys.com for
a copy of this methodology.

Other methodology used in this rating was "Using the Structured
Note Methodology to Rate CDO Combo-Notes" published in February
2004.

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 June 2011.

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 2013 and
2015 which may create challenges for issuers to refinance. CLO
notes' performance may also be impacted by 1) the manager's
investment strategy and behavior and 2) divergence in legal
interpretation of CLO 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 life and diversity score.
   However, as part of the base case, Moody's considered weighted
   average spread levels higher than the covenant levels due to
   the large difference between the reported and covenant levels.


BANC OF AMERICA: Fitch Affirms BALL 2006-BIX1 Ratings
-----------------------------------------------------
Fitch Ratings has affirmed Banc of America Large Loan, Inc.
commercial mortgage pass-through certificates, series 2006-BIX1
reflecting Fitch's base case loss expectation of 5%. Fitch's
performance expectation incorporates prospective views regarding
commercial real estate values and cash flow declines. The revision
of the Rating Outlooks to Stable from Negative reflects increases
in credit enhancement due to loan payoffs since the last Fitch
rating action.

Under Fitch's updated analysis, approximately 83.7% 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% from generally year end 2010 servicer-reported
financial data. In its review, Fitch analyzed servicer reported
operating statements and rent rolls, updated property valuations,
and recent lease and sales comparisons. Fitch estimates the
average recoveries on the pooled notes will be approximately 94.1%
in the base case.

Although the transaction has seen increased credit enhancement due
to loan payoffs, the pool has become increasingly concentrated.
The transaction is collateralized by five loans, three of which
are secured by office (79.2%) and two by retail (20.9%). All of
the final maturity dates including all extension options and
modified extension or forbearance periods are in 2011 or 2012.

Three loans (81.5%) are currently in special servicing. Fitch
expects losses on one of them, the Ballantyne Village loan
(10.6%).

The Ballantyne Village interest-only loan is collateralized by a
166,041 square foot (sf) retail center located in Charlotte, NC,
approximately 14 miles south of downtown Charlotte, in the
neighborhood known as Ballantyne. It is located in the Outer
Southeast retail submarket of Charlotte. The property was built in
2005 and the subject loan refinanced a construction loan. The
collateral does not include a 480-space parking deck; however, an
easement agreement provides access and use of the parking deck.

The loan transferred to special servicing in July 2009 due to
imminent default. The special servicer and the borrower completed
negotiations and executed a forbearance agreement in March 2011.
The agreement includes cash management, strict payment waterfall
compliance, and requires the borrower to contribute cash under
certain conditions. The borrower will pay interest on $14 million
of principal; interest will accrue on the total principal balance
of the loan and will be deferred. The borrower has been given the
opportunity to release the collateral by paying 100% of the fair
market value based on a predetermined valuation procedure which
involves the special servicer's participation. A final value will
be reached on or before March 1, 2012 and the borrower will have
until Oct. 1, 2012 to pay off the loan or surrender the property
to the special servicer.

Fitch affirms and revises Outlooks on these pooled certificates:

   -- $17.6 million class A-2 at 'AAAst/LS1'; Outlook Stable;

   -- $15 million class B at 'AAAsf/LS4'; Outlook Stable;

   -- $43.2 million class C at 'AAAsf/LS3'; Outlook Stable;

   -- $42.4 million class D at 'AAAsf/LS3'; Outlook Stable;

   -- $28.3 million class E at 'AAsf/LS3'; Outlook Stable;

   -- $28.3 million class F at 'A+sf/LS3'; Outlook Stable;

   -- $28.3 million class G at 'Asf/LS3'; Outlook revised to
      Stable from Negative;

   -- $28.3 million class H at 'A-sf/LS3'; Outlook revised to
      Stable from Negative;

   -- $11.3 million class J at 'BBBsf/LS4' Outlook revised to
      Stable from Negative;

   -- $11.8 million class K at 'Bsf/LS4'; Outlook revised to
      Stable from Negative.

Fitch affirms this pooled certificate:

   -- $18.9 million class L at 'Dsf/RR6'.

Fitch affirms and revises the Outlooks on these nonpooled
certificates:

   -- $4 million class J-CP at 'BBB+sf'; Outlook revised to Stable
      from Negative;

   -- $5.9 million class K-CP at 'BBBsf'; Outlook revised to
      Stable from Negative ;

   -- $11.5 million class L-CP at 'BBB-sf'; Outlook revised to
      Stable from Negative;

   -- $1.4 million class J-CA at 'BBB+sf'; Outlook revised to
      Stable from Negative ;

   -- $0.9 million class K-CA at 'BBBsf'; Outlook revised to
      Stable from Negative;

   -- $1.1 million class L-CA at 'BBB-sf; Outlook revised to
      Stable from Negative.

Classes X-1B, X-2, X-3, X-4 and X-5 were previously withdrawn.
Classes A-1, X-1A, M-MC and L-SC have paid in full.


BANC OF AMERICA: Fitch Affirms Ratings on 2 Classes
---------------------------------------------------
Fitch Ratings has affirmed and withdrawn ratings on Banc of
America Funding Corp. (BAFC) 2006-R2, a U.S. residential mortgage
backed securities (RMBS) resecuritization trusts (Re-REMIC). This
transaction was originally rated in 2006 and the underlying
transactions are Alt-A RMBS from the 2006 vintage.

Fitch has affirmed at 'Dsf/RR6' and withdrawn these ratings:

   -- Class B-1(05950SAD9);
   -- Class B-2 (05950SAE7).

The principal balance of both classes has been reduced to zero to
by losses and Fitch does not expect future principal recovery.

These actions were reviewed by a committee of Fitch analysts.


BANKERS LIFE: AM Best Upgrades Financial Strength Rating to 'B'
---------------------------------------------------------------
A.M. Best Co. has revised the outlook to negative from stable and
affirmed the financial strength rating (FSR) of B+ (Good) and
issuer credit ratings (ICR) of "bbb-" of Bankers Insurance Group
(Bankers) and its property/casualty members.

Concurrently, A.M. Best has upgraded the FSR to B (Fair) from B-
(Fair) and ICR to "bb" from "bb-" of Bankers Life Insurance
Company (Bankers Life).  The outlook for Bankers Life is stable.
All the above named companies are domiciled in St. Petersburg, FL.
(See below for a detailed listing of the property/casualty
members.)

The affirmation of the ratings for Bankers' reflects its adequate
risk-adjusted capitalization, as well as its longtime experience
in the Florida property marketplace.  In addition, the group
continues to actively manage its exposures in order to improve
geographic selectivity and implement rate increases to attempt to
improve underwriting profitability.  When coupled with investment
and fee based income, the group has posted modest pre-tax
operating profits in recent years.

These positive rating factors are somewhat offset by the
significant growth in Bankers' net exposure in recent years,
including its expansion into additional coastal states and its
increasing presence in Louisiana.  As a result, the group
continues to rely heavily on catastrophe reinsurance programs to
mitigate potential catastrophic weather related losses.  In
addition, despite efforts to control costs, the group continues to
maintain an underwriting expense ratio well above industry
composites.

The negative outlook reflects A.M. Best's concerns with the
unfavorable trends in Bankers' underwriting performance, as well
as its increased dependence on reinsurance due to recent and near-
term future growth initiatives, particularly in property exposure
in coastal catastrophe-prone states.

The rating upgrades for Bankers Life reflects the marked
improvement in its stand-alone risk-adjusted capitalization
principally due to a sizeable reinsurance agreement that
significantly reduced the company's asset and interest rate risks.
The rating actions also reflect Bankers Life's increasing levels
of capital and surplus, which is augmented by the company's
positive net operating performance and the improved performance of
its downsized fixed income portfolio.  Presently, this portfolio
is almost entirely investment grade and currently in a modest net
unrealized gain position.

Bankers Life had ceased writing new annuity business in March 2009
due to the extreme financial market dislocation and deterioration
that occurred at that time.  Concurrent with its reinsurance
activity, Bankers Life re-entered the fixed annuity market with
updated annuity products.  The company's near-term strategic plans
are to utilize a controlled annuity growth strategy marketing its
new fixed annuity products through field marketing organizations,
including an affiliate.  While A.M. Best generally looks favorably
at this business strategy, it believes Bankers Life could be
challenged to maintain adequate levels of risk-adjusted
capitalization as annuity products generally require more capital
to support policyholder obligations.  This challenge is heightened
since the company may have difficulty improving upon its
historical net operating performance given the expected statutory
expense strain associated with its expected new business
production, its lower asset base and the continuing challenges of
the persistent low interest rate environment.  To mitigate these
challenges, the company plans to utilize reinsurance to optimize
profitability and protect its modest capital levels.  In addition,
Bankers Life's new annuity products have surrender charge
protection and adjustable minimum guaranteed crediting rates.
Bankers Life's remaining fixed income portfolio is heavily
concentrated in structured securities with the majority in
residential mortgage-backed structured securities, which have some
exposure to the subprime and Alt-A residential mortgage markets.
These securities can be influenced by the general conditions of
the economy.

The FSR of B+ (Good) and ICR of "bbb-" have been affirmed for
Bankers Insurance Group and its following property/casualty
members:

-- Bankers Insurance Company
-- Bankers Specialty Insurance Company
-- First Community Insurance Company


BEAR STEARNS: Fitch Affirms Ratings on 12 Classes
-------------------------------------------------
Fitch Ratings has upgraded three and affirmed 12 classes of Bear
Stearns Commercial Mortgage Securities Trust commercial mortgage
pass-through certificates series 2003-PWR2.

The upgrades are due to increased credit enhancement to the senior
classes due to paydown, defeasance, and low Fitch expected losses.
Fitch modeled losses of 2.25% of the remaining pool. As of the
July 2011 distribution date, the pool's aggregate balance has been
reduced by 23.95% (including 0.09% in realized losses) to $811.12
million from $1.07 billion at issuance. Currently, 17 loans
(24.6%) are defeased.

Fitch has identified 17 Loans of Concern (15.3%), including three
assets in special servicing.

The largest contributor to loss (0.6% of pool balance) is a 201
unit multifamily property in Stone Mountain, GA. The special
servicer foreclosed on the property in November 2010 after severe
flooding damaged approximately half of the units. The property is
currently being marketed for sale.

The second largest contributor to loss (1.92% of pool balance) is
a 191,884 square foot industrial warehouse property located in
Beltsville, MD. The property is current however there is
significant rollover risk with six tenant's (79.28% of square
footage) leases expiring before the end of 2012.

Fitch has taken these actions:

   -- $10.4 million class A-2 affirmed at 'AAAsf/LS1'; Outlook
      Stable;

   -- $15.7 million class A-3 affirmed at 'AAAsf/LS1'; Outlook
      Stable;

   -- $608.3 million class A-4 affirmed at 'AAAsf/LS1'; Outlook
      Stable;

   -- $26.7 million class B affirmed at 'AAAsf/LS3'; Outlook
      Stable;

   -- $28 million class C upgraded to 'AAA/LS3' from 'AA+sf/LS3';
      Outlook Stable;

   -- $9.3 million class D upgraded to 'AAA/LS5' from 'AAsf/LS4';
      Outlook Stable;

   -- $12 million class E upgraded to 'AA/LS5' from 'Asf/LS4';
      Outlook Stable;

   -- $10.7 million class F affirmed at 'A-sf'; LS to 'LS5' from
      'LS4'; Outlook to Positive from Stable;

   -- $9.3 million class G affirmed at 'BBB+sf'; LS to 'LS5' from
      'LS4'; Outlook to Positive from Stable;

   -- $13.3 million class H affirmed at 'BBB-sf/LS4'; Outlook
      Stable;

   -- $5.3 million class J affirmed at 'BB+sf/LS5'; Outlook to
      Negative;

   -- $5.3 million class K affirmed at 'BBsf/LS5'; Outlook to
      Negative;

   -- $4 million class L affirmed at 'BB-sf/LS5'; Outlook to
      Negative;

   -- $5.3 million class M affirmed at 'CCCsf/RR1';

   -- $2.7 million class N affirmed at 'CCCsf/RR1'.

Class A-1 has paid in full. Fitch does not rate the $9.1 million
class P.

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


BEAR STEARNS: Fitch Takes Various Rating Actions
------------------------------------------------
Fitch Ratings has downgraded one and upgraded one class of Bear
Stearns Commercial Mortgage Securities Trust commercial mortgage
pass-through certificates series 2004-PWR3 (BS 2004-PWR3).

The downgrade of class M is the result of Fitch loss expectations
associated with the loan currently in special servicing and loans
that do not pass Fitch's refinance test. The affirmations and
upgrade of the senior class reflect sufficient credit enhancement
to offset Fitch modeled losses. Fitch modeled losses of 3.3% of
the remaining pool.

As of the July 2011 distribution date, the pool's certificate
balance has been reduced by 40.9% (to $655.2 million from $1.1
billion at issuance), of which 40.4% were due to paydowns and 0.5%
were due to realized losses. Seven loans, representing 9.1% of the
pool, have been defeased.

Fitch has designated 21 loans (30%) as Fitch Loans of Concern,
which includes one specially serviced loan (1.4%).

The largest contributor to Fitch-modeled losses is a specially-
serviced loan (1.4%) secured by 169,532 square feet (sf) of a
retail property located in High Point, NC. The loan transferred to
special servicing in November 2010 due to monetary default and was
foreclosed in March 2011. A recent appraisal value obtained the
special servicer indicates losses upon liquidation of the asset.

The second largest contributor to Fitch-modeled losses is a loan
(1.6%) secured by a 104,693 sf grocery anchored shopping center
located in Albertville, MN. The loan is current, however, the most
recent servicer reported year-end debt service coverage ratio was
0.92 times The property was 83% occupied as of the year-end rent
roll.

The third largest contributor to losses (1.1%) is secured by a
112,027 sf office property in Orlando, FL. The property was 62.2%
occupied as of the March 2011 rent roll. Approximately 20,989 sf
of leases (18.7% of the net rentable area [NRA]) expire in 2011;
though the borrower notes that they expect all but one of the
tenants to renew their leases. The loan remains current as of the
July 2011 payment date.

Fitch downgrades this class:

   -- $5.5 million class M to 'CCCsf/RR1' from 'B-sf'.

Fitch upgrades this class:

   -- $12.5 million class C to 'AAAsf' from 'AA+sf'; Outlook
      Stable.

In addition, Fitch affirms these classes and revises Outlooks:

   -- $46.3 million class A-3 at 'AAAsf'; Outlook Stable;

   -- $469.9 million class A-4 at 'AAAsf'; Outlook Stable;

   -- $26.3 million class B at 'AAAsf'; Outlook Stable;

   -- $16.6 million class D at 'AAsf'; Outlook to Positive from
      Stable;

   -- $9.7 million class E at 'A+sf'; Outlook to Positive from
      Negative;

   -- $15.2 million class F at 'A-sf'; Outlook to Stable from
      Negative;

   -- $11.1 million class G at 'BBB+sf'; Outlook to Stable from
      Negative;

   -- $13.9 million class H at 'BBB-sf'; Outlook to Stable from
      Negative;

   -- $2.8 million class J at 'BB+sf'; Outlook Negative;

   -- $5.5 million class K at 'BBsf'; Outlook Negative;

   -- $6.9 million class L at 'Bsf; Outlook Negative;

   -- $2.8 million class N at 'CCsf/RR1';

   -- $2.8 million class P at 'CCsf/RR1'.

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

Class A-1 and A-2 has been paid in full. Fitch does not rate class
Q.


BEAR STEARNS: Fitch Upgrades Ratings on 2 Classes of BS 1999-WF2
----------------------------------------------------------------
Fitch Ratings has upgraded two classes of Bear Stearns Commercial
Mortgage Securities Inc.'s commercial mortgage pass-through
certificates, series 1999-WF2.

The upgrade reflects reductions to the pool's principal balance
resulting in increased credit enhancement sufficient to offset
Fitch expected losses. As of the July 2011 distribution date,
the pool's aggregate principal balance has been reduced by
89.33% (including 1.48% of realized losses) to $115.3 million
from $1.08 billion at issuance. Interest shortfalls are affecting
classes K through M.

Fitch modeled losses of 5.23% of the remaining pool. The largest
contributor to Fitch-modeled losses (3.80%) is secured by an
office building located in Syracuse, NY. The loan transferred to
special servicing in January 2010 as the master servicer was
unable to reach an agreement regarding the lockbox language tied
to the optional repayment date with the borrower. The negotiations
are on-going and the loan remains current.

The second largest contributor to Fitch-modeled losses (2.36%) is
secured by a 153,793 square foot (sf) retail center located in
Goldsboro, NC. The sale on the property closed on July 15, 2011.
According to the special servicer, proceeds have been received and
losses have not yet been calculated.

The third largest contributor to Fitch-modeled losses (1.17%) is
secured by a 130,070 sf retail center located in Zanesville, OH.
The loan transferred to special servicing in August 2009 for
maturity default following the June 1, 2009 maturity of the loan.
The loan is scheduled to be included in a note sale portfolio that
is scheduled to go to market in the next month.

Fitch upgrades these classes:

   -- $21.6 million class G to 'AAAsf' from 'Asf'; Outlook Stable;
   -- $16.2 million class H to 'Asf' from 'BBBsf'; Outlook Stable;

In addition, Fitch affirms these classes and Outlooks and revises
the Recovery Ratings (RR):

   -- $1.6 million class C at 'AAAsf'; Outlook Stable;
   -- $10.8 million class D at 'AAAsf'; Outlook Stable;
   -- $27 million class E at 'AAAsf'; Outlook Stable;
   -- $10.8 million class F at 'AAAsf'; Outlook Stable;
   -- $8.1 million class I at 'BBsf'; Outlook Stable;
   -- $9.5 million class J at 'B-sf'; Outlook Negative;
   -- $9.7 million class K at 'Dsf'; RR to 'RR6' from 'RR2'.

Fitch does not rate class M. Classes L and M have been reduced to
zero due to realized losses. Classes A-1, A-2 and B have paid in
full.


BEAR STEARNS: Moody's Reviews Ratings of 10 CMBS Classes
--------------------------------------------------------
Moody's Investors Service (Moody's) placed ten classes of Bear
Stearns Commercial Mortgage Securities Trust Commercial Mortgage
Pass Through Certificates, Series 2007-PWR15:

CI. A-4, Aaa (sf) Placed Under Review for Possible Downgrade;
previously on Apr 9, 2007 Definitive Rating Assigned Aaa (sf)

CI. A-4FL, Aaa (sf) Placed Under Review for Possible Downgrade;
previously on Apr 9, 2007 Definitive Rating Assigned Aaa (sf)

CI. A-1A, Aaa (sf) Placed Under Review for Possible Downgrade;
previously on Apr 9, 2007 Definitive Rating Assigned Aaa (sf)

Cl. A-M, A1 (sf) Placed Under Review for Possible Downgrade;
previously on Feb 11, 2010 Downgraded to A1 (sf)

Cl. A-MFL, A1 (sf) Placed Under Review for Possible Downgrade;
previously on Feb 11, 2010 Downgraded to A1 (sf)

Cl. A-J, Ba2 (sf) Placed Under Review for Possible Downgrade;
previously on Feb 11, 2010 Downgraded to Ba2 (sf)

Cl. A-JFL, Ba2 (sf) Placed Under Review for Possible Downgrade;
previously on Feb 11, 2010 Downgraded to Ba2 (sf)

Cl. B, B3 (sf) Placed Under Review for Possible Downgrade;
previously on Feb 11, 2010 Downgraded to B3 (sf)

Cl. C, Caa2 (sf) Placed Under Review for Possible Downgrade;
previously on Feb 11, 2010 Downgraded to Caa2 (sf)

Cl. D, Ca (sf) Placed Under Review for Possible Downgrade;
previously on Feb 11, 2010 Downgraded to Ca (sf)

The classes were placed on review for possible downgrade due to
increased interest shortfalls and higher expected losses for the
pool resulting from the modification of the World Market Center II
Loan ($272.1 million - 10.9% of the pool).

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.

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

DEAL AND PERFORMANCE SUMMARY

As of the July 11, 2011 distribution date, the deal's aggregate
certificate balance has decreased by 11% to $2.51 billion from
$2.81 billion at securitization. The Certificates are
collateralized by 198 mortgage loans ranging in size from less
than 1% to 11% of the pool, with the top loans representing 40% of
the pool.

Fifty seven loans, representing 31% 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; formerly the Commercial Mortgage
Securities Association) monthly reporting package. As part of
Moody's ongoing monitoring of a transaction, Moody's reviews the
watchlist to assess which loans have material issues that could
impact performance.

Eight loans have been liquidated from the pool and the World
Market Center II Loan experienced a significant principal write-
down, resulting in an aggregate realized loss of $112.4 million.
At last review, the pool had experienced $19.0 million in
aggregate losses. Thirteen loans, representing 13% of the pool,
are currently in special servicing. The master servicer has
recognized an aggregate $183.6 million appraisal reduction for the
specially serviced loans.

Moody's review will focus on the impact to the trust of the
increased interest shortfalls and the realized and higher
anticipated losses resulting from the modification of the World
Market Center II Loan.


BEAR STEARNS: Moody's Upgrades Ratings of Two CMBS Classes
----------------------------------------------------------
Moody's Investors Service (Moody's) upgraded the ratings of two
classes and affirmed the rating of one class of Bear Stearns
Commercial Securities Inc., Commercial Mortgage Pass-Through
Certificates, Series 2006-BBA7:

Cl. H, Upgraded to A1 (sf); previously on Sep 3, 2009 Downgraded
to B2 (sf)

Cl. J, Upgraded to Ba2 (sf); previously on Sep 3, 2009 Downgraded
to B3 (sf)

Cl. X-1B, Affirmed at Aaa (sf); previously on Jul 12, 2006
Assigned Aaa (sf)

RATINGS RATIONALE

The upgrades are due to the pay off in full of the Columbia Sussex
Portfolio Loan ($473.1 million) on July 1, 2011. The loan pay off
reduced the outstanding trust balance by 95% since Moody's last
review.

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 Large Loan/Single Borrower Transactions",
published in July 2000.

Moody's review incorporated the use of the excel-based CMBS Large
Loan Model v 8.1 which is used for both large loan and single
borrower transactions. The large loan model derives credit
enhancement levels based on an aggregation of adjusted loan level
proceeds derived from Moody's loan level LTV ratios. Major
adjustments to determining proceeds include leverage, loan
structure, property type, and sponsorship. These aggregated
proceeds are then further adjusted for any pooling benefits
associated with loan level diversity, other concentrations and
correlations. The model also incorporates a supplementary tool to
allow for the testing of the credit support at various rating
levels. The scenario or "blow-up" analysis tests the credit
support for a rating assuming that loans in the pool default with
an average loss severity that is commensurate with the rating
level being tested.

Moody's 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 4, 2010.

DEAL PERFORMANCE

As of the July 15, 2011 Payment Date, the transaction's
certificate balance has decreased by 96% to $31.7 million from
$700.0 million at securitization due to the payoff of four loans
originally in the pool and scheduled amortization and a partial
collateral release associated with the CPI Hilton Portfolio Loan,
the only remaining loan in the pool. The CPI Hilton Portfolio Loan
is secured by four limited service hotels located in four states
with a total of 760 rooms. Three of the hotels are branded Hilton
Garden Inn and one is branded Homewood Suites. At securitization
the loan was secured by five hotels with a total of 944 rooms. The
Hilton Garden Inn Chicago was released from the loan collateral in
June 2011. The CPI Hilton Portfolio Loan was modified in October
2010. Significant terms of the modification include two 1-year
extension options and one 3-month extension to a final maturity
date of March 12, 2014. Special servicing fees and workout fees
were paid by the borrower and these costs will not be incurred by
the trust. Moody's LTV is 93% compared to 95% at last review.
Moody's credit estimate is Caa1, the same as at last review.


BLUE RIDGE: Fitch Affirms CLO 2009-1 Ratings
--------------------------------------------
Fitch Ratings has affirmed this class of Blue Ridge CLO 2009-1
(Blue Ridge):

   -- $1,298,000,000 class A notes at 'AAA'; Outlook Stable.

The affirmation of the notes is based on improved portfolio
performance and the ongoing maintenance of credit enhancement
levels. Since the last review, the average quality of the
portfolio has been improved to a rating level of 'BB/BB-' from
'BB-/B+'. There are no defaults in the portfolio and exposure to
assets considered 'CCC' or lower by Fitch has decreased to 9.3%
from 12.8%. The transaction's only overcollateralization test is
passing the minimum test level.

Blue Ridge still operates in its reinvestment period through April
2012. In addition to the $723.5 million portfolio of loans, a
significant portion of principal proceeds is maintained in the
principal cash account (currently $1.27 billion), which could
compress excess spread in the event of significant portfolio
amortization or defaults. Interest proceeds generated from the
portfolio collateral continue to be sufficient to pay all fees and
expenses, and interest due to the class A notes. The interest
coverage test is also passing its minimum test level.

In its review, Fitch conducted cash flow modeling to measure the
breakeven default rates relative to the cumulative default rates
associated with the current ratings of the class A notes. The cash
flow model incorporates the transaction's structural features. In
addition, Fitch analyzed the structure's sensitivity to negative
rating migration and increased obligor concentration. To
accomplish this, in one scenario Fitch reduced the rating of each
loan by one notch and in a second scenario by one category.
Another scenario assuming the top 5 risk contributors are exposed
to increased correlation assumptions and lower recovery prospects
in the PCM model was tested. Fitch's portfolio and cash flow
analysis showed that the credit enhancement provided to the class
A notes is consistent with a 'AAA' rating level. The class A notes
displayed relatively limited sensitivity to the sensitivity
scenarios, so Fitch maintains a Stable Outlook on these notes.

Blue Ridge is structured as a revolving cash-flow collateralized
loan obligation (CLO), managed by Deutsche Bank AG (DB), New York
Branch. The proceeds of Blue Ridge's $1.298 billion of senior
notes and $387 million of equity interests were used to purchase
participation interests in corporate loans originated by DB and
its affiliates. The participation interests are assigned to Blue
Ridge for the benefit of the noteholders if DB (currently rated
'AA-/F1+' with a Negative Outlook for the long-term rating by
Fitch) is downgraded to below investment grade. The portfolio
currently represents approximately 53% senior secured loans and
47% senior unsecured loans.


C-BASS CBO: Fitch Affirms Ratings on 2 Classes of Notes at 'Csf'
----------------------------------------------------------------
Fitch Ratings has upgraded one and affirmed three classes of notes
issued by C-BASS CBO X, Ltd./Corp. (C-BASS X):

   -- $26,442,084 class A notes upgraded to 'Bsf' from 'CCCsf';
      Outlook Stable; assigned LS5;
   -- $25,000,000 class B notes affirmed at 'CCsf';

   -- $20,000,000 class C notes affirmed at 'Csf';

   -- $15,201,519 class D notes affirmed at 'Csf'.

This review was conducted under the framework described in the
report 'Global Rating Criteria for Structured Finance CDOs' using
the Structured Finance Portfolio Credit Model (SF PCM) for
projecting future default levels for the underlying portfolio.
These default levels were then compared to the breakeven levels
generated by Fitch's cash flow model of the CDO under various
default timing and interest rate stress scenarios, as described in
the report 'Global Criteria for Cash Flow Analysis in CDOs'. Fitch
also considered additional qualitative factors into its analysis
to conclude the rating actions for the rated notes.

Since Fitch's last rating action in July 2010, the credit quality
of the underlying collateral has declined further, with
approximately 20.7% of the portfolio downgraded a weighted average
of 2.6 notches. Approximately 84% of the current portfolio has a
Fitch derived rating below investment grade and 72% has a rating
in the 'CCC' rating category or lower, compared to 79.3% and 68%
respectively, at last review.

The upgrade of the class A notes to 'Bsf' from 'CCCsf' is due to
amortization of the class more than offsetting the deterioration
in the portfolio. The notes have received approximately $24.3
million of principal repayment, or 47.9% of its previous
outstanding balance since last review, from principal collections
and excess spread due to the failing class A/B
overcollateralization (OC) test. The class A notes are expected to
continue benefiting from excess spread as the swap notional steps
down and expires in June 2012.

Fitch has assigned a Stable Outlook for the class A notes
reflecting its view that the notes have sufficient credit
enhancement to offset potential further deterioration in the
underlying portfolio over the next one to two years. Fitch does
not assign Rating Outlooks to classes rated 'CCC' or below.

The Loss Severity (LS) rating of 'LS5' for the class A notes
indicates the tranche's potential loss severity given default, as
evidenced by the ratio of tranche size to the base-case loss
expectation for the collateral, as explained in Fitch's 'Criteria
for Structured Finance Loss Severity Ratings'. The LS rating
should always be considered in conjunction with the notes' long-
term credit rating. Fitch does not assign LS ratings to tranches
rated 'CCC' or below.

Breakeven levels for the class B, class C and class D notes were
below SF PCM's 'CCC' default level, the lowest level of defaults
projected by SF PCM. For these classes, Fitch compared the
respective credit enhancement levels of the classes to expected
losses from the distressed and defaulted assets in the portfolio.
This comparison indicates that default continues to appear
probable for the class B notes and inevitable for the class C and
class D notes at or prior to maturity.

C-BASS X is a cash flow structured finance collateralized debt
obligation (SF CDO) that closed on May 27, 2004. The portfolio is
currently monitored by NIC Management LLC, an affiliate of
Newcastle Investment Corp., who became the substitute collateral
manager for Credit-Based Asset Servicing & Securitization, LLC on
Feb. 10, 2011. The portfolio is comprised of 95.8% residential
mortgage-backed securities, 2.2% commercial mortgage-backed
securities, and 2% consumer asset-backed securities from 1995
through 2005 vintage transactions.


C-BASS MORTGAGE: Moody's Downgrades $8.6 Million of FHA-VA RMBS
---------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of six
tranches issued by C-BASS Mortgage Loan Asset-Backed Certificates
1999-CB2. The collateral consists of fixed-rate mortgage loans
insured by the Federal Housing Administration (FHA) an agency of
the U.S. Department of Urban Development (HUD) or guaranteed by
the Veterans Administration (VA).

Complete rating actions are:

Issuer: C-BASS Mortgage Loan Asset-Backed Certificates, Series
1999-CB2

1A, Downgraded to B1 (sf); previously on Apr 8, 2010 Aaa (sf)
Placed Under Review for Possible Downgrade

1A-IO, Downgraded to B1 (sf); previously on Apr 8, 2010 Aaa (sf)
Placed Under Review for Possible Downgrade

1A-PO, Downgraded to Baa3 (sf); previously on Apr 8, 2010 Aaa (sf)
Placed Under Review for Possible Downgrade

1M-1, Downgraded to B2 (sf); previously on Apr 8, 2010 Aa2 (sf)
Placed Under Review for Possible Downgrade

1M-2, Downgraded to B2 (sf); previously on Apr 8, 2010 A2 (sf)
Placed Under Review for Possible Downgrade

1M-3, Downgraded to B3 (sf); previously on Apr 8, 2010 Baa2 (sf)
Placed Under Review for Possible Downgrade

RATINGS RATIONALE

The actions are a result of Moody's updated loss projection for
the RMBS FHA-VA portfolio. The updated projection accounts for the
uncertainty about the claims that will be covered by HUD, and
continued weakness in the macro economy. In addition, the affected
bonds have experienced interest shortfall, where there is low
likelihood that the shortfall will be fully reimbursed. As of July
2011, Classes 1A, 1A-IO, 1M-1, 1M-2, and 1M-3 have cumulative
interest shortfalls of $55,990, $7,545, $16,542, $13,514, and
$15,871, respectively.

The volume of FHA insured loans increased significantly over the
past several years and the FHA has experienced an increase in
losses on its portfolio. This trend has resulted in HUD
scrutinizing claims more rigorously with a view to identifying
servicing or underwriting defects that would serve as a basis for
a claim denial. The claims process also requires the servicers to
bring the property to an acceptable conveyance condition. Costs
incurred by the servicer in this process may not be fully
reimbursed by HUD, but still passed to the trust, if the servicer
deems them reasonable. The increased scrutiny by HUD and the
uncertainty pertaining to HUD ultimately paying claims have led to
high volatility in Moody's expectations on the losses that will be
covered by FHA.

FHA/VA borrowers, in Moody's-rated transactions, are typically low
income borrowers with poor credit history who have been affected
by the weak economy and housing market. Moody's expects
delinquencies to remain high for this sector at 40%, 35%, and 30%
for the 2004, 2005, and 2006 vintages, respectively as house
prices continue to decline and unemployment rates remain high.
FHA/VA RMBS transactions have had very low losses to date (less
than 1%) despite high delinquency levels due to the FHA and VA
guarantees. However, Moody's expects this trend to change as more
claims could be rejected in the future.

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 and factors used in this rating
are described in "FHA VA Methodology US RMBS Surveillance
Methodology" published in July 2011 and "Moody's Approach to
Rating Structured Finance Securities in Default" published in
November 2009.


CALLIDUS DEBT: Moody's Upgrades Ratings of 4 Classes of CLO Notes
-----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by Callidus Debt Partners CLO Fund III Ltd.:

US$16,000,000 Class B Senior Secured Floating Rate Notes, Upgraded
to Aaa (sf); previously on June 22, 2011 Aa1 (sf) Place Under
Review for Possible Upgrade;

US$22,000,000 Class C Senior Secured Deferrable Floating Rate
Notes, Upgraded to Aa1 (sf); previously on June 22, 2011 A1 (sf)
Place Under Review for Possible Upgrade;

US$17,000,000 Class D Senior Secured Deferrable Floating Rate
Notes, Upgraded to A3 (sf); previously on June 22, 2011 Baa3 (sf)
Place Under Review for Possible Upgrade;

US$8,500,000 Class E Senior Secured Deferrable Floating Rate
Notes, Upgraded to Ba1 (sf); previously on June 22, 2011 B3 (sf)
Place Under Review for Possible Upgrade.

RATINGS RATIONALE

According to Moody's, the rating actions taken on the notes are
primarily a result of applying Moody's revised CLO assumptions
described in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011. The primary changes to the
modeling assumptions include (1) a removal of the temporary 30%
default probability macro stress implemented in February 2009 as
well as (2) increased BET liability stress factors and increased
recovery rate assumptions.

The actions also reflect consideration of deleveraging of the
senior notes since the rating action in March 2011. Moody's notes
that the Class A-1 Notes, Class A-2 Notes, and Class A-3 Notes
have been paid down by approximately $66 million since the rating
action in March 2011. As a result of the deleveraging, the
overcollateralization ratios have increased since the rating
action in March 2011. Based on the latest trustee report dated
July 6, 2010, the Class A/B, Class C, Class D and Class E
overcollateralization ratios are reported at 151.12%, 128.71%,
115.48% and 109.83% , respectively, versus March 2011 levels of
133.73%, 120%, 111.18% and 107.24%, respectively.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011, 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 $191 million,
defaulted par of $1.1 million, a weighted average default
probability of 13.72% (implying a WARF of 2468), a weighted
average recovery rate upon default of 49.72%, and a diversity
score of 43. The default and recovery properties of the collateral
pool are incorporated in cash flow model analysis where they are
subject to stresses as a function of the target rating of each CLO
liability being reviewed. The default probability is derived from
the credit quality of the collateral pool and Moody's expectation
of the remaining life of the collateral pool. The average recovery
rate to be realized on future defaults is based primarily on the
seniority of the assets in the collateral pool. In each case,
historical and market performance trends and collateral manager
latitude for trading the collateral are also factors.

Callidus Debt Partners CLO Fund III, Ltd. issued in December 2,
2004, 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
June 2011. Please see the Credit Policy page on www.moodys.com for
a copy of this methodology.

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 June 2011.

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 2013 and
2015 which may create challenges for issuers to refinance. CLO
notes' performance may also be impacted by 1) the manager's
investment strategy and behavior and 2) divergence in legal
interpretation of CLO 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 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.


CALLIDUS DEBT: Moody's Upgrades Ratings of CBO Notes
----------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by Callidus Debt Partners CDO Fund I, Ltd.:

US$24,700,000 Class B-2 Floating Rate Second Priority Senior
Secured Notes due December 2013 (current outstanding balance of
$16,938,302), Upgraded to B1 (sf); previously on July 29, 2010
Upgraded to Caa2 (sf).

RATINGS RATIONALE

According to Moody's, the rating action taken on the notes is
primarily a result of the substantial delevering of the Class A
Notes, which have been paid down in full since the rating action
in July 2010. The Class B Notes have also been paid down by
approximately 31% or $7.8 million since the rating action in July
2010. As a result of the delevering, the Class B
overcollateralization ratio has increased since the rating action
in July 2010. Based on the latest trustee report dated June 20,
2011, the Class B overcollateralization ratio is reported at
144.39%, versus the June 2010 level of 101.68%. The rating action
also applies Moody's revised CLO assumptions described in "Moody's
Approach to Rating Collateralized Loan Obligations" published in
June 2011, whose primary changes to the modeling assumptions
include (1) a removal of the temporary 30% default probability
macro stress implemented in February 2009 as well as (2) increased
BET liability stress factors and increased recovery rate
assumptions.

The rating actions also reflect concerns about the uncertainties
arising from the potential for acceleration of the notes or
liquidation of the collateral should an Event of Default occur and
continue. Moody's notes the deal has a pay-fixed receive-floating
interest rate swap with a notional balance of $45 million which is
currently mismatched against the $11.75 million of performing
fixed rate assets, which may cause interest shortages in the
future. As provided in Section 5.2 of the Indenture, during the
occurrence and continuance of an Event of Default, a majority of
the Controlling Class directing acceleration may vote to
accelerate the payments on the notes by declaring the principal of
all the notes to be immediately due and payable. In addition, the
Holders directing liquidation of the Class B Notes may direct the
trustee to proceed with the sale and liquidation of the
collateral. The severity of any potential losses to the Notes may
depend on the timing and choice of these remedies following an
Event of Default.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011, 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 $26 million,
defaulted par of $1.25 million, a weighted average default
probability of 15.6% (implying a WARF of 3535), a weighted average
recovery rate upon default of 32.59%, and a diversity score of 10.
The default and recovery properties of the collateral pool are
incorporated in cash flow model analysis where they are subject to
stresses as a function of the target rating of each CLO liability
being reviewed. The default probability is derived from the credit
quality of the collateral pool and Moody's expectation of the
remaining life of the collateral pool. The average recovery rate
to be realized on future defaults is based primarily on the
seniority of the assets in the collateral pool. In each case,
historical and market performance trends and collateral manager
latitude for trading the collateral are also factors.

Callidus Debt Partners CDO Fund I, Ltd., issued in December 2001,
is a collateralized bond obligation backed primarily by a
portfolio of senior unsecured bonds and senior secured loans.

The principal methodology used in this rating was "Moody's
Approach to Rating Collateralized Loan Obligations" published in
June 2011. This publication incorporates rating criteria that
apply to both collateralized loan obligations and collateralized
bond obligations. Please see the Credit Policy page on
www.moodys.com for a copy of this methodology.

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 June 2011. 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.

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 2013 and
2015 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 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) 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 Caa1 or lower/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.

4) The deal has a pay-fixed receive-floating interest rate swap
   that is currently out of the money. If fixed rate assets prepay
   or default, there would be a more substantial mismatch between
   the swap notional and the amount of fixed assets. In such
   cases, payments to hedge counterparties may consume a large
   portion or all of the interest proceeds, leaving the
   transaction, even with respect to the senior notes, with poor
   interest coverage. Payment timing mismatches between assets and
   liabilities may cause additional concerns. If the deal does not
   receive sufficient projected principal proceeds on the payment
   date to supplement the interest proceeds shortfall, a
   heightened risk of interest payment default could occur.
   Similarly, if principal proceeds are used to pay interest,
   there may ultimately be a risk of payment default on the
   principal of the notes.


CANYON CAPITAL: S&P Withdraws 'BB+' Rating on Class C Notes
-----------------------------------------------------------
Standard & Poor's Ratings Services withdrew its ratings on five
classes of notes from three collateralized debt obligation (CDO)
transactions.

The withdrawals on the class A, B, and C notes from Canyon Capital
CDO 2002-1 Ltd. reflect the notes' complete paydowns. "Our
withdrawals of the class P-1 notes from Mac Capital Ltd. and the
prin prote series 1 certificates from Principal Protected I-Pre
TSL III Trust reflect that both tranches were unwound," S&P
related.

Ratings Withdrawn

Canyon Capital CDO 2002-1 Ltd.
                            Rating
Class                To                  From
A                    NR                  AAA (sf)
B                    NR                  AA- (sf)
C                    NR                  BB+ (sf)

Mac Capital Ltd.
                            Rating
Class                To                  From
P-1                  NR                  AAA (sf)

Principal Protected I-Pre TSL III Trust
                            Rating
Class                To                  From
Prin prote series 1  NR                  AAA (sf)


NR -- Not rated.


CAPITAL ONE: Fitch Affirms Ratings, Revises Outlook
---------------------------------------------------
Fitch Ratings has affirmed all classes of Capital One Multi-asset
Execution Trust and revised the Outlook on the class B, C and D
notes to Stable from Negative as a result of positive performance
trends:

   -- 2004-1A at 'AAAsf'; Outlook Stable;

   -- 2004-4A at 'AAAsf'; Outlook Stable;

   -- 2004-7A at 'AAAsf'; Outlook Stable;

   -- 2004-8A at 'AAAsf'; Outlook Stable;

   -- 2005-1A at 'AAAsf'; Outlook Stable;

   -- 2005-6A at 'AAAsf'; Outlook Stable;

   -- 2005-7A at 'AAAsf'; Outlook Stable;

   -- 2005-9A at 'AAAsf'; Outlook Stable;

   -- 2005-10A at 'AAAsf'; Outlook Stable;

   -- 2006-1A at 'AAAsf'; Outlook Stable;

   -- 2006-3A at 'AAAsf'; Outlook Stable;

   -- 2006-5A at 'AAAsf'; Outlook Stable;

   -- 2006-8A at 'AAAsf'; Outlook Stable;

   -- 2006-10A at 'AAAsf'; Outlook Stable;

   -- 2006-11A at 'AAAsf'; Outlook Stable;

   -- 2006-12A at 'AAAsf'; Outlook Stable;

   -- 2007-1A at 'AAAsf'; Outlook Stable;

   -- 2007-2A at 'AAAsf'; Outlook Stable;

   -- 2007-4A at 'AAAsf'; Outlook Stable;

   -- 2007-5A at 'AAAsf'; Outlook Stable;

   -- 2007-7A at 'AAAsf'; Outlook Stable;

   -- 2007-8A at 'AAAsf'; Outlook Stable;

   -- 2008-3A at 'AAAsf'; Outlook Stable;

   -- 2004-3B at 'Asf'; Outlook revised to Stable from Negative;

   -- 2004-7B at 'Asf'; Outlook revised to Stable from Negative;

   -- 2005-1B at 'Asf'; Outlook revised to Stable from Negative;

   -- 2005-3B at 'Asf'; Outlook revised to Stable from Negative;

   -- 2006-1B at 'Asf'; Outlook revised to Stable from Negative;

   -- 2007-1B at 'Asf'; Outlook revised to Stable from Negative;

   -- 2009-C (B) at 'Asf'; Outlook revised to Stable from
      Negative;

   -- 2003-3C at 'BBBsf'; Outlook revised to Stable from Negative;

   -- 2004-2C at 'BBBsf'; Outlook revised to Stable from Negative;

   -- 2004-3C at 'BBBsf'; Outlook revised to Stable from Negative;

   -- 2006-2C at 'BBBsf'; Outlook revised to Stable from Negative;

   -- 2006-3C at 'BBBsf'; Outlook revised to Stable from Negative;

   -- 2007-1C at 'BBBsf'; Outlook revised to Stable from Negative;

   -- 2007-2C at 'BBBsf'; Outlook revised to Stable from Negative;

   -- 2007-4C at 'BBBsf'; Outlook revised to Stable from Negative;

   -- 2009-A (C) at 'BBBsf'; Outlook revised to Stable from
      Negative;

   -- 2002-1D at 'BBsf'; Outlook revised to Stable from Negative.

Sixty plus day delinquency numbers have steadily decreased since
the peak of 4.96% in January 2010 to 2.37% in the July 2011
reporting period. As a result, Fitch expects chargeoffs to improve
in the coming months. Chargeoff numbers have continued to decrease
from the peak of 12.66% in April 2010. A year ago, the 12 month
average gross chargeoffs was 11.22% compared to 8.62% as of July
2011.

Monthly payment rate (MPR), a measure of how quickly consumers are
paying off their credit card debts, has improved over the past
year to a 12 month average of 20.55% compared to 18.16% in July
2010.

Excess spread has grown substantially in the past year, reaching
historical levels. The three-month average excess spread has not
caused the spread account to trap since August 2010.

The class D notes, which benefit from a dedicated spread account,
were initially placed on Rating Watch Negative on May 11, 2009 due
to their sole reliance on the spread account for credit
enhancement and declining breakeven multiples. At the time, excess
spread was volatile and experiencing intermittent compression. At
the time of last review in August 2010, the class D spread account
was fully funded at 0.25%. The increase in excess spread as well
as the improved performance both contributed to the revision to
Outlook Negative from Watch Negative at that time.

As a result of the positive performance trends, Fitch is able to
revise its performance expectations for the trust. Based on the
revised performance expectations, the Class B, C and D notes now
have a breakeven multiple consistent with a Stable Outlook.

Fitch runs cash flow breakeven analysis by applying stress
scenarios to three and 12-month averages performances to test that
under the stressed conditions, the transaction can withstand a
level of losses commensurate with the risk associated to a rating
level with the available credit enhancement. The variables that
Fitch stresses are the gross yield, monthly payment rate, gross
charge-off, and purchase rates. For further information, please
review the U.S. Credit Card ABS Issuance updates published on a
monthly basis.

Fitch's analysis included a comparison of observed performance
trends over the past few months to Fitch's base case expectations
for each outstanding rating category. As part of its ongoing
surveillance efforts, Fitch will continue to monitor the
performance of these trusts.


CELERITY CLO: Moody's Upgrades Rating on Class E Notes to 'Ba2'
---------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by Celerity CLO Limited:

US$29,000,000 Class C Third Priority Deferrable Floating Rate
Notes Due 2016, Upgraded to Aaa (sf); previously on June 22, 2011
Aa1 (sf) Placed under review for possible upgrade;

US$16,000,000 Class D Fourth Priority Deferrable Floating Rate
Notes Due 2016, Upgraded to Baa1 (sf); previously on June 22, 2011
Baa3 (sf) Placed under review for possible upgrade;

US$8,000,000 Class E Fifth Priority Deferrable Floating Rate Notes
Due 2016 (current balance of $7,641,347), Upgraded to Ba2 (sf);
previously on June 22, 2011 Caa1 (sf) Placed under review for
possible upgrade.

RATINGS RATIONALE

According to Moody's, the rating actions taken on the notes are
primarily a result of applying Moody's revised CLO assumptions
described in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011. The primary changes to the
modeling assumptions include (1) a removal of the temporary 30%
default probability macro stress implemented in February 2009 as
well as (2) increased BET liability stress factors and increased
recovery rate assumptions.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011, 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 $94 million,
defaulted par of $3 million, a weighted average default
probability of 14.97% (implying a WARF of 2567), a weighted
average recovery rate upon default of 52.3%, and a diversity score
of 27. The 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.

Celerity CLO Limited issued in March of 2004, 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
June 2011.

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 June 2011.

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 2013 and
2015 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 deals'
  overcollateralization levels. Further, the timing of recoveries
  and the manager's decision to work out versus selling defaulted
  assets create additional uncertainties. Moody's analyzed
  defaulted recoveries assuming the lower of the market price and
  the recovery rate in order to account for potential volatility
  in market prices.


CELERITY CLO: S&P Puts 'BB+' Rating on Class D on Watch Positive
----------------------------------------------------------------
Standard & Poor's Ratings Services placed its ratings on 75
tranches from 19 U.S. collateralized debt obligation (CDO)
transactions on CreditWatch with positive implications. "At the
same time, we placed our ratings on seven tranches from five U.S.
CDO transactions on CreditWatch with negative implications. We
also withdrew our ratings on three tranches from three U.S. CDO
transactions after their complete paydowns," S&P related.

The tranches with ratings placed on CreditWatch positive are from
CDO transactions backed by securities issued by corporate
obligors. These tranches had an original issuance amount of $3.968
billion.

Most of the CreditWatch positive placements affect collateralized
loan obligations (CLOs) and reflect the continued improvement in
the credit quality of the obligors whose loans collateralize the
rated notes.  These improvements mainly reflect an increase in
upgrades to the speculative-grade obligors whose loans
collateralize the rated notes and a steep reduction in default
rates. Based on a recent Standard & Poor's Leveraged Commentary &
Data (LCD) report, there were no institutional loan defaults in
June. The lagging 12-month institutional loan default rate
finished at 0.91% by principal amount and 1.51% by issuer count.
Loan default rates now stand far inside their historical averages
of 3.62% by amount and 3.41% by number.

"We placed our ratings on CreditWatch positive to reflect these
improvements, as well as our view that these tranches may be able
to support higher ratings. We placed our ratings on seven tranches
from five transactions on CreditWatch with negative implications
due to deterioration in the credit quality of each transaction's
portfolio. These transactions are mezzanine structured finance
(SF) CDOs of asset-backed securities (ABS), which are
collateralized in large part by mezzanine tranches of U.S.
residential mortgage-backed securities (RMBS) and other SF
securities. The CreditWatch negative placements reflect the
deterioration in the credit quality of the securities held by
these transactions. The tranches with ratings placed on
CreditWatch negative had an original issuance amount of $1.214
billion," S&P related.

"We withdrew our ratings on three tranches from three U.S. CDO
transactions following the complete redemption of the notes on
their payment dates," S&P said.

"We will resolve the CreditWatch placements after we complete a
comprehensive cash flow analysis and committee review for each of
the affected transactions. We expect to resolve these CreditWatch
placements within 90 days. We will continue to monitor the CDO
transactions we rate and take rating actions, including
CreditWatch placements, as we deem appropriate," S&P added.

Ratings Placed On Creditwatch Positive

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

Celerity CLO Ltd.
                            Rating
Class              To                  From
D                  BB+ (sf)/Watch Pos  BB+ (sf)

Galaxy CLO 2003-1 Ltd.
                            Rating
Class              To                  From
A                  AA+ (sf)/Watch Pos  AA+ (sf)

Genesis CLO 2007-1 Ltd.
                            Rating
Class              To                  From
B                  AA (sf)/Watch Pos   AA (sf)
C                  A (sf)/Watch Pos    A (sf)
D                  BBB- (sf)/Watch Pos BBB- (sf)
E                  BB- (sf)/Watch Pos  BB- (sf)

Gulf Stream-Compass CLO 2005-II Ltd.
                            Rating
Class              To                  From
A-1                AA (sf)/Watch Pos   AA (sf)
A-2                AA (sf)/Watch Pos   AA (sf)
B                  AA- (sf)/Watch Pos  AA- (sf)
C                  BBB+ (sf)/Watch Pos BBB+ (sf)
D                  CCC+ (sf)/Watch Pos CCC+ (sf)

Halcyon Structured Asset Management CLO I Ltd.
                            Rating
Class              To                  From
B                  AA (sf)/Watch Pos   AA (sf)
C                  A- (sf)/Watch Pos   A- (sf)
D                  BBB- (sf)/Watch Pos BBB- (sf)

Hewett's Island CLO II Ltd.
                            Rating
Class              To                  From
A-1                A+ (sf)/Watch Pos   A+ (sf)
A-2A               BBB+ (sf)/Watch Pos BBB+ (sf)
A-2B               BBB+ (sf)/Watch Pos BBB+ (sf)
B-1A               BBB (sf)/Watch Pos  BBB (sf)
B-1B               BBB (sf)/Watch Pos  BBB (sf)
B-2                B+ (sf)/Watch Pos   B+ (sf)
C                  CCC- (sf)/Watch Pos CCC- (sf)

JFIN CLO 2007 Ltd.
                            Rating
Class              To                  From
C                  BBB+ (sf)/Watch Pos BBB+ (sf)
D                  BB+ (sf)/Watch Pos  BB+ (sf)

Katonah IV Ltd.
                            Rating
Class              To                  From
B                  AA- (sf)/Watch Pos  AA- (sf)
C                  BBB (sf)/Watch Pos  BBB (sf)
D-1                BB+ (sf)/Watch Pos  BB+ (sf)
D-2                BB+ (sf)/Watch Pos  BB+ (sf)

Katonah VIII CLO Ltd.
                            Rating
Class              To                  From
A                  AA (sf)/Watch Pos   AA (sf)
B                  A+ (sf)/Watch Pos   A+ (sf)
C                  BBB (sf)/Watch Pos  BBB (sf)

LCM II Ltd. Partnership
                            Rating
Class              To                  From
A                  AA+ (sf)/Watch Pos  AA+ (sf)
B                  AA- (sf)/Watch Pos  AA- (sf)
C                  A (sf)/Watch Pos    A (sf)
D                  BBB- (sf)/Watch Pos BBB- (sf)
E1                 B+ (sf)/Watch Pos   B+ (sf)
E2                 B+ (sf)/Watch Pos   B+ (sf)

Liberty CLO Ltd.
                            Rating
Class              To                  From
A-3                A+ (sf)/Watch Pos   A+ (sf)
A-4                A- (sf)/Watch Pos   A- (sf)
B                  BB+ (sf)/Watch Pos  BB+ (sf)
C                  CCC- (sf)/Watch Pos CCC- (sf)

Navigator CDO 2004 Ltd.
                            Rating
Class              To                  From
A-2                AA+ (sf)/Watch Pos  AA+ (sf)
A-3A               A+ (sf)/Watch Pos   A+ (sf)
A-3B               A+ (sf)/Watch Pos   A+ (sf)
B-1                BB+ (sf)/Watch Pos  BB+ (sf)
B-2                BB+ (sf)/Watch Pos  BB+ (sf)
C-1                B+ (sf)/Watch Pos   B+ (sf)
C-2                B+ (sf)/Watch Pos   B+ (sf)
D-1                CCC- (sf)/Watch Pos CCC- (sf)
D-2                CCC- (sf)/Watch Pos CCC- (sf)

Navigator CDO 2005 Ltd.
                            Rating
Class              To                  From
A-2                A+ (sf)/Watch Pos   A+ (sf)
B-1                BB+ (sf)/Watch Pos  BB+ (sf)
B-2                BB+ (sf)/Watch Pos  BB+ (sf)
C-1                CCC- (sf)/Watch Pos CCC- (sf)
C-2                CCC- (sf)/Watch Pos CCC- (sf)
Q-7                CCC- (sf)/Watch Pos CCC- (sf)

NYLIM Flatiron CLO 2003-1 Ltd.
                            Rating
Class              To                  From
C                  AA (sf)/Watch Pos   AA (sf)
D-1                BB+ (sf)/Watch Pos  BB+ (sf)
D-2                BB+ (sf)/Watch Pos  BB+ (sf)

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

Stedman Loan Fund II Ltd.
                            Rating
Class              To                  From
A-2                AA+ (sf)/Watch Pos  AA+ (sf)
B                  A+ (sf)/Watch Pos   A+ (sf)

Veer Cash Flow CLO Ltd.
                            Rating
Class              To                  From
Sr Rt              AA (sf)/Watch Pos   AA (sf)
Mez Dfd Nt         BBB- (sf)/Watch Pos BBB- (sf)

WhiteHorse II Ltd.
                            Rating
Class              To                  From
A-1L               AA- (sf)/Watch Pos  AA- (sf)
A-2L               A- (sf)/Watch Pos   A- (sf)
A-3L               BB+ (sf)/Watch Pos  BB+ (sf)
B-1L               CCC+ (sf)/Watch Pos CCC+ (sf)

RATINGS PLACED ON CREDITWATCH NEGATIVE

E*Trade ABS CDO I Ltd.
                            Rating
Class              To                  From
A-2                BB+ (sf)/Watch Neg  BB+ (sf)

MWAM CBO 2001-1 Ltd.
                            Rating
Class              To                  From
A                  AA (sf)/Watch Neg   AA (sf)

Pacific Shores CDO Ltd.
                            Rating
Class              To                  From
A                  AA- (sf)/Watch Neg  AA- (sf)

South Coast Funding V Ltd.
                            Rating
Class              To                  From
A-2                BB (sf)/Watch Neg   BB (sf)
A-3                BB (sf)/Watch Neg   BB (sf)

Trainer Wortham First Republic CBO V Ltd.
                            Rating
Class              To                  From
A-1                BBB (sf)/Watch Neg  BBB (sf)
A-2                B (sf)/Watch Neg    B (sf)

RATINGS WITHDRAWN

GSC Partners CDO Fund II Ltd.
                            Rating
Class              To                  From
A                  NR                  AA+ (sf)

Independence III CDO Ltd.
                            Rating
Class              To                  From
A-2                NR                  B (sf)

TCW Select Loan Fund Ltd.
                            Rating
Class              To                  From
B                  NR                  AAA (sf)


CENT 10: Moody's Upgrades Ratings of Five Classes of CLO Notes
--------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by Cent 10 CDO Limited:

US$296,000,000 Class A-1 Senior Term Notes Due December 15, 2017,
Upgraded to Aaa (sf); previously on June 22, 2011 Aa2 (sf) Placed
Under Review for Possible Upgrade;

US$31,500,000 Class B Senior Floating Rate Notes Due December 15,
2017, Upgraded to A1 (sf); previously on June 22, 2011 Baa1 (sf)
Placed Under Review for Possible Upgrade;

US$17,000,000 Class C Deferrable Mezzanine Floating Rate Notes Due
December 15, 2017, Upgraded to Baa2 (sf); previously on June 22,
2011 Ba2 (sf) Placed Under Review for Possible Upgrade;

US$17,000,000 Class D Deferrable Mezzanine Floating Rate Notes Due
December 15, 2017, Upgraded to Ba2 (sf); previously on June 22,
2011 Caa1 (sf) Placed Under Review for Possible Upgrade;

US$7,500,000 Class E Deferrable Mezzanine Floating Rate Notes Due
December 15, 2017, Upgraded to B1 (sf); previously on June 22,
2011 Caa3 (sf) Placed Under Review for Possible Upgrade.

RATINGS RATIONALE

According to Moody's, the rating actions taken on the notes are
primarily a result of applying Moody's revised CLO assumptions
described in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011. The primary changes to the
modeling assumptions include (1) a removal of the temporary 30%
default probability macro stress implemented in February 2009 as
well as (2) increased BET liability stress factors and increased
recovery rate assumptions.

The actions also reflect consideration of an increase in the
transaction's overcollateralization ratios since the rating action
in August 2009. Based on the latest trustee report dated July 7,
2011, the Senior and Mezzanine overcollateralization ratios are
reported at 118.57% and 107.42%, respectively, versus July 2009
levels of 116.28% and 105.34%, respectively.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011, key model inputs used by
Moody's in its analysis, such as par, weighted average rating
factor, diversity score, and weighted average recovery rate, may
be different from the trustee's reported numbers. In its base
case, Moody's analyzed the underlying collateral pool to have a
performing par and principal proceeds balance of $387.3 million,
defaulted par of $2.4 million, a weighted average default
probability of 18.92% (implying a WARF of 2811), a weighted
average recovery rate upon default of 48.44%, and a diversity
score of 75. Moody's generally analyzes deals in their
reinvestment period by assuming the worse of reported and
covenanted values for all collateral quality tests. However, in
this case given the limited time remaining in the deal's
reinvestment period, Moody's analysis reflects the benefit of
assuming a higher likelihood that the collateral pool
characteristics will continue to maintain a positive "cushion"
relative to certain covenant requirements, as seen in the actual
collateral quality measurements. The 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.

Cent 10 CDO Limited, issued in November 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" published in
June 2011. Please see the Credit Policy page on www.moodys.com for
a copy of this methodology.

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 June 2011.

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 2013 and
2015 which may create challenges for issuers to refinance. CLO
notes' performance may also be impacted by 1) the manager's
investment strategy and behavior and 2) divergence in legal
interpretation of CLO documentation by different transactional
parties due to embedded ambiguities.

Sources of additional performance uncertainties are:

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.


CENTREPOINT FUNDING: Moody's Reviews Rental Truck ABS Transaction
-----------------------------------------------------------------
Moody's has placed on review for possible upgrade one series of
rental truck asset backed notes issued by Centre Point Funding,
LLC (Issuer), an affiliate of Avis Budget Car Rental, LLC (ABCR),
a subsidiary of Avis Budget Group, Inc. (B1 CFR). ABCR is the
owner and operator of Budget Rent A Car System, Inc. (Budget).
ABCR through Budget indirectly wholly-owns the Issuer and Budget
Truck Rental, LLC (BTR). BTR is (1) the lessee of vehicles from
the Issuer under an operating lease, (2) the administrator of the
Issuer and (3) the sponsor of the ABS transaction.

The rating actions are primarily motivated by the upgrade in the
corporate rating of the sponsor to B1 from B2 on April 6, 2011 and
secondarily by the improved credit profile of GM and Ford, which
are the manufacturers of certain of the vehicles collateralizing
the transaction.

COMPLETE RATING ACTIONS:

Issuer: Centre Point Funding, LLC, Series 2010-1

Series 2010-1, A2 (sf) Placed Under Review for Possible Upgrade;
previously on Mar 10, 2010 Definitive Rating Assigned A2 (sf)

KEY FACTORS IN RATING ANALYSIS

The key factors in Moody's rating analysis include the probability
of default of ABCR (as guarantor of BTR's obligations as lessee),
the likelihood of a bankruptcy or default by the manufacturers of
the trucks backing the ABS, and the recovery rate on the rental
truck fleet in case ABCR defaults. Monte Carlo simulation modeling
was used to assess the impact on bondholders of these variables.

Moody's ratings analysis makes assumptions about key factors, such
as (1) the likelihood of default of ABCR (as the guarantor of
BTR's lessee obligations) and the truck manufacturers, (2) the
composition of the pool's truck mix over time and (3) the
realizable value of the portion of the fleet backing the ABS
should fleet liquidation be necessary. The last assumption in
particular has relatively high potential variability for the
following reasons. Disposition of trucks occurs irregularly
(trucks usually have a longer use (i.e., older age) prior to their
disposition than do non-commercial vehicles). Fewer re-sale value
observation points exist for trucks than there are for non-
commercial vehicles. And, like non-commercial vehicles, data is
unavailable on truck values in a large scale stressed liquidation.
To address this variability, Moody's makes assumptions Moody's
believes to be conservative about appropriate recovery value
haircuts. Consequently, the rating action was based on limited
historical data.

PRINCIPAL RATING METHODOLOGY

The principal methodology used in rating the notes is described
below. Other methodologies and factors that may have been
considered in the process of rating this issue can also be found
in the Research & Ratings directory, in the Rating Methodologies
sub-directory on www.moodys.com.

The default probability of ABCR is simulated based on its
probability of default rating and Moody's idealized default rates.
In addition, Moody's stresses the rating of ABCR to provide a
limited degree of de-linkage of the rated ABS from ABCR's rating.

Under the terms of the simulation, in cases where ABCR does not
default it is assumed that bondholders are repaid in full and no
liquidation of the Issuer's rental truck fleet backing the ABS is
necessary.

In cases where ABCR does default, Moody's always assumes that the
portion of the Issuer's fleet backing the ABS must be liquidated
in order to repay the bondholders. In those cases, the default
probability of the related manufacturers must also be simulated.
Due to Ford's and GM's high concentrations in the pool and non-
investment grade ratings, but low likelihood of closure (Chapter
7), their defaults were simulated based on estimates for
probability of default provided by Moody's corporate analysts.
These default estimates differentiate between default with
continued operation and default with cessation of operations. The
default probability of the other manufacturers is derived from
their respective ratings.

Upon liquidation, the trucks are assumed to be sold in the open
market. The truck pool is currently static (its revolving period
has ended) although trucks may drop out due to reaching age
limitations or due to casualty.

he depreciated market value of a truck at time of liquidation
before any haircuts are applied is estimated using market
depreciation data from Black Book for each model of truck by
manufacturer in the collateral pool. In making this calculation
Moody's gives credit to the fact that the original purchase prices
for the trucks were below MSRP by assuming the discount to MSRP
was 10% less than the discount to MSRP that BTR has actually
achieved for the vehicles in the securitized pool. Moody's also
assumes a delay in sale of nine months and therefore net out an
additional nine months of depreciation. This nine month delay in
fleet liquidation contemplates potential legal challenges to
obtaining control of the fleet and even more significant, the
potential difficulties of marshaling and selling the pool's trucks
given a market with limited market liquidity.

The base liquidation value of sold trucks is determined by
applying a base haircut to the estimated depreciated market value.
The base haircut is simulated using a triangular distribution
(i.e., minimum, mode, maximum) with values of (10%, 22%, 33%).
Moody's also simulates the manufacturer's status: non-bankrupt or
bankrupt. An additional 10% haircut is applied to the base
liquidation value of the trucks from any manufacturer whose
simulated status is bankrupt. Moody's believes such moderate
haircut is appropriate for trucks from bankrupt manufacturers
given Moody's view that the manufacturer's bankruptcy status has
only a moderate linkage to truck resale value.

Finally, unlike rental car ABS, none of the trucks in the pool
benefit from program agreements with the manufacturers (that is,
agreements where the manufacturer guarantees either the minimum
depreciation or the resale value of the trucks upon disposition)
and as such no modeling of such feature is necessary.

ADDITIONAL RESEARCH

Reports for the above transactions and other transactions and 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
available on moodys.com.


CHESAPEAKE FUNDING: Moody's Reviews Series 2009-4 Notes
-------------------------------------------------------
Moody's Investors Service has placed the subordinated classes of
Chesapeake Funding LLC Series 2009-4 floating rate asset backed
notes (Series 2009-4 or the notes) on review for possible upgrade.
The notes were issued by Chesapeake Funding LLC (the Issuer), a
bankruptcy-remote special purpose entity wholly owned by PHH
Corporation (PHH, Ba2, stable), a fleet lease and management
company. The servicer is PHH Vehicle Management Services LLC, also
a subsidiary of PHH.

Issuer: Chesapeake Funding LLC series 2009-4

Cl. B, Aa2 (sf) Placed Under Review for Possible Upgrade;
previously on Dec 28, 2009 Definitive Rating Assigned Aa2 (sf)

Cl. C, A2 (sf) Placed Under Review for Possible Upgrade;
previously on Dec 28, 2009 Definitive Rating Assigned A2 (sf)

RATING RATIONALE

The Issuer is structured as a master trust. Series 2009-4 has been
in amortization since March 2010 although the master trust is
still revolving. Series 2009-4 was issued with three classes which
are paid sequentially, supported by over-collateralization and a
reserve account. The overcollaterallization has stepped down to a
floor and is now locked out. In addition, the reserve account is
non-declining. With approximately 16 months of amortization, the
transaction has had significant buildup in credit enhancement.
Specifically, total credit enhancement to Class B and Class C is
now 17.18% and 9.85% of the allocated aggregate pool balance for
this series, respectively, up from 9.22% and 6.15%, respectively,
at closing.

The collateral performance of the master trust has been good and
within Moody's expectations with three month average delinquencies
at 1.11% and 12-month average charge off ratio of 0.07%.

During the review period, Moody's will fine-tune its analysis of
how the increased credit enhancement benefits these classes, with
attention to modeling, structural features and current obligor
pool concentrations. The pool appears to be slightly more
concentrated than at closing.

The notes are ultimately backed by a special unit of beneficial
interest in a pool of largely open-end leases and the related
vehicles. The leases were originated by a subsidiary of PHH, which
provides fleet leasing and fleet management services primarily to
corporate clients throughout the United States.

PRINCIPAL METHODOLOGY

As the majority of the underlying collateral consists of a pool of
open-end leases (i.e. leases where the lessees are responsible for
any residual value losses), the potential credit loss of this
transaction is primarily driven by the default likelihood of the
lessees, the recovery rate when a lessee defaults, and the
diversity of the pool of lessees. An approach similar to that used
in CDO transactions is used. The CDO approach hinges on the idea
of using a 'hypothetical pool' to map the credit and loss
characteristics of an actual pool and then employing a
mathematical technique called binomial expansion to determine the
expected loss of the bond to be rated. Using the binomial
expansion technique, the probability of default of each possible
scenario is calculated based on a mathematical formula, and the
cashflow profile for each scenario is determined based on an
assumed recovery rate. Then each cashflow scenario is fed into a
liability model to determine the actual loss on the bond under
each scenario, and the probability weighted loss or expected loss
of the bond is determined. The expected loss of the bond is then
compared with Moody's Idealized Cumulative Expected Loss Rates
Table to determine a rating for the bond.

The hypothetical pool is characterized by a diversity score. The
diversity score measures the diversity of the actual pool by
mathematically converting the obligor concentrations of the actual
pool into the number of equally-sized uncorrelated obligors which
would represent the same credit risk as the actual pool. This
process is summarized as follows. Each lessee is assigned its
applicable industry category. Lessees in the same industry are
assumed to be correlated with each other, while lessees in
different industries are assumed to be independent. The number of
lessees in the same industry is reduced to reflect the correlation
among them. For example, when calculating the diversity score, six
equal-sized lessees in the same industry are counted as three
independent obligors, while six equal-sized lessees in six
different industries are counted as six independent obligors. The
size of the lessees is also accounted for by reducing the number
of lessees with below average lessee size. In general, the higher
the diversity score, the lower the collateral loss volatility will
be and consequently, the lower the expected loss of a security,
other factors being the same.

Each possible default scenario is determined by both the diversity
score and the average probability of default of the pool. The
weighted average probability of default of the pool is determined
by the probability of default of each lessee or obligor, which is
estimated using the actual lessees' credit ratings, if rated. For
non-rated lessees, the average rating is assumed to be lower than
that of the rated lessees. For example, if the average rating for
the rated lessees is Baa3, Moody's assumes a rating of Ba3 or
lower as the average rating for the non-rated lessees. The
estimated weighted average rating for the entire hypothetical pool
is then used to estimate the probability of each default scenario.

The actual net loss on the bonds under each default scenario is
determined taking into consideration of recoveries in case of
default. When a lessee defaults, recoveries are obtained as the
related leased vehicles are reprocessed and sold to repay the
defaulted lease obligation. Moody's conducts detailed recovery
analyses based on the types of vehicles leased and various default
scenarios for lessees. Based on those recovery analyses, Moody's
determines the ratings after considering the breakeven recovery
rates for the different classes of notes at their associated
credit enhancement levels.


CHYPS CBO: S&P Withdraws 'D' Ratings on 2 Classes of Notes
----------------------------------------------------------
Standard & Poor's Ratings Services withdrew its ratings on three
classes of notes from CHYPS CBO 1999-1 Ltd., a corporate bond
collateralized bond obligation (CBO) managed by Delaware
Investment Advisors.

The withdrawals follow the complete paydown of the class A-2
notes and incomplete paydown of the class A-3A and A-3B notes.
The class A-2 notes were paid down on the Feb. 1, 2011, legal
final payment date, from a balance of $1.554 million. The class A-
3A and A-3B notes were not paid down in full, with a balance of
$41.000 million and $14.851 million remaining at deal maturity.

Ratings Withdrawn

CHYPS CBO 1999-1 Ltd.
                            Rating
Class               To                  From
A-2                 NR                  AA+ (sf)
A-3A                NR                  D (sf)
A-3B                NR                  D (sf)

NR -- Not rated.


CIT GROUP: DBRS Affirms Issuer Rating at 'B'
--------------------------------------------
DBRS, Inc. (DBRS) has commented that the ratings of CIT Group Inc.
(CIT or the Company), including its Issuer Rating of B (high),
remain unchanged following the Company's 2Q11 financial results.
The trend on all long-term ratings is Positive.

DBRS views CIT's results as evidencing the appreciable progress
the Company has made in advancing its strategy of reducing funding
costs and rightsizing the balance sheet, while expanding the role
of CIT Bank (the Bank).  While DBRS views these actions as
critical to position CIT for a return to long-term, sustainable
profitability, the progress has come at a cost to short-term
results.  To this end, 2Q11 GAAP results were negatively affected
by $113 million of accelerated Fresh Start Accounting (FSA) and
the $50 million fees associated with the prepayment of second lien
debt.  As a result, for the quarter, CIT reported a pretax loss of
$21.8 million compared to pretax income of $135.5 million in the
prior quarter and pre-tax income of $270.1 million in the
comparable period a year ago.

On an adjusted basis, excluding the impact of FSA and the
aforementioned prepayment fees, CIT generated pre-tax income of
$17.2 million, which is in line with the pre-tax profit of $17
million in the prior quarter, but significantly better than the
pre-tax loss of $119.9 million in 2Q10 (both adjusted on the same
basis).  Underlying results were impacted by higher non-recurring
operating expenses, higher litigation costs, and lower net finance
revenue as a result of a smaller asset base.  This was somewhat
offset by improving credit costs.  Importantly, margins are
improving.  Excluding FSA and prepayment penalties on debt,
finance margin was 1.45% in 2Q11, while essentially unchanged from
1Q11, this is 72 basis points higher than a year ago.  DBRS sees
this year on year improvement as demonstrating the positive impact
of the Company's ongoing efforts to lower the overall level of
debt and refinance higher cost debt.  Going forward, DBRS expects
the underlying earnings profile will continue to improve, as the
Company restores the strength of the franchise, generates new
higher yielding business and makes additional progress in lowering
the presence of high cost debt on the balance sheet.

Company-wide funded volumes increased 30% on a linked quarter
basis and 67% year-on-year to $1.7 billion, driven by double digit
growth in the Corporate Finance, Vendor Finance and Transportation
Finance segments.  Notably, 70% of the volume in the quarter was
funded within CIT Bank compared to 61% in the prior quarter and
27% a year ago.  DBRS views this trajectory in Bank originated
volumes as illustrating the advancement of the Company's strategy
to become more "bank centric" by expanding the role of CIT Bank.
Moreover, DBRS sees the positive trajectory in new business
volumes as demonstrating CIT's progress in its plans to restore
the franchise and customer confidence in the Company.

Credit metrics continue their positive trajectory of the most
recent quarters. On a pre-FSA basis, gross charge-offs declined
54% on a linked quarter basis to $97.4 million, or 1.58% of
average finance receivables.  Importantly, gross charge-offs and
non-accrual loans declined across all four core business segments.
Non-accrual loans, excluding FSA accounting, decreased 16%
quarter-on-quarter to $1.4 billion.  Notably, for the fourth
consecutive quarter, the pace of new inflows into non-accrual
status decreased, suggesting further improvement in asset quality
in the near term.  This continuation in positive credit trends
resulted in a 31% (quarter-on-quarter) decline in provisions for
loan losses to $84.7 million.  Given the challenging operating
environment for small and middle market businesses, which are
CIT's core clientele, owed to an uneven economic recovery, DBRS
views the positive credit trends as illustrating the Company's
sound underwriting and servicing abilities, as well as the
continued progress in removing risk from the balance sheet.
Nevertheless, DBRS remains cautious given the uncertainties as to
sovereign debt and the sustainability of the global economic
recovery.

CIT's liquidity remains well-managed and the Company continues to
make noteworthy progress in reducing the preponderance of higher
cost debt while strengthening its funding profile.  To this end,
CIT redeemed $2.5 billion of 7.0% second lien debt during the
quarter.  Despite this reduction in debt, CIT ended the period
with cash and short-term securities totaling $10.1 billion,
representing 21% of total assets.  Further, during the quarter,
CIT completed an exchange of $8.8 billion of Series A Notes for
new Series C Notes which have less restrictive covenants and CIT
announced the redemption of $500 million of the first lien debt in
July 2011.  Moreover, as discussed above, CIT has increased the
amount of new business volumes being funded through the Bank.
Regarding capital, CIT continues to maintain a solid capital
position, with a preliminary Tier 1 capital ratio of 19.1% and a
Total Capital ratio of 20.0%, both well in excess of regulatory
minimums.


CLAREGOLD TRUST: DBRS Ups Rating on Class H Loan From 'BB'
----------------------------------------------------------
DBRS has upgraded the ratings of eight classes of ClareGold Trust
Commercial Mortgage Pass-Through Certificates:

Class D from AA (high) to AAA
Class E from A (high) to AA (high)
Class F from BBB (high) to A
Class G from BBB (low) to BBB (high)
Class H from BB to BBB (low)
Class J from B (high) to BB
Class K from B to BB (low)
Class L from B (low) to B (high)

The remaining classes were confirmed as follows:

Class A at AAA
Class B at AAA
Class C at AAA

The notional class X was also confirmed at AAA.

All rated classes were confirmed with a Stable trend.

DBRS does not rate the $3.8 million first-loss piece, Class M.

The rating actions reflect the increased credit enhancement to the
bonds from a collateral reduction of approximately 80% since
issuance, including a principal balance reduction of $25.7 million
from the last DBRS review of this transaction, in November 2010.
There are 20 of the original 105 loans remaining in the pool.  The
weighted-average DSCR (WADSCR) for the largest 15 loans in the
pool is 1.61x, with a weighted-average debt yield of 16.99%.  The
bulk of those figures are based on recent cash flow figures, with
79.4% of the pool reporting YE2010 data.

There is also one fully defeased loan in the pool, Prospectus
ID#12, with 7.06% of the transaction balance.

There are five shadow-rated loans remaining in the pool,
representing a combined 25.16% of the current transaction balance.
DBRS has confirmed all five shadow ratings for those loans based
on the criteria as discussed below for each loan.

Prospectus ID#17 and ID#40 are crossed loans collateralized by two
phases of the same retail development in Ontario; those loans are
shadow-rated BBB (high) by DBRS to reflect the strength of the
full-recourse sponsor, confirmed at BBB (high) by DBRS in April
2011. Furthermore, the property performance is quite strong, with
Prospectus ID#17 having a YE2010 DSCR of 1.88x and an occupancy of
92% and Prospectus ID#40 having at a coverage of 1.92x for YE2010
and an occupancy of 100%.  The largest tenant, with 38.7% of the
NRA, for Prospectus ID#40 is scheduled to expire in Q3 2012.
Given the strong sponsor and the fact that the property is well-
located with a strong tenant mix, DBRS does not anticipate the
property having difficulty re-leasing the space should the tenant
vacate upon expiration.

Prospectus ID#56 is collateralized by an industrial property in
Ontario; the loan is shadow-rated at BBB based on the strength of
the full-recourse sponsor, rated BBB by DBRS, as confirmed in
March 2011. The property's single tenant negotiated a rental rate
reduction of approximately 35% in January 2010, resulting in a
decline in the DSCR from 1.48x at YE2009 to 0.94x at YE2010.  The
tenant has been at the property since 1999 and is currently on a
lease that runs through 2014.  Although there has been a
significant DSCR decline with the new rental rate, the debt yield
for the loan remains quite strong at 12.52% and the current
leverage of $30 psf is considered reasonable. The loan matures in
June 2012. DBRS has calculated an exit debt yield of 13.27% based
on the YE2010 net cash flow (NCF) figure.  The servicer has
confirmed that the loan will be placed on the watchlist in August
2011 for the decline in DSCR.

Prospectus ID#22 is collateralized by a retail property in Qu‚bec;
the loan is shadow-rated BBB by DBRS in accordance with the rating
assigned to the largest tenant at the property, and is on a long-
term lease through 2023 for 76% of the NRA.  The rating for the
tenant was last confirmed by DBRS in October 2010.  The YE2010
DSCR of 1.38x is a decline from 1.52x at issuance due to the loss
of a tenant occupying 5% of the NRA in 2010; the overall occupancy
for the property remains strong at 92%.  The debt yield is strong
at 13.93%, and the leverage is considered reasonable at $79 psf.

Prospectus ID#27 is collateralized by a retail development in
Ontario; the loan is shadow-rated BBB to reflect the strength of
the property's largest tenant, on a long-term lease for 86% of the
NRA through 2052. The tenant was last confirmed at BBB by DBRS in
November 2010.  The YE2010 DSCR is 1.44x with an occupancy of
100%.  The debt yield is very strong at 18.73%, with a NCF growth
of 8.76% since issuance.

There are four loans on the servicer's watchlist as of the July
2011 remittance report, representing a combined 10.40% of the
current transaction balance.  Two of the loans are on the
watchlist for upcoming maturity, while one is on the servicer's
watchlist for tenant rollover and upcoming maturity.  One loan is
on the watchlist for performance issues.

Prospectus ID#20, with 5.94% of the current pool balance, and
Prospectus ID#95, with 1.12% of the current pool balance, are
scheduled to mature on September 1, 2011.  The servicer advises
that both loans will be repaid at maturity.

Prospectus ID#80, with 1.78% of the current pool balance is
scheduled to mature on October 1, 2011, and is on the servicer's
watchlist for tenant rollover and upcoming maturity.  The
property's two largest tenants, representing 25% and 17% of the
NRA, are scheduled to expire at YE2011.  The servicer has
confirmed that the largest tenant has signed a one-year renewal to
December 2012 and the second-largest tenant is expected to renew
once negotiations have been completed. The YE2010 DSCR for the
loan is strong, at 1.99x and occupancy of 100%.  DBRS has
calculated an exit debt yield of 28.13% for the loan, driven
largely by a NCF growth of 21.4% since issuance.  As there is
no significant rollover scheduled until 2014, outside of the
previously-mentioned tenants, and the historical performance
exhibited by the property is strong, DBRS does not anticipate
difficulty refinancing the loan at maturity in October 2011.

Prospectus ID#83, with 1.56% of the current pool balance, is on
the servicer's watchlist for a low DSCR, 0.74x as of YE2010.  This
DSCR is reflective of an occupancy decline at the property in 2009
and 2010, until a lease was signed for 36% of the NRA in Q3 2010,
bringing the property to 100% occupancy.  The property's largest
tenant, with 58% of the NRA, is currently scheduled to expire at
YE2011; however, the servicer has advised that the tenant will
likely renew. The loan matures in January 2012.  DBRS has
calculated an exit debt yield of 22.96%, based on 85% of the
YE2008 NCF, which is reflective of full occupancy at the property.
As such, DBRS does not anticipate difficulty refinancing the loan
at maturity in October 2011.

One other loan in the pool is scheduled to mature by YE2011,
Prospectus ID#50, with 2.89% of the current pool balance.  That
loan is scheduled to mature on November 1, 2011, and is secured by
an industrial property in Ontario.  The YE2009 DSCR of 1.01x is
reflective of a reduction in the rental rate for the property's
largest tenant, with 30% of the NRA from the rate in place at the
loan's origination.  Although the DSCR is weak, DBRS calculated an
exit debt yield of 13.81%, based on the YE2010 NCF.  Furthermore,
the leverage is considered reasonable at $26 psf.  DBRS will
continue to monitor the loan for developments.

When considering upgrades, DBRS applied a net cash flow stress of
20% across all the loans in the pool.

DBRS continues to monitor this transaction on a monthly basis in
the Monthly CMBS Surveillance Report, which can provide more
detailed information on the individual loans in the pool.


COMM 2005-FL11: Fitch Affirms Ratings on 10 Pooled Classes
----------------------------------------------------------
Fitch Ratings has affirmed ten pooled classes of COMM 2005-FL11,
reflecting Fitch's base case loss expectation of 5.2% for the
pool. The four non-pooled junior component certificates were also
affirmed, reflecting Fitch's stable loss expectations of the
underlying asset portfolio, the Whitehall/Starwood Golf Portfolio.
Fitch's performance expectation incorporates prospective views
regarding commercial real estate market value and cash flow
declines. The improved credit enhancement to the investment-grade
pooled classes is the result of the pay off/disposition of one
loan since Fitch's last review.

Under Fitch's methodology, approximately 100% 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 6% from the last servicer-reported cash flow (generally
year end 2010). 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 the average recoveries on the
pooled loans will be approximately 94.8% in the base case.

Although the transaction has seen increased credit enhancement due
to loan payoffs, the pool has become increasingly concentrated.
The transaction is collateralized by three loans, one of which is
delinquent and specially serviced (8.7% of the pool) and the other
two loans have a forbearance expiration or a modified extension in
2012.

With respect to the pooled classes, two loans were modeled to take
a loss in the base case: Crossgates Commons (19.5%) and
DDR/Macquarie Mervyn's Portfolio (8.7%)

The largest contributor to loss under the 'B' stress is the
specially-serviced DDR/Macquarie Mervyn's Portfolio. The interest
only loan was originally collateralized by 35 retail stores, 31
fee and four leasehold, located in California, Nevada, Arizona and
Texas, of which 24 remain. The collateral was previously 100%
occupied by Mervyn's. Mervyn's has since liquidated all their
locations and is no longer in operation. The total debt includes
three A notes: two fixed rate, pari passu notes with an
outstanding balance of approximately $71 million each, and the
floating rate component in this transaction with an outstanding
balance of $11.4 million. Several vacant boxes have been fully
leased. The special servicer continues to pursue sales on the
remaining properties.

The second largest contributor to Fitch modeled loss is The
Crossgates Commons. The interest only loan is collateralized by
approximately 433,014 square feet (sf) of a 693,824 sf power
center located in Albany, NY. Non-collateral anchor space includes
a Wal-Mart (260,810 sf). Occupancy rates and performance at the
property are lower than at issuance. As of February 2011, the
center's collateral and total occupancy were approximately 69% and
80%, respectively; this compares to 73.7% and 83.6% at issuance,
respectively. The center has lost several tenants since issuance,
including Old Navy and Tweeter. The major tenant/anchor collateral
spaces consist of Home Depot (102,680 sf, lease expiration 2014),
Sports Authority (47,994 sf, lease expiration 2015), and Michaels
(35,346 sf, lease expiration 2012). The loan is currently in its
final extension. The sponsor is the Pyramid Companies.

Fitch has affirmed these ratings and Outlooks for these classes:

   -- $15.2 million class B at 'AAAsf/LS3'; Outlook Stable;
   -- $17.4 million class C at 'AAAsf/LS3'; Outlook Stable;
   -- $11.8 million class D at 'AAAsf/LS3'; Outlook Stable;
   -- $15.3 million class E at 'AAAsf/LS3'; Outlook Stable;
   -- $13.9 million class F at 'AA+sf/LS3'; Outlook Stable;
   -- $11.8 million class G at 'AA-sf/LS3'; Outlook Stable;
   -- $10.4 million class H at 'Asf/LS3'; Outlook Stable;
   -- $18.8 million class J at 'BBBsf/LS3'; Outlook Negative;
   -- $12.5 million class K at 'B-sf/LS3'; Outlook Negative.
   -- $27.9 million class S-GP at 'BBB-sf'; Outlook Negative;
   -- $31.9 million class T-GP at 'BBsf'; Outlook Negative;
   -- $32.4 million class U-GP at 'CCCsf/RR3';
   -- $13.4 million class V-GP at 'CCsf/RR6'.

The $10.4 million class L remains at 'Dsf/RR4'.

Classes A-1, A-J, X-1, X-2-SG, X-3-SG, M-SHI, M-COP, M-GP, N-GP,
O-GP, P-GP, Q-GP, and R-GP have paid in full.


COMM 2011-THL: Fitch Rates Class F 'BB-sf'
------------------------------------------
Fitch Ratings has assigned these ratings and Outlooks to COMM
2011-THL Mortgage Trust commercial mortgage pass through
certificates:

   -- $350,000,000 class A 'AAAsf'; Outlook Stable;

   -- $75,000,000 class B 'AA-sf'; Outlook Stable;

   -- $55,000,000 class C 'A-sf'; Outlook Stable;

   -- $45,000,000 class D 'BBBsf'; Outlook Stable;

   -- $50,000,000 class E 'BBB-sf'; Outlook Stable;

   -- $110,000,000 class F 'BB-sf'; Outlook Stable.

This rating action was informed by the sources of information
identified in Fitch's transaction report.


COMM 2011-THL: Moody's Gives Definitive Ratings to 6 CMBS Classes
-----------------------------------------------------------------
Moody's Investors Service has assigned definitive ratings to six
class of CMBS securities, issued by COMM 2011-THL, Commercial
Mortgage Pass-Through Certificates.

US$350M Cl. A Certificate, Definitive Rating Assigned Aaa (sf)

US$75M Cl. B Certificate, Definitive Rating Assigned Aa2 (sf)

US$55M Cl. C Certificate, Definitive Rating Assigned A2 (sf)

US$45M Cl. D Certificate, Definitive Rating Assigned Baa1 (sf)

US$50M Cl. E Certificate, Definitive Rating Assigned Baa3 (sf)

US$110M Cl. F Certificate, Definitive Rating Assigned Ba3 (sf)

RATINGS RATIONALE

The Certificates are collateralized by one fixed rate loan secured
by 168 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 a
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.

Moody's rating approach for securities backed by a single loan
compares the credit risk inherent in the underlying properties
with the credit protection offered by the structure. The
structure's credit enhancement is quantified by the maximum
deterioration in property value that the securities are able to
withstand under various stress scenarios without causing an
increase in the expected loss for various rating levels. In
assigning single borrower ratings, Moody's also considers a range
of qualitative issues as well as the transaction's structural and
legal aspects.

The credit risk of the loan is determined primarily by two
factors: 1) Moody's assessment of the probability of default,
which is largely driven by the loan's debt service coverage ratio
(DSCR), and 2) Moody's assessment of the severity of loss upon a
default, which is largely driven by the loan's loan to value (LTV)
ratio.

Moody's Trust LTV Ratio of 76.2% is in-line with other fixed-rate
multiple-property loans which have previously been assigned a
credit estimate of Ba3 by Moody's. Moody's Total LTV ratio
(inclusive of subordinated mezzanine debt) of 108.5% is also
considered when analyzing various stress scenarios for the rated
debt.

The Moody's Trust Actual DSCR of 3.45X and Stressed DSCR is 1.59X.

The principal methodology used in this rating was "Moody's
Approach to Rating Large Loan/Single Borrower Transactions"
published in July 2000.

Moody's analysis employs the excel-based Large Loan Model v.8.1
which derives credit enhancement level based on an adjusted loan
level proceeds derived from Moody's loan level LTV ratio. Major
adjustments to determining proceeds include leverage, loan
structure, property type, sponsorship and diversity.

The V Score for this transaction is assessed as Medium, the same
as the V score assigned to the U.S. Single Borrower 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 believes that strong organizational documents at the SPE
level serve as a significant deterrent against SPE bankruptcy
filings, although certain provisions within these documents have
not been tested in court.

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%, 14%, or 22%, the model-indicated rating for the currently
rated Aaa classes would be Aa1, Aa2, or A2, 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.


COMM MORTGAGE: Fitch Affirms COMM 2006-CNL2 Ratings
---------------------------------------------------
Fitch Ratings affirms COMM Mortgage Trust 2006-CNL2 (COMM 2006-
CNL2) and revises the Rating Outlooks, as indicated, reflecting
Fitch's base case loss expectation of 1%. Fitch's performance
expectation incorporates prospective views regarding commercial
real estate market value and cash flow declines. The revision of
Outlooks to Stable reflects continued stable performance since
Fitch's last rating actions. The Negative Rating Outlooks reflect
uncertainty surrounding the refinance of the debt proceeds.

The pool is collateralized by a single portfolio loan, CNL Hotels
& Resorts. The loan is secured by five luxury resort/hotels,
including the Waldorf=Astoria Grand Wailea Resort & Spa (40.5% of
allocated loan amount), Waldorf=Astoria La Quinta Resort & Club
(24.2%), Waldorf=Astoria Arizona Biltmore (20.6%), Marriott Doral
Golf Resort & Spa (10.2%), and the Claremont Resort & Spa (4.5%).

The loan remains in special servicing after not being able to
refinance in February 2011. In addition, the borrowing entity
filed for bankruptcy protection in February 2011 as well. The
borrower continues to discuss workout options with the special
servicer, which include a possible sale of the assets or extension
of the subject note. Recent valuation for the portfolio indicated
strong recovery prospects.

The five properties securing the loan have experienced declines in
cash flow since issuance. The portfolio's net operating income
(NOI) declined 44.5% between 2008 and 2009. NOI recovered modestly
in 2010, improving 4.9% over the 2009 figure. While the NOI
remains below projections from issuance, continued improvement is
expected in 2011.

The loan is modeled to default in the base case stress scenario,
defined as the 'B' stress. In its review, Fitch analyzed servicer
reported operating statements, borrower financials, and hotel
market reports. Fitch estimates that recoveries in the 'B' stress
case could exceed 90%. The luxury hotel sector, after being one of
the most severely impacted sub-sectors by the recession, continues
to post strong gains, with revenue per available room (RevPAR)
growth in excess of 10% through the month of May.

Fitch affirms these classes and revises the Outlooks:

   -- $50 million class A-1 at 'AAAsf'; Outlook Stable;

   -- $184.2 million class A-2FL at 'AAAsf'; Outlook Stable;

   -- $184.2 million class A-2FX at 'AAAsf'; Outlook Stable;

   -- $90 million class A-JFX at 'AAsf'; Outlook to Stable from
      Negative;

   -- $49.5 million class A-JFL at 'AAsf'; Outlook to Stable from
      Negative;

   -- $33.5 million class BFX at 'Asf'; Outlook to Stable from
      Negative;

   -- $33.5 million class BFL at 'Asf'; Outlook to Stable from
      Negative;

   -- $21 million class CFX at 'Asf'; Outlook to Stable from
      Negative;

   -- $21 million class CFL at 'Asf'; Outlook to Stable from
      Negative;

   -- $36.5 million class D at 'BBBsf'; Outlook to Stable from
      Negative;

   -- $36.5 million class E at 'BBBsf'; Outlook to Stable from
      Negative;

   -- $36.5 million class F at 'BBBsf'; Outlook to Stable from
      Negative;

   -- $36 million class G at 'BBsf'; Outlook Negative;

   -- $48.5 million class H at 'BBsf'; Outlook Negative;

   -- $65 million class J at 'Bsf'; Outlook Negative;

   -- $74 million class K at 'CCCsf/RR1'.


COMM MORTGAGE: Fitch Takes Various Rating Actions
-------------------------------------------------
Fitch Ratings has taken various rating actions on COMM Mortgage
Trust 2006-FL12 due to revised loss expectations. Fitch's
performance expectation incorporates prospective views regarding
commercial real estate market value and cash flow declines.

Despite having a modified pro rata pay structure, credit
enhancement for more senior classes will continue to benefit from
further loan payoffs and dispositions. Classes A-1, A-2, and A-J
receive 85% of any payoffs or principal proceeds on certain non-
defaulted loans. In addition, the transaction has loan-level
sequential pay triggers. Both structural features result in
increased credit enhancement to senior classes. The revised
Outlooks on pooled classes B through F were attributable to
anticipated credit enhancement increases.

Upgrades to the nonpooled classes associated with the Blackstone
LXR-Fort Lauderdale Grande are the result of a 55% increase in
servicer-reported net operating income (NOI) since Fitch's last
rating action. Upgrades to the nonpooled classes associated with
the Avenue at Tower City loan are the result of significant loan
deleveraging. This follows the sale and release of a non-income
producing land parcel. The resulting proceeds were used to pay
down the pooled and nonpooled certificates by $19.6 million and
$2.8 million, respectively. Revisions in Outlooks to several other
nonpooled classes were due to the continued stable performance of
the associated collateral. In addition, the downgrade to the most
junior nonpooled class associated with the Independence Plaza loan
was due to the likelihood of special servicing fees resulting in a
future principal loss to the class.

Under Fitch's methodology, 53.5% of the pooled balance is modeled
to default in the base case stress scenario, defined as the 'B'
stress. In this scenario, the modeled average cash flow decline is
7% from generally year-end 2010. The transaction has modeled
losses of 1.3% of the current pooled transaction balance in the
base case. 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 recovery of 98% in the base case.

The transaction is collateralized by 12 loans, which includes four
secured by primarily hotels (48.8% of the total trust balance),
one by multifamily properties (21.1%), four by office properties
(18.9%), and three by retail properties (11.2%).

The transaction faces significant near-term maturity risk, with
nine loans (84.8%) having final or extended maturity dates in
2011, including the three largest loans in the pool (67.4%). One
loan, the Four Seasons Hualalai (10.2%), is in its fourth and
final extension period, which expires in June 2012. The specially-
serviced Blackstone LXR-Fort Lauderdale Grande loan (3.5%) has
been modified and extended through February 2013. In addition, one
asset, the Legacy Bayside Business Park (1.5%), had a final
maturity in March 2011 but is now real estate owned (REO).

With respect to the pooled classes, three loans were modeled to
take a loss in the base case: the Four Seasons Hualalai (10.7% of
the pooled balance), the Albertsons (Newkirk) Portfolio (5.8%),
and Legacy Bayside Business Park (1.5%). Full losses are expected
on the nonpooled classes associated with these loans. In addition,
certain nonpooled classes face exposure to special servicing fees
to the extent not paid by the respective borrower or absorbed by
the junior nontrust participation.

The largest contributor to loss under the 'B' stress is the
specially-serviced Legacy Bayside Business Park, an approximately
234,000-square foot (sf) office park in Fremont, CA. The loan
transferred to special servicing in June 2010 for imminent
default. The loan was structured with an initial maturity of March
9, 2008, with three one-year extension options. The borrower had
exercised its third and final option, which expired on March 9,
2011. However, the special servicer had initiated foreclosure in
December 2010 and the property became REO in June 2011. According
to the special servicer, the property is being marketed for sale
or lease without a list price. Based on recent valuations,
significant losses are expected.

The second largest contributor to loss under the 'B' stress is the
Four Seasons Hualalai, which is primarily secured by a 243-key
luxury resort hotel located on the Kona-Kohala Coast of
Ka'upulehu-Kona, HI. Additional collateral includes several
residential lots within the Hualalai residential community and the
Hualalai Golf Club. The loan was structured with an initial
maturity of June 9, 2008, with four one-year extension options.
The borrower recently exercised its fourth and final option, which
expires on June 9, 2012. Property performance has yet to stabilize
and Fitch modeled losses based on in-place property cash flow.

The third largest contributor to loss under the 'B' stress is the
Albertsons (Newkirk) Portfolio, which was originally secured by 50
anchor boxes located across 15 states, totaling 2.4 million sf.
Since issuance, four properties have been released, totaling
217,577 sf. The portfolio is triple-net leased to various grocer
tenants, primarily consisting of Albertsons (officially New
Albertson's, Inc., rated 'B+' with a Negative Outlook by Fitch).
The loan was structured with an initial maturity of Aug. 9, 2008,
with three one-year extension options. The borrower exercised its
third and final option, which is set to expire on Aug. 9, 2011.
According to the servicer, the borrower has indicated that it is
meeting internally regarding the upcoming maturity but has not
provided any recent updates.

Fitch has downgraded and assigned a Recovery Rating to this class:

   -- $11 million class IP3 to 'CCCsf/RR2' from 'BBsf'.

Fitch has upgraded, assigned Rating Outlooks, and revised Recovery
Rating:

   -- $5.3 million class FG1 to 'BBsf' from 'CCCsf/RR3'; Outlook
      Stable;

   -- $5.5 million class FG2 to 'BBsf' from 'CCsf/RR6'; Outlook
      Stable;

   -- $3.9 million class FG3 to 'Bsf' from 'CCsf/RR6'; Outlook
      Stable;

   -- $5 million class FG4 to 'Bsf' from 'CCsf/RR6'; Outlook
      Stable;

   -- $6.5 million class FG5 to 'CCCsf/RR1' from 'CCsf/RR6';

   -- $1.4 million class TC1 to 'BBsf' from 'CCsf/RR6'; Outlook
      Stable;

   -- $1.1 million class TC2 to 'BBsf' from 'CCsf/RR6'; Outlook
      Stable.

Fitch has revised the Recovery Ratings for these two classes:

   -- $5.3 million class AN3 'CCCsf/RR6';

   -- $2.6 million class LS3 'CCCsf/RR1'.

Fitch has revised the Rating Outlooks for these classes:

   -- $82.5 million class B at 'AA+sf'; Outlook to Positive from
      Negative;

   -- $58 million class C at 'AA+sf'; Outlook to Positive from
      Negative;

   -- $63.9 million class D at 'AAsf'; Outlook to Stable from
      Negative;

   -- $47.6 million class E at 'AA-sf'; Outlook to Stable from
      Negative;

   -- $47.6 million class F at 'Asf'; Outlook to Stable from
      Negative;

   -- $11.3 million class CN1 at 'BBBsf'; Outlook to Stable from
      Negative;

   -- $7.7 million class CN2 at 'BBBsf'; Outlook to Stable from
      Negative;

   -- $7.6 million class CN3 at 'BBB-sf'; Outlook to Stable from
      Negative;

   -- $1.1 million class CA2 at 'BBBsf'; Outlook to Stable from
      Negative;

   -- $1.3 million class CA3 at 'BBB-sf'; Outlook to Stable from
      Negative;

   -- $1.4 million class CA4 at 'BBB-sf'; Outlook to Stable from
      Negative;

   -- $2.5 million class LS1 at 'BBsf'; Outlook to Positive from
      Negative;

   -- $2.7 million class LS2 at 'Bsf'; Outlook to Positive from
      Negative.

Fitch has affirmed these classes:

   -- $507.3 million class A-2 at 'AAAsf'; Outlook Stable;

   -- $507 million class A-J at 'AAAsf'; Outlook Stable;

   -- $45.3 million class G at 'BBBsf'; Outlook Negative;

   -- $28.2 million class H at 'BBsf'; Outlook Negative;

   -- $32.2 million class J at 'Dsf/RR4';

   -- $70.4 million class KR1 at 'BBsf'; Outlook Negative;

   -- $21.9 million class KR2 at 'Bsf'; Outlook Negative;

   -- $62 million class KR3 at 'CCCsf/RR4';

   -- $6.8 million class IP1 at 'BBB+sf'; Outlook Negative;

   -- $11.2 million class IP2 at 'BBBsf'; Outlook Negative;

   -- $6.5 million class FSH1 at 'CCsf/RR6';

   -- $8.7 million class FSH2 at 'CCsf/RR6';

   -- $9.1 million class FSH3 at 'CCsf/RR6';

   -- $4.2 million class AN4 at 'CCCsf/RR6';

   -- $1.7 million class LB1 at 'Csf/RR6';

   -- $1.2 million class LB2 at 'Csf/RR6';

   -- $1.2 million class LB3 at 'Csf/RR6';

   -- $1.7 million class ES1 at 'Bsf'; Outlook Negative;

   -- $1.6 million class ES2 at 'CCCsf/RR6';

   -- $1.4 million class ES3 at 'CCCsf/RR6'.

Class HDC1 has a zero balance and remains at 'Dsf/RR1'. The
following classes originally rated by Fitch have paid in full: A-
1, SR1, MSH1, MSH2, MSH3, MSH4, AH1, AH2, AH3, AH4, CM1, and CM2.
In addition, Fitch previously withdrew the ratings on the
interest-only classes X-1, X-2, X-3-BC, X-3-DB, X-3-SG, X-4, X-5-
BC, X-5-DB, and X-5-SG.

Fitch does not rate the nonpooled classes CA1, AN1, and AN2.


COMSTOCK FUNDING: S&P Raises Rating on Class D Notes to 'BB'
------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
B, C, and D notes from Comstock Funding Ltd., a collateralized
loan obligation (CLO) transaction managed by Silvermine Capital
Management LLC. "At the same time, we removed the raised ratings
from CreditWatch, where we had placed them with positive
implications on May 3, 2011. Concurrently, we affirmed our ratings
on the class A-1A, A-1B, A-2, and A-3 notes from the same
transaction," S&P related.

"The upgrades mainly reflect an improvement in the performance of
the transaction's underlying asset portfolio since our Jan. 26,
2010, downgrades. As of the June 2011 trustee report, the
transaction had $7.85 million of defaulted assets. This was down
from the $18.13 million defaulted assets noted in the December
2009 trustee report, which we referenced for our January 2010
rating actions. Furthermore, the trustee reported assets from
obligors rated in the 'CCC' category at $12.60 million in June
2011, compared with $24.47 million in December 2009," S&P said.

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 June 15, 2011,
monthly report:

    The class A O/C ratio was 120.56%, compared with a reported
    ratio of 116.89% in December 2009;

    The class B O/C ratio was 112.53%, compared with a reported
    ratio of 109.15% in December 2009;

    The class C O/C ratio was 104.93%, compared with a reported
    ratio of 101.73% in December 2009; and

    The class D O/C ratio was 101.39%, compared with a reported
    ratio of 97.91% in December 2009.

The affirmations of the class A-1A, A-1B, A-2, and A-3 notes
reflect the availability of credit support at the current rating
levels.

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

Comstock Funding Ltd.
              Rating
Class     To           From
B         A (sf)       A- (sf)/Watch Pos
C         BBB (sf)     BB+ (sf)/Watch Pos
D         BB (sf)      B+ (sf)/Watch Pos

Ratings Affirmed

Comstock Funding Ltd.
Class                    Rating
A-1A                     AA+ (sf)
A-1B                     AA+ (sf)
A-2                      AA+ (sf)
A-3                      AA- (sf)

Transaction Information

Issuer:             Comstock Funding Ltd.
Co-issuer:          Comstock Funding Corp.
Collateral manager: Silvermine Capital Management LLC
Underwriter:        Citigroup Global Markets Inc.
Trustee:            The Bank of New York Mellon
Transaction type:   Cash flow CLO


CONNECTICUT VALLEY: Moody's Upgrades Ratings of 5 Classes of Notes
------------------------------------------------------------------
Moody's Investors Service has upgraded and left on review for
further possible upgrade, the ratings of five classes of notes
issued by Connecticut Valley CLO Funding IV, LTD. The notes
affected by the rating action are:

US$225,000,000 Class A-1 Floating Rate Notes Due 2027 (current
balance of $193,622,238), Upgraded to Ba2 (sf) and Remains On
Review for Possible Upgrade; previously on Jun 24, 2011 B3 (sf)
Placed Under Review for Possible Upgrade;

US$43,000,000 Class A-2 Floating Rate Notes Due 2027, Upgraded to
B3 (sf) and Remains On Review for Possible Upgrade; previously on
June 24, 2011 Caa3 (sf) Placed Under Review for Possible Upgrade;

US$50,000,000 Class A-3 Floating Rate Notes Due 2027, Upgraded to
Caa2 (sf) and Remains On Review for Possible Upgrade; previously
on June 24, 2011 Ca (sf) Placed Under Review for Possible Upgrade;

US$28,000,000 Class B Floating Rate Notes Due 2027, Upgraded to
Caa3 (sf) and Remains On Review for Possible Upgrade; previously
on June 24, 2011 C (sf) Placed Under Review for Possible Upgrade;

US$29,500,000 Class C Floating Rate Notes Due 2027, Upgraded to Ca
(sf) and Remains On Review for Possible Upgrade; previously on
June 24, 2011 C (sf) Placed Under Review for Possible Upgrade;

RATINGS RATIONALE

Following an announcement by Moody's on June 22nd that nearly all
CLO tranches currently rated Aa1 and below were placed on review
for possible upgrade ("Moody's places 4,220 tranches from 611 U.S.
and 171 European CLO transactions on review for upgrade"), 98
tranches of U.S. and European Structured Finance (SF) CDOs with
material exposure to CLOs were also placed on review for possible
upgrade ("Moody's places 98 tranches from 19 U.S. and 3 European
SF CDO transactions with exposure to CLOs on review for upgrade").
The rating action on the notes reflects CLO tranche upgrades that
have taken place thus far, as well as a two notch adjustment for
CLO tranches which remain on review for possible upgrade.
According to Moody's, 17.5% of the collateral has been upgraded
since June 22nd, and 70.5% remains on review.

Connecticut Valley CLO Funding IV, LTD. is a collateralized debt
obligation issuance backed by a portfolio of CLO tranches which
originated between 1999 and 2007, with the majority originated in
2006 and 2007.

The principal methodology used in this rating was "Moody's
Approach to Rating SF CDOs" published in November 2010. Please see
the Credit Policy page on www.moodys.com for a copy of this
methodology.

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 the following:
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 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 on watch for upgrade bucket upgraded by one notch:

Class A-1: -1
Class A-2: -1
Class A-3: -1
Class B: 0
Class C: 0

Moody's on watch for upgrade bucket upgraded by three notches:

Class A-1: +2
Class A-2: +3
Class A-3: +2
Class B: +1
Class C: 0


COPPER RIVER: Moody's Upgrades Ratings of 3 Classes of CLO Notes
----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by Copper River CLO, Ltd.

US$47,600,000 Class C Secured Deferrable Floating Rate Notes Due
2021, Upgraded to A3 (sf); previously on June 22, 2011 Baa3 (sf)
Placed Under Review for Possible Upgrade;

US$35,000,000 Class D Secured Deferrable Floating Rate Notes Due
2021, Upgraded to Baa3 (sf); previously on June 22, 2011 Ba3 (sf)
Placed Under Review for Possible Upgrade;

US$23,800,000 Class E Secured Deferrable Floating Rate Notes Due
2021, Upgraded to Ba2 (sf); previously on June 22, 2011 B3 (sf)
Placed Under Review for Possible Upgrade;

RATINGS RATIONALE

According to Moody's, the rating actions taken on the notes are
primarily a result of applying Moody's revised CLO assumptions
described in the publication "Moody's Approach to Rating
Collateralized Loan Obligations" published in June 2011. The
primary changes to the modeling assumptions include (1) a removal
of the temporary 30% default probability macro stress implemented
in February 2009 as well as (2) increased BET liability stress
factors and increased recovery rate assumptions.

The actions also reflect consideration of an increase in the
transaction's overcollateralization ratios and credit improvement
of the underlying portfolio since the rating action in July 2009.

The overcollateralization ratios of the rated notes have increased
due to a decrease in defaulted securities and securities rated
Caa1 and below since the rating action in July 2009. Based on the
latest trustee report dated July 11, 2011, the Class A/B, Class C,
Class D and Class E overcollateralization ratios are reported at
132.8%, 122.2%, 115.5% and 111.3%, respectively, versus June 2009
levels of 125.6%, 115.6%, 109.2% and 105.2% 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 2009. Based on the July 2011 trustee report, the
weighted average rating factor is currently 3284 compared to 3423
in June 2009.

Moody's notes this transaction is exposed to a large number of
assets whose default probabilities are assessed through credit
estimates ("CEs"). Moody's applied additional default probability
stresses by applying a 1 notch-equivalent assumed downgrade for
CEs last updated between 12-15 months ago, and assumed an
equivalent of Caa3 for CEs that were not updated within the last
15 months.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011, 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 $750 million,
defaulted par of $4.3 million, a weighted average default
probability of 26.8% (implying a WARF of 3609), a weighted average
recovery rate upon default of 46.8%, 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.

Copper River CLO, Ltd., issued in January 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
June 2011. Please see the Credit Policy page on www.moodys.com for
a copy of this methodology.

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 June 2011.

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 2013 and
2015 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.


CREDIT SUISSE: Fitch Cuts Ratings on 2 Classes of CS 2003-C5
------------------------------------------------------------
Fitch Ratings has downgraded two classes of Credit Suisse First
Boston Mortgage Securities Corp., commercial mortgage pass-through
certificates, series 2003-C5.

The downgrade is the result of increased loss expectations by
Fitch across the pool. The Stable Rating Outlooks reflect the
increased credit enhancement from defeased collateral. Fitch
modeled losses of 6.6% of the remaining pool. Fitch has designated
51 loans (30.2%) as Fitch Loans of Concern, which includes nine
specially serviced loans (8%). Seven loans (4.5%) were classified
as delinquent (60 days or greater) as of the July 2011 remittance.

As of the July 2011 distribution date, the pool's certificate
balance has been reduced by 35.5% to $813.9 million from
$1.3 billion. Twenty-one loans (21.6%) have defeased. Interest
shortfalls totaling $2.4 million are currently affecting classes K
through P.

Of the loans in special servicing, the largest contributor to
modeled losses is secured by an approximately 223,000 square foot
(sf) industrial facility located in Troy, MI. The loan is in the
process of being modified, and split into an A/B structure with
extension options. The servicer-reported occupancy as of year-end
(YE) 2009 was 60%.

The largest Fitch Loan of Concern (2.9% of the pool) with modeled
losses is secured by a multifamily property located in Houston,
TX. The loan previously was in special servicing and was
subsequently assumed by a new sponsor, modified, and is current.
The loan remains a Fitch Loan of Concern as reported cash flow
remains low; however, occupancy has increased under new management
to 91% as of YE 2010.

Fitch has downgraded and assigned a Recovery Rating (RR) to this
class:

   -- $9.5 million class J to 'CCCsf/RR1' from 'B-sf/LS5';

   -- $6.3 million class K to 'CCCsf/RR1' from 'B-sf/LS5'.

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

   -- $11.6 million class A-3 at 'AAAsf/LS1'; Outlook Stable;

   -- $370.3 million class A-4 at 'AAAsf/LS1'; Outlook Stable;

   -- $236.7 million class A-1A at 'AAAsf/LS1'; Outlook Stable;

   -- $39.4 million class B at 'AAAsf/LS4'; Outlook Stable;

   -- $15.8 million class C at 'AAAsf/LS5'; Outlook Stable;

   -- $31.5 million class D at 'AAsf/LS4'; Outlook to Stable from
      Negative;

   -- $17.3 million class E at 'Asf/LS5'; Outlook to Stable from
      Negative;

   -- $17.3 million class F at 'BBsf/LS5'; Outlook to Stable from
      Negative;

   -- $14.2 million class G at 'Bsf/LS5'; Outlook to Stable from
      Negative;

   -- $14.2 million class H at 'B-sf/LS5'; Outlook to Stable from
      Negative;

   -- $6.3 million class L at 'CC/RR1';

   -- $7.9 million class M at 'C/RR5';

   -- $1.6 million class N at 'C/RR6';

   -- $4.7 million class O at 'C/RR6'.

Classes A-1 and A-2 have paid in full. Fitch does not rate the
$9.3 million class P.


CREDIT SUISSE: Fitch Upgrades CSFB 1998-C2 Ratings
--------------------------------------------------
Fitch Ratings has upgraded one class of Credit Suisse First Boston
Mortgage Securities Corp, series 1998-C2.

The upgrade is a result of principal paydown resulting in
increased credit enhancement to the senior classes sufficient to
offset Fitch expected losses. Fitch modeled losses of 5.5% of the
remaining pool. Fitch has designated 11 loans (49%) as Fitch Loans
of Concern, which includes two specially serviced loans (15.5%).
Fitch expects any incurred losses to be absorbed by class I.

As of the July 2011 distribution date, the pool's aggregate
principal balance has been paid down by approximately 86.4% to
$261.9 million from $1.9 billion at issuance. Four loans (4.74%)
are defeased. Interest shortfalls are affecting classes H, I and
J.

The largest contributor to loss is the second largest loan (12.2%)
in the pool. The loan is secured by two retail and one industrial
properties located in Irving and North Richland, TX. The loan had
transferred to special servicing in December 2009 due to imminent
default. A loan modification was completed in November 2010, and
the loan remains current under the modified terms as of the July
2011 payment date. The special servicer continues to monitor the
loan to ensure it is in compliance with the loan modification.

The next largest contributor to losses (3.3%) is secured by a
221,508 square foot (sf) retail property located in Opelousas, LA.
Wal-Mart (55% of the net rentable area [NRA]) had vacated the
center and now subleases its space to two tenants -- Stage Store
(19.4% NRA) and Brown's Furniture (18% NRA). The third largest
tenant at the center is Dales Food Store (13.5% NRA). The loan had
transferred to special servicing in April 2011 due to monetary
default. The servicer is working with the Borrower to cure the
default. The property reported occupancy at 83% as of December
2010. The year end December 2010 debt service coverage ratio
(DSCR) reported at 0.88 times (x).

Fitch upgrades this class:

   -- $105.6 million class F to 'AAA' from 'AA+'; Outlook Stable.

Fitch also affirms these classes:

   -- $52.4 million class D at 'AAA'; Outlook Stable;

   -- $28.8 million class E at 'AAA'; Outlook Stable.

   -- $19.2 million class G at 'A+'; Outlook Stable.

Class I remains at 'D / RR6' due to realized losses.

Fitch does not rate class J, which has been reduced to zero due to
realized losses, or class H. Classes A-1, A-2, B and C paid in
full.

On June 25, 2010 Fitch withdrew the rating on the interest-only
class AX.


CREDIT SUISSE: Fitch Upgrades CSFB 2003-CK2 Ratings
---------------------------------------------------
Fitch Ratings upgrades Credit Suisse First Boston's (CSFB)
commercial mortgage pass-through certificates, series 2003-CK2.

The upgrades are the result of additional defeasance and paydown
since Fitch's last rating action. Fitch modeled losses of 4.3% of
the remaining pool. Fitch has designated 10 loans (11%) as Fitch
Loans of Concern, which includes two specially serviced loans
(5.2%).

As of the July 2011 distribution date, the pool's collateral
balance has paid down 40% to $606.3 million from $1 billion at
issuance. Nineteen loans (30.8%) have defeased.

The largest contributor to loss (4.4%) is secured by 24 office
buildings and one retail property totaling 339,130 square feet
(sf) located in Greater Lansing, MI. The loan transferred to the
special servicer in May 2008 for imminent default. Foreclosure
occurred in December 2010 and the properties are currently real
estate owned (REO). The properties are currently 67% occupied as
of April 2011. The most recent appraisal indicates significant
losses upon liquidation.

The second largest contributor to loss (1.1%) is secured by a 197
unit garden style multifamily property located in Melbourne, FL.
The loan was transferred to special servicing in October 2010 due
to monetary default as a result of chronic delinquency. The
borrower submitted a modification proposal which was rejected by
the special servicer. The special servicer is currently pursuing
foreclosure.

Fitch upgrades and revises Outlooks on these classes:

   -- $19.8 million class G to 'AAA/LS5' from 'AA/LS5'; Outlook
      Stable;

   -- $14.8 million class H to 'AA/LS5' from 'A/LS5'; Outlook to
      Stable from Negative;

   -- $17.3 million class J to 'BBB/LS5' from 'BB/LS5'; Outlook to
      Stable from Negative;

   -- $17.3 million class K to 'BB/LS5' from 'B-/LS5'; Outlook to
      Stable from Negative.

Fitch also affirms, revises Recovery Ratings (RR), and Outlook:

   -- $37.3 million class A-3 at 'AAA/LS1'; Outlook Stable;

   -- $364.3 million class A-4 at 'AAA/LS1'; Outlook Stable;

   -- $32.1 million class B at 'AAA/LS1'; Outlook Stable;

   -- $12.4 million class C at 'AAA/LS5'; Outlook Stable;

   -- $29.6 million class D at 'AAA/LS4'; Outlook Stable;

   -- $12.4 million class E at 'AAA/LS5'; Outlook Stable;

   -- $12.4 million class F at 'AAA/LS5'; Outlook Stable;

   -- $4.9 million class L at 'B-/LS5'; Outlook to Stable from
      Negative;

   -- $13.6 million class M at 'CC and revises RR rating from RR1
      to RR2';

   -- $6.2 million class N at 'C and revises RR rating from RR3'
      to RR6';

   -- $4.9 million class O at 'C/RR6';

   -- $3.1 million class GLC at 'BB'; Outlook Negative.

Classes A-1, A-2 and A-SP have been paid in full. Fitch does not
rate the $3.9 million class P. The GLC rake class represents the
non-pooled B-note for Great Lakes Crossing. Fitch has previously
withdrawn the rating of the interest only class A-X.


CREST G-STAR: S&P Affirms Rating on Class C Notes at 'CC'
---------------------------------------------------------
Standard & Poor's Ratings Services affirmed its rating on the A,
B-1, B-2, C, and composite notes from Crest G-Star 2001-2 Ltd., a
cash flow collateralized debt obligation (CDO) transaction backed
by commercial mortgage-backed securities. "In addition, we removed
our ratings on the A, B-1, and B-2 notes from CreditWatch with
negative implications," S&P related.

"The affirmations reflect our belief that the credit support
available is commensurate with 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

Crest G-Star 2001-2 Ltd.
                Rating
Class       To          From
A           A+ (sf)     A+ (sf)\Watch Neg
B-1         CCC+ (sf)   CCC+ (sf)\Watch Neg
B-2         CCC+ (sf)   CCC+ (sf)\Watch Neg

Ratings Affirmed

Crest G-Star 2001-2 Ltd.

Class             Rating
C                 CC (sf)
Composite notes   CCC- (sf)


CSFB MORTGAGE: Moody's Affirms 16 Classes of CSFB 2005-C3
---------------------------------------------------------
Moody's Investors Service (Moody's) affirmed the ratings of 16
classes of Credit Suisse First Boston Commercial Mortgage
Securities Corp., Commercial Mortgage Pass-Through Certificates,
Series 2005-C3:

Cl. A-2, Affirmed at Aaa (sf); previously on Jul 11, 2005
Definitive Rating Assigned Aaa (sf)

Cl. A-3, Affirmed at Aaa (sf); previously on Jul 11, 2005
Definitive Rating Assigned Aaa (sf)

Cl. A-AB, Affirmed at Aaa (sf); previously on Jul 11, 2005
Definitive Rating Assigned Aaa (sf)

Cl. A-4, Affirmed at Aaa (sf); previously on Jul 11, 2005
Definitive Rating Assigned Aaa (sf)

Cl. A-1-A, Affirmed at Aaa (sf); previously on Jul 11, 2005
Definitive Rating Assigned Aaa (sf)

Cl. A-J, Affirmed at Baa1 (sf); previously on Nov 4, 2010
Downgraded to Baa1 (sf)

Cl. A-M, Affirmed at Aa1 (sf); previously on Nov 4, 2010
Downgraded to Aa1 (sf)

Cl. B, Affirmed at B2 (sf); previously on Nov 4, 2010 Downgraded
to B2 (sf)

Cl. C, Affirmed at Caa2 (sf); previously on Nov 4, 2010 Downgraded
to Caa2 (sf)

Cl. D, Affirmed at Caa3 (sf); previously on Nov 4, 2010 Downgraded
to Caa3 (sf)

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

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

Cl. G, Affirmed at C (sf); previously on Nov 4, 2010 Downgraded to
C (sf)

Cl. A-X, Affirmed at Aaa (sf); previously on Jul 11, 2005
Definitive Rating Assigned Aaa (sf)

Cl. A-SP, Affirmed at Aaa (sf); previously on Jul 11, 2005
Definitive Rating Assigned Aaa (sf)

Cl. A-Y, Affirmed at Aaa (sf); previously on Jul 11, 2005
Definitive Rating Assigned Aaa (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
5.4% of the current pooled balance as compared to 10.1% at last
review. The realized losses for this deal have increased by $69
million since Moody's last review. Moody's current base expected
loss plus realized losses is 9.1% of the original deal balance as
compared to 9.9% at last review. Moody's stressed scenario loss is
12.5% of the current pooled balance. Depending on the timing of
loan payoffs and the severity and timing of losses from specially
serviced loans, the credit enhancement level for investment grade
classes could decline below the current levels. If future
performance materially declines, the expected level of credit
enhancement and the priority in the cash flow waterfall may be
insufficient for the current ratings of these classes.

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

Primary sources of assumption uncertainty are the current 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 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 33 compared to 29 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 November 4, 2010. Please see
the ratings tab on the issuer / entity page on moodys.com for the
last rating action and the ratings history.

DEAL PERFORMANCE

As of the July 15, 2011 distribution date, the transaction's
aggregate certificate balance has decreased by 23% to $1.3 billion
from $1.6 billion at securitization. The Certificates are
collateralized by 177 mortgage loans ranging in size from less
than 1% to 11% of the pool, with the top ten loans representing
38% of the pool. The pool includes 53 loans, representing 14% of
the pool balance, which are secured by residential co-ops located
primarily in New York City. These co-op loans have Aaa credit
estimates. Six loans, representing 4% of the pool, have defeased
and are collateralized with U.S. Government securities.

Thirty-nine loans, representing 26% 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.

Fourteen loans have been liquidated from the pool, resulting in an
aggregate realized loss of $82 million (40% average loss
severity). Eight loans, representing 3% of the pool, are currently
in special servicing. The largest specially serviced loan is the
Bank of America Center -- Naples Loan ($13 million -- 1.1% of the
pool), which is secured by a 78,000 SF office in Naples, Florida.
The property is only 54% leased as of May 2011 and the loan is
over 90 days delinquent. The property was appraised for $7.5
million in February 2011.

The remaining specially serviced loans are secured by a mix of
commercial and multifamily properties. The master servicer has
recognized appraisal reductions totaling $8 million for five of
the specially serviced loans. Moody's has estimated an aggregate
$16 million loss (50% expected loss based on a 92% probability of
default) for the specially serviced loans.

Moody's has assumed a high default probability for 12 poorly
performing loans representing 16% of the pool and has estimated a
$32 million loss (15% expected loss based on a 50% probability
default) from these troubled loans.

Based on the most recent remittance statement, Classes F through P
have experienced cumulative interest shortfalls totaling $3.2
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) and
extraordinary trust expenses.

Moody's was provided with full year 2009 operating results and
partial or full year 2010 operating results for 93% and 88% of the
pool's non-defeased loans, respectively. The conduit portion of
the pool excludes specially serviced, troubled and defeased loans
as well as loans with credit estimates. Moody's weighted average
conduit LTV is 95% compared to 103% at Moody's prior review.
Moody's net cash flow reflects a weighted average haircut of 12%
to the most recently available net operating income. Moody's value
reflects a weighted average capitalization rate of 9.1%.

Moody's actual and stressed conduit DSCRs are 1.32X and 1.08X,
respectively, compared to 1.31X and 1.02X 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 loans represent 22% of the pool balance. The largest
loan is the San Diego Tech Center Loan ($133 million -- 10.6% of
the pool), which is secured by a nine-building, 645,000 SF, Class
A office complex located in San Diego, California. The A-note is
split into a $113 million and $20 million component to allow for a
potential partial release of developable land. The loan sponsor is
MPG Office Trust. The loan matures in April 2015 and is interest
only during the entire loan term. The property was 82% leased as
of December 2010 compared to 75% in June 2010. Despite the
increase in occupancy, the property's cash flow has declined as
the result of a decline in average base rent and an increase in
rent concessions/relief. This loan is included in Moody's list of
troubled loans for this deal. Moody's LTV and stressed DSCR are
168% and 0.58X, respectively, compared to 149% and 0.77X at last
review.

The second largest loan is the 80-90 Maiden Lane Loan ($87 million
-- 7.0% of the pool), which is secured by two Class B office
buildings totaling 545,000 SF located in New York City. The
property was 98% leased as of June 2011 compared to 96% in
December 2009. Only 3% of the leases expire in 2011-12. Moody's
LTV and stressed DSCR are 99% and 0.99X, respectively, compared to
105% and 0.93X at last review.

The third largest loan is Och Ziff Portfolio Loan ($52 million --
4.1% of the pool), which is secured by eight limited-service
hotels located in Columbus, Ohio and Covington, Kentucky. 2010
portfolio revenue per participating room (RevPAR) and NOI declined
7% and 3%, respectively from 2009. However, the portfolio's actual
DSCR was in excess of 1.6X based on 2010 reported NOI. The loan
matures in May 2012. Moody's LTV and stressed DSCR are 109% and
1.15X, respectively, compared to 122% and 1.02X at last review.


DIVERSIFIED GLOBAL: Moody's Upgrades Ratings of 3 Classes of Notes
------------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of three class
of notes issued by Diversified Global Securities Limited II, Ltd.
The notes affected by the rating action are as follows:

US$163,000,000 Class A Floating Rate Senior Notes, Due
December 17, 2017 (current balance: $2,294,151), Upgraded to Aaa
(sf); previously on June 24, 2011 A2 (sf) Placed Under Review for
Possible Upgrade

US$12,000,000 Class B Fixed Rate Senior Subordinate Notes, Due
December 17, 2017, Upgraded to Baa3 (sf) and Remains On Review for
Possible Upgrade; previously on June 24, 2011 B3 (sf) Placed Under
Review for Possible Upgrade

US$12,000,000 Class C Floating Rate Subordinate Notes, Due
December 17, 2017, Upgraded to Caa2 (sf) and Remains On Review for
Possible Upgrade; previously on June 24, 2011 Ca (sf) Placed Under
Review for Possible Upgrade

RATINGS RATIONALE

According to Moody's, the rating action results from the credit
improvement in the underlying portfolio and the delevering of the
Class A Notes since the rating action in December 2009.

Based on the July 2011 trustee report, the weighted average rating
factor is currently 3810 compared to 4121 in December 2009. The
Class A, Class B, and Class C overcollateralization ratios are
currently reported at 1631.37%, 261.83%, and 142.34% respectively,
versus December 2009 levels of 440.88%, 202.33%, and 131.29%
respectively. The Class A notes have amortized approximately $8
million since the last rating action in December 2009.

Following an announcement by Moody's on June 22nd that nearly all
CLO tranches currently rated Aa1 and below were placed on review
for possible upgrade ("Moody's places 4,220 tranches from 611 U.S.
and 171 European CLO transactions on review for upgrade"), 98
tranches of U.S. and European Structured Finance (SF) CDOs with
material exposure to CLOs were also placed on review for possible
upgrade ("Moody's places 98 tranches from 19 U.S. and 3 European
SF CDO transactions with exposure to CLOs on review for upgrade").
The rating action on the notes reflects CLO tranche upgrades that
have taken place thus far, as well as a two notch adjustment for
CLO tranches which remain on review for possible upgrade.
According to Moody's, 46% of the collateral has been upgraded
since June 22nd, and 26% remains on review.

Diversified Global Securities Limited II is a collateralized debt
obligation backed primarily by a portfolio of Collateralized Loan
Obligations.

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
pool. 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 the following:
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 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.


DLJ COMMERCIAL: Fitch Affirms 'B-' Rating on Class B-7 Notes
------------------------------------------------------------
Fitch Ratings has affirmed DLJ Commercial Mortgage Corp.'s
commercial mortgage pass-through certificates, series 1998-CF1.

The affirmations reflect sufficient credit enhancement to offset
Fitch expected losses from the specially serviced loan and adverse
selection due to increasing concentrations as a result of payoffs.
Fitch expects losses to be absorbed by the unrated class C.

As of the June 2011 distribution date, the pool's certificate
balance has paid down 92.8 % to $60.8 million from $838.8 million
at issuance. Twenty-two of the original 168 loans remain in the
transaction, three (12.8% of the pool balance) of which are fully
defeased. The remaining pool contains a high concentration of
retail properties (73.8%), among which nine loans (33.9%) are
secured by single tenant Walgreen properties. Fitch has identified
four loans as Loans of Concern (31.7%), which includes one loan
currently in special servicing (11.4%). Interest shortfalls are
affecting class B-7 and class C.

The specially serviced loan (11.38%) is secured by a 70,325 square
foot (sf) retail center in St. Louis, MO and is the second largest
loan in the pool. The loan had transferred to special servicing in
November 2009 due to imminent maturity default and had
subsequently matured in December 2009 without repayment. The
property had converted to bank real estate owned (REO) via
foreclosure in August 2010. The May 2011 rent roll reported
occupancy at 59.9%. The year to date June 2010 debt service
coverage ratio (DSCR) had reported at 0.55 times (x). The servicer
is currently working on leasing up and stabilizing the property
before marketing it for sale.

The largest loan in the pool (15.6%) is secured by an 114,640sf
retail center in Richfield, MN. Fitch has identified the loan as a
Loan of Concern as the centers second largest tenant, Border's
Books (22.2% of the net rentable area [NRA]), has filed for
bankruptcy and announced the closing and liquidation of all its
stores. Rental income received from the Border's lease accounts
for 19.3% of property's effective gross income (EGI). In addition
to the Border's closing, two of the centers largest tenant's
leases expire within the next 12 months. The current lease for
Toys R' Us (39% NRA; 28% EGI) expires in January 2012, and David's
Bridal's (10.7% NRA; 12.5% EGI) lease expires in November 2011.
The year end (YE) December 2010 servicer-reported DSCR was 1.01x,
a significant decline from 1.72x for YE December 2009. The
servicer reports the 2010 decline in DSCR is due to a 91% decline
in expense reimbursement income from 2009. The loan remains
current as of the July 2011 payment date.

Fitch stressed the cash flow of the non-specially serviced and
non-defeased loans by applying a minimum 5% reduction to most
recently available fiscal year end net operating income, and
applying an adjusted market cap rate between 8% and 11% to
determine value.

Fitch affirms these classes:

  -- $18.9 million class B-4 at 'AAA/LS2'; Outlook Stable;

  -- $6.3 million class B-7 at 'B-/LS3'; Outlook Negative.

Classes B-2, B-5, B-6 and C are not rated by Fitch. Due to
realized losses class C has been reduced to $5.61 million from
$5.63 million at issuance. Classes A-1A, A1-B, A-2, A-3, B-1, B-3
and the interest only class CP have paid in full.

In addition, Fitch withdraws the rating on the interest-only class
S.


DLJ COMMERCIAL: Fitch Upgrades DLJ 1998-CG1 Ratings
---------------------------------------------------
Fitch Ratings has upgraded one class of DLJ Commercial Mortgage
Corp.'s commercial mortgage pass-through certificates, series
1998-CG1.

The upgrade is due to stable performance of the remaining pool and
increased credit enhancement due to pay down sufficient to offset
Fitch expected losses. Fitch's modeled losses are 2.81% of the
remaining pool.

As of the July 2011 distribution date, the pool's aggregate
principal balance has been reduced by 89.4% to $166.5 million from
$1.56 billion at issuance. In addition, eight loans (39.9%) have
been fully defeased.

Fitch has identified 16 loans (34.2%) as Fitch Loans of Concern,
which includes three specially serviced loans (8.5%). Of the three
loans in special servicing, two loans (3.8%) are 90 or more days
delinquent, and one loan (4.6%) is current. Interest shortfalls
totaling $1,270,050 are currently affecting class C.

The largest contributor to Fitch modeled losses is a loan (2.6%)
secured by a 166 room limited service hotel located in Lancaster,
PA. The property has not generated sufficient cash flow to service
the debt for several years but remains current. In addition, the
hotel has been operating without a corporate franchise flag since
2008.

The second largest contributor to modeled losses is a specially
serviced loan (2.13%) secured by a 59,238 square foot (sf) retail
shopping center located in Casselberry, FL, about 20 miles north
of Orlando. The loan was transferred to special servicing in
November 2009 due to monetary default. The borrower subsequently
filed for bankruptcy in March 2010 and the special servicer is
currently working with the borrower to determine a resolution
strategy.

Fitch stressed the cash flow of the remaining loans by applying a
5% reduction to 2009 or 2010 fiscal year-end (YE) net operating
income, and applying an adjusted market cap rate between 8.10% and
12.00% to determine value.

All the loans also underwent a refinance test by applying an 8%
interest rate and 30-year amortization schedule based on the
stressed cash flow. Of the 34 remaining non defeased loans 31 are
considered to pay off at maturity and could refinance to a debt
service coverage ratio (DSCR) above 1.25 times (x). The current
weighted average DSCR is 1.29x.

Fitch has upgraded this class:

   -- $15.6 million class B-5 to 'AAA' from 'AA'; Outlook Stable;

Fitch has affirmed these classes and revised Outlooks:

   -- $18.1 million class B-2 at 'AAA'; Outlook Stable;

   -- $15.6 million class B-3 at 'AAA'; Outlook Stable;

   -- $66.5 million class B-4 at 'AAA'; Outlook Stable;

   -- $27.4 million class B-6 at 'BBB-'; Outlook to Stable from
      Negative;

   -- $15.6 million class B-7 at 'B-'; Outlook to Stable from
      Negative.

The $7.6 million class C is not rated by Fitch. Classes A-1A, A-
1B, A-1C, A-2, A-3, A-4, and B-1 have paid in full.

Fitch withdraws the ratings of the interest-only class S.


DLJ COMMERCIAL: Moody's Affirms Ratings of Seven CMBS Classes
-------------------------------------------------------------
Moody's Investors Service (Moody's) affirmed the ratings of seven
classes of DLJ Mortgage Corporation, Series 2000-CKP1:

Cl. A-3, 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. B-1, Affirmed at Aaa (sf); previously on Mar 9, 2011 Confirmed
at Aaa (sf)

Cl. B-2, Affirmed at A3 (sf); previously on Nov 11, 2010 Upgraded
to A3 (sf)

Cl. B-3, Affirmed at Ba2 (sf); previously on Apr 28, 2010
Downgraded to Ba2 (sf)

Cl. B-5, Affirmed at C (sf); previously on Apr 28, 2010 Downgraded
to C (sf)

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

RATINGS RATIONALE

The affirmation is 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
12.4% of the current balance. At last full review, Moody's
cumulative base expected loss was 20.7%. Moody's stressed scenario
loss is 17.2% 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 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 "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
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 seven, compared to 11 at Moody's prior review.

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

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (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 11, 2010. Please see
the ratings tab on the issuer / entity page on moodys.com for the
last rating action and the ratings history.

DEAL PERFORMANCE

As of the July 11, 2011 distribution date, the transaction's
aggregate certificate balance has decreased by 90% to $131.2
million from $1.29 billion at securitization. The Certificates are
collateralized by 30 mortgage loans ranging in size from less than
1% to 32% of the pool, with the top ten loans representing 70% of
the pool. The pool faces significant near term refinance risk, as
loans representing 60% of the pool have or will mature within the
next six months and additional loans representing 37% of the pool
mature within 24 months. The pool does not have any defeased loans
or loans with credit estimates.

Three loans, representing 8% of the pool, are on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (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-nine loans have been liquidated from the pool since
securitization, resulting in an aggregate $58.5 million loss (39%
loss severity on average). Due to realized losses, classes B-6, B-
7, B-8, B-9 and C have been eliminated entirely and Class B-5 has
experienced a small principal loss. Currently, 22 loans,
representing 55% of the pool, are in special servicing. The master
servicer has recognized an aggregate $5.7 million appraisal
reduction on seven of the specially serviced loans. Moody's has
estimated an aggregate $14.4 million loss (28% expected loss on
average) for the specially serviced loans.

Moody's has assumed a high default probability for one poorly
performing loan representing 1.1% of the pool and has estimated a
$212,927 loss (15% expected loss based on a 30% probability of
default) from this troubled loan.

Moody's was provided with full year 2009 and partial or full year
2010 operating results for 91% and 100%, respectively, of the
pool. Excluding specially serviced and troubled loans, Moody's
weighted average LTV is 76% compared to 81% 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 9.6%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.24X and 1.44X, respectively, compared to
1.18X and 1.38X 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 two performing conduit loans represent 39% of the pool.
The largest loan is the Valencia Marketplace Power Center Loan
($42.4 million -- 32.3% of the pool), which is secured by a
530,000 square foot (SF) power retail center located in Valencia,
California. The largest tenants are Wal-Mart (28% of the gross
leasable area (GLA), lease expiration October 2016) and Toys 'R'
Us (8.5% of the GLA; lease expiration January 2022). The property
was 100% leased as of December 2010, the same as at last review.
Moody's LTV and stressed DSCR are 65% and 1.49X, respectively,
compared to 72% and 1.34X, at last review.

The second largest loan is the Kent Hill Plaza Loan ($8.5 million
-- 6.5% of the pool), which is secured by a 108,045 SF retail
center located in Kent, Washington. The property was 68% leased as
of March 2011. The loan was transferred to special servicing in
September 2010 for maturity default but the loan was extended to
September 2011 with an additional one extension possible if
certain conditions are met. Moody's LTV and stressed DSCR 97% and
1.06X, respectively, compared to 96% and 1.07X at last review.


DRYDEN XII: Moody's Upgrades Ratings of Tranches Due 2013
---------------------------------------------------------
Moody's Investors Service did these rating actions on tranches of
Dryden XII, a collateralized debt obligation transaction (the "
Collateralized Synthetic Obligation" or "CSO"). The CSO tranches
reference the same portfolio of senior unsecured corporate bonds.
The CSO notes are due either in 2013 or in 2016.

Tranches due in 2013

Issuer: Dryden XII

US$5,000,000 Tranche A2-$LS Notes Due June 2013-1, Upgraded to Ba3
(sf); previously on November 24, 2010 Upgraded to B1 (sf)

US$38,500,000 Tranche A3-$LS Notes Due June 2013-1, Upgraded to B1
(sf); previously on November 24, 2010 Upgraded to B3 (sf)

US$1,000,000 Tranche A3B-$LS Notes Due June 2013-1, Upgraded to B1
(sf); previously on November 24, 2010 Upgraded to B3 (sf)

US$55,000,000 Tranche A4-$L Notes Due June 2013-1, Upgraded to B3
(sf); previously on November 24, 2010 Upgraded to Caa2 (sf)

US$10,000,000 Tranche A4-$F Notes Due June 2013-1, Upgraded to B3
(sf); previously on November 24, 2010 Upgraded to Caa2 (sf)

US$3,000,000 Tranche A5-$LS Notes Due June 2013-1, Upgraded to
Caa1 (sf); previously on February 23, 2009 Downgraded to Caa3 (sf)

US$3,000,000 Tranche A7-$LC Notes Due June 2013-1, Upgraded to
Caa3 (sf); previously on February 23, 2009 Downgraded to Ca (sf)

US$6,000,000 Tranche A7B-$FS Notes Due June 2013-1, Upgraded to
Caa3 (sf); previously on February 23, 2009 Downgraded to Ca (sf)

US$5,000,000 Tranche A7-$LS Notes Due June 2013-1, Upgraded to
Caa3 (sf); previously on February 23, 2009 Downgraded to Ca (sf)

US$10,000,000 Tranche A7B-$LS Notes Due June 2013-1, Upgraded to
Caa3 (sf); previously on February 23, 2009 Downgraded to Ca (sf)

EUR 5,000,000 Tranche A7-ELS Notes Due June 2013-1, Upgraded to
Caa3 (sf); previously on February 23, 2009 Downgraded to Ca (sf)

US$5,000,000 Tranche B1-$LS Notes Due June 2013-1, Upgraded to
Caa3 (sf); previously on February 23, 2009 Downgraded to Ca (sf)

US$12,500,000 Tranche B1B-$LS Notes Due June 2013-1, Upgraded to
Caa3 (sf); previously on February 23, 2009 Downgraded to Ca (sf)

Issuer: Dryden XII Additional Issuance I

US$25,000,000 Class A1A-$LS Notes, Upgraded to Ba1 (sf);
previously on November 24, 2010 Upgraded to Ba2 (sf)

Issuer: Dryden XII Additional Issuance II

US$15,000,000 Class A3C-$LS Notes, Upgraded to B1 (sf); previously
on November 24, 2010 Upgraded to B3 (sf)

Issuer: Dryden XII Additional Issuance III

US$10,000,000 Class A6-$L Notes, Upgraded to Caa3 (sf); previously
on October 16, 2009 Downgraded to Ca (sf)

Issuer: Dryden XII Additional Issuance IV

US$80,000,000 Class A4B-$L Notes, Upgraded to B3 (sf); previously
on November 24, 2010 Upgraded to Caa2 (sf)

EUR 6,000,000 Class A4-EL Notes, Upgraded to B3 (sf); previously
on November 24, 2010 Upgraded to Caa2 (sf)

Tranches due in 2016

Issuer: Dryden XII IG Synthetic CDO 2006-2

US$5,000,000 Class A1-$LS Notes, Upgraded to Ba1 (sf); previously
on November 24, 2010 Upgraded to Ba2 (sf)

Issuer: Dryden XII IG Synthetic CDO 2006-3

US$10,000,000 Class B1-$L Notes, Upgraded to Caa3 (sf); previously
on February 23, 2009 Downgraded to Ca (sf)

Issuer: Dryden XII - IG Series 24 Synthetic CDO 2006-2 Linked CDS

US$4,000,000 Series 24 Linked CDS Notes, Upgraded to Caa3 (sf);
previously on February 23, 2009 Downgraded to Ca (sf)

Issuer: Dryden XII - IG Series 26 Synthetic CDO 2006-3

EUR 3,716,000 Class A3-EL Notes, Upgraded to B2 (sf); previously
on November 24, 2010 Upgraded to B3 (sf)

RATINGS RATIONALE

Moody's rating actions taken are the result of the positive impact
of the reduction of the time to maturity of the CSO tranches, the
improvement of the credit quality of the portfolio, and the level
of credit enhancement remaining in the transactions.

The CSO tranches have a remaining maturity of 1.9 (those due in
2013) and 4.9 years (those due in 2016). Since the last rating
action in November 2010, the 10-year weighted average rating
factor (WARF), excluding credit events, improved from 962 to 899
and the reference portfolio has not experienced any new credit
event. The outlook on the portfolio is slightly negative with 17
reference entities on outlook negative and 12 on review for
possible downgrade out of 124 reference entities, reflecting the
negative Moody's outlook on ratings in the banking sector. The
Banking, Finance, Insurance and Real Estate sectors represent
34.6% of the portfolio notional.

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

* Moody's reviews a scenario consisting of reducing the maturity
  of the CSO by six months, keeping all other things equal.
  Compared to the base case, the results of this run is half a
  notch to one notch higher.

* 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 half a notch to three
  notches lower than in the base case. Tranches with the lowest
  ratings are not affected materially while tranches with ratings
  in the B or Ba ranges show the largest gap against the base case
  results (2.5 to 3 notches lower).

* Moody's conducts a sensitivity analysis consisting of (i)
  modeling the subordinated debt rating of European banks instead
  of their senior unsecured rating and (ii) notching down by one
  the ratings of the remaining reference entities in the Banking,
  Finance, Insurance and Real Estate sectors. The result of this
  run is half a notch to one notch lower than the one modeled
  under the base case.

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

-- four to five notches lower: A2-$LS, A3-$LS, A3B-$LS, A3C-$LS,
    A4-$L, A4-$F, A4B-$L, A4-EL due in 2013

-- three notches to four notches lower: A5-$L due in 2013

-- two to three notches lower: A7-$LC, A7B-$FS, A7-$LS, A7B-$LS,
    A7-ELS, A1A-$LS, A6-$LS due in 2013 and A3-EL due in 2016

-- one to two notches lower: B1-$LS, B1B-$LS due in 2013 and A1-
    $LS, Series 24 linked CDS, B1-$L, A6-EL, A6B-EL due in 2016.

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

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.

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.


DUANE STREET: S&P Affirms Rating on Class E Notes at 'CCC-'
-----------------------------------------------------------
Standard & Poor's Ratings Services raised its rating on the class
C notes from Duane Street CLO II Ltd., a collateralized loan
obligation (CLO) transaction managed by DiMaio Ahmad Capital LLC.
"At the same time, we removed our ratings on the class B, C, D,
and E notes from CreditWatch, where we placed them with positive
implications on May 3, 2011. Concurrently, we affirmed our ratings
on the class A-1 term, A-2 revolving, B, D, and E notes," S&P
related.

The upgrades mainly reflect an improvement in the
overcollateralization (O/C) available to support the rated notes.
The trustee reported these ratios in the June 10, 2011, monthly
report:

    The class B O/C ratio was 122.59%, compared with a reported
    ratio of 117.52% in November 2009;

    The class D O/C ratio was 108.86%, compared with a reported
    ratio of 104.41% in November 2009; and

    The class E O/C ratio was 105.51%, compared with a reported
    ratio of 101.14% in November 2009.

The transaction has also benefited from a slight improvement in
the performance of the transaction's underlying asset portfolio.
As of the June 2011 trustee report, the transaction had $2 million
of defaulted assets. "This was down from the $40.83 million
defaulted assets noted in the November 2009 trustee report, which
we referenced for our January 2010 rating actions. Furthermore,
the trustee reported $22.73 million in assets from obligors rated
in the 'CCC' category in June 2011, compared with $29.55 million
in November 2009," S&P said.

The affirmations of the class A-1 term, A-2 revolving, B, D, and E
notes reflect the availability of credit support at the current
rating levels.

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

Duane Street CLO II Ltd.
              Rating
Class     To           From
B         A+ (sf)      A+ (sf)/Watch Pos
C         BBB (sf)     BB+ (sf)/Watch Pos
D         B+ (sf)      B+ (sf)/Watch Pos
E         CCC- (sf)    CCC- (sf)/Watch Pos

Ratings Affirmed

Duane Street CLO II Ltd.
Class                    Rating
A-1 term                 AA+ (sf)
A-2 revolving            AA+ (sf)

Transaction Information

Issuer:             Duane Street CLO II Ltd.
Coissuer:           Duane Street CLO II Corp.
Collateral manager: DiMaio Ahmad Capital LLC
Underwriter:        Morgan Stanley & Co. Inc.
Trustee:            The Bank of New York Mellon
Transaction type:   Cash flow CLO


E*TRADE FINANCIAL: DBRS Assigns 'B' Issuer & Senior Debt Rating
---------------------------------------------------------------
DBRS Inc. (DBRS) has commented that its ratings of E*TRADE
Financial Corporation (E*TRADE or the Company) remain unchanged
after the Company's 2Q11 earnings announcement.  DBRS rates
E*TRADE's Issuer & Senior Debt at B (high) and E*TRADE Bank's
Deposits & Senior Debt (the Bank) at BB.  All ratings, except the
Short-Term Instruments rating of the Bank, have a Negative trend.
The Company reported net earnings of $47 million, following net
income of $45 million in 1Q11 and net income $35 million in 2Q10.

DBRS views E*TRADE as continuing to take the appropriate steps to
maintain the strength of its core franchise, which caters to
broad-based retail clients and corporate services clients, by
continuing to invest in technology and customer service
initiatives.  E*TRADE has also continued to make progress in
reducing non-core asset exposures and bolstering its
capitalization.  The main drags on the Company's earnings stem
from its elevated level of provisioning and the significant
interest expense associated with its corporate debt.  Positively,
provisioning has been on a downward trajectory since the end of
2008, contributing to E*TRADE's positive earnings generation in
four recent, but not consecutive, quarters.  Additionally, the
Company has been working to extend its debt maturities to improve
its funding profile, with its earliest debt maturity now being in
December 2015.  This should allow E*TRADE greater flexibility to
contend with other outstanding debt issues, leaving open the
possibility for the Company to pay down some of the parent's debt,
subject to regulatory approvals.  While the Negative trend on the
rating reflects the continued pressure on earnings from still
elevated credit costs and significant corporate interest expense,
DBRS views this pressure as declining.  Sustained profitability in
upcoming quarters would bode well from a ratings perspective.

E*TRADE's franchise delivered a strong performance in 2Q11,
generating net revenues of $518 million as compared to $537
million in 1Q11 and $534 million in 2Q10.  Net interest income was
strong due to higher interest earning assets; the modest
sequential drop in revenues was largely driven by lower
commissions.  Customer metrics were positive, with net new
brokerage assets of $1.5 billion and a linked-quarter increase in
average margin receivables of 5.3%, despite a modest decline in
DARTs (down 17% QoQ).  While controlling expenses, the Group
continues to invest in its franchise, which DBRS views positively
from a ratings perspective.

DBRS sees the Company having success in its core brokerage
franchise, as its Trading and Investment (T&I) segment, which is
largely the online brokerage franchise, generated net income of
$170 million in 2Q11.  While net income in T&I is down from $184
million in 1Q11 and $203 million in 2Q10, this segment generates
sufficient earnings to offset the net losses in the Balance Sheet
Management segment and the Corporate/Other segment.

Offsetting the strong positives discussed above, E*TRADE still
carries the burden of elevated provisioning from its legacy
residential real estate portfolios.  Provisions of $103 million in
2Q11 are down significantly from peak levels, but still remain
elevated as compared to pre-crisis levels.  Provisions absorbed
45% of operating income before provisions and taxes (IBPT) in
2Q11, down from 64% in 2Q10, but significantly higher than 10% in
2Q07 (pre-crisis).  The Company is proactively working to reduce
its loan portfolio, as well as working with third parties to
combat delinquencies and restructure loans in its loan portfolios.
DBRS views these efforts as being reflected in the improving
credit performance trends.

E*TRADE reported consolidated capital ratios for the first time
this quarter, rather than reporting ratios at the Bank-level only.
On a consolidated basis, E*TRADE reposted a Tier 1 capital ratio
of 10.3% and a Tier 1 common ratio of 8.4% at 2Q11. These ratios
improved from 8.3% and 6.5%, respectively, at 1Q11.  At the Bank-
level, the Company reported a Tier 1 capital to risk-weighted
asset ratio of 15.0% at 2Q11, up from 14.3% at 1Q11.  Given
that the Bank has substantial excess risk-based capital of
$1.4 billion, the Company could upstream this capital from the
Bank to the parent to pay down some of the parent's debt, subject
to regulatory approvals.  DBRS would view this favorably from a
ratings perspective, provided that capitalization at the Bank
remains appropriately strong.


EDUCATION FUNDING: Moody's Reviews Ratings of 3 Classes of Notes
----------------------------------------------------------------
Moody's Investors Service has placed under review for possible
downgrade three classes of notes issued by the Education Funding
2006-1 LLC trust, administered by the Student Loan Administration
Company and serviced by ACS Education Services, Inc. The
underlying collateral consists of private credit student loans
that are not guaranteed or reinsured under the Federal Family
Education Loan Program (FFELP) or any other federal student loan
program.

RATINGS RATIONALE

The review was prompted by the continued deterioration in the
collateral performance. As of the latest reporting date, June
2011, cumulative defaults were over 26% of the original loan
balance. High defaults have been eroding the collateral base of
this transaction, causing steady declines in total parity (the
ratio of total assets to total liabilities). Over the last year
parity has declined by approximately 5% to 84.2%, causing
subordinated classes B and C to be substantially under-
collateralized. In addition, the 90+ day delinquent loans were
approximately 3.4% and quarterly defaults were 4.2% of the balance
of loans in active repayment.

During the review period Moody's will project expected life-time
collateral losses and evaluate whether available credit
enhancement supports the current ratings of each class under
review.

Primary sources of uncertainty are the weak economic environment
and the high unemployment rate, which adversely impacts the
income-generating ability of the borrowers. Lower income levels
will effectively force increasing amounts of borrowers into
delinquency and default across all loan types.

The principal methodology used in these rating actions was
"Moody's Approach to Rating U.S. Private Student Loan-Backed
Securities" rating methodology, published on January 6th, 2010.
Other methodologies and factors that may have been considered in
the process of rating this issue 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 in this transaction.

RATINGS

Issuer: Education Funding 2006-1 LLC

Cl. A-3, Ba2 (sf) Placed Under Review for Possible Downgrade;
previously on May 19, 2009 Confirmed at Ba2 (sf)

Cl. B, B3 (sf) Placed Under Review for Possible Downgrade;
previously on May 19, 2009 Confirmed at B3 (sf)

Cl. C, Caa3 (sf) Placed Under Review for Possible Downgrade;
previously on May 19, 2009 Downgraded to Caa3 (sf)


EMBARCADERO RE: S&P Rates Series 2011-I Class A Notes 'BB-'
-----------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB- (sf)' rating
to the Series 2011-I class A notes to be issued by Embarcadero
Reinsurance Ltd. (Embarcadero Re). The notes cover losses from
U.S. earthquakes on an annual aggregate basis in the state of
California.

"Our views of the transaction's credit risk reflect the
counterparty credit ratings on all of the parties involved that
can affect the timely payment of interest and the ultimate payment
of principal on the notes," said Standard & Poor's credit analyst
Gary Martucci. "Our rating on the notes takes into account the
implied rating on the catastrophe risk ('BB-') and the rating on
the assets in the collateral account (the highest rating category
by Standard & Poor's). The rating reflects the lowest of these two
ratings, which is currently the rating on the catastrophe risk.
Since the California Earthquake Authority (CEA) has deposited two
quarterly premiums into the premium deposit account, we didn't
include them in our credit analysis. Please note that a money
market fund may have a net asset value less than par but still
maintain a rating of 'BBBm' or higher."

A failure by the CEA to make a current period insurance premium
payment, if not cured within 90 days, would be an event of
default.

Embarcadero Re is a newly formed Bermuda exempted company licensed
as a special-purpose reinsurer. The California Earthquake
Authority (CEA) will be the company ceding the subject business to
Embarcadero Re. Losses will be based on the ultimate net losses of
the CEA.

Ratings List

New Rating
Embarcadero Reinsurance Ltd.
Series 2011-I Class A Senior Secured Notes     'BB- (sf)'


ENTERPRISE PRODUCTS: Fitch Affirms Long-Term IDR
------------------------------------------------
Fitch Ratings affirms its ratings on Enterprise Products Operating
LLC (EPO) and TEPPCO Partners (TEPPCO) and revises the Outlook to
Positive from Stable. In addition, Fitch affirms TEPPCO's roughly
$54 million in legacy notes outstanding following its 2009 merger
with EPO. Fitch links TEPPCO's rating to that of EPO.

Additionally, Fitch withdraws its ratings from Enterprise GP
Holdings (EPE) due to the repayment and termination of EPE's
outstanding debt following EPE's merger with a subsidiary of
Enterprise Products Partners, L.P. (EPD) late last year. Fitch
affirms these ratings:

EPO

   -- Issuer Default Rating (IDR) at 'BBB-';

   -- Senior unsecured at 'BBB-';

   -- Junior subordinated at 'BB'.

The Rating Outlook is revised to Positive from Stable.

TEPPCO

   -- IDR at 'BBB-';

   -- Senior unsecured at 'BBB-';

   -- Junior subordinated at 'BB'.

Fitch's affirmation of EPO's ratings reflect the quality and
diversity of the company's sizable portfolio of midstream assets
and the resulting cash flow and earnings performance, as well as
the company's conservative management approach towards
distributions and financings. EPO's midstream asset base covers
most major domestic gas producing basins and is complemented by
offshore activities, significant gathering and processing
operations and large scale transportation and product export
assets. EPO continues to increase the fee-based component of its
earnings while attempting to mitigate some of its commodity price
exposure through an active hedging program.

Fitch recognizes that EPO is in the middle of a significant
capital spending program which will see the company spend roughly
$5 billion in growth cap-ex through 2012. This spending will weigh
on leverage, particularly in FY 2011 where Fitch expects EPO
debt/EBITDA of around 4.4 to 4.5 times (x) assuming 50% equity
treatment for the EPO junior notes. However, as these projects are
completed Fitch expects EPO will begin to de-lever. This
deleveraging, in addition to the business risk improvements EPO's
growth projects provide, are the major drivers of Fitch's Positive
Outlook recommendation.

EPO's growth projects are largely supported by long-term contracts
with revenue assurance characteristics. Fitch expects that
following the completion of these projects the resulting earnings
and cash flows will help EPO significantly de-lever its balance
sheet with debt/EBITDA between 3.5x to 3.75x by the end of 2013.
As a result, EPO should possess a credit metric and business risk
profile that more closely aligns with a 'BBB' rating. Fitch
expects the company to continue to focus growth investments on
primarily fee-based assets while moderating commodity exposure
through its hedging program. Additionally, Fitch would expect EPO
to continue to balance its financing needs with a mix of debt,
equity and retained earnings and maintain its conservative
distribution practices.

Additional Credit Considerations include:

Supportive ownership/Conservative distribution practices at EPO:
EPO's management and controlling ownership have supported
conservative financial discipline and sound operational strategies
for the partnership. Though growth spending has consistently been
on the high end of Fitch expectations, EPO has funded a
significant portion of growth spending with equity and retained
earnings. Recent moves to simplify EPD's capital and corporate
structure and to cancel its General Partner's (GP) incentive
distribution rights help lower EPO's cost of capital and remove
the risk of a GP taking aggressive steps to grow distributions.

Beneficial industry trends: Growing utilization of NGLs by the
petrochemical industry as feedstock for ethylene production and
the movement of natural gas production activity to liquids rich
producing basins such as the Eagle Ford Shale play where EPO is
well positioned should be highly beneficial to EPO given its scale
and geographic scope.

Large Capital expenditure program: EPO expects to spend
approximately $5 billion on growth projects 2011 through 2012.
While these projects are generally of moderate risk and provide
stable returns EPO will nevertheless be significantly free cash
flow negative over the course of construction and leverage will
remain high through 2012. However, Fitch expects EPO's projects to
be accretive to cash flow and earnings upon completion and to help
lower EPO's exposure to commodity price volatility given the long-
term revenue assurance nature of the contracts supporting the
projects.

Exposure to commodity prices: EPO retains a fair amount of
commodity exposure despite an active hedging program with roughly
65% of its gas processing contract portfolio fee-based or
Percentage-of-Proceeds contract. EPO's hedging program helps limit
the volatility of NGL margins over the near term it remains
limited in its ability to effectively hedge price exposure longer
term as forward markets for direct product NGL contracts is
relatively thin and short in duration (typically 12 to 18 months).
Fitch notes that NGL and crude prices can be very volatile and
weakness in crude, NGL, and or fractionation spreads could impact
EPO's cash flow and earnings.


FIRST BANK: Moody's Reviews B3 Deposit Rating for Upgrade
---------------------------------------------------------
Moody's Investors Service downgraded the ratings of three classes
and affirmed six classes of LB-UBS Commercial Mortgage Trust 2000-
C5, Commercial Mortgage Pass-Through Certificates, Series 2000-C5:

Cl. B, Affirmed at Aaa (sf); previously on Sep 14, 2005 Upgraded
to Aaa (sf)

Cl. C, Affirmed at Aaa (sf); previously on Dec 17, 2010 Confirmed
at Aaa (sf)

Cl. D, Downgraded to A2 (sf); previously on Dec 17, 2010 Confirmed
at Aa3 (sf)

Cl. E, Downgraded to Ba1 (sf); previously on Dec 17, 2010
Downgraded to Baa1 (sf)

Cl. F, Downgraded to Caa1 (sf); previously on Dec 17, 2010
Downgraded to B1 (sf)

Cl. G, Affirmed to Caa3 (sf); previously on Dec 17, 2010
Downgraded to Caa3 (sf)

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

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

Cl. X, Affirmed at Aaa (sf); previously on Dec 21, 2000 Definitive
Rating Assigned Aaa (sf)

RATINGS RATIONALE

The downgrades are due to higher expected losses for the pool
resulting from realized and anticipated losses from specially
serviced and troubled loans and concerns about loans approaching
maturity in an adverse environment. Five loans, representing 47%
of the pool, have either matured or mature within the next six
months and have a Moody's stressed debt service coverage ratio
(DSCR) less than 1.0X. 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
29.9% of the current balance compared to 21.8% at last review.
Moody's stressed scenario loss is 34.3% 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 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 the rating 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 one compared to six 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. Please see
the ratings tab on the issuer / entity page on moodys.com for the
last rating action and the ratings history.

DEAL PERFORMANCE

As of the July 15, 2011 distribution date, the transaction's
aggregate certificate balance has decreased by 86% to
$139.8 million from $997.2 million at securitization. The
Certificates are collateralized by 15 mortgage loans ranging in
size from less than 1% to 37% of the pool, with the top ten loans
representing 98% of the pool. The pool faces significant near-term
refinance risk as loans representing 61% of the pool have either
matured or mature within the next six months.

Four loans, representing 57% 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.

Twenty-five loans have been liquidated from the pool, resulting in
an aggregate realized loss of $44.9 million (40% loss severity
overall). At last review the pool had experienced an aggregate
$37.3 million loss. Seven loans, representing 40% of the pool, are
currently in special servicing. The largest specially serviced
loan is the River Plaza Loan ($23.9 million -- 17.2% of the pool),
which is secured by a 202,253 square foot (SF) office building
located in downtown Stamford, Connecticut. The property
experienced a significant decline in occupancy due to the largest
tenant, which originally occupied 40% of the premises, vacating in
July 2008. The loan was transferred to special servicing in March
2009 and is now real estate owned (REO). The master servicer
recognized a $12.9 million appraisal reduction for this loan in
June 2011.

The second largest specially serviced loan is the Westway Shopping
Center Loan ($6.4 million -- 4.6% of the pool), which is secured
by a 220,010 SF retail center located in Wichita, Kansas. The loan
was transferred to special servicing in August 2010 due to the
borrower failing to establish a required cash management account
and is currently 90+ days delinquent. The master servicer
recognized a $4.1 million appraisal reduction for this loan in
July 2011.

The third largest specially serviced loan is the Pebble Creek
Apartments Loan ($5.9 million -- 4.2% of the pool), which is
secured by a 180-unit multifamily complex located in Atlanta,
Georgia. The loan was transferred to special servicing in January
2010 due to monetary default. The foreclosure process has been
halted due to significant deferred maintenance at the property and
the special servicer is currently evaluating a loan sale or the
revival of the foreclosure processing. The master servicer
recognized a $3.6 million appraisal reduction for this loan in
July 2011.

The remaining specially serviced loans are secured by a mix of
property types. The master servicer has recognized appraisal
reductions totaling $21.2 million for five loans. Moody's has
estimated an aggregate $29.3 million loss (52% expected loss on
average) for the specially serviced loans.

Moody's has assumed a high default probability for three poorly
performing loans representing 21.3% of the pool and has estimated
a $10.7 million loss (36% expected loss based on a 72% probability
default) from these troubled loans.

Based on the most recent remittance statement, Classes H through
Q have experienced cumulative interest shortfalls totaling
$4.1 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 74% and 73% of the pool, respectively.
Excluding specially serviced and troubled loans, Moody's weighted
average LTV is 69% compared to 104% at Moody's prior review.
Moody's net cash flow reflects a weighted average haircut of 24%
to the most recently available net operating income. Moody's value
reflects a weighted average capitalization rate of 9.5%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.35X and 1.51X, respectively, compared to
0.94X and 1.02X 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 two performing loans represent 56% of the pool balance.
The largest loan is the Gallery at Harborplace Loan ($51.1 million
-- 36.6% of the pool), which is secured by a 404,000 SF mixed use
development and 1,140-space parking garage situated in the
Baltimore Inner Harbor in downtown Baltimore, Maryland. The
property is also encumbered by a B-Note that is held outside the
trust. As of March 2011, the office component (265,000 SF) was 54%
leased and the retail component (139,000 SF) was 87% leased. The
loan is currently on the servicer's watchlist due to low
occupancy. Property performance has improved significantly due to
the increase in base rent and the inclusion of parking garage
income which was not reported at last review. Moody's LTV and
stressed DSCR are 69% and 1.48X, respectively, compared to 103%
and 0.99X at last review.

The second largest loan is the Utica Park Place Shopping Center
Loan ($27.4 million -- 19.6% of the pool), which is secured by a
456,000 SF retail center located in Utica, Michigan. The center
was 83% leased as of April 2011 compared to 89% at last review.
The decline in occupancy is attributed to the closure of Borders
Books, which occupied 6% of the net rentable area (NRA), in April
2011. The loan has been on the servicer's watchlist since May 2009
for poor performance, low DSCR and missing its anticipated
repayment date (ARD) of August 11, 2010. Moody's considers this
loan to have a high default probability due to the continued
decline in performance and difficult market conditions in the
Michigan area and has classified it as a troubled loan. Moody's
LTV and stressed DSCR are 122% and 0.82X, compared to 119% and
0.84X at last review.


FIRSTPLUS HOME: Moody's Withdraws Ratings of 21 Tranches
--------------------------------------------------------
Moody's Investors Service has withdrawn the ratings of 21 tranches
from five second lien RMBS deals issued by FirstPlus Home Loan
Owner Trust and Empire Funding Home Loan Owner Trust. Moody's is
also leaving seven tranches from two second lien RMBS deals issued
by Keystone Owner Trust and United National Home Loan Owner Trust
on review, changing the direction to uncertain from downgrade. The
collateral backing these deals primarily consists of seasoned high
LTV closed-end second lien mortgages (CES).

RATINGS RATIONALE

Moody's has withdrawn the ratings because it believes it has
insufficient or otherwise inadequate information to support the
maintenance of the ratings. Please refer to the Moody's Investors
Service's Policy for Withdrawal of Credit Ratings available on its
Web site, www.moodys.com.

For these transactions, Moody's does not have enough information
to reasonably determine the current bond balances, credit
enhancement levels, or tranche recoveries.

Initially due to the ongoing legal actions against the RMBS trusts
in the states of Arkansas and Missouri, the trustee, U.S. Bank
National Association, suspended payments of principal and interest
to bondholders since Fall of 2009 in the majority of these deals.
At this time the trustee stopped reporting bond balances and has
not disclosed how principal and interest collections will be
applied. The Arkansas litigation has been settled and the Missouri
cases are still ongoing, so total costs to the trusts associated
with paying judgments and legal fees are unknown.

In the case of United National Home Loan Owner Trust 1991-1 and
Keystone Owner Trust 1998-P1 the more recent trustee reports
mistakenly omitted bond balance information needed to determine
credit enhancement levels and tranche recoveries. The trustee
confirmed noteholders were or will be receiving payments and
revised statements will be posted shortly. This information will
be considered as Moody's completes its review of these deals.

Complete rating actions are as follows:

Issuer: Empire funding Home Loan Owner Trust 1998-1

A-5, Withdrawn (sf); previously on Apr 21, 2010 Downgraded to Caa1
(sf) and Remained On Review for Possible Downgrade

M-1, Withdrawn (sf); previously on Apr 21, 2010 Downgraded to Caa1
(sf) and Remained On Review for Possible Downgrade

Issuer: FIRSTPLUS Home Loan Owner Trust 1998-2

A-8, Withdrawn (sf); previously on Apr 21, 2010 Downgraded to Caa1
(sf) and Remained On Review for Possible Downgrade

M-1, Withdrawn (sf); previously on Apr 21, 2010 Downgraded to Caa1
(sf) and Remained On Review for Possible Downgrade

M-2, Withdrawn (sf); previously on Apr 21, 2010 Downgraded to Caa1
(sf) and Remained On Review for Possible Downgrade

B-1, Withdrawn (sf); previously on Apr 21, 2010 Downgraded to Caa1
(sf) and Remained On Review for Possible Downgrade

B-2, Withdrawn (sf); previously on Apr 21, 2010 Downgraded to Caa1
(sf) and Remained On Review for Possible Downgrade

Issuer: FIRSTPLUS Home Loan Owner Trust 1998-3

A-8, Withdrawn (sf); previously on Apr 21, 2010 Downgraded to Caa1
(sf) and Remained On Review for Possible Downgrade

M-1, Withdrawn (sf); previously on Apr 21, 2010 Downgraded to Caa1
(sf) and Remained On Review for Possible Downgrade

M-2, Withdrawn (sf); previously on Apr 21, 2010 Downgraded to Caa1
(sf) and Remained On Review for Possible Downgrade

B-1, Withdrawn (sf); previously on Apr 21, 2010 Downgraded to Caa1
(sf) and Remained On Review for Possible Downgrade

B-2, Withdrawn (sf); previously on Apr 21, 2010 Downgraded to Caa1
(sf) and Remained On Review for Possible Downgrade

Issuer: FIRSTPLUS Home Loan Owner Trust 1998-4

A-8, Withdrawn (sf); previously on Apr 21, 2010 Downgraded to Caa1
(sf) and Remained On Review for Possible Downgrade

M-1, Withdrawn (sf); previously on Apr 21, 2010 Downgraded to Caa1
(sf) and Remained On Review for Possible Downgrade

M-2, Withdrawn (sf); previously on Apr 21, 2010 Downgraded to Caa1
(sf) and Remained On Review for Possible Downgrade

B-1, Withdrawn (sf); previously on Apr 21, 2010 Downgraded to Caa1
(sf) and Remained On Review for Possible Downgrade

Issuer: FIRSTPLUS Home Loan Owner Trust 1998-5

A-9, Withdrawn (sf); previously on Apr 21, 2010 Downgraded to Caa1
(sf) and Remained On Review for Possible Downgrade

M-1, Withdrawn (sf); previously on Apr 21, 2010 Downgraded to Caa1
(sf) and Remained On Review for Possible Downgrade

M-2, Withdrawn (sf); previously on Apr 21, 2010 Downgraded to Caa1
(sf) and Remained On Review for Possible Downgrade

B-1, Withdrawn (sf); previously on Apr 21, 2010 Downgraded to Caa1
(sf) and Remained On Review for Possible Downgrade

B-2, Withdrawn (sf); previously on Apr 21, 2010 Downgraded to Caa1
(sf) and Remained On Review for Possible Downgrade

Issuer: Keystone Owner Trust 1998-P1

A-5, Caa1 (sf) Placed Under Review Direction Uncertain; previously
on Apr 21, 2010 Downgraded to Caa1 (sf) and Remained On Review for
Possible Downgrade

M-1, Caa1 (sf) Placed Under Review Direction Uncertain; previously
on Apr 21, 2010 Downgraded to Caa1 (sf) and Remained On Review for
Possible Downgrade

M-2, Caa1 (sf) Placed Under Review Direction Uncertain; previously
on Apr 21, 2010 Downgraded to Caa1 (sf) and Remained On Review for
Possible Downgrade

B, Caa1 (sf) Placed Under Review Direction Uncertain; previously
on Apr 21, 2010 Downgraded to Caa1 (sf) and Remained On Review for
Possible Downgrade

Issuer: United National Home Loan Owner Trust 1999-1

A, Ba1 (sf) Placed Under Review Direction Uncertain; previously on
Apr 21, 2010 Downgraded to Ba1 (sf) and Remained On Review for
Possible Downgrade

M-1, Ba1 (sf) Placed Under Review Direction Uncertain; previously
on Apr 21, 2010 Downgraded to Ba1 (sf) and Remained On Review for
Possible Downgrade

M-2, Ba1 (sf) Placed Under Review Direction Uncertain; previously
on Apr 21, 2010 Downgraded to Ba1 (sf) and Remained On Review for
Possible Downgrade


FLAGSHIP CLO: Moody's Upgrades Ratings of Six Classes of CLO Notes
------------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by Flagship CLO VI:

US$10,000,000 Class A-2 Floating Rate Notes, Due 2021, Upgraded to
Aaa (sf); previously on June 22, 2011 Aa2 (sf) Placed Under Review
for Possible Upgrade;

US$35,500,000 Class A-1b Floating Rate Notes, Due 2021, Upgraded
to Aa1 (sf); previously on June 22, 2011 A1 (sf) Placed Under
Review for Possible Upgrade;

US$33,750,000 Class B Floating Rate Notes, Due 2021, Upgraded to
Aa3 (sf); previously on June 22, 2011 A3 (sf) Placed Under Review
for Possible Upgrade;

US$22,500,000 Class C Deferrable Floating Rate Notes, Due 2021,
Upgraded to Baa1 (sf); previously on June 22, 2011 Ba1 (sf) Placed
Under Review for Possible Upgrade;

US$20,000,000 Class D Deferrable Floating Rate Notes, Due 2021,
Upgraded to Ba1 (sf); previously on June 22, 2011 B1 (sf) Placed
Under Review for Possible Upgrade; and

US$20,000,000 Class E Deferrable Floating Rate Notes, Due 2021,
Upgraded to B1 (sf); previously on June 22, 2011 Caa3 (sf) Placed
Under Review for Possible Upgrade.

RATINGS RATIONALE

According to Moody's, the rating actions taken on the notes are
primarily a result of applying Moody's revised CLO assumptions
described in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011. The primary changes to the
modeling assumptions include (1) a removal of the temporary 30%
default probability macro stress implemented in February 2009 as
well as (2) increased BET liability stress factors and increased
recovery rate assumptions.

The actions also reflect consideration of improvement in the
credit quality of the underlying portfolio and an increase in the
transaction's overcollateralization ratios since the rating action
in July 2009. Based on the latest trustee report dated June 2,
2011, the weighted average rating factor is currently 2,355
compared to 2,748 in June 2009. Additionally, the Class A/B, C, D,
and E Par Value Tests are reported at 121.03%, 114.49%, 109.23%,
and 104.6% respectively, versus June 2009 levels of 112.55%,
106.49%, 101.63%, and 97.12%, respectively.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011, 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 $471 million,
defaulted par of $6.7 million, a weighted average default
probability of 22.91% (implying a WARF of 2,799), a weighted
average recovery rate upon default of 49.41%, and a diversity
score of 75. The 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.

Flagship CLO VI, issued in June 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
June 2011.

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 June 2011.

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 2013 and
2015 which may create challenges for issuers to refinance. CLO
notes' performance may also be impacted by 1) the manager's
investment strategy and behavior and 2) divergence in legal
interpretation of CLO 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 and coupon levels higher than the
   covenant levels due to the large difference between the
   reported and covenant levels.


FLEET LEASING: Moody's Reviews Series 2010-1 Notes for Upgrade
--------------------------------------------------------------
Moody's Investors Service has placed the subordinated class of
Fleet Lease Receivables Trust Series 2010-1 fixed rate asset
backed notes on review for possible upgrade. The notes were issued
by Fleet Lease Receivables Trust (the Trust), a special purpose
trust established under the laws of the Province of Ontario,
Canada. The servicer of the Trust is Vehicle Management Services
Inc. (PHH Canada), a Canadian subsidiary of PHH Corporation (PHH,
Ba2, stable), a mortgage and fleet lease and management company.

Issuer: Fleet Leasing Receivables Trust Series 2010-1

Cl. B, A2 (sf) Placed Under Review for Possible Upgrade;
previously on February 4, 2010 Definitive Rating Assigned A2 (sf).

RATING RATIONALE

This transaction has been amortizing after closing. The principal
of the Class A and Class B notes are paid sequentially, supported
by over-collateralization and a reserve account. The
overcollateralization has reached its floor and the reserve
account is non-declining reserve account. With approximately 17
months of amoritzation, the transaction is performing well, with
significant buildup in credit enhancement. Specifically, total
credit enhancement to Class B is now 10.81% of the current pool
balance, up from 7.00% at closing.

The collateral performance of the pool has been good and within
Moody's expectations with three-month average delinquencies at
1.15% and three-month average charge off ratio of 0.23%.

During the review period, Moody's will fine-tune its analysis of
how the increased credit enhancement benefits these classes, with
attention to modeling, structural features and current obligor
pool concentrations. The pool appears to be slightly more
concentrated than at closing.

The notes are ultimately backed by a special unit of beneficial
interest in a pool of 100% open-end leases and the related
vehicles. The leases were originated by PHH Canada, a Canadian
corporation and a wholly-owned indirect subsidiary of PHH, which
provides fleet leasing and fleet management services primarily to
corporate clients throughout the United States and Canada.

PRINCIPAL METHODOLOGY

As the majority of the underlying collateral consists of a pool of
open-end leases (i.e. leases where the lessees are responsible for
any residual value losses), the potential credit loss of this
transaction is primarily driven by the default likelihood of the
lessees, the recovery rate when a lessee defaults, and the
diversity of the pool of lessees. An approach similar to that used
in CDO transactions is used. The CDO approach hinges on the idea
of using a 'hypothetical pool' to map the credit and loss
characteristics of an actual pool and then employing a
mathematical technique called binomial expansion to determine the
expected loss of the bond to be rated. Using the binomial
expansion technique, the probability of default of each possible
scenario is calculated based on a mathematical formula, and the
cashflow profile for each scenario is determined based on an
assumed recovery rate. Then each cashflow scenario is fed into a
liability model to determine the actual loss on the bond under
each scenario, and the probability weighted loss or expected loss
of the bond is determined. The expected loss of the bond is then
compared with Moody's Idealized Cumulative Expected Loss Rates
Table to determine a rating for the bond.

The hypothetical pool is characterized by a diversity score. The
diversity score measures the diversity of the actual pool by
mathematically converting the obligor concentrations of the actual
pool into the number of equally-sized uncorrelated obligors which
would represent the same credit risk as the actual pool. This
process is summarized as follows. Each lessee is assigned its
applicable industry category. Lessees in the same industry are
assumed to be correlated with each other, while lessees in
different industries are assumed to be independent. The number of
lessees in the same industry is reduced to reflect the correlation
among them. For example, when calculating the diversity score, six
equal-sized lessees in the same industry are counted as three
independent obligors, while six equal-sized lessees in six
different industries are counted as six independent obligors. The
size of the lessees is also accounted for by reducing the number
of lessees with below average lessee size. In general, the higher
the diversity score, the lower the collateral loss volatility will
be and consequently, the lower the expected loss of a security,
other factors being the same.

Each possible default scenario is determined by both the diversity
score and the average probability of default of the pool. The
weighted average probability of default of the pool is determined
by the probability of default of each lessee or obligor, which is
estimated using the actual lessees' credit ratings, if rated. For
non-rated lessees, the average rating is assumed to be lower than
that of the rated lessees. For example, if the average rating for
the rated lessees is Baa3, Moody's assumes a rating of Ba3 or
lower as the average rating for the non-rated lessees. The
estimated weighted average rating for the entire hypothetical pool
is then used to estimate the probability of each default scenario.

The actual net loss on the bonds under each default scenario is
determined taking into consideration of recoveries in case of
default. When a lessee defaults, recoveries are obtained as the
related leased vehicles are reprocessed and sold to repay the
defaulted lease obligation. Moody's conducts detailed recovery
analyses based on the types of vehicles leased and various default
scenarios for lessees. Based on those recovery analyses, Moody's
determines the ratings after considering the breakeven recovery
rates for the different classes of notes at their associated
credit enhancement levels.


FORD CREDIT: S&P Raises Ratings on 4 Classes of ABS From 'BB+'
--------------------------------------------------------------
Standard & Poor's Ratings Services completed a review of 20 Ford
Credit Auto Owner Trust securitizations issued between 2006 and
2010. "We raised our ratings on 23 classes from 13 transactions
and affirmed our ratings on another 46 classes from the 20
transactions. In addition, we placed our ratings on 12 classes
from four transactions issued in 2010 on CreditWatch with positive
implications. The securitizations are backed by sales contracts
secured by new and used automobiles and light-duty trucks
originated by Ford Credit Ltd.," S&P related.

"The rating actions reflect the transactions' collateral
performance to date, our view regarding future collateral
performance, the transactions' structures, and the credit
enhancement available. In addition, our analysis incorporated
secondary credit factors such as credit stability, payment
priorities under various scenarios, and sector- and issuer-
specific analysis," S&P related.

"The upgrades and affirmations reflect our analysis of existing
loss coverage levels and account for other factors such as our
current economic forecast, our auto sector outlook, and issuer-
specific issues. In our view, the creditworthiness of the notes
remains consistent with the current and raised rating levels," S&P
said.

Since the transactions closed, the credit support has increased as
a percentage of the amortizing pool balance for each. "In
addition, we lowered our lifetime loss expectations for each
transaction issued before 2010 based on lower-than-expected
default frequencies and stable recoveries (see table 1). Our
affirmations and upgrades on the ratings reflect our assessment
that the classes we reviewed are, among other considerations, able
to withstand stress scenarios at their respective rating levels
using our revised lifetime loss expectations," S&P related.

"The performance of the transactions issued in 2010 appears to be
trending better than we initially expected. The slower pace of
losses combined with the growth in credit enhancement as the pool
balances decline has led us to place our ratings on each of the
mezzanine (class B and C) and subordinate (class D) classes on
CreditWatch with positive implications. We will revise our loss
expectations after we resolve the CreditWatch placements," S&P
stated.

Table 1
Collateral Performance (%)
As of July 2011 distribution month
                                Former      Revised
                Pool    Current lifetime    lifetime
Series   Month  factor  CNL (i) CNL exp.    CNL exp.
2006-C   56     5.17    2.12    2.25-2.45   2.10-2.20
2007-2   51     7.43    2.32    2.40-2.60   2.35-2.45
2007-A   49     8.55    2.31    2.40-2.60   2.35-2.45
2007-3   48     9.10    2.24    2.40-2.60   2.30-2.40
2007-B   45     9.31    1.77    2.00-2.20   1.85-1.95
2008-1   42     11.74   1.84    2.15-2.35   1.95-2.05
2008-A   42     11.63   1.85    2.15-2.35   1.95-2.05
2008-B   39     16.17   1.95    2.90-3.10   2.20-2.30
2008-2   38     17.71   1.92    2.90-3.10   2.20-2.30
2008-C   38     17.71   1.94    2.90-3.10   2.20-2.30
2008-4   31     22.11   1.04    2.20-2.40   1.45-1.55
2009-A   28     32.97   1.23    3.00-3.30   1.85-1.95
2009-B   25     38.16   0.96    3.00-3.50   1.70-1.80
2009-D   22     39.54   0.62    2.95-3.25   1.30-1.40
2009-E   20     47.01   0.51    2.95-3.25   1.35-1.45
2009-1   20     47.18   0.53    2.95-3.25   1.35-1.45
2010-SR1 18     50.33   0.41    2.95-3.25   N/A
2010-1   17     52.67   0.32    2.95-3.25   N/A
2010-A   14     60.26   0.31    3.10-3.30   N/A
2010-2   12     66.03   0.27    3.15-3.35   N/A

(i) CNL -- cumulative net loss.

Each transaction has a sequential principal payment structure with
credit enhancement in the form of overcollateralization (O/C),
reserve account, and excess spread to the extent available. In
some cases, subordination exists where notes have been rated
further down in the capital structure (see table 2).

Table 2
Hard Credit Support (%)
As of July 2011 distribution performance month
                 Total hard      Current total hard
                 credit support  credit support (i)
Series   Class   at issuance     (% of current)
2006-C   B        2.50            79.05
2006-C   C        0.50            44.36
2006-C   D       -1.50             9.67
2007-2   B        4.00            73.44
2007-2   C        0.50            30.99
2007-2   D       -1.50             6.73
2007-A   A-4A     5.50            79.13
2007-A   A-4B     5.50            79.13
2007-A   B        2.50            41.88
2007-A   C        0.50            20.94
2007-A   D       -1.50             5.85
2007-3   A        6.75            88.14
2007-3   B        4.00            61.00
2007-3   C        0.50            26.46
2007-3   D       -1.50             6.73
2007-B   A-4A     5.50            73.42
2007-B   A-4B     5.50            73.42
2007-B   B        2.50            44.24
2007-B   C        0.50            24.80
2007-B   D       -1.50             5.37
2008-1   A-2      5.50            58.67
2008-1   B        4.00            47.07
2008-1   C        0.50            19.81
2008-1   D       -1.50             4.26
2008-A   A-4      5.50            59.24
2008-A   B        2.50            31.39
2008-A   C        0.50            20.00
2008-A   D       -1.50             4.30
2008-B   A-4A     5.50            42.28
2008-B   A-4B     5.50            42.28
2008-B   B        2.50            25.48
2008-B   C        0.50            14.28
2008-B   D       -1.50             3.09
2008-2   A       5.50             38.53
2008-2   B       4.00             30.89
2008-2   C       0.50             13.02
2008-2   D      -1.50              2.82
2008-C   A-4A    5.50             38.49
2008-C   A-4B    5.50             38.49
2008-C   B       2.50             23.21
2008-C   C       0.50             13.02
2008-C   D      -1.50              2.82
2008-4   A       6.00             32.84
2009-A   A-3A    6.15             22.44
2009-A   A-3B    6.15             22.44
2009-A   A-4     6.15             22.44
2009-B   A-3     6.00             18.81
2009-B   A-4     6.00             18.81
2009-D   A-3     6.00             18.00
2009-D   A-4     6.00             18.00
2009-D   B       3.00             11.37
2009-D   C       1.00              6.95
2009-D   D      -1.00              2.53
2009-E   A-3     6.00             15.52
2009-E   A-4     6.00             15.52
2009-E   B       3.00              9.79
2009-E   C       1.00              5.96
2009-E   D      -1.00              2.13
2009-1   A       6.01             14.96
2009-1   B       4.50             12.20
2009-1   C       1.00              5.79
2009-1   D      -1.00              2.12
2010-SR1 A-3     6.00             14.35
2010-SR1 A-4     6.00             14.35
2010-SR1 B       3.00              9.05
2010-SR1 C       1.00              5.52
2010-SR1 D      -1.00              1.99
2010-1   A       6.00             13.26
2010-1   B       4.50             10.83
2010-1   C       1.00              5.14
2010-1   D      -1.00              1.90
2010-A   A-2     6.00             12.90
2010-A   A-3     6.00             12.90
2010-A   A-4     6.00             12.90
2010-A   B       3.00              7.58
2010-A   C       1.00              4.62
2010-A   D      -1.00              1.66
2010-2  A        6.00             10.44
2010-2  B        4.50              5.97
2010-2  C        1.00              4.07
2010-2  D       -1.00              1.51

(i) Consists of a reserve account, O/C, and subordination for the
higher rated tranches. Excludes excess spread and yield supplement
O/C that can also provide additional enhancement.

"Our review of these transactions included cash flow analysis, for
which we used current and historical performance to estimate
future performance. Our various cash flow scenarios included
forward-looking assumptions on recoveries, timing of losses, and
voluntary prepayment speeds that we believe are appropriate given
the transactions' current performance," S&P related.

"We will continue to monitor the performance of all of the
outstanding transactions to ensure that the credit enhancement
remains sufficient, in our view, to cover our revised cumulative
net loss expectations under our stress scenarios for each of the
rated classes. In addition, we plan on revising our CreditWatch in
the next few months," S&P said.

Ratings Raised

Ford Credit Auto Owner Trust
                                       Rating
Series            Class          To              From
2006-C            D              AA+(sf)         A(sf)
2007-2            D              AA+(sf)         A+(sf)
2007-A            D              AA+(sf)         A+(sf)
2007-3            D              AA(sf)          A+(sf)
2007-B            D              AA(sf)          A(sf)
2008-1            D              AA(sf)          A(sf)
2008-A            D              AA(sf)          A(sf)
2008-B            B              AA+(sf)         AA(sf)
2008-B            C              AA(sf)          A-(sf)
2008-B            D              A(sf)           BB+(sf)
2008-2            C              AA(sf)          A+(sf)
2008-2            D              A(sf)           BBB+(sf)
2008-C            C              AA(sf)          A(sf)
2008-C            D              A(sf)           BB+(sf)
2009-D            B              AA+(sf)         AA(sf)
2009-D            C              AA-(sf)         A(sf)
2009-D            D              A(sf)           BB+(sf)
2009-E            B              AA+(sf)         AA(sf)
2009-E            C              AA-(sf)         A(sf)
2009-E            D              A-(sf)          BB+(sf)
2009-1            B              AA+(sf)         AA(sf)
2009-1            C              AA(sf)          A(sf)
2009-1            D              A(sf)           BBB(sf)

Ratings Placed On Creditwatch Positive

Ford Credit Auto Owner Trust
                                       Rating
Series             Class       To                   From
2010-SR1           B           AA(sf)/Watch Pos     AA(sf)
2010-SR1           C           A(sf)/Watch Pos      A(sf)
2010-SR1           D           BBB(sf)/Watch Pos    BBB(sf)
2010-1             B           AA(sf)/Watch Pos     AA(sf)
2010-1             C           A(sf)/Watch Pos      A(sf)
2010-1             D           BBB(sf)/Watch Pos    BBB(sf)
2010-A             B           AA(sf)/Watch Pos     AA(sf)
2010-A             C           A(sf)/Watch Pos      A(sf)
2010-A             D           BBB(sf)/Watch Pos    BBB(sf)
2010-2             B           AA+(sf)/Watch Pos    AA+(sf)
2010-2             C           A+(sf)/Watch Pos     A+(sf)
2010-2             D           BBB+(sf)/Watch Pos   BBB+(sf)

Ratings Affirmed

Ford Credit Auto Owner Trust

Series             Class              Rating
2006-C             B                  AAA(sf)
2006-C             C                  AAA(sf)
2007-2             B                  AAA(sf)
2007-2             C                  AAA(sf)
2007-A             A-4A               AAA(sf)
2007-A             A-4B               AAA(sf)
2007-A             B                  AAA(sf)
2007-A             C                  AAA(sf)
2007-3             A                  AAA(sf)
2007-3             B                  AAA(sf)
2007-3             C                  AAA(sf)
2007-B             A-4A               AAA(sf)
2007-B             A-4B               AAA(sf)
2007-B             B                  AAA(sf)
2007-B             C                  AAA(sf)
2008-1             A-2                AAA(sf)
2008-1             B                  AAA(sf)
2008-1             C                  AAA(sf)
2008-A             A-4                AAA(sf)
2008-A             B                  AAA(sf)
2008-A             C                  AAA(sf)
2008-B             A-4A               AAA(sf)
2008-B             A-4B               AAA(sf)
2008-2             A                  AAA(sf)
2008-2             B                  AAA(sf)
2008-C             A-4A               AAA(sf)
2008-C             A-4B               AAA(sf)
2008-C             B                  AA+(sf)
2008-4             A                  AAA(sf)
2009-A             A-3A               AAA(sf)
2009-A             A-3B               AAA(sf)
2009-A             A-4                AAA(sf)
2009-B             A-3                AAA(sf)
2009-B             A-4                AAA(sf)
2009-D             A-3                AAA(sf)
2009-D             A-4                AAA(sf)
2009-E             A-3                AAA(sf)
2009-E             A-4                AAA(sf)
2009-1             A                  AAA(sf)
2010-SR1           A-3                AAA(sf)
2010-SR1           A-4                AAA(sf)
2010-1             A                  AAA(sf)
2010-A             A-2                AAA(sf)
2010-A             A-3                AAA(sf)
2010-A             A-4                AAA(sf)
2010-2             A                  AAA(sf)


FOUNDATION RE: S&P Lowers Rating on Class A Notes to 'BB'
---------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on five
catastrophe bonds issued by Foundation Re III Ltd., Lodestone Re
Ltd., or Calabash Re III Ltd. At the same time, Standard & Poor's
affirmed its rating on one of Lodestone Re Ltd.'s other bonds. In
addition, Standard & Poor's removed all of these ratings from
CreditWatch, where they were placed on April 18, 2011, with
negative implications.

"Under our criteria, when rating natural peril catastrophe bonds,
we rely in part on information from modeling firms. This
information includes the probability of attachment as well as the
likelihood of the bond's attachment point being reached and the
noteholders incurring a loss of principal," S&P said.

Earlier this year, Risk Management Solutions (RMS) released an
update to its U.S. hurricane model that indicated the risk related
to this peril -- that is, the potential losses from hurricanes --
increased, which consequently raised the likelihood of covered
losses reaching the respective attachment points.

Although modeling companies periodically update their models, the
impact on the probability of attachment from an update is
typically minimal.

However, in this case, the probability of attachment had increased
significantly for 16 catastrophe bonds. "As a result, we placed
the ratings on these bonds on CreditWatch negative on April 18,"
S&P related.

"Since then, we have received the updated probabilities of
attachment based on RMS's updated model, RiskLink V11, for the
Lodestone Re Ltd. issues. In addition, we have received the
probabilities of attachment based on AIR Worldwide Corp.'s (AIR)
model CLASIC/2 V12.5 (warm sea surface temperature catalog) for
the six bonds listed below. We have not yet received the results
from the updated RMS model for Foundation Re III Ltd. and Calabash
Re III Ltd.; in these cases, we conservatively estimated the new
probabilities of attachment. The ratings conclusions we arrived at
were based on the results of each of these models and, where
applicable, the estimated probability of attachment. (On July 11,
we updated the CreditWatch status of the other 10 notes affected
by the model update.)," S&P said

Ratings List
                                 To            From

Ratings Lowered And Removed From CreditWatch

Foundation Re III Ltd.
Series 2010-1 Class A notes     BB(sf)        BB+(sf)/Watch Neg

Lodestone Re Ltd.
Series 2010-1 Class A notes     BB(sf)        BB+(sf)/Watch Neg
Series 2010-1 Class B notes     BB-(sf)       BB(sf)/Watch Neg
Series 2010-2 Class A-1 notes   BB(sf)        BB+(sf)/Watch Neg

Calabash Re III Ltd.
Series 2009-1 Class A notes     B+(sf)        BB-/Watch Neg

Rating Affirmed And Removed From CreditWatch

Lodestone Re Ltd.
Series 2010-2 Class A-2 notes   BB(sf)        BB(sf)/Watch Neg


FRANKLIN CLO: Moody's Upgrades Ratings of Five Classes of Notes
---------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by Franklin CLO VI, Ltd.:

US$272,000,000 Class A Senior Secured Floating Rate Notes (current
outstanding balance of $261,594,841) Due 2019, Upgraded to Aaa
(sf); previously on June 22, 2011 Aa1 (sf) Placed Under Review for
Possible Upgrade;

US$38,000,000 Class B Senior Secured Floating Rate Notes Due 2019,
Upgraded to Aa3 (sf); previously on June 22, 2011 A3 (sf) Placed
Under Review for Possible Upgrade;

US$18,000,000 Class C Senior Secured Deferrable Floating Rate
Notes Due 2019, Upgraded to Baa1 (sf); previously on June 22, 2011
Baa3 (sf) Placed Under Review for Possible Upgrade;

US$15,000,000 Class D Senior Secured Deferrable Floating Rate
Notes Due 2019, Upgraded to Ba1 (sf); previously on June 22, 2011
B1 (sf) Placed Under Review for Possible Upgrade;

US$11,500,000 Class E Senior Secured Deferrable Floating Rate
Notes (current outstanding balance of $ 11,035,647) Due 2019,
Upgraded to Ba2 (sf); previously on June 22, 2011 Caa1 (sf) Placed
Under Review for Possible Upgrade.

RATINGS RATIONALE

According to Moody's, the rating actions taken on the notes are
primarily a result of applying Moody's revised CLO assumptions
described in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011. The primary changes to the
modeling assumptions include (1) a removal of the temporary 30%
default probability macro stress implemented in February 2009 as
well as (2) increased BET liability stress factors and increased
recovery rate assumptions.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011, key model inputs used by
Moody's in its analysis, such as par, weighted average rating
factor, diversity score, and weighted average recovery rate, may
be different from the trustee's reported numbers. In its base
case, Moody's analyzed the underlying collateral pool to have a
performing par and principal proceeds of $352.3 million, defaulted
par of $12.5 million, weighted average default probability of
24.47% (implying a WARF of 2942), a weighted average recovery rate
upon default of 51.0%, and a diversity score of 55. The 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.

Franklin CLO VI, 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
June 2011.

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 June 2011.

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 2013 and
2015 which may create challenges for issuers to refinance. CLO
notes' performance may also be impacted by 1) the managers'
investment strategies and behavior, 2) divergence in legal
interpretation of CLO documentation by different transactional
parties due to embedded ambiguities.

Sources of additional performance uncertainties are:

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

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

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


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

$270,500,000 Class A-1 Senior Term Notes Due 2018 (current
outstanding balance of $262,596,863.47), Upgraded to Aaa (sf);
previously on June 22, 2011 Aa1 (sf) Placed Under Review for
Possible Upgrade;

$60,000,000 Class A-2 Senior Delayed Draw Notes Due 2018 (current
outstanding balance of 58,246,993.75), Upgraded to Aaa (sf);
previously on June 22, 2011 Aa1 (sf) Placed Under Review for
Possible Upgrade;

$29,500,000 Class B Senior Floating Rate Notes Due 2018, Upgraded
to Aa3 (sf); previously on June 22, 2011 A2 (sf) Placed Under
Review for Possible Upgrade;

$26,000,000 Class C Deferrable Mezzanine Floating Rate Notes Due
2018, Upgraded to Baa2 (sf); previously on June 22, 2011 Ba1 (sf)
Placed Under Review for Possible Upgrade;

$19,000,000 Class D Deferrable Mezzanine Floating Rate Notes Due
2018, Upgraded to Ba1 (sf); previously on June 22, 2011 B1 (sf)
Placed Under Review for Possible Upgrade;

$13,500,000 Class E Deferrable Junior Floating Rate Notes Due
2018, Upgraded to B1 (sf); previously on June 22, 2011 Caa2 (sf)
Placed Under Review for Possible Upgrade;

$10,000,000 Class Y Combination Notes (current outstanding balance
of $7,900,774.09), Upgraded to Ba1 (sf); previously on June 22,
2011 B1 (sf) Placed Under Review for Possible Upgrade.

RATINGS RATIONALE

According to Moody's, the rating actions taken on the notes are
primarily a result of applying Moody's revised CLO assumptions
described in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011. The primary changes to the
modeling assumptions include (1) a removal of the temporary 30%
default probability macro stress implemented in February 2009 as
well as (2) increased BET liability stress factors and increased
recovery rate assumptions.

The actions also reflect consideration of credit improvement of
the underlying portfolio and an increase in the transaction's
overcollateralization ratios since the rating action in July 2009.
Based on the latest trustee report dated June 30, 2011, the Senior
and Mezzanine overcollateralization ratios are reported at 124.09%
and 109.97%, respectively, versus July 2009 levels of 120.76% and
107.02%, respectively. Based on the same trustee report, the
weighted average rating factor is currently 2670 compared to 2995
in July 2009.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011, 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 $434.6 million,
defaulted par of $0.8 million, a weighted average default
probability of 23.16% (implying a WARF of 2921), a weighted
average recovery rate upon default of 50.72%, and a diversity
score of 70. The 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.

Galaxy VII CLO, Ltd., issued in September 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
June 2011.

A secondary methodology used was "Using the Structured Note
Methodology to Rate CDO Combo-Notes" published in February 2004.

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 June 2011.

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 2013 and
2015 which may create challenges for issuers to refinance. CDO
notes' performance may also be impacted by 1) the manager's
investment strategy and behavior and 2) divergence in legal
interpretation of CDO documentation by different transactional
parties due to embedded ambiguities.

Sources of additional performance uncertainties are:

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

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


GALAXY VIII: Moody's Upgrades Ratings of Six Classes of Notes
-------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by Galaxy VIII CLO, Ltd.:

US$372,500,000 Class A Senior Term Notes Due 2019 (current
outstanding balance of $367,414,640), Upgraded to Aa1 (sf);
previously on June 22, 2011, Aa2 (sf) Placed Under Review for
Possible Upgrade;

US$33,750,000 Class B Senior Floating Rate Notes Due 2019,
Upgraded to A1 (sf); previously on June 22, 2011, A3 (sf) Placed
Under Review for Possible Upgrade;

US$24,400,000 Class C Deferrable Mezzanine Floating Rate Notes Due
2019, Upgraded to Baa2 (sf); previously on June 22, 2011, Ba1 (sf)
Placed Under Review for Possible Upgrade;

US$18,700,000 Class D Deferrable Mezzanine Floating Rate Notes Due
2019, Upgraded to Ba2 (sf); previously on June 22, 2011, B1 (sf)
Placed Under Review for Possible Upgrade;

US$12,500,000 Class E Deferrable Junior Floating Rate Notes Due
2019, Upgraded to B1 (sf); previously on June 22, 2011, Caa3 (sf)
Placed Under Review for Possible Upgrade; and

US$10,000,000 Class X Combination Notes (current outstanding rated
balance of $5,735,719.58), Upgraded to Ba1 (sf); previously on
June 22, 2011, B2 (sf) Placed Under Review for Possible Upgrade.

RATINGS RATIONALE

According to Moody's, the rating actions taken on the notes are
primarily a result of applying Moody's revised CLO assumptions
described in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011. The primary changes to the
modeling assumptions include (1) a removal of the temporary 30%
default probability macro stress implemented in February 2009 as
well as (2) increased BET liability stress factors and increased
recovery rate assumptions.

The rating actions also reflect consideration of improvement in
the credit quality of the underlying portfolio since the rating
action in August 2009. Based on the July 2011 trustee report, the
weighted average rating factor is currently 2604 compared to 2991
in May 2009. Moody's also notes that the Class E notes are no
longer deferring interest and that all previously deferred
interest has been paid in full.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011, 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 $477.9 million,
defaulted par of $1.8 million, a weighted average default
probability of 23.3% (implying a WARF of 2913), a weighted average
recovery rate upon default of 50.73%, and a diversity score of 73.
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.

Galaxy VIII 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
June 2011. Please see the Credit Policy page on www.moodys.com for
a copy of this methodology.

A secondary methodology used in this rating was "Using the
Structured Note Methodology to Rate CDO Combo-Notes" published in
February 2004.

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 June 2011.

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 2013 and
2015 which may create challenges for issuers to refinance. CDO
notes' performance may also be impacted by 1) the manager's
investment strategy and behavior and 2) divergence in legal
interpretation of CDO documentation by different transactional
parties due to embedded ambiguities.

Sources of additional performance uncertainties are:

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

2) Other collateral quality metrics: The deal is allowed to
   reinvest and the manager has the ability to deteriorate the
   collateral quality metrics' existing cushions against the
   covenant levels. Moody's analyzed the impact of assuming 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.


GMAC COMMERCIAL: Fitch Downgrades Series 2001-C2 Ratings
--------------------------------------------------------
Fitch Ratings has downgraded two classes of GMAC Commercial
Mortgage Securities, Inc.'s mortgage pass-through certificates,
series 2001-C2.

Fitch modeled losses of 23% of the remaining pool. Nineteen
(93.9%) of the remaining 22 loans are in special servicing. Five
loans (39.4%) are real-estate owned (REO). The Negative Rating
Outlooks reflect the concentration of the pool and uncertainty
regarding the disposition of the specially serviced assets.

As of the July 2011 distribution date, the pool's aggregate
principal balance has been reduced 74.9% to $189.5 million from
$754.9 million at issuance. Realized losses to date are 3.3% of
the original pooled balance. As of the July 2011 remittance,
interest shortfalls are reaching up to class J.

The largest contributor to Fitch's modeled loss is a REO property
(14.9% of the pool balance) located in Earth City, MO. The 283,000
square foot (sf) two-building office property is approximately 19
miles northwest of the St. Louis CBD. The servicer-reported
occupancy was 81% as of May 2011.

Additional significant contributors to Fitch's modeled loss
include a REO office portfolio located in Pennsylvania and a loan
secured by an office center in South Brunswick, New Jersey.
The Lichtenstein Pennsylvania Office Portfolio (15.3% of the
pool), totaling approximately 347,000 sf, includes properties
situated in Allentown, Mechanicsburg and Wyomissing with an
aggregate occupancy of 66%. The Princeton Park Corporate Center
(9.2%) transferred to special servicing in 2008 and is in
foreclosure. The servicer-reported occupancy was 68%.

Fitch has downgraded and revised Recovery Ratings (RR) to these
classes:

   -- $9.4 million class H to 'Csf/RR2' from 'CCCsf/RR1';

   -- $23.6 million class J to 'Csf/RR6' from 'CC/RR2'.

Fitch has affirmed and revised Outlooks on these classes:

   -- $40.7 million class A-2 at 'AAAsf'; Outlook Stable;

   -- $34 million class B at 'AAAsf'; Outlook Stable;

   -- $11.3 million class C at 'AAAsf'; Outlook Stable;

   -- $15.1 million class D at 'AAAsf'; Outlook Stable;

   -- $9.4 million class E at 'AAsf'; Outlook to Stable from
      Negative;

   -- $15.1 million class F at 'BBB-sf'; Outlook Negative;

   -- $10.4 million class G at 'Bsf'; Outlook Negative;

   -- $5.7 million class K at 'Csf/RR6';

   -- $5.7 million class L at 'Csf/RR6'.

Classes M, N, O and P remain at 'Dsf/RR6' due to realized losses.

Class A-1 and the interest-only class X-2 have paid in full. Fitch
does not rate class Q.

Fitch previously withdrew the rating on class X-1.


GMAC COMMERCIAL: Fitch Upgrades GMAC 1998-C2 Ratings
----------------------------------------------------
Fitch Ratings has upgraded one class of GMAC Commercial Mortgage
Securities, Inc.'s mortgage pass-through certificates, series
1998-C2.

The upgrade reflects reductions to the pool's principal balance
resulting in increased credit enhancement sufficient to offset
Fitch expected losses. Fitch modeled losses of 8.23% of the
remaining pool; expected losses of the original pool are at 2.60%,
including losses already incurred to date.

As of the July 2011 distribution date, the pool's certificate
balance has been reduced by 92.01% (to $202.1 million from $2.53
billion), of which 90.07% were due to paydowns and 1.94% were due
to realized losses. Interest shortfalls are affecting classes J
through N.

The largest contributor to Fitch-modeled losses (2.6%) is secured
by a 111,600 square foot (sf) retail center located in
Indianapolis, IN. The loan transferred to special servicing for
maturity default following the May 1, 2008 maturity of the loan.
The foreclosure sale is expected to take place by the end of 2011.

The second largest contributor to Fitch-modeled losses (1.89%) is
secured by 26,543 sf vacant retail building located in Cortland,
NY. The building was previously occupied by Circuit City.
Foreclosure was completed in February 2011. The special servicer
is in the process of hiring a broker to market the property for
sale.

The third largest contributor to Fitch-modeled losses (1.66%) is
secured by a 42,789 sf vacant retail building located in Niles,
OH. The building was previously occupied by Circuit City. The
special servicer has foreclosed on the property and it is
currently listed for sale with Kutlick Realty.

Fitch upgrades this class:

   -- $18.9 million class J to 'BBsf' from 'Bsf'; Outlook to
      Stable from Negative.

In addition, Fitch affirms these classes and Recovery Ratings (RR)
and revises the Outlooks:

   -- $86.7 million class F at 'AAAsf'; Outlook Stable;

   -- $44.3 million class G at 'AAAsf'; Outlook Stable;

   -- $18.9 million class H at 'Asf'; Outlook to Stable from
      Negative;

   -- $18.9 million class K at 'Csf'/RR2';

   -- $14.2 million class L at 'Dsf'/RR6';

Fitch does not rate class N. Classes M and N have been reduced to
zero due to realized losses. Classes A-1, A-2 and B through E have
paid in full. Class X was previously withdrawn.


GOAL CAPITAL: Fitch Affirms Ratings on Student Loan Notes
---------------------------------------------------------
Fitch Ratings affirms both senior and subordinate student loan
notes at 'AAAsf', 'AA+sf' and 'BBsf' issued by Goal Capital
Funding Trust 2007-1. The Rating Outlook remains Stable. Fitch
used its 'Global Structured Finance Rating Criteria', and 'U.S.
FFELP Student Loan ABS Surveillance Criteria', as well as 'Rating
U.S. Federal Family Education Loan Program Student Loan ABS' to
review the ratings.

The ratings on the senior and subordinate notes are affirmed based
on the sufficient level of credit to cover the applicable risk
factor stresses. Credit enhancement for the senior and subordinate
notes consists of overcollateralization and projected minimum
excess spread, while the senior notes also benefit from
subordination provided by the class B note.

Fitch has taken these rating actions:

Goal Capital Funding Trust 2007-1:

   -- 2007-1 A-1 affirmed at 'AAAsf/LS1'; Outlook Stable;

   -- 2007-1 A-2 affirmed at 'AAAsf/LS1'; Outlook Stable;

   -- 2007-1 A-3 affirmed at 'AAAsf/LS1'; Outlook Stable;

   -- 2007-1 A-4 affirmed at 'AAAsf/LS1'; Outlook Stable;

   -- 2007-1 A-5 affirmed at 'AAAsf/LS1'; Outlook Stable;

   -- 2007-1 B-1 affirmed at 'AA+sf/LS3'; Outlook Stable;

   -- 2007-1 C-1 affirmed at 'BBsf/LS3'; Outlook Stable.


GRAYSTON CLO: Moody's Upgrades Ratings of CLO Notes
---------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by Grayston CLO II 2004-1 Ltd.:

US$20,000,000 Class A-2L Floating Rate Notes Due August 2016,
Upgraded to Aaa (sf); previously on June 22, 2011 Aa3 (sf) Placed
Under Review for Possible Upgrade;

US$24,500,000 Class A-3L Floating Rate Notes Due August 2016,
Upgraded to Aa3 (sf); previously on June 22, 2011 Baa3 (sf) Placed
Under Review for Possible Upgrade;

US$16,750,000 Class B-1LA Floating Rate Notes Due August 2016,
Upgraded to Ba1 (sf); previously on June 22, 2011 B2 (sf) Placed
Under Review for Possible Upgrade.

RATINGS RATIONALE

According to Moody's, the rating actions taken on the notes are
primarily a result of applying Moody's revised CLO assumptions
described in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011. The primary changes to the
modeling assumptions include (1) a removal of the temporary 30%
default probability macro stress implemented in February 2009 as
well as (2) increased BET liability stress factors and increased
recovery rate assumptions.

The actions also reflect consideration of delevering of the senior
notes since the rating action in November 2010. Moody's notes that
the Class A-1L Notes have been paid down by approximately 57.5% or
$93.3 million since the rating action in November 2010. As a
result of the delevering, the overcollateralization ratios have
increased since the rating action in November 2010. Based on the
latest trustee report dated July 5, 2011, the Senior Class A,
Class A, and Class B-1LA overcollateralization ratios are reported
at 161.82%, 126.85% and 110.52%, respectively, versus October 2010
levels of 130.99%, 115.45% and 106.8%, respectively.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011, 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 $141 million,
defaulted par of $6.9 million, a weighted average default
probability of 18.54% (implying a WARF of 3047), a weighted
average recovery rate upon default of 50.75%, and a diversity
score of 26. The 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.

Grayston CLO II 2004-1 Ltd., issued in June 2004, 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
June 2011. Please see the Credit Policy page on www.moodys.com for
a copy of this methodology.

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 June 2011.

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 2013 and
2015 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.


GREENWICH CAPITAL: S&P Lowers Ratings on 3 Classes to 'D'
---------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings to 'D (sf)'
from 'CCC- (sf)' on three classes of commercial mortgage-backed
securities (CMBS) pass-through certificates from Greenwich Capital
Commercial Mortgage Trust 2006-RR1 (GCCMT 2006-RR1), a U.S.
resecuritized real estate mortgage investment conduit (re-REMIC)
transaction.

"The downgrades reflect our analysis of the interest shortfalls
affecting the entire transaction. According to the July 20, 2011,
trustee report, cumulative interest shortfalls to the transaction
totaled $17.5 million. The interest shortfalls to GCCMT 2006-RR1
resulted from interest shortfalls on 17 of the underlying CMBS
transactions primarily due to master servicer's recovery of prior
advances, appraisal subordinate entitlement reductions (ASERs),
servicers' nonrecoverability determinations for advances, and
special servicing fees. We lowered our ratings to 'D (sf)' due to
interest shortfalls that we expect will continue for the
foreseeable future," S&P said.

"We previously downgraded classes C through Q to 'D (sf)' to
reflect interest shortfalls that we expected to continue for the
foreseeable future," S&P said.

According to the July 20, 2011, trustee report, GCCMT 2006-RR1 is
collateralized by 74 CMBS classes ($656.4 million, 100%) from 34
distinct transactions issued in 2005 or 2006.

Standard & Poor's analyzed the transaction and its underlying
collateral according to its current criteria. "Our analysis is
consistent with the lowered ratings," S&P related.

Ratings Lowered

Greenwich Capital Commercial Mortgage Trust 2006-RR1
Commercial mortgage-backed securities pass-through certificates
                       Rating
Class            To               From
A1               D (sf)           CCC- (sf)
A2               D (sf)           CCC- (sf)
B                D (sf)           CCC- (sf)


GS MORTGAGE: Fitch Affirms Series 2007-EOP Ratings
--------------------------------------------------
Fitch Ratings has affirmed the ratings on 13 classes and revised
the Rating Outlooks on three classes of GS Mortgage Securities
Corp II, series 2007-EOP:

   -- $214.7 million class F at 'A'; Outlook revised to Stable
      from Negative;

   -- $142.4 million class G at 'A-'; Outlook revised to Stable
      from Negative.

   -- $142.4 million class H at 'BBB+'; Outlook revised to Stable
      from Negative.

Fitch affirms these classes:

   -- $803.5 million class A-1 at 'AAA'; Outlook Stable;

   -- $584.8 million class A-2 at 'AAA'; Outlook Stable;

   -- $606.5 million class A-3 at 'AAA'; Outlook Stable;

   -- $370.3 million class B at 'AAA'; Outlook Stable;

   -- $432.3 million class C at 'AA'; Outlook Stable;

   -- $220 million class D at 'AA-'; Outlook Stable;

   -- $237.9 million class E at 'A+'; Outlook Stable;

   -- $395 million class J at 'BBB-'; Outlook Negative;

   -- $213.6 million class K at 'BB'; Outlook Negative;

   -- $534 million class L at 'B-'; Outlook Negative.

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

The rating affirmations and revised Rating Outlooks reflect the
continued stable operating performance of the portfolio since
Fitch's last review. The Rating Outlooks reflect the likely
direction of any changes to the ratings over the next one to two
years.

The certificates are collateralized by a single $4.8 billion non-
recourse floating-rate loan secured by approximately 234 buildings
and 95 office properties, down from approximately 135 at issuance.
Security for the loan is comprised of mortgages, equity pledges in
joint ventures and cash flow pledges. In addition, there is
approximately $1.6 billion of mezzanine debt held outside the
trust.

The loan was modified in December 2010, extending the initial
maturity date to February 2012. In addition, two additional one-
year workout extension options were added, putting the fully
extended maturity date of the loan to February 2014. In exchange
for the extensions, the sponsor has agreed to certain conditions
including the payment of additional interest spread and scheduled
amortization payments of $200 million over the fully extended
term. Previously, the loan was structured as interest only.

The largest property in the pool (13.6%) is the Verizon Building
located across from Bryant Park in mid-town Manhattan. The
property underwent significant interior and exterior renovations
at issuance that have now been completed. As of March 31, 2011,
the property is approximately 95% occupied with no scheduled
rollover during the next three years.

The remainder of the portfolio remains diverse, with approximately
95 office properties located in nine states. The top 10 properties
account for just over 40% of the allocated loan balance with no
single property, other than the Verizon Building, representing
more than 5% of the collateral. Leasing activity has improved over
the past year and occupancy across the portfolio as of March 31,
2011 was approximately 85% as compared to 82.7% in February 2010.
Additionally, upcoming rollover for the portfolio has stabilized
at approximately 10% for each of the next three years.


GS MORTGAGE: S&P Lowers Ratings on 6 CMBS Re-REMIC Classes to 'D'
-----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings to 'D (sf)'
from 'CCC- (sf)' on six classes of commercial mortgage-backed
securities (CMBS) pass-through certificates from GS Mortgage
Securities Corp. II's series 2006-RR2 (GSMS 2006-RR2), a U.S.
resecuritized real estate mortgage investment conduit (re-REMIC)
transaction. "At the same time, we affirmed our 'CCC- (sf)'
ratings on three other classes from the transaction," S&P related.

"The downgrades and affirmations reflect our analysis of the
interest shortfalls to the transaction as noted in the July 25,
2011, trustee report. Our analysis also considered the potential
for class A-1 and A-2 to experience interest shortfalls in the
future," S&P said.

"We previously lowered our ratings on classes J through Q to 'D
(sf)' to reflect interest shortfalls that we expect to continue
for the foreseeable future," S&P related.

According to the July 25, 2011, trustee report, remaining deferred
interest to the transaction totaled $8.2 million and affects class
B and the classes subordinate to it. The interest shortfalls to
GSMS 2006-RR2 resulted from interest shortfalls on 19 of the
underlying CMBS transactions, primarily due to master servicer's
recovery of prior advances, appraisal subordinate entitlement
reductions (ASERs), servicers' nonrecoverability determinations
for advances, and special servicing fees. "We lowered our ratings
on classes C through H to 'D (sf)' due to interest shortfalls that
we expect will continue for the foreseeable future," S&P said.

According to the July 25, 2011, trustee report, GSMS 2006-RR2 is
collateralized by 76 CMBS classes ($729.5 million, 100%) from 56
distinct transactions issued between 1997 and 2006.

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

Ratings Lowered

GS Mortgage Securities Corp. II
Commercial mortgage-backed securities pass-through certificates
series
2006-RR2
                       Rating
Class            To               From
C                D (sf)           CCC- (sf)
D                D (sf)           CCC- (sf)
E                D (sf)           CCC- (sf)
F                D (sf)           CCC- (sf)
G                D (sf)           CCC- (sf)
H                D (sf)           CCC- (sf)

Ratings Affirmed

GS Mortgage Securities Corp. II
Commercial mortgage-backed securities pass-through certificates
series
2006-RR2

Class            Rating
A-1              CCC- (sf)
A-2              CCC- (sf)
B                CCC- (sf)


GS MORTGAGE: S&P Withdraws 'B' Rating on Class F Certificates
-------------------------------------------------------------
Standard & Poor's Ratings Services withdrew its preliminary
ratings on GS Mortgage Securities Trust 2011-GC4's $1.48 billion
commercial mortgage pass-through certificates.

The withdrawals follow the publication of "Advanced Notice Of
Proposed Criteria Change-U.S. CMBS Rating Methodology And
Assumptions For Conduit/Fusion Pools," published July 27, 2011.

Preliminary Ratings Withdrawn
GS Mortgage Securities Trust 2011-GC4

Class            Rating                      Amount ($)
             To          From
A-1          NR          AAA (sf)            85,249,000
A-2          NR          AAA (sf)           332,497,000
A-3          NR          AAA (sf)            90,651,000
A-4          NR          AAA (sf)           753,667,000
X-A(i)       NR          AAA (sf)     1,262,064,000(ii)
X-B(i)       N/A         NR             214,034,883(ii)
B            NR          AA-(sf)             60,889,000
C            NR          A- (sf)             62,734,000
D            NR          BBB(sf)             35,058,000
E            NR          BB(sf)              23,986,000
F            NR          B (sf)              16,606,000
G            N/A         NR                  14,761,883

(i)Interest-only class. (ii)Notional amount. NR -- Not rated.
N/A -- Not applicable.


GULF STREAM-COMPASS: Moody's Upgrades Ratings of CLO Notes
----------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by Gulf Stream-Compass CLO 2002-1, Ltd.:

US$12,700,000 Class B Floating Rate Senior Subordinated Notes Due
August 2014, Upgraded to Aaa (sf); previously on June 22, 2011 A2
(sf), Placed Under Review for Possible Upgrade;

US$10,950,000 Class C Floating Rate Senior Subordinated Notes Due
August 2014, Upgraded to A1 (sf); previously on June 22, 2011 Baa3
(sf), Placed Under Review for Possible Upgrade;

US$11,850,000 Class D Floating Rate Senior Subordinated Notes Due
August 2014, Upgraded to Baa3 (sf); previously on June 22, 2011 B2
(sf), Placed Under Review for Possible Upgrade;

US$8,000,000 Class E Floating Rate Subordinated Notes Due August
2014, Upgraded to Caa2 (sf); previously on June 22, 2011 Ca (sf),
Placed Under Review for Possible Upgrade.

RATINGS RATIONALE

According to Moody's, the rating actions taken on the notes are
primarily a result of applying Moody's revised CLO assumptions
described in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011. The primary changes to the
modeling assumptions include (1) a removal of the temporary 30%
default probability macro stress implemented in February 2009 as
well as (2) increased BET liability stress factors and increased
recovery rate assumptions.

The actions also reflect consideration of credit improvement of
the underlying portfolio and an increase in the transaction's
overcollateralization ratios as well as deleveraging of the senior
notes since the rating action in September 2010. Moody's notes
that the Class A Notes have been paid down by approximately 18% or
$19.1 million since the rating action in September 2010. As a
result of the deleveraging, the overcollateralization ratios have
increased since the rating action in September 2010. Based on the
latest trustee report dated June 10, 2011, the Class A/B, Class C,
Class D and Class E overcollateralization ratios are reported at
130.69%, 119.27%, 108.97% and 102.96%, respectively, versus
September 2010 levels of 122.94%, 113.96%, 105.61% and 100.42%,
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 September 2010. Based on the June 2011 trustee report,
the weighted average rating factor is currently 2587 compared to
2822 in September 2010.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011, 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 $135.7 million,
defaulted par of $1.5 million, a weighted average default
probability of 14.71% (implying a WARF of 2877), a weighted
average recovery rate upon default of 49.11%, and a diversity
score of 47. The 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.

Gulf Stream-Compass CLO 2002-1, Ltd., issued in December 2002, 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
June 2011. Please see the Credit Policy page on www.moodys.com for
a copy of this methodology.

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 June 2011.

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 2013 and
2015 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) 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) 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.


HALCYON STRUCTURED: Moody's Upgrades Ratings of 5 Classes of Notes
------------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by Halcyon Structured Asset Management CLO I Ltd.:

US$20,000,000 Class A-1 Senior Secured Floating Rate Notes, Due
2018 (current outstanding balance of $19,546,551), Upgraded to Aaa
(sf); previously on June 22, 2011 Aa1 (sf) Placed Under Review for
Possible Upgrade;

US$291,400,000 Class A-2 Senior Secured Floating Rate Notes, Due
2018, (current outstanding balance of $284,793,251), Upgraded to
Aaa (sf); previously on June 22, 2011 Aa1 (sf) Placed Under Review
for Possible Upgrade;

US$27,600,000 Class B Senior Secured Floating Rate Notes, Due
2018, Upgraded to Aaa (sf); previously on June 22, 2011 A1 (sf)
Placed Under Review for Possible Upgrade;

US$31,300,000 Class C Senior Secured Deferrable Floating Rate
Notes, Due 2018, Upgraded to Aa3 (sf); previously on June 22, 2011
Baa3 (sf) Placed Under Review for Possible Upgrade;

US$29,900,000 Class D Secured Deferrable Floating Rate Notes, Due
2018, Upgraded to Baa2 (sf); previously on June 22, 2011 Ba3 (sf)
Placed Under Review for Possible Upgrade.

RATINGS RATIONALE

According to Moody's, the rating actions taken on the notes are
primarily a result of applying Moody's revised CLO assumptions
described in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011. The primary changes to the
modeling assumptions include (1) a removal of the temporary 30%
default probability macro stress implemented in February 2009 as
well as (2) increased BET liability stress factors and increased
recovery rate assumptions.

The actions also reflect consideration of credit improvement of
the underlying portfolio and an increase in the transaction's
overcollateralization ratios since the rating action in July 2009.
Based on the June 2011 trustee report, the weighted average rating
factor is currently 2761 compared to 3015 in June 2009. The Class
A/B, Class C and Class D overcollateralization ratios are
currently reported at 134.85%, 123.23% and 113.86%, respectively,
versus June 2009 levels of 124.84%, 114.22% and 105.63%,
respectively.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011, 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 $448 million, no
defaulted par, a weighted average default probability of 19.33%
(implying a WARF of 2876), a weighted average recovery rate upon
default of 47.75%, and a diversity score of 58. The default and
recovery properties of the collateral pool are incorporated in
cash flow model analysis where they are subject to stresses as a
function of the target rating of each CLO liability being
reviewed. The default probability is derived from the credit
quality of the collateral pool and Moody's expectation of the
remaining life of the collateral pool. The average recovery rate
to be realized on future defaults is based primarily on the
seniority of the assets in the collateral pool. In each case,
historical and market performance trends and collateral manager
latitude for trading the collateral are also factors.

Halcyon Structured Asset Management CLO I Ltd. , issued in May
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
June 2011. Please see the Credit Policy page on www.moodys.com for
a copy of this methodology.

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 June 2011.

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 2013 and
2015 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) 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.


HIGHLAND LOAN: Moody's Upgrades Ratings of 4 Classes of CLO Notes
-----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by Highland Loan Funding V Ltd.:

US$325,500,000 Class A-I Floating Rate Senior Notes due 2014,
Upgraded to Aa1 (sf) (current balance of $151,417,655); previously
on June 22, 2011 A2 (sf) Placed under review for possible upgrade;

US$33,000,000 Class A-II-A Floating Rate Senior Notes due 2014,
Upgraded to Ba1 (sf); previously on June 22, 2011 B1 (sf) Placed
under review for possible upgrade;

US$10,000,000 Class A-II-B Fixed Rate Senior Notes due 2014,
Upgraded to Ba1 (sf); previously on June 22, 2011 B1 (sf) Placed
under review for possible upgrade;

US$24,500,000 Class B Floating Rate Senior Subordinate Notes due
2014 (current balance of $24,918,918), Upgraded to Caa3 (sf);
previously on June 22, 2011 Ca (sf) Placed under review for
possible upgrade.

RATINGS RATIONALE

According to Moody's, the rating actions taken on the notes are
primarily a result of applying Moody's revised CLO assumptions
described in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011. The primary changes to the
modeling assumptions include (1) a removal of the temporary 30%
default probability macro stress implemented in February 2009 as
well as (2) increased BET liability stress factors and increased
recovery rate assumptions.

The actions also reflect consideration of delevering of the senior
notes since the rating action in March 2011. Moody's notes that
the Class A-I Notes have been paid down by approximately 12.5% or
$21.8 million since the rating action in March 2011. As a result
of the delevering, the Class A and Class B overcollateralization
ratios have increased since the last rating action. Based on the
June 2011 trustee report, the Class A and Class B
overcollateralization ratios are reported at 118.31% and 104.87%,
respectively, versus February 2011 levels of 115.23% and 103.36%,
respectively.

Additionally, Moody's noted that the portfolio includes a number
of investments in securities that mature after the maturity date
of the notes. Based on Moody's calculation, securities that mature
after the maturity date of the notes make up approximately 35% of
the portfolio as of June 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" published in June 2011, 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 $213.5 million,
defaulted par of $63.7 million, a weighted average default
probability of 22.2% (implying a WARF of 3917), a weighted average
recovery rate upon default of 46.2%, and a diversity score of 29.
The 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.

Highland Loan Funding V Ltd., issued in August 2001, 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
June 2011.

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 June 2011.

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 2013 and
2015 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) 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.

4) 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.


ING INVESTMENT: Moody's Upgrades Ratings of Four Classes of Notes
-----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by ING Investment Management CLO II, Ltd.

$76,250,000 Class A-2 Floating Rate Notes Due 2020 Notes, Upgraded
to Aaa(sf); previously on June 22, 2011 Aa1(sf) Placed Under
Review for Possible Upgrade;

$25,000,000 Class B Floating Rate Notes Due 2020 Notes, Upgraded
to Aa2(sf); previously on June 22, 2011 A1(sf) Placed Under Review
for Possible Upgrade;

$27,500,000 Class C Floating Rate Deferrable Notes Due 2020 Notes,
Upgraded to A2(sf); previously on June 22, 2011 Baa2(sf) Placed
Under Review for Possible Upgrade;

$32,500,000 Class D Floating Rate Deferrable Notes Due 2020 Notes,
Upgraded to Baa3(sf); previously on June 22, 2011 Ba2(sf) Placed
Under Review for Possible Upgrade.

RATINGS RATIONALE

According to Moody's, the rating actions taken on the notes are
primarily a result of applying Moody's revised CLO assumptions
described in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011. The primary changes to the
modelling assumptions include (1) a removal of the temporary 30%
default probability macro stress implemented in February 2009 as
well as (2) increased BET liability stress factors and increased
recovery rate assumptions.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011, key model inputs used by
Moody's in its analysis, such as par, weighted average rating
factor, diversity score, and weighted average recovery rate, may
be different from the trustee's reported numbers. In its base
case, Moody's analyzed the underlying collateral pool to have a
performing par balance of $491million, defaulted par of $3million,
a weighted average default probability of 19% (implying a WARF of
2717), a weighted average recovery rate upon default of 51% and a
diversity score of 79. Moody's generally analyzes deals in their
reinvestment period by assuming the worse of reported and
covenanted values for all collateral quality tests. However, in
this case given the limited time remaining in the deal's
reinvestment period, Moody's analysis reflects the benefit of
assuming a higher likelihood that the collateral pool
characteristics will continue to maintain a positive "cushion"
relative to certain covenant requirements, as seen in the actual
collateral quality measurements. The 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.

ING Investment Management CLO II, Ltd., issued in August 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
June 2011. Please see the Credit Policy page on www.moodys.com for
a copy of this methodology.

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 June 2011.

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 2013 and
2015 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:

Deleveraging: The reinvestment period for this transaction will
end in August of 2011. The main source of uncertainty in this
transaction is the pace at which unscheduled principal proceeds
will be used to deleverage the notes. 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.


JASPER CLO: S&P Affirms Ratings on 2 Classes of Notes at 'CCC-'
---------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on five
classes of notes issued by Jasper CLO Ltd., a U.S. collateralized
loan obligation (CLO) transaction managed by Highland Capital
Management L.P. "At the same time, we removed our ratings from
CreditWatch, where we place them with positive implications on May
3, 2011," S&P related.

The affirmations reflect the availability of credit support at the
current rating levels. "We previously downgraded all of the rated
notes on Dec. 8, 2009, following the application of our September
2009 corporate collateralized debt obligation (CDO) criteria. As
of the June 2011 trustee report, the transaction had $54.04
million of defaulted assets, down from $80.10 million noted in the
October 2009 report. The A/B overcollateralization (O/C) ratio
increased to 115.99% from 111.04% during the same period," S&P
said.

"While the transaction's credit quality and O/C ratios have
improved some, in our opinion, the ratings assigned to the notes
remain consistent with the credit enhancement available to support
the notes," S&P said.

"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," S&P related.

Ratings Affirmed And Removed From Creditwatch Positive

Jasper 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-1      CCC- (sf)  CCC- (sf)/Watch Pos
D-2      CCC- (sf)  CCC- (sf)/Watch Pos


JP MORGAN: Fitch Downgrades JPMorgan Series 2001-CIBC1 Ratings
--------------------------------------------------------------
Fitch Ratings has downgraded J.P. Morgan Chase Commercial Mortgage
Securities Corp. series 2001-CIBC1 commercial mortgage pass-
through certificates.

The downgrades of class G and H are the result of Fitch expected
loss associated with loans currently in special servicing. The
upgrade and affirmation of the senior classes reflect increased
credit enhancement and expected pay down to offset increasing loan
concentrations.

As of the July 2011 distribution date, the pool's certificate
balance has paid down 92.2% to $79.4 million from $1 billion.
Fitch modeled losses of 21% based on Fitch adjustments to recent
property valuations obtained by the special servicer for the
specially serviced properties. Nine (52.4%) of the remaining 19
loans in the pool have been designated Fitch Loans of Concern
(LOC), of which eight (46.4%) are in special servicing, but only
five (38.6%) contribute expected losses.

The largest contributor to Fitch expected losses, the pool's
largest specially serviced loan (17.6%), is collateralized by a
288,666 square foot (sf) anchored retail center located in
Richmond, KY, 30 miles south of Lexington. The loan transferred to
special servicing in March 2009 due to imminent default and the
special servicer foreclosed on the property in November 2010.
Contributing to the default in 2009, the property's largest
tenant, Goody's Family Clothing went bankrupt causing a decrease
to revenue. The special servicer has reported that the property's
interior is obsolete and that the local market is saturated with
retail space. Prior to foreclosure, the borrower reconfigured some
space into office space. The most recent reported occupancy is
72.2% as of month-end April 2011.

The second largest contributor to Fitch expected losses is a loan
(5.95%) collateralized by 63,000 sf anchored retail center in
Tupelo, MS. The loan transferred to special servicing in January
2010 due to monetary default. Revenue at the property declined
when the largest tenant (27.3%), Circuit City, filed bankruptcy
and stopped paying rent. The special servicer is working to
determine the best resolution for the trust after the borrower
filed for bankruptcy in February 2011.

The third largest specially serviced loan (7.85%) is secured by a
106,540 sf office building in Hammonton, NJ, near Atlantic City.
The loan transferred to special servicing in November 2010 due to
imminent maturity default. The property was 100% occupied at
maturity, however the largest tenant (62%) vacated upon its lease
expiration in February 2011. Cushman Wakefield is currently
marketing the vacant space.

Fitch downgrades these classes:

   -- $29.1 million class G to 'BBB-/LS4' from 'BBB/LS4'; Outlook
      Negative;

   -- $10.5 million class H to 'CC/RR1' from 'CCC/RR1'.

Fitch upgrades this class:

   -- $10.5 million class F to 'AA/LS5' from 'AA-/LS5'; Outlook
      Stable.

Fitch affirms these classes and revises the Recovery Rating (RR):

   -- $15.9 million class E at 'AAA/LS4'; Outlook Stable;

   -- $13.9 million class J to 'C/RR2' from 'C/RR5';

   -- $2.5 million class K at 'D/RR6'.

Fitch does not rate class NR.

Classes A-1, A-2, A-3, B, C, and D have paid in full. Due to
realized losses, classes L and M have been reduced to zero.

Fitch has withdrawn the rating on interest-only class X1 and X2
has been paid in full.


JP MORGAN: Fitch Takes Various Actions on JPMC 2001-C1
------------------------------------------------------
Fitch Ratings has downgraded three classes and upgraded one class
of J.P. Morgan Chase Commercial Mortgage Securities Corp.'s (JPMC)
commercial mortgage pass-through certificates, series 2001-C1.

The downgrades reflect an increase in Fitch expected losses across
the pool, the majority of which are attributed to specially
serviced loans. The upgrade is a result of principal paydown
resulting in increased credit enhancement to the senior classes
sufficient to offset Fitch expected losses. Fitch modeled losses
of 4.9% of the remaining pool. Fitch has designated 21 loans
(25.8%) as Fitch Loans of Concern, which includes seven specially
serviced loans (10.5%). Fitch expects losses to be absorbed by
class L.

As of the July 2011 distribution date, the pool's aggregate
principal balance has been paid down by approximately 71.6% to
$304 million from $1.1 billion at issuance. Sixteen loans (24.21%)
are defeased. Interest shortfalls are affecting classes L, M and
NR.

The largest contributor to loss (3.6% of pool balance) is secured
by a 200 unit multifamily property in Holland, OH. The loan had
transferred to special servicing in June 2010 for monetary
default. A receiver was appointed in October 2010, and the
servicer is pursuing foreclosure which is expected to be complete
by September 2011. The servicer reported occupancy at 98% as of
April 2011. The year-end (YE) 2009 debt service coverage ratio
(DSCR) was reported at 0.73 times (x).

The next largest contributor to losses (1.1%) is secured by a
vacant 123,226 square foot (sf) industrial warehouse building
located in Franklin Park, IL. The loan had transferred to special
servicing in December 2008 due to imminent default. The servicer
has reported that due to a planned state highway project the
Illinois Department of Transportation (IDOT) has deemed the
property eminent domain and a purchase offer is expected.

The third largest contributor to losses (2%) is secured by a
57,474 sf retail center in Ashtabula, OH. Tops Markets (82% of the
net rentable area [NRA]) had vacated the property in December 2006
but continued to pay rent through its lease expiration of March
2011. The property is currently 18% occupied by Dollar Tree (18%
NRA). The YE December 2010 DSCR reported at 1.42x, however,
includes the Tops Markets lease income which accounted for 92% of
the effective gross income for the property. The Borrower is
actively marketing the vacant space. The loan remains current as
of the July 2011 payment date.

Fitch upgrades this class:

   -- $25.8 million class F to 'AAA / LS3' from 'AA+/LS3'; Outlook
      Stable.

Fitch downgrades these classes, assigns Recovery Ratings (RRs) and
revises the Outlook for class J:

   -- $9.0 million class J to 'B- /LS4' from 'BB/LS4'; Outlook to
      Stable from Negative;

   -- $6.4 million class K to 'C/RR3' from 'B/LS5 ';

   -- $8.9 million class L to 'D/RR5' from 'CC/RR1'.

Fitch also affirms these classes and revises the Outlook for class
H:

   -- $114.7 million class A-3 at 'AAA/LS1'; Outlook Stable;

   -- $47.7 million class B at 'AAA/LS3'; Outlook Stable;

   -- $21.9 million class C at 'AAA/LS3'; Outlook Stable;

   -- $21.9 million class D at 'AAA/LS3'; Outlook Stable;

   -- $12.9 million class E at 'AAA/LS4'; Outlook Stable;

   -- $12.9 million class G at 'AA-/LS4'; Outlook Stable;

   -- $21.9 million class H at 'BBB/LS3'; Outlook to Stable from
      Negative.

Classes M and N remain 'D / RR6' due to realized losses.

The unrated class NR has been reduced to zero due to realized
losses. Classes A-1, A-2, NC-1, NC-2 and X-2 have paid in full.

On July 16, 2010, Fitch withdrew the rating on the interest-only
class X-1.


JP MORGAN CHASE: Fitch Upgrades JPM 2004-C2 Ratings
---------------------------------------------------
Fitch Ratings has upgraded eight classes and revised rating
outlooks on J.P. Morgan Chase Commercial Mortgage Securities
Corp., commercial mortgage pass-through certificates, series 2004-
C2.

The upgrades reflect increased credit enhancement due to paydown
and minimal Fitch expected losses. Fitch modeled losses of 2.06%
of the remaining pool. Fitch designated 24 loans (13%) as Fitch
Loans of Concern. There is only one specially serviced loan (2%)
in the transaction that is pending return to the master servicer.

As of the July 2011 distribution date, the pool's aggregate
principal balance has been paid down by approximately 20.8% to
$841.5 million from $1.06 billion at issuance. Ten loans (4.1%)
have defeased since issuance. Interest shortfalls are affecting
the unrated class NR.

The largest contributor to loss (.54% of pool balance) is a 25,415
square foot (sf) office complex built in 1959 and renovated in
2003 located in Brookline, MA. Occupancy at the property has
declined to 26% as of year end (YE) 2010 and cash flow is not
sufficient to pay debt service. The loan remains current as of the
July remittance report while the borrower works to secure
prospective tenants.

The next largest contributor to losses (.62%) is 120,294 sf
industrial property built in 1981 and located in Rancho Cordova,
CA. Occupancy at the property declined to 70% as of YE 2010, and
cash flow is not sufficient to pay debt service. The loan is
current as of the July remittance report.

Fitch upgrades these classes and revises Outlooks:

   -- $24.6 million class B to 'AAAsf' from 'AAsf'; Outlook
      Stable;

   -- $10.4 million class C to 'AAsf' from 'AA-sf'; Outlook
      Stable;

   -- $24.6 million class D to 'Asf' from 'BBBsf'; Outlook Stable;

   -- $9.1 million class E to 'BBBsf' from 'BBB-sf'; Outlook to
      Stable from Negative;

   -- $11.6 million class F to 'BBBsf from 'BBsf'; Outlook to
      Stable from Negative;

   -- $7.8 million class G to 'BBsf' from 'Bsf'; Outlook to Stable
      from Negative;

   -- $11.6 million class H to 'Bsf' from 'B-sf'; Outlook to
      Stable from Negative;

   -- $6.5 million class J to 'Bsf' from 'B-sf'; Outlook to Stable
      from Negative.

In addition, Fitch affirms these classes and revises Outlooks:

   -- $87 million class A-2 at 'AAAsf'; Outlook Stable;

   -- $431.4 million class A-3 at 'AAAsf'; Outlook Stable;

   -- $236.9 million class A-1A at 'AAAsf'; Outlook Stable;

   -- $5.2 million class K at 'B-sf'; Outlook to Stable from
      Negative;

   -- $2.6 million class L at 'B-sf'; Outlook to Stable from
      Negative

   -- $5.2 million class M at 'CCCsf/RR1';

   -- $2.6 million class N at 'CCsf/RR6';

   -- $3.9 million class P at 'Csf/RR6';

   -- $5.4 million class RP-1 at 'Asf'; Outlook Stable;

   -- $4.2 million class RP-2 at 'A-sf'; Outlook Stable;

   -- $4.4 million class RP-3 at 'BBB+sf'; Outlook Stable;

   -- $4.8 million class RP-4 at 'BBBsf'; Outlook Stable;

   -- $7.3 million class RP-5 at 'BBB-sf'; Outlook Stable.

Fitch does not rate the $12.4 million class NR.

The RP certificates represent an interest in a subordinate note
secured by the Republic Plaza property. Class A-1 has been paid in
full.

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


JPMORGAN AUTO: Fitch Upgrades Ratings on 2 Classes
--------------------------------------------------
As part of its ongoing surveillance, Fitch Ratings upgrades two
and affirms two classes of the JPMorgan Auto Receivables Trust
2008-A transaction:

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

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

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

   -- Class E certificates upgraded to 'BBBsf' from 'BBsf';
      Outlook Positive;

The rating affirmations are based on available credit enhancement
and loss performance. The collateral is performing slightly worse
than Fitch's initial expectations. However, under the credit
enhancement structure, the securities are able to withstand stress
scenarios consistent with the upgraded ratings and make full
payments to investors in accordance with the terms of the
documents.

The ratings reflect the quality of the underlying retail
installment sales contracts, the strength of JPMorgan Chase & Co.
as the master servicer and Systems & Services Technologies as the
receivables servicer, and the sound financial and legal structure
of the transaction.


JPMORGAN MORTGAGE: S&P Raises Rating on Class 4-A-1 to 'BB-'
-----------------------------------------------------------
Standard & Poor's Ratings Services corrected its ratings on 32
classes from seven U.S. residential mortgage-backed securities
(RMBS) transactions issued in 2004-2007 by raising them. These
ratings were incorrectly lowered on April 28, 2010, due to the
inadvertent use of incorrect loss severities when projecting
losses for the affected transactions. "In addition, we lowered our
ratings on 105 classes from 11 transactions, removing seven of
them from CreditWatch negative. At the same time, we affirmed our
ratings on 115 classes from 15 transactions. We also withdrew our
ratings on 10 classes from five transactions in accordance with
our interest-only criteria," S&P related.

These rating actions are based on recently revised projected
losses (see 'Methodology And Assumptions: Revised Lifetime Loss
Projections For Prime, Subprime, And Alt-A U.S. RMBS Issued In
2005-2007,' published March 25, 2011).

"In addition, we have revised our loss assumptions for four
structures from four transactions. Seasoned loans are typically
analyzed as prime loans; however, due to the loss severities and
level of delinquencies and losses experienced to date for these
four structures, we believe that future losses are more likely to
follow a pattern similar to those experienced by Alternative-A
(Alt-A) and subprime transactions," S&P related. As a result, S&P
analyzed the following structures using its assumptions for
subprime transactions to project future losses:

Transaction Name                 Structure Original Balance
GSAMP Trust 2004-SEA1            128,365,405
RAMP Series 2004-SL1 Trust       130,439,402

Additionally, S&P analyzed these structures using its Alt-A loss
curve to project future losses:

Transaction Name                 Structure Original Balance
Citigroup Mortgage Ln Tr 2007-10 294,674,088
RAMP Series 2005-SL2             168,859,779

"To assess the creditworthiness of each class, we reviewed the
individual delinquency and loss trends of each transaction for
changes, if any, in the ability to withstand additional credit
deterioration. In order to maintain a 'B' rating on a class, we
assessed whether, in our view, a class could absorb the additional
base-case loss assumptions we used in our analysis. In order to
maintain a rating higher than 'B', we assessed whether the class
could withstand losses exceeding the remaining base-case
assumption at a percentage specific to each rating category, up to
150% (235% for transactions backed by prime collateral) for a
'AAA' rating. For example, in general, we would assess whether a
class could withstand approximately 110% (127% for prime) of our
remaining base-case loss assumptions to maintain a 'BB' rating,
while we would assess whether a different class could withstand
approximately 120% (155% for prime) of our remaining base-case
loss assumptions to maintain a 'BBB' rating. Each class with an
affirmed 'AAA' rating can, in our view, withstand approximately
150% (235% for prime) of our remaining base-case loss
assumptions under our analysis," S&P related.

Subordination, overcollateralization, and excess spread (where
applicable) provide credit support for the affected transactions.
The underlying collateral for these deals consists of fixed- and
adjustable-rate U.S. seasoned mortgage loans secured by first
liens on one- to four-family residential properties.

Ratings Corrected

JPMorgan Mortgage Trust 2007-A1
Series      2007-A1
                                    Rating
Class      CUSIP       Current     04/28/2010    Pre-04/28/2010
4-A-1      46630GAM7   BB- (sf)    B+ (sf)       AAA (sf)
4-A-2      46630GAN5   AA- (sf)    A+ (sf)       AAA (sf)

MASTR Seasoned Securitization Trust 2005-1
Series      2005-1
                                    Rating
Class      CUSIP       Current     04/28/2010    Pre-04/28/2010
1-A-1      55265WCF8   A- (sf)     BBB (sf)      AAA (sf)
3-A-1      55265WCJ0   AA- (sf)    A (sf)        AAA (sf)
4-A-2      55265WCL5   AA+ (sf)    AA (sf)       AAA (sf)

MASTR Seasoned Securitization Trust 2005-2
Series      2005-2
                                    Rating
Class      CUSIP       Current     04/28/2010    Pre-04/28/2010
1-A-1      55265WDB6   BBB (sf)    BB- (sf)      AAA (sf)
1-A-4      55265WDE0   BBB (sf)    BB- (sf)      AAA (sf)
2-A-1      55265WDF7   BBB- (sf)   BB- (sf)      AAA (sf)
3-A-2      55265WDK6   BBB- (sf)   BB- (sf)      AAA (sf)
4-A-1      55265WDM2   BBB (sf)    BB- (sf)      AAA (sf)
5-A-1      55265WDN0   BBB (sf)    BBB- (sf)     AAA (sf)
30-PO      55265WDR1   BBB- (sf)   BB- (sf)      AAA (sf)
15-PO      55265WDS9   BBB- (sf)   BB- (sf)      AAA (sf)

RAMP Series 2004-SL1 Trust
Series      2004-SL1
                                    Rating
Class      CUSIP       Current     04/28/2010    Pre-04/28/2010
A-III      760985W49   AA (sf)     A+ (sf)       AAA (sf)
A-IV       760985W56   AA (sf)     A+ (sf)       AAA (sf)
A-V        760985W64   AA+ (sf)    AA (sf)       AAA (sf)
A-VII      760985W80   AA- (sf)    A (sf)        AAA (sf)
A-PO       7609852H3   AA+ (sf)    BBB- (sf)     AAA (sf)
A-IO-1     7609852J9   AA+ (sf)    AA (sf)       AAA (sf)

RAMP Series 2004-SL2 Trust
Series      2004-SL2
                                    Rating
Class      CUSIP       Current     04/28/2010    Pre-04/28/2010
A-II       7609856B2   AA- (sf)    BBB+ (sf)     AAA (sf)
A-III      7609856C0   AA- (sf)    BBB+ (sf)     AAA (sf)
A-IV       7609856D8   BBB- (sf)   BB (sf)       AAA (sf)
A-IO       7609856G1   AA- (sf)    BBB+ (sf)     AAA (sf)
A-PO       7609856H9   BBB- (sf)   BB (sf)       AAA (sf)

RAMP Series 2004-SL4 Trust
Series      2004-SL4
                                    Rating
Class      CUSIP       Current     04/28/2010    Pre-04/28/2010



A-I        76112BGK0   A (sf)      BB+ (sf)      AAA (sf)
A-II       76112BGL8   A (sf)      BB+ (sf)      AAA (sf)
A-III      76112BGM6   A (sf)      BB+ (sf)      AAA (sf)
A-IV       76112BGN4   BB+ (sf)    CCC (sf)      AAA (sf)

RAMP Series 2005-SL2 Trust
Series      2005-SL2
                                    Rating
Class      CUSIP       Current     04/28/2010    Pre-04/28/2010

A-I        76112BUV0   AA (sf)     A (sf)        AAA (sf)
A-III      76112BUX6   A+ (sf)     BBB+ (sf)     AAA (sf)
A-IV       76112BUY4   BBB+ (sf)   BB+ (sf)      AAA (sf)
A-IO       76112BVA5   AA (sf)     A (sf)        AAA (sf)

Rating Actions

Banc of America Funding 2007-4 Trust
Series      2007-4
                               Rating
Class      CUSIP       To                   From
T-A-5      05953YAK7   CC (sf)              CCC (sf)
T-A-7      05953YCQ2   CC (sf)              CCC (sf)
1-A-2      05953YAU5   CC (sf)              CCC (sf)
1-PO       05953YAV3   CC (sf)              CCC (sf)
2-A-1      05953YAW1   CC (sf)              CCC (sf)
2-A-2      05953YAX9   CC (sf)              CCC (sf)
2-A-3      05953YAY7   CCC (sf)             B (sf)/Watch Neg
2-A-5      05953YBA8   CC (sf)              CCC (sf)
2-A-6      05953YBB6   CC (sf)              CCC (sf)
2-A-8      05953YBD2   CC (sf)              CCC (sf)
2-A-9      05953YBE0   CC (sf)              CCC (sf)
2-A-11     05953YBG5   CC (sf)              CCC (sf)
2-A-13     05953YBJ9   CC (sf)              CCC (sf)
2-A-14     05953YBK6   CC (sf)              CCC (sf)
2-A-15     05953YBL4   CC (sf)              CCC (sf)
3-A-1      05953YBM2   CC (sf)              CCC (sf)
3-A-2      05953YBN0   CC (sf)              CCC (sf)
6-A-1      05953YBW0   CC (sf)              CCC (sf)
8-A-1      05953YBY6   CC (sf)              CCC (sf)
S-B-1      05953YCF6   CC (sf)              CCC (sf)
T-AP-1     05953YAD3   CC (sf)              CCC (sf)

Chase Mortgage Finance Trust Series 2007-A1
Series      2007-A1
                               Rating
Class      CUSIP       To                   From
1-A2       161630AB4   B- (sf)              B+ (sf)
1-A4       161630AD0   AA (sf)              AAA (sf)
1-A5       161630AE8   AA (sf)              AAA (sf)
1-A6       161630AF5   B- (sf)              B+ (sf)
2-A2       161630AH1   AA (sf)              AAA (sf)
2-A3       161630AJ7   AA (sf)              AAA (sf)
2-A4       161630AK4   B- (sf)              B+ (sf)
3-A1       161630AL2   BBB- (sf)            A- (sf)
3-A2       161630AM0   B- (sf)              B+ (sf)
4-A1       161630AN8   A (sf)               AAA (sf)
4-A2       161630AP3   B- (sf)              B+ (sf)
5-A1       161630AQ1   A- (sf)              A (sf)
5-A2       161630AR9   B- (sf)              B+ (sf)
6-A1       161630AS7   BBB (sf)             AAA (sf)
6-A2       161630AT5   B- (sf)              B+ (sf)
7-A1       161630AU2   AA- (sf)             AAA (sf)
7-A2       161630AV0   B- (sf)              B+ (sf)
8-A2       161630AX6   B- (sf)              B+ (sf)
9-A2       161630AZ1   B- (sf)              B+ (sf)
10-A2      161630BB3   B- (sf)              B+ (sf)

Chase Mortgage Finance Trust Series 2007-A2
Series      2007-A2
                               Rating
Class      CUSIP       To                   From
1-A1       16163LAA0   AA (sf)              AAA (sf)
1-A2       16163LAB8   BB- (sf)             BBB (sf)
1-A3       16163LAC6   BB- (sf)             BBB (sf)
2-A2       16163LAE2   BB- (sf)             BBB (sf)
2-A4       16163LBT8   BB- (sf)             BBB (sf)
2-A5       16163LBU5   BB- (sf)             BBB (sf)
2-A6       16163LBV3   BB- (sf)             BBB (sf)
3-A1       16163LAG7   AA (sf)              AAA (sf)
3-A2       16163LAH5   BB- (sf)             BBB (sf)
3-A3       16163LBG6   BB- (sf)             BBB (sf)
4-A2       16163LAK8   BB- (sf)             BBB (sf)
4-A3       16163LBL5   BB- (sf)             BBB (sf)
5-A2       16163LAM4   BB- (sf)             BBB (sf)
5-A3       16163LBM3   BB- (sf)             BBB (sf)
I-M        16163LAU6   CCC (sf)             BB (sf)
I-B1       16163LAW2   CC (sf)              CCC (sf)
6-A1       16163LAN2   CCC (sf)             B (sf)/Watch Neg
6-A2       16163LAP7   CCC (sf)             B (sf)/Watch Neg
6-A3       16163LBN1   CC (sf)              CCC (sf)
6-A4       16163LBP6   CCC (sf)             B (sf)/Watch Neg
6-A5       16163LBQ4   CC (sf)              CCC (sf)
7-A3       16163LAS1   CC (sf)              CCC (sf)
7-A5       16163LBS0   CC (sf)              CCC (sf)

Citigroup Mortgage Loan Trust 2007-10
Series      2007-10
                               Rating
Class      CUSIP       To                   From
1A1A       17313QAA6   BBB (sf)             AAA (sf)/Watch Neg
1A1B       17313QAB4   CCC (sf)             B (sf)/Watch Neg
1B1        17313QAC2   CC (sf)              CCC (sf)
2A1A       17313QAK4   CC (sf)              CCC (sf)
22AA       17313QAL2   CC (sf)              CCC (sf)
2A2A       17313QAM0   CC (sf)              CCC (sf)
2A2B       17313QAN8   CC (sf)              CCC (sf)
2A3A       17313QAR9   CC (sf)              CCC (sf)
2A5A       17313QAW8   CCC (sf)             B (sf)/Watch Neg
31AA       17313QBF4   CC (sf)              CCC (sf)
3A1B       17313QBH0   CC (sf)              CCC (sf)
3A1C       17313QBJ6   CC (sf)              CCC (sf)
3A2A       17313QBM9   CC (sf)              CCC (sf)

GSAMP Trust 2004-SEA1
Series      2004-SEA1
                               Rating
Class      CUSIP       To                   From
M-1        36228FL61   CCC (sf)             B+ (sf)
M-2        36228FL79   CC (sf)              B- (sf)
B-1        36228FL87   CC (sf)              CCC (sf)

JPMorgan Mortgage Trust 2007-A1
Series      2007-A1
                               Rating
Class      CUSIP       To                   From
5-A-2      46630GAS4   AA- (sf)             AA (sf)
6-A-1      46630GAX3   B (sf)               B+ (sf)
7-A-3S     46630GBF1   NR                   B- (sf)

MASTR Seasoned Securitization Trust 2004-1
Series      2004-1
                               Rating
Class      CUSIP       To                   From
1-A-1      55265WAV5   AA+ (sf)             AAA (sf)
15-B-1     55265WBJ1   BB (sf)              BBB+ (sf)
15-B-2     55265WBK8   CCC (sf)             B+ (sf)
15-B-3     55265WBL6   CC (sf)              CCC (sf)

MASTR Seasoned Securitization Trust 2005-2
Series      2005-2
                               Rating
Class      CUSIP       To                   From
1-A-2      55265WDC4   NR                   BB- (sf)
2-A-2      55265WDG5   NR                   BB- (sf)
30-A-X     55265WDH3   NR                   BB- (sf)
15-A-X     55265WDT7   NR                   BBB+ (sf)

Prime Mortgage Trust 2005-5
Series      2005-5
                               Rating
Class      CUSIP       To                   From
I-X        74160MLU4   NR                   B- (sf)
II-A-1     74160MLV2   BB- (sf)             AA- (sf)
II-A-3     74160MMR0   BBB (sf)             AAA (sf)
II-A-4     74160MMS8   B+ (sf)              A+ (sf)
II-PO      74160MLW0   B+ (sf)              A+ (sf)
II-X       74160MLX8   NR                   AAA (sf)
II-B-1     74160MMG4   CCC (sf)             B+ (sf)
II-B-2     74160MMH2   CC (sf)              CCC (sf)
I-XB       74160MMP4   NR                   CC (sf)
II-A-2     74160MMQ2   B+ (sf)              A+ (sf)

RAAC Series 2004-SP2 Trust
Series      2004-SP2
                               Rating
Class      CUSIP       To                   From
A-I        7609857N5   A- (sf)              AAA (sf)
A-II-1     7609857P0   BB (sf)              BBB (sf)
A-II-2     7609857Q8   BB (sf)              BBB- (sf)
A-II-IO    7609857R6   NR                   BBB (sf)
A-II-PO    7609857S4   BB (sf)              BBB- (sf)
M-1        7609857T2   B- (sf)              B+ (sf)
M-2        7609857U9   CC (sf)              CCC (sf)

RAMP Series 2004-SL1 Trust
Series      2004-SL1
                               Rating
Class      CUSIP       To                   From
A-IX       760985X22   BB- (sf)             BBB- (sf)
M-I-5      760985Z87   BB (sf)              BBB- (sf)
M-I-6      760985Z95   B- (sf)              BB- (sf)
M-I-7      7609852A8   CCC (sf)             B (sf)

RAMP Series 2004-SL4 Trust
Series      2004-SL4
                               Rating
Class      CUSIP       To                   From
A-IO       76112BGQ7   NR                   BB+ (sf)

RAMP Series 2005-SL2 Trust
Series      2005-SL2
                               Rating
Class      CUSIP       To                   From
A-II       76112BUW8   CCC (sf)             B- (sf)
A-PO       76112BVB3   CCC (sf)             B- (sf)

Ratings Affirmed

Banc of America Funding 2007-4 Trust
Series      2007-4
Class      CUSIP       Rating
1-A-1      05953YAT8   CCC (sf)
2-A-7      05953YBC4   CCC (sf)
2-A-10     05953YBF7   CCC (sf)
4-A-1      05953YBR1   CCC (sf)
5-A-1      05953YBT7   CCC (sf)
5-A-2      05953YBU4   CCC (sf)
5-A-3      05953YBV2   CCC (sf)
7-A-1      05953YBX8   CCC (sf)
S-PO       05953YCA7   CC (sf)
S-B-2      05953YCG4   CC (sf)
S-B-3      05953YCH2   CC (sf)

Chase Mortgage Finance Trust Series 2007-A1
Series      2007-A1
Class      CUSIP       Rating
1-A1       161630AA6   AAA (sf)
1-A3       161630AC2   AAA (sf)
2-A1       161630AG3   AAA (sf)
8-A1       161630AW8   AAA (sf)
9-A1       161630AY4   AAA (sf)
10-A1      161630BA5   A- (sf)
I-M        161630CP1   CC (sf)

Chase Mortgage Finance Trust Series 2007-A2
Series      2007-A2
Class      CUSIP       Rating
2-A1       16163LAD4   AAA (sf)
2-A3       16163LAF9   AAA (sf)
4-A1       16163LAJ1   AAA (sf)
5-A1       16163LAL6   AAA (sf)
I-B2       16163LAX0   CC (sf)
I-B3       16163LAY8   CC (sf)
I-B4       16163LAZ5   CC (sf)
7-A1       16163LAQ5   CCC (sf)
7-A2       16163LAR3   CCC (sf)
7-A4       16163LBR2   CCC (sf)

Citigroup Mortgage Loan Trust 2007-10
Series      2007-10
Class      CUSIP       Rating
1B2        17313QAD0   CC (sf)
1B3        17313QAE8   CC (sf)
2A5B       17313QAX6   CC (sf)
3A1A       17313QBG2   CCC (sf)
3A3A       17313QBP2   CCC (sf)

GSAMP Trust 2004-SEA1
Series      2004-SEA1
Class      CUSIP       Rating
A-1B       36228FL53   AAA (sf)
A-2        36228FP26   AA- (sf)
B-2        36228FL95   CC (sf)

JPMorgan Mortgage Trust 2007-A1
Series      2007-A1
Class      CUSIP       Rating
1-A-1      46630GAA3   AAA (sf)
1-A-2      46630GAB1   CCC (sf)
2-A-1      46630GAC9   B- (sf)
2-A-2      46630GAD7   BB+ (sf)
2-A-3      46630GAE5   CCC (sf)
2-A-4      46630GAF2   CCC (sf)
3-A-1      46630GAG0   CCC (sf)
3-A-2      46630GAH8   B- (sf)
3-A-3      46630GAJ4   AAA (sf)
3-A-4      46630GAK1   CCC (sf)
3-A-5      46630GAL9   CCC (sf)
4-A-3      46630GAP0   CCC (sf)
4-A-4      46630GAQ8   CCC (sf)
5-A-1      46630GAR6   BB- (sf)
5-A-3      46630GAT2   CCC (sf)
5-A-4      46630GAU9   CCC (sf)
5-A-5      46630GAV7   AAA (sf)
5-A-6      46630GAW5   CCC (sf)
6-A-2      46630GAY1   CCC (sf)
7-A-1      46630GBB0   B- (sf)
7-A-2      46630GBC8   B- (sf)
7-A-3      46630GBD6   B- (sf)
7-A-4      46630GBG9   CCC (sf)
B-1        46630GBH7   CC (sf)

MASTR Seasoned Securitization Trust 2004-1
Series      2004-1
Class      CUSIP       Rating
A-X        55265WBF9   AAA (sf)
2-A-1      55265WAW3   AAA (sf)
2-A-2      55265WAX1   AAA (sf)
2-A-3      55265WAY9   AAA (sf)
2-A-4      55265WAZ6   AAA (sf)
2-A-6      55265WBB8   AAA (sf)
PO         55265WBZ5   AAA (sf)
30-B-1     55265WBM4   CC (sf)
15-B-4     55265WBT9   CC (sf)
15-B-5     55265WBU6   CC (sf)

MASTR Seasoned Securitization Trust 2005-1
Series      2005-1
Class      CUSIP       Rating
2-A-1      55265WCH4   AAA (sf)
4-A-1      55265WCK7   AAA (sf)
30-B-1     55265WCS0   CC (sf)
15-B-1     55265WCP6   BB (sf)
HY-B-1     55265WCV3   CC (sf)
30-B-2     55265WCT8   CC (sf)
15-B-2     55265WCQ4   B (sf)
30-B-3     55265WCU5   CC (sf)
15-B-3     55265WCR2   CCC (sf)

MASTR Seasoned Securitization Trust 2005-2
Series      2005-2
Class      CUSIP       Rating
3-A-1      55265WDJ9   BBB+ (sf)
B-1        55265WDU4   CC (sf)
B-2        55265WDV2   CC (sf)

Prime Mortgage Trust 2005-5
Series      2005-5
Class      CUSIP       Rating
I-A-1      74160MLQ3   B- (sf)
I-A-2      74160MLR1   B- (sf)
I-A-3      74160MLS9   B- (sf)
I-PO       74160MLT7   B- (sf)
I-B-1      74160MLZ3   CC (sf)
II-B-3     74160MMJ8   CC (sf)
II-B-4     74160MMK5   CC (sf)

RAAC Series 2004-SP2 Trust
Series      2004-SP2
Class      CUSIP       Rating
M-3        7609857V7   CC (sf)
B-1        7609857W5   CC (sf)

RAMP Series 2004-SL1 Trust
Series      2004-SL1
Class      CUSIP       Rating
A-I-2      7609852G5   AAA (sf)
A-II       760985W31   CCC (sf)
A-VI       760985W72   CCC (sf)
A-IO-2     7609852K6   AA- (sf)
M-I-1      760985Z46   AA (sf)
M-I-2      760985Z53   A+ (sf)
M-I-3      760985Z61   A (sf)
M-I-4      760985Z79   BBB+ (sf)
M-II-1     760985X30   CC (sf)
M-II-2     760985X48   CC (sf)
M-II-3     760985X55   CC (sf)
B-II-1     7609852L4   CC (sf)
A-VIII     760985W98   AA- (sf)

RAMP Series 2004-SL2 Trust
Series      2004-SL2
Class      CUSIP       Rating
A-I        7609856A4   AAA (sf)
A-I-IO     7609856E6   AAA (sf)
A-I-PO     7609856F3   AAA (sf)
M-1        7609856L0   CCC (sf)
M-2        7609856M8   CC (sf)

RAMP Series 2004-SL4 Trust
Series      2004-SL4
Class      CUSIP       Rating
A-V        76112BGP9   CCC (sf)
M-1        76112BGU8   CCC (sf)

RAMP Series 2005-SL2 Trust
Series      2005-SL2
Class      CUSIP       Rating
A-V        76112BUZ1   CCC (sf)
M-1        76112BVE7   CCC (sf)
M-2        76112BVF4   CC (sf)
M-3        76112BVG2   CC (sf)


LANDMARK IX: Moody's Upgrades Ratings of Five Classes of CLO Notes
------------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by Landmark IX CDO Ltd.:

US$68,500,000 Class A-2 Floating Rate Notes Due 2021, Upgraded to
Aa1 (sf); previously on June 22, 2011 Aa3 (sf) Placed Under Review
for Possible Upgrade;

US$16,750,000 Class B Floating Rate Notes Due 2021, Upgraded to
Aa2 (sf); previously on June 22, 2011 A2 (sf) Placed Under Review
for Possible Upgrade;

US$35,000,000 Class C Deferrable Floating Rate Notes Due 2021,
Upgraded to Baa1 (sf); previously on June 22, 2011 Ba1 (sf) Placed
Under Review for Possible Upgrade;

US$19,000,000 Class D Deferrable Floating Rate Notes Due 2021,
Upgraded to Ba1 (sf); previously on June 22, 2011 B1 (sf) Placed
Under Review for Possible Upgrade;

US$18,500,000 Class E Deferrable Floating Rate Notes Due 2021,
Upgraded to Ba3 (sf); previously on June 22, 2011 Caa3 (sf) Placed
Under Review for Possible Upgrade.

RATINGS RATIONALE

According to Moody's, the rating actions taken on the notes are
primarily a result of applying Moody's revised CLO assumptions
described in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011. The primary changes to the
modeling assumptions include (1) a removal of the temporary 30%
default probability macro stress implemented in February 2009 as
well as (2) increased BET liability stress factors and increased
recovery rate assumptions.

Moody's notes that the deal has benefited from an improvement in
the credit quality of the underlying portfolio. Based on the
latest trustee report dated July 5, 2011, the weighted average
rating factor is currently 2753 compared to 3116 in the July 2009
report.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011, 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 $448.4 million,
defaulted par of $2.5 million, a weighted average default
probability of 24.03% (implying a WARF of 2970), a weighted
average recovery rate upon default of 49.63%, and a diversity
score of 81. The 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.

Landmark IX CDO Ltd., issued in April 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
June 2011.

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 June 2011.

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 2013 and
2015 which may create challenges for issuers to refinance. CDO
notes' performance may also be impacted by 1) the manager's
investment strategy and behavior and 2) divergence in legal
interpretation of CDO documentation by different transactional
parties due to embedded ambiguities.

Sources of additional performance uncertainties are:

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

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


LB-UBS COMMERCIAL: Fitch Takes Various Rating Actions
-----------------------------------------------------
Fitch Ratings has downgraded four classes and upgrades two classes
of LB-UBS Commercial Mortgage, series 2002-C7, commercial mortgage
pass-through certificates.

The downgrades are the result of an increase in Fitch expected
losses across the pool. The upgrades of the senior classes are the
result of sufficient credit enhancement to offset Fitch expected
losses. Fitch modeled losses of 3.1% of the remaining pool;
expected losses of the original pool are at 2.1%, including losses
already incurred to date.

Fitch has designated 13 loans (9.9%) as Fitch Loans of Concern,
which includes five specially serviced loans (4.4%). Fitch expects
losses associated with the specially serviced assets to impact
class T.

As of the July 2011 distribution date, the pool's aggregate
principal balance has been paid down by approximately 42.6% to
$680.9 million from $1.19 billion at issuance. Interest shortfalls
are affecting classes S through U with cumulative unpaid interest
totaling $1.4 million.

Despite a significant amount of defeasance within the transaction
(22 loans representing 33.2% of the pool), current ratings do not
give credit to the defeasance due to potential ratings downgrade
of the United States.

The largest contributor Fitch modeled losses is a 107,188 square
foot (sf) office property located in San Diego, CA. The most
recent servicer reported year-end (YE) 2010 debt servicer coverage
ratio (DSCR) is 0.70 times (x) compared to a DSCR of 1.41x at
issuance. Occupancy at the property declined to 54% as of YE 2009
due to a large tenant (20,783 sf; 19% GLA) vacating at lease
expiration. Occupancy has since improved to 70.6% as of July 2011
due to the signing of four new tenants in 2010.

The second largest contributor to Fitch modeled losses is a 72,277
sf retail property in Fayetteville, GA. The special servicer
foreclosed on the property in August 2009 and it is now real
estate owned asset (REO). The property is currently 78% leased.
Fitch expects losses upon liquidation of the asset based on recent
property valuations obtained by the servicer.

The third largest contributor to Fitch modeled losses is a 95,527
sf retail center located in Houston, TX. The property became a REO
asset in June 2011 and was 50% occupied as of YE 2010. Fitch
expects losses upon liquidation of the asset based on recent
property valuations obtained by the servicer.

Fitch has downgraded these classes and revised the Outlooks:

   -- $8.9 million class P to 'B' from 'BB-'; Outlook Negative
      from Stable;

   -- $4.5 million class Q to 'CC/RR1' from 'B+';

   -- $2.9 million class S to 'CC/RR1' from 'B';

   -- $8.9 million class T to 'C/RR4' from 'CC/RR1'.

Fitch has upgraded these classes and revised the Outlooks:

   -- $19.3 million class H to 'AAA' from 'AA+'; Outlook Stable;

   -- $11.9 million class J to 'AA' from 'AA-'; Outlook to
      Positive from Stable.

Fitch has affirmed these classes and revised the Outlooks:

   -- $19.5 million class A-3 at 'AAA'; Outlook Stable;

   -- $394.4 million class A-4 at 'AAA'; Outlook Stable;

   -- $60 million class A-1b at 'AAA'; Outlook Stable;

   -- $20.8 million class B at 'AAA'; Outlook Stable;

   -- $17.8 million class C at 'AAA'; Outlook Stable;

   -- $17.8 million class D at 'AAA'; Outlook Stable;

   -- $14.8 million class E at ''AAA'; Outlook Stable;

   -- $14.8 million class F at 'AAA'; Outlook Stable;

   -- $14.8 million class G at 'AAA'; Outlook Stable;

   -- $11.9 million class K at 'A+'; Outlook to Positive from
      Stable;

   -- $19.3 million class L at 'BBB+; Outlook Stable;

   -- $7.4 million class M at 'BBB'; Outlook Stable;

   -- $5.9 million class N at 'BB+'; Outlook to Negative from
      Stable.

Fitch does not rate class U.

Classes A-1 and A-2 have paid in full.

Fitch has withdrawn the rating of the interest only classes X-CL
and X-CP.


LB-UBS COMMERCIAL: Fitch Upgrades Ratings on Two Classes
--------------------------------------------------------
Fitch Ratings upgrades two classes of LB-UBS Commercial Mortgage
Trust, series 2000-C3 commercial mortgage pass-through
certificates.

The upgrades are due to increasing credit enhancement due to
paydowns and lower loss expectations from the previous review.
Losses to date total only 0.85% of the original pool balance.

As of the June 2011 distribution date, the pool's collateral
balance has paid down 94% to $74.6 million from $1.3 billion at
issuance. Of the 15 remaining loans in the transaction, two are
defeased (15%). Expected losses of the remaining pool are 7.6%. In
addition, there are $4.8 million in outstanding unpaid interest
shortfalls to classes J through P.

Fitch has identified eight Loans of Concern, including five loans
(30.8%) with the special servicer. The largest loan in the pool,
an office property in Atlanta, GA (31%), is a Fitch loan of
concern. The property is suffering from occupancy issues;
according to the property's website, there are currently leases
available for 23% of the space. The loan was previously with the
special servicer following the vacancy of the largest tenant,
representing 51% of the space; they have been successful in
leasing up a portion of the space and the loan was recently
returned to the master servicer.

Fitch upgrades these classes and revises the Outlooks:

   -- $20.9 million class H to 'Asf/LS3' from 'BBBsf'; Outlook
      Stable from Negative;

   -- $16.3 million class J to 'BBsf/LS3' from 'CCCsf/RR3';
      Outlook Positive

Fitch also affirms these classes and revises Outlooks:

   -- $1.2 million class E at 'AAAsf/LS1'; Outlook Stable;

   -- $13.0 million class F at 'AAAsf/LS5'; Outlook Stable;

   -- $11.7 million class G at 'AAAsf/LS5'; Outlook to Stable from
      Negative

   -- $9.8 million class K to 'CCsf/RR1' from 'CCsf/RR5'.

Fitch previously withdrew the 'AAA' rating of the interest only
Class X.

Classes A-1, A-2, B, C and D have paid in full. Fitch does not
rate Classes L, M, N and P.


LEHMAN BROTHERS: Fitch Upgrades Rating on Class J Notes to 'B'
--------------------------------------------------------------
Fitch Ratings has upgraded two classes of Lehman Brothers
Commercial Mortgage Trust's commercial mortgage pass-through
certificates, series 1998-C1.

The upgrades are a result increased paydown to the transaction
resulting in increased credit enhancement to the classes, which is
sufficient to offset Fitch expected losses. Fitch expects minimal
losses to the remaining pool balance. Any incurred losses are
expected to deplete class L and impact class K.

As of the June 2011 distribution date, the pool's certificate
balance has paid down 87.56 % to $214.99 million from
$1.73 billion at issuance. Forty of the original 260 loans
remaining in the transaction eight(13.1%) of which are fully
defeased. Fitch has identified eight loans as Loans of Concern
(12.8% of pool balance), which include two loans currently in
special servicing (4.6%). Interest shortfalls are affecting
classes K, L and M as of the June remittance date.

The largest specially serviced loan (2.64%) is secured by two
limited service hotels with a total of 259 rooms located in Dayton
and Englewood, OH. The loan had transferred to special servicing
in August 2008 due to imminent default. The properties converted
to bank real estate owned (REO) via Deed-in-Lieu of foreclosure in
July 2010. The special servicer has hired a property management
company and listed and the properties for sale.

The second specially serviced loan (1.99%) is secured by a 194 bed
senior housing facility in Long Beach, NY. The servicer reported
occupancy at 56.7% as of June 2011. Debt service coverage ratio
(DSCR) reported at 0.49 times (x) as of year-end (YE) December
2009. The loan had transferred to special servicing in August 2009
due to monetary default. The special servicer continues to work
with the borrower to cure the default. The borrower is negotiating
with a new third party operator to manage the property and is
seeking refinancing.

Fitch stressed the cash flow of the non-specially serviced and
non-defeased loans by applying a minimum 5% reduction to most
recently available fiscal year end net operating income, and
applying an adjusted market cap rate between 8% and 11% to
determine value.

Fitch upgrades these classes and assigns Outlooks:

  -- $34.6 million class G to 'AAA' from 'AA+'; Outlook Stable;

  -- $43.2 million class J to 'B' from 'CCC / RR1'; Outlook
     Stable.

Fitch affirms these classes and revises Outlooks:

  -- $16.1 million class D at 'AAA'; Outlook Stable;

  -- $34.6 million class E at 'AAA'; Outlook Stable;

  -- $51.8 million class F at 'AAA'; Outlook Stable;

  -- $17.3 million class H at 'A / LS4'; Outlook to Stable from
     Negative;

  -- $17.3 million class K at 'C / RR4'.

Class L remains 'D / RR6' due to realized losses.

The unrated class M has been reduced to zero. Classes A-1, A-2, A-
3, B and C have paid in full.

On July 23, 2010 Fitch withdrew the rating on the interest-only
class IO.


LIGHTPOINT CLO: Moody's Upgrades Ratings of 3 Classes of Notes
--------------------------------------------------------------
Moody's Investors Service has upgraded and left on review for
possible upgrade the ratings of the following notes issued by
Lightpoint CLO 2004-1, Ltd.:

US$8,500,000 Class C Deferrable Senior Secured Floating Rate
Secured Notes, due February 2014 (current outstanding balance of
$8,543,839), Upgraded to Aa2 (sf) and Remains On Review for
Possible Upgrade; previously on June 22, 2011 Aa3 (sf) Placed
Under Review for Possible Upgrade;

US$8,500,000 Class D Secured Floating Rate Notes, due February
2014 (current outstanding balance of $8,953,025), Upgraded to A2
(sf) and Remains On Review for Possible Upgrade; previously on
June 22, 2011 Baa2 (sf) Placed Under Review for Possible Upgrade;

US$11,000,000 Class E Subordinated Secured Floating Rate Notes,
due February 2014 (current outstanding balance of $14,591,598),
Upgraded to Caa1 (sf) and Remains On Review for Possible Upgrade;
previously on June 22, 2011 Caa3 (sf) Placed Under Review for
Possible Upgrade.

RATINGS RATIONALE

According to Moody's, the rating actions taken on the notes are
primarily a result of applying Moody's revised CLO assumptions
described in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011. The primary changes to the
modeling assumptions include (1) a removal of the temporary 30%
default probability macro stress implemented in February 2009 as
well as (2) increased BET liability stress factors and increased
recovery rate assumptions.

The actions also reflect consideration of an increase in the
transaction's overcollateralization ratios and delevering of the
senior notes since the rating action in April 2011. Moody's notes
that the Class A-1A Notes have been paid down in full and that the
Class A-1B Notes have been paid down by approximately 23% or $5.1
million since April 2011. As a result of the delevering, the
overcollateralization ratios have increased. Based on the latest
trustee report dated June 30, 2011, the Class A/B, Class C, Class
D, and Class E overcollateralization ratios are reported at
190.49%, 159.00%, 135.58%, and 109.16%, respectively, versus
February 2011 levels of 154.57%, 137.13%, 122.67%, and 104.85%,
respectively.

Notwithstanding the positive effect of delevering and improved
overcollateralization coverage for all the notes, Moody's notes
that the amount of interest proceeds was insufficient to cover the
entire portion of the Class X Principal and Interest Amount (which
totals $891,900 per quarter) on the May 2011 payment date. As a
result, the Class X Notes did not receive the full amount of their
scheduled redemption, and the Class C, Class D, and Class E Notes
are all currently deferring interest. Moody's expects the
shortfall between interest receipts and required payments on the
Class X Notes to continue. Moreover, all principal proceeds will
be used to delever the Class A-1B and Class B Notes before any
payments to the junior notes are made. As a result, the rating
actions reflect concerns about the high likelihood of continued
interest deferral on the Class C Notes, Class D Notes, and Class E
Notes. These notes remain on review for possible upgrade, as
Moody's re-evaluates the risks affecting the resumption of
interest receipts on the notes after the next payment date.

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 Moody's calculation,
reference securities that mature after the maturity date of the
notes currently make up approximately $8.3 million or 11.6% of the
underlying reference portfolio. 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" published in June 2011, 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 $84.2 million,
defaulted par of $4.5 million, a weighted average default
probability of 12.87% (implying a WARF of 2812), a weighted
average recovery rate upon default of 48.12%, and a diversity
score of 25. The 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.

Lightpoint CLO 2004-1, Ltd., issued in February 2004, 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
June 2011. Please see the Credit Policy page on www.moodys.com for
a copy of this methodology.

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 June 2011.

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 2013 and
2015 which may create challenges for issuers to refinance. CLO
notes' performance may also be impacted by 1) the manager's
investment strategy and behavior and 2) divergence in legal
interpretation of CLO 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.


LIGHTPOINT CLO: Moody's Upgrades Ratings of 5 Classes of CLO Notes
------------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by LightPoint CLO VII, Ltd.:

US$335,250,000 Class A-1 Floating Rate Notes Due 2021 (current
balance of $327,486,644), Upgraded to Aaa (sf); previously on
Jun 22, 2011 Aa2 (sf) Placed Under Review for Possible Upgrade;

US$21,250,000 Class A-2 Floating Rate Notes Due 2021, Upgraded to
Aa3 (sf); previously on Jun 22, 2011 A2 (sf) Placed Under Review
for Possible Upgrade;

US$25,000,000 Class B Deferrable Floating Rate Notes Due 2021,
Upgraded to Baa1 (sf); previously on Jun 22, 2011 Ba1 (sf) Placed
Under Review for Possible Upgrade;

US$18,000,000 Class C Deferrable Floating Rate Notes Due 2021,
Upgraded to Ba1 (sf); previously on Jun 22, 2011 B1 (sf) Placed
Under Review for Possible Upgrade;

US$17,000,000 Class D Deferrable Floating Rate Notes Due 2021,
Upgraded to B1 (sf); previously on Jun 22, 2011 Caa3 (sf) Placed
Under Review for Possible Upgrade.

RATINGS RATIONALE

According to Moody's, the rating actions taken on the notes are
primarily a result of applying Moody's revised CLO assumptions
described in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011. The primary changes to the
modeling assumptions include (1) a removal of the temporary 30%
default probability macro stress implemented in February 2009 as
well as (2) increased BET liability stress factors and increased
recovery rate assumptions.

The actions also reflect consideration of an increase in the
transaction's overcollateralization ratios and credit improvement
of the underlying portfolio since the rating action in August
2009. Based on the latest trustee report dated July 6, 2011, the
Class A, Class B, Class C, and Class D overcollateralization
ratios are reported at 120.80%, 112.72%, 107.54% and 103.06%,
respectively, versus July 2009 levels of 115.48%, 107.81%, 102.88%
and 98.58%, respectively, and all overcollateralization tests are
in compliance. Based on the same trustee report, the weighted
average rating factor is currently 2385 compared to 2594 in July
2009.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011, key model inputs used by
Moody's in its analysis, such as par, weighted average rating
factor, 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 $421 million, defaulted par of $4
million, a weighted average default probability of 20.98%
(implying a WARF of 2647), a weighted average recovery rate upon
default of 49.39%, and a diversity score of 65. The 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.

LightPoint CLO VII, Ltd., issued on May 15, 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
June 2011.

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 June 2011.

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 2013 and
2015 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.

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 level higher than the covenant level
   due to the large difference between the reported and covenant
   level.


LONG GROVE: Moody's Upgrades Ratings of Four Classes of Notes
-------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by Long Grove CLO Ltd.

US$319,400,000 Class A Senior Secured Floating Rate Notes Due 2016
(current balance of $112,889,984.82), Upgraded to Aaa(sf);
previously on June 22, 2011 Aa1(sf) Placed on Review for Possible
Upgrade;

US$29,000,000 Class B Second Priority Deferrable Floating Rate
Notes Due 2016, Upgraded to A2(sf); previously on June 22, 2011
Baa3(sf) Placed on Review for Possible Upgrade;

US$17,800,000 Class C Third Priority Deferrable Floating Rate
Notes Due 2016, Upgraded to Ba1(sf); previously on June 22, 2011
B1(sf) Placed on Review for Possible Upgrade;

US$11,000,000 Class D Fourth Priority Deferrable Floating Rate
Notes Due 2016 (current balance of $9,286,410.25), Upgraded to
Ba3(sf); previously on June 22, 2011 Caa3(sf) Placed on Review for
Possible Upgrade.

RATINGS RATIONALE

According to Moody's, the rating actions taken on the notes are
primarily a result of applying Moody's revised CLO assumptions
described in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011. The primary changes to the
modeling assumptions include (1) a removal of the temporary 30%
default probability macro stress implemented in February 2009 as
well as (2) increased BET liability stress factors and increased
recovery rate assumptions.

Moody's notes that the Class A Notes have been paid down by
approximately 50% or $110 million since the rating action in
November 2010. As a result of the deleveraging the
overcollateralization ratios have increased. Based on the latest
trustee report dated June 15, 2011, the Class A, Class B, Class C
and Class D overcollateralization ratios are reported at 156.47%,
124.49%, 110.61% and 104.53%, respectively, versus October 2010
levels of 128.83%, 113.97%, 106.44% and 102.89%, respectively.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011, 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 $179 million,
defaulted par of $9 million, a weighted average default
probability of 17% (implying a WARF of 2956), a weighted average
recovery rate upon default of 50%, and a diversity score of 51.
The 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.

Long Grove CLO Ltd., issued in June 2004, 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
June 2011.

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 June 2011.

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 2013 and
2015 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:

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.


LSTAR COMMERCIAL: Moody's Assigns Definitive Ratings to Six CMBS
----------------------------------------------------------------
Moody's Investors Service assigned definitive ratings as of June
30, 2011 to six classes of CMBS securities, issued by LSTAR
Commercial Mortgage Trust 2011-1, Commercial Mortgage Pass-Through
Certificates, Series 2011-1.

US$218.383M Cl. A Certificate, Definitive Rating Assigned Aaa (sf)

US$17.974M Cl. B Certificate, Definitive Rating Assigned Aa2 (sf)

US$28.309M Cl. C Certificate, Definitive Rating Assigned A2 (sf)

US$27.411M Cl. D Certificate, Definitive Rating Assigned Baa3 (sf)

US$7.639M Cl. E Certificate, Definitive Rating Assigned Ba2 (sf)

US$6.74M Cl. F Certificate, Definitive Rating Assigned B2 (sf)

RATINGS RATIONALE

The Certificates are collateralized by 149 fixed and floating rate
loans secured by 151 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 1.01X is lower
than the 2007 conduit/fusion transaction average of 1.31X.
However, loans representing 68.5% of the pool balance are exposed
to floating rate payment structures. Floating rate payments create
additional DSCR volatility, affecting a loans cumulative default
profile. Loan interest rates in the pool are based off of indices
that vary from loan to loan, but generally reset semi-annually.
The Moody's Stressed DSCR, which is based off a 9.25% stressed
constant, is 0.86X. The stressed DSCR is lower than the 2007
conduit/fusion transaction average of 0.92X. Moody's Trust LTV
ratio of 128.4% is amongst the highest pool leverages measured in
its CMBS universe. The 2007 conduit/fusion transaction Moody's
average LTV ratio was 110.6%. Thirty-six loans (30.7% of the pool
balance) have subordinate debt in the form of B-Notes, and three
loans (6.6%) have junior liens, totaling approximately $29.45
million. However, subordinate note holder rights have been amended
and impaired such that (i) the servicing standard requires the
special servicer to only consider the interests of the A-Note
holder and (ii) the subordinate note holder does not have the
consent and control rights typical in an A-B participation.
Moody's Total LTV ratio (inclusive of subordinate debt) of 138.9%
was considered when analyzing various stress scenarios for the
rated debt.

Moody's views the profile of the loan pool as "Scratch & Dent."
While all the loans represented in the pool are currently
performing and the pool does not contain any loan delinquencies as
of May 3, 2011, several loans have either deteriorated in terms of
operating performance since origination, are highly levered due to
a recent deterioration in market value, or some combination
thereof. Loans representing approximately 50.8% of the pool
balance have a DSCR below 1.00X based on Moody's NCF and current
trust debt service payments. The observed performance
deterioration at the property level since origination has, in
several instances, lead to prior delinquency(s) that have
subsequently been cured. Given the current payment status of the
loans and Moody's analysis of individual property cash flows
sampled, Moody's believes that a portion of the loans can
successfully repay without cash flow improvement, while others
require significant cash flow improvement for their current
payment status to continue.

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 score is 91.1. With respect to property level
diversity, the pool's property level Herfindahl score is 91.9.
These are the highest scores calculated by Moody's for multi-
borrower transactions issued since 2009.

The loans represented in the pool were initially purchased by the
issuer from a lender that did not originate these assets for
securitization purposes. For this reason, the quality of the
information available, common loan diligence and loan protective
features present, as well as the representations and warranties
made by the issuer are very limited compared to other CMBS
transactions rated by Moody's. Moody's was provided with updated
2010 property operating financials for loans representing 85.3% of
the pool balance. An appraisal report or a broker opinion of value
(BOV) issued in 2010 or 2011 was provided for loans representing
100% of the pool balance. However, the Phase I environmental
assessments or environmental transaction screens made available
were performed at origination. No other third party report, such
as a property condition assessment, was performed.. Moody's was
also provided with the issuer's property underwriting for review,
but is not disclosing the underwriting in this publication at the
issuer's request.

None of the loans in the pool are represented by borrowers
structured as bankruptcy-remote special purpose entities. However,
loans representing 46.9% of the pool balance are either full
recourse or partial recourse to the sponsor. Although the
performance of recourse loans varies widely in Moody's rated
transactions, Moody's believes that recourse provisions can be a
powerful feature when executed properly. Recourse benefit stems
from a potential reduction in both the frequency and severity of
default. Recourse loans have a lower default probability because
borrowers will make great efforts to avoid putting their non-
pledged assets at risk. Severity may also be lower as the cash
recovered from the borrower may be beyond the real estate
collateral's market value. Additionally, borrowers may be less
inclined to engage in litigation with a lender, thus reducing the
length and the cost of the foreclosure process.

The pool is notably seasoned, with a weighted average remaining
loan term and an amortization term of 7.3 years and 24.1 years,
respectively. As a result, the transaction benefits from loan debt
service payments generally being in the steeper portions of their
principal payment schedules. The transaction benefits from a
hyper-amortization feature that triggers if the credit support
beneath Class A falls below 35.0%. In the event of a hyper-
amortization event, all distributions from Class X will be
diverted to pay certificate principal sequentially. The hyper-
amortization will cease if the credit support beneath Class A is
restored to 39.25%.

Seventy one loans (25.7% of the pool balance) had an original loan
balance that was less than or equal to $2.0 million. Sixty loans
(46.9% of the pool balance) had an original loan balance that was
between $2.0 million and $5.0 million. Small loans bring an
assortment of risks that Moody's addresses in its analysis, the
most important of which relates to a correlation between property
size and value volatility. Net cash flow amounts at the property
level are low compared to properties typically found in CMBS
securitizations. Nominal changes to property revenues and expenses
can produce relatively significant changes on a percentage basis.
Furthermore, the underlying real estate is frequently located in
areas exhibiting a high degree of capitalization rate volatility.
For these reasons, smaller loans, particularly loans less than
$2.0 million, have historically exhibited higher default and
severity rates.

Loans representing 54.3% of the pool balance are collateralized by
properties located in the State of California, with five of the
top ten loan exposures (11.7% of the pool balance) represented by
properties located within the Sacramento, CA MSA. Geographic
concentrations increase asset correlations which affect pool
default and loss distributions. Additionally, loans representing
approximately 64.4% of the pool balance are secured by properties
that are situated Seismic Zones 3 and 4. No seismic studies have
been performed and no earthquake insurance has been purchased.

Loans representing 63.4% of the pool balance are collateralized by
multifamily properties (62.2%) or manufactured housing communities
(1.2%). Multifamily properties have historically exhibited low
cash flow volatility relative to other commercial real estate
sectors. Multifamily properties have also historically benefited
from lower severities when defaulted.

The principal methodology used in this rating was "CMBS: Moody's
Approach to Rating U.S. CMBS Conduit Transactions" published in
September 2000. Please see the Credit Policy page on
www.moodys.com for a copy of this methodology.

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 Medium, which is a
higher V score than that assigned to the U.S. Conduit and CMBS
sector. This reflects increased volatility with respect to the
critical assumptions used in the rating process as well as a below
average disclosure of securitization collateral and ongoing
performance. With respect to market value sensitivity, the loan
pool is highly dependent on the strength of the multifamily sector
and geographic market conditions. Moreover, loans with balances
below $10 million also tend to be subject to increased cash flow
and capitalization rate variability. Additionally, this is the
first securitization from the issuer, so limited historical data
and performance variability statistics are available. This is also
the first transaction in which Hudson Advisors LLC. will be acting
as the special servicer.

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%, 14%, or 22%, the model-indicated rating for the currently
rated Aaa classes would be Aa1, Aa2, 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.


MADISON PARK: Moody's Upgrades Rating on Class D Notes to 'Ba3'
---------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by Madison Park Funding V:

US$49,500,000 Class A-1b Floating Rate Notes Due 2021, Upgraded to
Aa1(sf); previously on June 22, 2011 Aa3(sf) Placed Under Review
for Possible Upgrade;

US$28,500,000 Class A-2 Floating Rate Notes Due 2021, Upgraded to
Aa3(sf); previously on June 22, 2011 A2(sf) Placed Under Review
for Possible Upgrade;

US$43,000,000 Class B Deferrable Floating Rate Notes Due 2021,
Upgraded to Baa1 (sf); previously on June 22, 2011 Ba1 (sf) Placed
Under Review for Possible Upgrade;

US$22,000,000 Class C Deferrable Floating Rate Notes Due 2021,
Upgraded to Ba1 (sf); previously on June 22, 2011 B1(sf) Placed
Under Review for Possible Upgrade;

US$23,500,000 Class D Deferrable Floating Rate Notes Due 2021,
Upgraded to Ba3(sf); previously on June 22, 2011 Caa2 (sf) Placed
Under Review for Possible Upgrade;

RATINGS RATIONALE

According to Moody's, the rating actions taken on the notes are
primarily a result of applying Moody's revised CLO assumptions
described in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011. The primary changes to the
modeling assumptions include (1) a removal of the temporary 30%
default probability macro stress implemented in February 2009 as
well as (2) increased BET liability stress factors and increased
recovery rate assumptions.

The actions also reflect consideration of credit improvement of
the underlying portfolio and an increase in the transaction's
overcollateralization ratios since the rating action in September
2009. Based on the June 2011 trustee report, the weighted average
rating factor is currently 2703 compared to 2962 in August 2009.
Based on the same trustee report, the Class A, Class B, Class C
and Class D overcollateralization ratios are reported at 126.96%,
117.34%, 112.97% and 108.64% respectively, versus August 2009
levels of 121.64%, 112.43%, 108.23% and 104.09% respectively.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011, 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 $668.4 million,
defaulted par of $1.69 million, a weighted average default
probability of 23.235% (implying a WARF of 2812), a weighted
average recovery rate upon default of 46.9%, and a diversity score
of 80. The 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.

Madison Park Funding V, issued in April 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
June 2011.

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 June 2011.

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 2013 and
2015 which may create challenges for issuers to refinance. CDO
notes' performance may also be impacted by 1) the manager's
investment strategy and behavior and 2) divergence in legal
interpretation of CDO documentation by different transactional
parties due to embedded ambiguities.

Sources of additional performance uncertainties are:

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

2) Other collateral quality metrics: The deal is allowed to
  reinvest and the manager has the ability to deteriorate the
  collateral quality metrics' existing cushions against the
  covenant levels. Moody's analyzed the impact of assuming 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 and coupon levels higher than the
  covenant levels due to the large difference between the
  reported and covenant levels.


MERRILL LYNCH: DBRS Confirms Class G Rating at 'BB'
---------------------------------------------------
DBRS has confirmed the ratings for 17 classes of Merrill Lynch
Financial Assets Inc., Series 2005-Canada 16 Commercial Mortgage
Pass-Through Certificates as follows:

Class A-1 at AAA
Class A-2 at AAA
Class B at AAA
Class C at AA
Class D-1 at A
Class D-2 at A
Class E-1 at A (low)
Class E-2 at A (low)
Class F at BBB
Class G at BB (high)
Class H at BB (low)
Class J at B (high)
Class K at B
Class L at B (low)

The notional classes were confirmed as follows:

Class XP-1 at AAA
Class XP-2 at AAA
Class XC at AAA

All trends for the rated classes of the transaction remain Stable.

DBRS does not rate the $4.6 million first loss piece, Class M.

The rating confirmations reflect the continued stability of the
overall pool, which has experienced a collateral reduction of
28.09% since issuance, with 38 of the original 48 loans remaining.
The largest 15 loans in the pool, representing 83.12% of the pool,
have a weighted-average debt service coverage ratio (WADSCR) of
1.86x and a weighed-average debt yield (WADY) of 20.51%.  Those
figures exclude Prospectus ID#3, RioCan Mega Centre Notre Dame
(9.50% of the current pool balance), as the servicer's reported
DSCR of 3.12x for YE2010 is artificially high due to cash flow
from the non-collateral portion of the property that is included
in the analysis.  The weighted-average loan to value (WALTV) for
the pool is considered strong at 60.5%, down from 70.8% at
issuance. 74.6% of the pool is reporting YE2010 financials.

There are four loans currently on the servicer's watchlist,
comprising 9.79% of the pool; however, Prospectus ID#8, Brant
Street Retail (6.07% of the current pool balance), will be removed
with the August 2011 remittance report as the DSCR has improved to
1.23x at YE2010 from 0.85x at YE2009.  The loan is secured by a
retail centre in Burlington, Ontario and had previously been on
the watchlist for a low DSCR resulting from the loss of Linens 'n
Things (LNT) in Q1 2009 when the tenant filed for bankruptcy.  The
space was re-leased to Home Outfitters, who took occupancy in May
2009 with a lease term of 15 years.

The next largest loan on the servicer's watchlist is Prospectus
ID#15, 3883 Rutherford Road (2.21% of the current pool balance).
The loan is secured by a retail property located in Vaughn,
Ontario and is on the watchlist for a low DSCR, 1.04x at YE2010.
This figure represents a decline from the YE2009 DSCR of 1.23x due
to the loss of two small tenants in Q4 2009 and early 2010.  The
vacancy has since recovered, with new tenants in-place as of May
2010; as such, DBRS anticipate the DSCR should return to
historical levels with the property now at 100% occupancy.

Of the two remaining watchlist loans, DBRS considers one to be of
concern and has placed it on the DBRS HotList.  Prospectus ID#27,
165 Ste Madeleine (0.99% of the current pool balance) is on the
servicer's watchlist for reporting a low YE2009 DSCR of 0.66x and
a rating of Poor at the time of the servicer's September 2010 site
inspection.  The loan is secured by a retail property in Cap-de-
la-Madeleine, Qu‚bec, located just northeast of Trois RiviŠres.
At the September 2010 site inspection, the servicer noted several
items of deferred maintenance, including pavement deterioration,
graffiti on the exterior doors, and missing bricks in the fa‡ade.
The property is a former enclosed mall that has been repurposed;
the largest tenants are Metro, Hart Stores, and Dollarama. Metro
comprises 25% of the NRA on a lease through 2022.  The servicer
site inspection notes that the unit interiors are well-kept, but
states that the declining exterior is reducing the property's
overall appeal.  The low YE2009 DSCR is due to declining revenue
at the property since 2008, when the property occupancy fell to
75% from 87% at issuance.  The property was 77% occupied at
YE2009, with no recovery noted at the time of the servicer's
inspection in Q3 2010.  Furthermore, overall expenses at the
property have increased by 30% from the underwritten figure;
repairs and maintenance and property taxes have contributed the
bulk of the overall increase.  DBRS will continue to closely
monitor this loan for developments.

There are six shadow-rated loans in the pool, representing 41.11%
of the pool balance. All six shadow ratings were confirmed as
detailed below.

Prospectus ID#1, EPR Senior Interest (11.45% of the current pool
balance) is shadow-rated AAA to reflect the strong credit metrics
for the loan A-note.  The whole-loan balance of $99.7 million
includes a pari-passu A-note in the amount of $75.5 million and an
unsecured B-note in the amount of $24.2 million.  The trust holds
$37.8 million of the pari-passu piece, with the remainder of that
piece held in the Merrill Lynch Financial Assets Inc., Series
2005-Canada 15 transaction.  The loan is secured by four retail
properties located throughout Ontario; all four are anchored by an
AMC theatre.  The properties averaged 98% occupancy at YE2010,
with a combined DSCR of 2.19x on the whole-loan balance.  The
leverage is considered low at $101 psf on the whole-loan balance
and $76 psf on the A-note balance.  The sponsor is a publicly-
traded REIT with significant experience in the development and
operation of this property type.  As such, DBRS expects the loan
to continue to perform well through the maturity in 2015.

Prospectus ID#3, RioCan Mega Center Notre Dame (9.50% of the
current pool balance) is shadow-rated BBB to reflect the credit
rating of the full-recourse sponsor, who was confirmed at BBB by
DBRS in April 2011.  The loan is secured by approximately 200,000
sf of a 421,000 sf retail property located in Laval, Qu‚bec.  The
largest tenant for the collateral portion of the property is
Winners, with 32% of the NRA on a lease through 2015.  Other
centre anchors include Zellers, Pharmaprix, and Super C.  The
YE2010 DSCR was 3.12x, but as the figure includes cash flow from
the entire centre's operations, it is artificially inflated and
not an accurate reflection of the trust loan's performance.

Prospectus ID#5, Calloway St. Catherines (8.28% of the current
pool balance) is shadow-rated 'A' to reflect the the strong credit
metrics exhibited by the loan, which had a YE2010 DSCR of 2.11x.
in addition to the credit rating of the full-recourse sponsor, who
was confirmed at BBB by DBRS in April 2011, The loan is secured by
a retail property located in St. Catherines, Ontario, comprised of
nine buildings constructed between 1999 and 2005.  The property's
largest tenant is Wal-Mart, on a lease for 46% of the NRA through
2019.  The leverage is considered low at $76 psf. As the YE2010
NCF figure is an improvement of 14.31% from the underwritten
figure, the debt yield is also strong, at 16.59%.

Prospectus ID#7, RONA Distribution Centre (6.50% of the current
pool balance) is secured by a distribution facility for RONA
stores located in Montr‚al, Qu‚bec.  The loan is shadow-rated BBB
to reflect the credit rating of the full-recourse sponsor, who was
confirmed at BBB in March 2011, as well as the strength of the
single tenant, RONA, who is on a lease through 2019.  On May 27,
2011, DBRS changed the trend on the BBB Senior Unsecured Debt
rating and Pfd-3 Preferred Shares rating of RONA inc. (RONA) to
Negative from Stable to reflect concern that weak operating
performance and a challenging consumer environment may lead to a
deterioration of RONA's credit risk profile.

Prospectus ID#13, International Gateway Centre (3.12% of the
current pool balance) is secured by a retail property in Fort
Erie, Ontario. The asset is shadow-rated BBB to reflect the
strength of the property's tenant mix, with Sobeys occupying 38%
of the NRA on a lease through 2021 and Shoppers Drug Mart,
occupying 13% of the NRA on a lease through October 2010.  Sobeys
was confirmed at BBB by DBRS on October 26, 2010 and Shoppers was
confirmed at A (low) on July 30, 2010.  The YE2009 DSCR was 1.60x
and the occupancy for the property was 100%.

Prospectus ID#17, Uplands Common (2.26% of the current pool
balance) was originally shadow-rated by DBRS at BBB to reflect the
credit rating of the original full-recourse sponsor, who is rated
BBB by DBRS.  However, the property was sold to a publicly-traded
REIT not rated by DBRS in Q3 2010 and the new sponsor has assumed
the loan and the full-recourse provisions.  As the new sponsor
contributed over $5 million of equity to close the transaction and
is experienced in the development and management of this property
type, DBRS anticipates the loan will continue to perform well
under the new ownership.  The YE2010 DSCR was 1.68x and the
property is fully occupied with Sobeys (who was confirmed at BBB
by DBRS on October 26, 2010) in-place for 76% of the NRA through
2023.  As such, the shadow rating on the loan was confirmed at
BBB.

The DBRS analysis included an in-depth look at the top fifteen
loans in the transaction, in addition to the loans on the
servicer's watchlist, DBRS Hotlist, and shadow rated loans.

DBRS continues to monitor this transaction on a monthly basis in
the Monthly CMBS Surveillance Report, which can provide more
detailed information on the individual loans in the transaction.


MERRILL LYNCH: DBRS Confirms Class H Rating at 'BB'
---------------------------------------------------
DBRS has confirmed all eighteen classes of Merrill Lynch Financial
Assets Inc., Series 2004-Canada 14:

Classes A-1, A-2, XP-1, XP-2, XC-1, XC-2 at AAA (sf)
Class B at AA (high) (sf)
Class C at A (high) (sf)
Class D-1 at A (low) (sf)
Class D-2 at A (low) (sf)
Class E-1 at BBB (high) (sf)
Class E-2 at BBB (high) (sf)
Class F at BBB (sf)
Class G at BB (sf)
Class H at BB (low) (sf)
Class J at B (high) (sf)
Class K at B (sf)
Class L at B (low) (sf)

All trends for the rated classes of this transaction are Stable.

DBRS does not rate the $5.1 Million first loss piece, Class M.

The rating action confirmations are reflective of stable
performance. Overall, the financial performance for the remaining
32 loans is strong, with a weighted-average debt service coverage
ratio (WADSCR) of 1.81x and a weighted-average loan-to-value
(WALTV) of 58.2%, compared with 1.57x and 63% at issuance.

The largest loan in the pool, 5000 Yonge Street Senior Interest
(Prospectus ID#1, 31.3% of the current pool balance), is secured
by a Class A office property built in 2004 and located in Toronto.
The two largest tenants at the property represent 55% of the NRA
and have long term leases through 2019.  Based on the YE2010
financials, performance has remained strong with a DSCR of 1.63x
and a 100% occupancy rate,, an improvement over 1.45x and 88% at
issuance.  DBRS maintains the AAA shadow rating for this loan
based on the strong tenancy and loan specific credit enhancement
provided by the $19 million subordinate B-note.

In addition, DBRS maintains shadow ratings for InnVest Hotel
Portfolio 2 (Prospectus ID#3, 9.32% of the current pool balance)
at A (low) and the U-Haul Portfolio (Prospectus ID#3, ID#7,
ID#26,ID#32 ID#36, ID#40, ID#41, ID#42, ID#45, ID#49, and ID#50,
collectively 6.85% of the current pool balance) at BBB (high).

There are four loans on the servicer's watchlist representing
8.57% of the current pool balance.  All four of these loans have
100% recourse to their respective borrowers.  The largest loan on
the servicer's watchlist is Four Points Sheraton Halifax
(Prospectus ID#10, 4.84% of the current pool balance).  This loan
was added to the watchlist in May 2011 for a low DSCR due to a
decline in occupancy and RevPar.  The loan is secured by a 177-
room limited-service hotel built in 2001.  An October 2010
servicer site inspection gave the asset a rating of Good.  DBRS
will continue to monitor this loan.

The remaining three loans on the watchlist are part of a cross-
collateralized and cross-defaulted portfolio sponsored by More
Custom Homes, Ltd.  The portfolio consists of ten multifamily
properties located in Windsor, Ontario.  The three loans on the
servicer's watchlist are Carnegie Apartments (Prospectus ID#21,
1.75% of the current pool balance), King Edward Apartments
(Prospectus ID#24, 1.54% of the current pool balance), and St.
Rose Apartments (Prospectus ID#47, 0.44% of the current pool
balance).  On average, these three loans have experienced a NCF
decline of 20% since issuance; however, YE2010 financials indicate
an improvement in the NCF over YE2009.  Two of the three loans
have been on the watchlist since August 2007, and all three loans
have remained current on their payment obligations.  These loans
benefit from the cross-collateralized nature of seven other loans
within the transaction.

DBRS continues to monitor this transaction on a monthly basis in
the Monthly CMBS Monthly Surveillance Report, which can provide
more detailed information on the individual loans in the pool.


MERRILL LYNCH: DBRS Confirms Ratings on Three Loan Classes at 'B'
-----------------------------------------------------------------
DBRS has confirmed all eighteen classes of Merrill Lynch Financial
Assets Inc., Series 2004-Canada 14:

Classes A-1, A-2, XP-1, XP-2, XC-1, XC-2 at AAA (sf)
Class B at AA (high) (sf)
Class C at A (high) (sf)
Class D-1 at A (low) (sf)
Class D-2 at A (low) (sf)
Class E-1 at BBB (high) (sf)
Class E-2 at BBB (high) (sf)
Class F at BBB (sf)
Class G at BB (sf)
Class H at BB (low) (sf)
Class J at B (high) (sf)
Class K at B (sf)
Class L at B (low) (sf)

All trends for the rated classes of this transaction are Stable.

DBRS does not rate the $5.1 Million first loss piece, Class M.

The rating action confirmations are reflective of stable
performance. Overall, the financial performance for the remaining
32 loans is strong, with a weighted-average debt service coverage
ratio (WADSCR) of 1.81x and a weighted-average loan-to-value
(WALTV) of 58.2%, compared with 1.57x and 63% at issuance.

The largest loan in the pool, 5000 Yonge Street Senior Interest
(Prospectus ID#1, 31.3% of the current pool balance), is secured
by a Class A office property built in 2004 and located in Toronto.
The two largest tenants at the property represent 55% of the NRA
and have long term leases through 2019.  Based on the YE2010
financials, performance has remained strong with a DSCR of 1.63x
and a 100% occupancy rate, an improvement over 1.45x and 88% at
issuance.  DBRS maintains the AAA shadow rating for this loan
based on the strong tenancy and loan specific credit enhancement
provided by the $19 million subordinate B-note.

In addition, DBRS maintains shadow ratings for InnVest Hotel
Portfolio 2 (Prospectus ID#3, 9.32% of the current pool balance)
at A (low) and the U-Haul Portfolio (Prospectus ID#3, ID#7,
ID#26,ID#32 ID#36, ID#40, ID#41, ID#42, ID#45, ID#49, and ID#50,
collectively 6.85% of the current pool balance) at BBB (high).

There are four loans on the servicer's watchlist representing
8.57% of the current pool balance.  All four of these loans have
100% recourse to their respective borrowers.  The largest loan on
the servicer's watchlist is Four Points Sheraton Halifax
(Prospectus ID#10, 4.84% of the current pool balance).  This loan
was added to the watchlist in May 2011 for a low DSCR due to a
decline in occupancy and RevPar.  The loan is secured by a 177-
room limited-service hotel built in 2001.  An October 2010
servicer site inspection gave the asset a rating of Good. DBRS
will continue to monitor this loan.

The remaining three loans on the watchlist are part of a
cross-collateralized and cross-defaulted portfolio sponsored by
More Custom Homes, Ltd.  The portfolio consists of ten multifamily
properties located in Windsor, Ontario.  The three loans on the
servicer's watchlist are Carnegie Apartments (Prospectus ID#21,
1.75% of the current pool balance), King Edward Apartments
(Prospectus ID#24, 1.54% of the current pool balance), and St.
Rose Apartments (Prospectus ID#47, 0.44% of the current pool
balance).  On average, these three loans have experienced a NCF
decline of 20% since issuance; however, YE2010 financials indicate
an improvement in the NCF over YE2009.  Two of the three loans
have been on the watchlist since August 2007, and all three loans
have remained current on their payment obligations.  These loans
benefit from the cross-collateralized nature of seven other loans
within the transaction.

DBRS continues to monitor this transaction on a monthly basis in
the Monthly CMBS Monthly Surveillance Report, which can provide
more detailed information on the individual loans in the pool.


MERRILL LYNCH: Fitch Affirms MLMI 1999-C1 Ratings
-------------------------------------------------
Fitch Ratings affirms Merrill Lynch Mortgage Trust (MLMI 1999-C1)
commercial mortgage pass-through certificates, series 1999-C1:

   -- $1.9 million class E at 'BBBsf'; Outlook to Stable from
      Negative;

   -- $7.4 million class F to 'CCCsf/RR3' from 'CCCsf/RR1'.

Classes G, H, and J remain at 'Dsf/RR6' due to realized losses.

Fitch does not rate class K. Classes A-1, A-2, B, C, and D have
all paid in full.

Fitch had previously withdrawn the rating on the interest only
Class IO.

The affirmation reflects sufficient credit enhancement to offset
Fitch expected losses from specially serviced loans and adverse
selection due to increasing pool concentrations. Fitch modeled
losses of 48% of the remaining pool.

As of the July 2011 remittance report, the transaction has paid
down 95.1% to $29 million from $592.4 million at issuance. Five of
the original 106 loans remain outstanding. Three loans (42.7%) are
in special servicing. Interest shortfalls are affecting classes K
through F.

The largest contributor to Fitch modeled losses is a 230,700
square foot (sf) office building located in Dallas, Texas. The
most recent servicer reported debt service coverage ratio (DSCR)
reported at 0.35 times (x) as of year-end 2010, and the March 2011
reported occupancy was 51%.

The second largest contributor to Fitch modeled losses is secured
by a 415 unit multifamily property located in Harvey, LA. As
disclosed by the special servicer, no collateral remains behind
this loan as it has been entirely liquidated in litigation. The
trust won this suit, and has received settlement proceeds.


MERRILL LYNCH: Fitch Downgrades MLMT 2004-KEY2 Ratings
------------------------------------------------------
Fitch Ratings has downgraded seven classes of Merrill Lynch
Mortgage Trust 2004-KEY2.

The downgrades are the result of an increase in Fitch expected
losses across the pool. Fitch modeled losses of 8.1% of the
remaining pool largely attributed to loans currently in special
servicing.

Fitch has designated 24 loans (17.2%) as Fitch Loans of Concern,
which includes seven specially serviced loans (8.5%). Fitch
expects losses from specially serviced loans to deplete classes J
through N and impair class H.

As of the July 2011 distribution date, the pool's aggregate
principal balance has been paid down by approximately 28.7% to
$794.9 million from $1.12 billion at issuance. Interest shortfalls
are affecting classes G through Q with cumulative unpaid interest
totaling $2.3 million.

The largest contributors to modeled losses are the 1200 Ashwood
(1.8%), 1100 Wall St. (1.9%) and Radisson Providence Harbor (1.4%)
loans.

The largest contributor to Fitch modeled losses is a 183,073
square foot (SF) office property in Atlanta, GA. The property
became a real estate owned asset (REO) in July 2010 and recent
property valuations obtained by the special servicer indicated
losses upon liquidation.

The second largest contributor to Fitch modeled losses is a 59,436
SF retail property in Log Angeles, CA. The loan transferred to the
special servicer in December 2010 due to monetary default. The
special servicer working with the borrower to cure the default
while moving forward with foreclosure.

The third largest contributor to Fitch modeled losses is a 136
unit hotel in Providence, RI. Year-end (YE) 2010 debt service
coverage ratio (DSCR) was 0.38 times (x) with 38% occupancy,
compared to a DSCR of 1.45x and 72.3% occupancy at issuance. The
loan has been modified and returned to the master servicer.

Fitch has downgraded these classes:

   -- $8.4 million class C to 'A' from 'AA-'; Outlook Stable;

   -- $22.3 million class D to 'BB' from 'A'; Outlook to Stable
      from Negative;

   -- $12.5 million class E to 'B' from 'BBB-'; Outlook to Stable
      from Negative;

   -- $15.3 million class F to 'CCC/RR1' from 'B';

   -- $11.1 million class G to 'CC/RR1' from 'B-';

   -- $15.3 million class H to 'C/RR4' from 'CCC/RR1';

   -- $7 million class J to 'C/RR6' from 'CC/RR3'.

Fitch has affirmed these classes:

   -- $169 million class A-1A at 'AAA'; Outlook Stable;

   -- $59.6 million class A-2 at 'AAA'; Outlook Stable;

   -- $92.1 million class A-3 at 'AAA'; Outlook Stable;

   -- $345.7 million class A-4 at 'AAA'; Outlook Stable;

   -- $26.5 million class B at 'AA'; Outlook to Negative from
      Stable;

   -- $5.6 million class K at 'C/RR6'';

   -- $4.2 million class L at 'C/RR6';

   -- $2.8 million class M at 'C/RR6';

   -- $2.8 million class N at 'D/RR6'.

Class A1 has paid in full.

Class P has been depleted due to losses and remains at 'D/RR6'.
Fitch does not rate the classes Q or DA.

Fitch has withdrawn the ratings on the Interest-only classes XC
and XP.


ML-CFC COMMERCIAL: Moody's Affirms Ratings of 22 CMBS Classes
-------------------------------------------------------------
Moody's Investors Service (Moody's) affirmed the ratings of 22
classes of MLCFC Commercial Mortgage Trust, Commercial Mortgage
Pass-Through Certificates, Series 2007-5:

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

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

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

Cl. A-4, Affirmed at Aa2 (sf); previously on Dec 3, 2009
Downgraded to Aa2 (sf)

Cl. A-4FL, Affirmed at Aa2 (sf); previously on Dec 3, 2009
Downgraded to Aa2 (sf)

Cl. A-1A, Affirmed at Aa2 (sf); previously on Dec 3, 2009
Downgraded to Aa2 (sf)

Cl. AM, Affirmed at Baa1 (sf); previously on Nov 18, 2010
Downgraded to Baa1 (sf)

Cl. AM-FL, Affirmed at Baa1 (sf); previously on Nov 18, 2010
Downgraded to Baa1 (sf)

Cl. AJ, Affirmed at Caa1 (sf); previously on Nov 18, 2010
Downgraded to Caa1 (sf)

Cl. AJ-FL, Affirmed at Caa1 (sf); previously on Nov 18, 2010
Downgraded to Caa1 (sf)

Cl. B, Affirmed at C (sf); previously on Nov 18, 2010 Downgraded
to C (sf)

Cl. C, Affirmed at C (sf); previously on Nov 18, 2010 Downgraded
to C (sf)

Cl. D, Affirmed at C (sf); previously on Nov 18, 2010 Downgraded
to C (sf)

Cl. E, Affirmed at C (sf); previously on Dec 3, 2009 Downgraded to
C (sf)

Cl. F, Affirmed at C (sf); previously on Dec 3, 2009 Downgraded to
C (sf)

Cl. G, Affirmed at C (sf); previously on Dec 3, 2009 Downgraded to
C (sf)

Cl. H, Affirmed at C (sf); previously on Dec 3, 2009 Downgraded to
C (sf)

Cl. M, Affirmed at C (sf); previously on Dec 3, 2009 Downgraded to
C (sf)

Cl. P, Affirmed at C (sf); previously on Dec 3, 2009 Downgraded to
C (sf)

Cl. X, Affirmed at Aaa (sf); previously on Mar 9, 2011 Confirmed
at Aaa (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
14.0% of the current balance. At last review, Moody's cumulative
base expected loss was 13.9%. Moody's stressed scenario loss is
24.4% of the current balance, below the stressed scenario loss of
27.3% at last review. Depending on the timing of loan payoffs and
the severity and timing of losses from specially serviced loans,
the credit enhancement level for investment grade classes could
decline below the current levels. If future performance materially
declines, the expected level of credit enhancement and the
priority in the cash flow waterfall may be insufficient for the
current ratings of these classes.

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

Primary sources of assumption uncertainty are the current 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 Fusion U.S. CMBS Transactions" published in
April 2005. Please see the Credit Policy page on www.moodys.com
for a copy of this methodology.

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 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 18, 2010. Please see
the ratings tab on the issuer / entity page on moodys.com for the
last rating action and the ratings history.

DEAL PERFORMANCE

As of the July 12, 2011 distribution date, the transaction's
aggregate certificate balance has decreased by 4% to $4.2 billion
from $4.4 billion at securitization. The Certificates are
collateralized by 312 mortgage loans ranging in size from less
than 1% to 19% of the pool, with the top ten loans representing
37% of the pool. The pool includes two loans with investment grade
credit estimates, representing 2% of the pool.

Ninety-three loans, representing 20% of the pool, are on the
master servicer's watchlist. The watchlist includes loans which
meet certain portfolio review guidelines established as part of
the CRE Finance Council (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 an aggregate $50.7 million loss (57%
loss severity on average). Realized losses totaled $29.6 million
at last review. Twenty-nine loans, representing 31% of the pool,
are currently in special servicing. The largest specially serviced
loan is the Peter Cooper Village and Stuyvesant (PCV/ST) Loan
($800.0 million -- 18.9% of the pool), which represents a pari-
passu interest in a $3.0 billion first mortgage loan spread among
five CMBS deals. At securitization the borrower's interest was
encumbered by $1.4 billion in mezzanine debt. The loan is secured
by two adjacent multifamily apartment complexes with 11,227 units
located on the east side of Manhattan. A September 2010 appraisal
valued the property at $2.8 billion, leading the master servicer
to recognize a $41.5 million appraisal reduction in November 2010.
Recently the servicer recognized an appraisal reduction totaling
$50.4 million in July 2011. Moody's values the PCV/ST complex at
$2.0 billion, which reflects a 30% loss severity for the first
mortgage. Moody's valuation was heavily weighted towards an income
approach based on 2009 actual and preliminary 2010 net operating
income (NOI) adjusted to reflect current market conditions,
including reduced concession packages. Further consideration in
estimating cash flow and value was given to recent New York State
Supreme court rulings which placed previously converted market-
rate apartment rents back into stabilized status. Finally, if
twenty percent of the complex (comprised of the 2,481-unit Peter
Cooper Village component of the property) was converted to for
sale co-operative housing at a net per unit sale price of
approximately $600,000, there would be no loss to the first
mortgage.

The second largest specially serviced loan is Resurgens Plaza
($82.0 million -- 1.9% of the pool) which is secured by a 393,107
square foot (SF) Class A office building located in the Buckhead
office submarket of Atlanta, Georgia. The loan was transferred to
special servicing in April 2011 at the borrower's request based on
declining occupancy and looming tenant lease expirations. The
property was 78% leased as of March 2011 compared to 95% in
December 2010.

The remaining 27 specially serviced loans are secured by a mix of
property types. The master servicer has recognized an aggregate
$291.5 million appraisal reduction for 18 of the remaining
specially serviced loans. Moody's has estimated an aggregate
$561.9 million loss (43% expected loss on average) for the
specially serviced loans.

Moody's has assumed a high default probability for 27 poorly
performing loans representing 7.0% of the pool and has estimated
an aggregate $44.5 million loss (15% expected loss based on a 50%
probability of default) from these troubled loans.

Based on the most recent remittance statement, Class B through Q
have experienced cumulative interest shortfalls totaling $19.8
million. Interest shortfalls increased from Class G to Class B in
November 2010 due to the servicer recognizing appraisal
entitlement reductions (ASERs) on several loans, including the
PCV/ST Loan, based on recent appraisal reductions. Moody's
anticipates that the pool will continue to experience interest
shortfalls because of the high exposure to specially serviced
loans. Interest shortfalls are caused by special servicing fees,
including workout and liquidation fees, ASERs and extraordinary
trust expenses.

Moody's was provided with full year 2010 operating results for 86%
of the pool and partial year 2011 results for 45% of the pool's
loans. Excluding specially serviced and troubled loans, Moody's
weighted average LTV for the conduit component is 115% compared to
119% at Moody's prior review. Moody's net cash flow reflects a
weighted average haircut of 10.6% to the most recently available
net operating income (NOI). Moody's value reflects a weighted
average capitalization rate of 9.5%.

Moody's actual and stressed DSCRs for the performing conduit loans
are 1.32X and 0.95X, respectively, compared to 1.21X and 0.90X 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 23, compared to 24 at Moody's prior review.

The loans with investment grade credit estimates each represent
1.4% of the pool. The OMNI Senior Living Portfolio Loan ($40.1
million -- 0.9%) is secured by three senior care facilities
located in New Jersey. Moody's credit estimate and stressed DSCR
are A3 and 3.0X, respectively, compared to Baa2 and 2.82X at the
prior review. The FRIS Chicken Portfolio Loan ($22.1 million --
0.5%) is secured by 192 Church's Chicken restaurants located in 12
states. Moody's credit estimate and stressed DSCR are Baa1 and
2.48X, respectively, compared to Baa1 and 2.42X at the prior
review.

The top three performing conduit loans represent 9% of the pool
balance. The largest loan is the Tower 45 Loan ($170.0 million --
4.0% of the pool), which is secured by a 444,000 SF office
building located in the Times Square/Theater District submarket in
Manhattan. The property was 99% leased as of March 2011 compared
to 96% at last review. The largest tenant is D.E. Shaw & Company,
which occupies 43% of the premises under leases expiring in 2011,
2015 and 2017. The loan is interest only for its entire ten-year
term. Moody's LTV and stressed DSCR are 98% and 0.94X,
respectively, compared to 118% and 0.82X at last review.

The second largest loan is the Hotel Gansevoort Loan ($121.3
million -- 2.9% of the pool), which is secured by a 187-room full
service boutique hotel located in the Meatpacking District in
Manhattan. The loan is currently on the servicer's watchlist for a
low DSCR. Property performance declined significantly between 2008
and 2009 but rebounded in 2010 as the hospitality market in New
York improved. Occupancy and RevPAR as of December 2010 were 90%
and $338, respectively, compared to 86% and $299 at Moody's last
review. Moody's LTV and stressed DSCR are 122% and 0.91X,
respectively, compared to 149% and 0.78X at last review.

The third largest loan is the Renaissance Austin Hotel Loan ($83.0
million -- 2.0% of the pool), which is secured by a 492-room full
service hotel located in Austin, Texas. This interest-only loan is
currently on the servicer's watchlist for low DSCR. Since December
2008, property performance declined although the hospitality
market in Austin is starting to show signs of improvement. Current
ADR is $144 and RevPAR is $93. April 2011 occupancy was reported
at 76% compared to 53% at year-end 2009. Moody's LTV and stressed
DSCR are 162% and 0.72X, respectively, compared to 169% and 0.72X
at last review.


ML-CFC COMMERCIAL: Moody's Lowers Four and Affirms 19 CMBS Classes
------------------------------------------------------------------
Moody's Investors Service (Moody's) downgraded the ratings of five
classes and affirmed 19 classes of MLCFC Commercial Mortgage
Trust, Commercial Mortgage Pass-Through Certificates, Series 2007-
6:

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

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

Cl. A-2FL, 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-4, 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. AM, Affirmed at A1 (sf); previously on Nov 18, 2010 Downgraded
to A1 (sf)

Cl. AJ, Downgraded to B1 (sf); previously on Nov 18, 2010
Downgraded to Ba3 (sf)

Cl. AJ-FL, Downgraded to B1 (sf); previously on Nov 18, 2010
Downgraded to Ba3 (sf)

Cl. B, Downgraded to Caa1 (sf); previously on Nov 18, 2010
Downgraded to B3 (sf)

Cl. C, Downgraded to Caa2 (sf); previously on Nov 18, 2010
Downgraded to Caa1 (sf)

Cl. D, Affirmed at Ca (sf); previously on Nov 18, 2010 Downgraded
to Ca (sf)

Cl. E, Affirmed at C (sf); previously on Nov 18, 2010 Downgraded
to C (sf)

Cl. F, Affirmed at C (sf); previously on Nov 18, 2010 Downgraded
to C (sf)

Cl. G, Affirmed at C (sf); previously on Dec 3, 2009 Downgraded to
C (sf)

Cl. H, Affirmed at C (sf); previously on Dec 3, 2009 Downgraded to
C (sf)

Cl. J, Affirmed at C (sf); previously on Dec 3, 2009 Downgraded to
C (sf)

Cl. K, Affirmed at C (sf); previously on Dec 3, 2009 Downgraded to
C (sf)

Cl. L, Affirmed at C (sf); previously on Dec 3, 2009 Downgraded to
C (sf)

Cl. M, Affirmed at C (sf); previously on Dec 3, 2009 Downgraded to
C (sf)

Cl. N, Affirmed at C (sf); previously on Dec 3, 2009 Downgraded to
C (sf)

Cl. P, Affirmed at C (sf); previously on Dec 3, 2009 Downgraded to
C (sf)

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

RATINGS RATIONALE

The downgrades are due to higher expected losses for the pool
resulting from anticipated losses from specially serviced and
troubled loans and interest shortfalls. The 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
13.6% of the current balance. At last review, Moody's cumulative
base expected loss was 12.7%. Moody's stressed scenario loss is
27.1% of the current balance compared to 24.5% at last review.
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 primary methodology used in this rating was "CMBS: 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 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 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 18, 2010.

DEAL PERFORMANCE

As of the July 12, 2011 distribution date, the transaction's
aggregate certificate balance has decreased by 2% to $2.11 billion
from $2.15 billion at securitization. The Certificates are
collateralized by 145 mortgage loans ranging in size from less
than 1% to 11% of the pool, with the top ten loans representing
46% of the pool.

Fifty-two loans, representing 28% of the pool, are on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (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 realized any losses to date. Fifteen loans,
representing 30% of the pool, are currently in special servicing.
The largest loan in special servicing is the MSKP Retail Portfolio
Loan A ($223,400,000 - 10.6% of the pool) which is secured by
eight retail properties located throughout Florida. The properties
range in size from 63,000 to 230,000 square feet (SF) and total
1.2 million SF. Occupancy as of June 2010 was 81% compared to 79%
as of December 2009. Financial performance has declined due to
increased operating expenses combined with leasing and occupancy
issues since securitization. The loan is interest only for its
entire ten-year term. The second largest specially serviced loan
is the Peter Cooper Village and Stuyvesant (PCV/ST) Loan ($202.3
million -- 9.6% of the pool), which represents a pari-passu
interest in a $3.0 billion first mortgage loan spread among five
separate CMBS deals. There is also a $1.4 billion in mezzanine
debt secured by the borrower's interest. The loan is secured by
two adjacent multifamily apartment complexes with 11,227 units
located on the east side of Manhattan. A September 2010 appraisal
valued the property at $2.8 billion, leading the master servicer
to recognize a $41.5 million appraisal reduction in November 2010,
increasing to an appraisal reduction totaling $50.4 million in
July 2011. Moody's values the PCV/ST complex at $2.0 billion,
which reflects a 30% loss severity for the first mortgage. Moody's
valuation was heavily weighted towards an income approach based on
2009 actual and preliminary 2010 net operating income (NOI)
adjusted to reflect current market conditions, including lower
concession packages. Further consideration was given to recent New
York State Supreme court rulings which returned converted market-
rate apartment rents back to stabilized levels. Finally, if twenty
percent of the complex (comprised of the 2,481-unit Peter Cooper
Village component of the property) was converted to for sale co-
operative housing at a net per unit sale price of approximately
$600,000, there would be no loss to the first mortgage.

The remaining 13 specially serviced loans are secured by a mix of
property types. The master servicer has recognized an aggregate
$116.2 million appraisal reduction for 12 of the remaining
specially serviced loans. Moody's has estimated an aggregate
$259.4 million loss (41% expected loss on average) for the
specially serviced loans.

Moody's has assumed a high default probability for eight poorly
performing loans representing 2.9% of the pool and has estimated
an aggregate $9.2 million loss (15% expected loss based on a 50%
probability of default) from these troubled loans.

Based on the most recent remittance statement, Class E through Q
has experienced cumulative interest shortfalls totaling $7.0
million. Interest shortfalls increased from Class G to E since
November 2010 due to the servicer recognizing appraisal
subordinate entitlement reductions (ASERs) on several loans,
including the PCV/ST Loan, based on recent appraisal reductions.
Moody's anticipates that the pool will continue to experience
interest shortfalls because of the high exposure to specially
serviced loans. Interest shortfalls are caused by special
servicing fees, including workout and liquidation fees, ASERs and
extraordinary trust expenses.

Moody's was provided with full year 2010 operating results for 69%
of the pool and partial year results for 2011 for 31% of the pool.
Excluding specially serviced and troubled loans, Moody's weighted
average LTV for the conduit component is 118% compared to 114% at
Moody's prior review. Moody's net cash flow reflects a weighted
average haircut of 10.3% to the most recently available net
operating income (NOI). Moody's value reflects a weighted average
capitalization rate of 9.4%.

Moody's actual and stressed DSCRs for the performing conduit loans
are 1.39X and 0.93X, respectively, compared to 1.37X and 0.94X 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 29 at Moody's prior review.

The top three performing conduit loans represent 14% of the pool
balance. The largest loan is the Westfield Southpark Loan ($150.0
million -- 7.1% of the pool), which is secured by a 1.6 million SF
regional mall (887,000 SF of collateral) located in suburban
Cleveland, Ohio. Anchors include Dillard's, Macy's, Sears and JC
Penney. The in-line stores were 98% occupied as of December 2010
compared to 91% at last review. Despite higher occupancy,
financial performance declined due to lower revenue achievement
and higher operating expenses. The loan is interest only for its
entire ten-year term. Moody's LTV and stressed DSCR are 105% and
0.95X, respectively, compared to 89% and 1.12X at last review.

The second largest loan is the Blackpoint Puerto Rico Retail
Portfolio Loan ($84.7 million -- 4.0% of the pool), which is
secured by six retail properties located in Puerto Rico. The
properties range in size from 59,000 to 306,000 SF and total
855,000 SF. Financial performance was slightly higher since last
review and the loan is interest only throughout the term. The loan
is currently on the servicer's watchlist for a low DSCR. Occupancy
as of December 2010 was 77% compared to 74% at last review.
Moody's LTV and stressed DSCR are 119% and 0.84X, respectively
compared to 124% and 0.81X at last review.

The third largest loan is the Steuart Industrial Portfolio Loan
($63.6 million -- 3.0% of the pool), which is secured by 10
industrial buildings located in northern Virginia and suburban
Maryland. The loans are on the servicer watchlist due to low DSCR.
Moody's LTV and stressed DSCR are 145% and 0.67X, respectively,
compared to 129% and 0.76X at last review.


MORGAN STANLEY: S&P Hikes Ratings on 3 Re-REMIC Classes From 'CCC'
------------------------------------------------------------------
Standard & Poor's Ratings Services corrected its ratings on
classes 2-A, 2-A1, 2-A2, 2-A3, 4-A, 4-A2, 4-A3, and 4-A4 from
Morgan Stanley Re-REMIC Trust 2010-R4, by raising them.

Morgan Stanley Re-REMIC Trust 2010-R4 is a residential mortgage-
backed securities (RMBS) resecuritized real estate mortgage
investment conduit (re-REMIC) transaction. "On July 12, 2011, we
inadvertently lowered our ratings on these classes and removed
these ratings from CreditWatch with negative implications," S&P
related.

"On Dec. 15, 2010, we placed 13 ratings from this trust on
CreditWatch negative. On April 1, 2011, we provided an update on
these CreditWatch placements and clarification of 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,'
published April 1, 2011)," S&P said.

"We intend our ratings on the re-REMIC classes 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. As part of
our 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 interest and
principal payments consistent with our criteria," S&P related.

"The corrected ratings reflect our view of the allocation of
interest based on the relevant transaction documents and our
assessment of the likelihood that the re-REMIC classes will
receive timely payment of interest and full payment
of principal under the applicable stressed assumptions," S&P said.

Ratings Corrected

Morgan Stanley Re-REMIC Trust 2010-R4
Series 2010-R4
                                   Rating
Class    CUSIP       Current    Jul. 12, 2011  Pre-Jul. 12, 2011
2-A      61759FAF8   A (sf)     CCC (sf)       A (sf)/Watch Neg
2-A1     61759FAG6   AAA (sf)   BB- (sf)       AAA (sf)/Watch Neg
2-A2     61759FAH4   AA (sf)    CCC (sf)       AA (sf)/Watch Neg
2-A3     61759FAW1   A (sf)     CCC (sf)       A (sf)/Watch Neg
4-A      61759FAP6   BBB (sf)   B+ (sf)        BBB (sf)/Watch Neg
4-A2     61759FAR2   AA (sf)    A+ (sf)        AA (sf)/Watch Neg
4-A3     61759FAS0   A (sf)     BBB- (sf)      A (sf)/Watch Neg
4-A4     61759FAT8   BBB (sf)   B+ (sf)        BBB (sf)/Watch Neg


MUIR GROVE: Moody's Upgrades Ratings of 5 Classes of CLO Notes
--------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by Muir Grove CLO, Ltd.:

US$372,500,000 Class A Floating Rate Notes, Due 2020, Upgraded to
Aa1 (sf); previously on Jun 22, 2011 Aa3 (sf) Placed Under Review
for Possible Upgrade;

US$31,250,000 Class B Floating Rate Notes, Due 2020, Upgraded to
A2 (sf); previously on Jun 22, 2011 Baa1 (sf) Placed Under Review
for Possible Upgrade;

US$22,500,000 Class C Deferrable Floating Rate Notes, Due 2020,
Upgraded to Baa3 (sf); previously on Jun 22, 2011 Ba1 (sf) Placed
Under Review for Possible Upgrade;

US$13,750,000 Class D Deferrable Floating Rate Notes, Due 2020,
Upgraded to Ba2 (sf); previously on Jun 22, 2011 B1 (sf) Placed
Under Review for Possible Upgrade;

US$20,000,000 Class E Deferrable Floating Rate Notes, Due 2020
(current balance of $15,381,829), Upgraded to Ba3 (sf); previously
on Jun 22, 2011 Caa3 (sf) Placed Under Review for Possible
Upgrade.

RATINGS RATIONALE

According to Moody's, the rating actions taken on the notes are
primarily a result of applying Moody's revised CLO assumptions
described in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011. The primary changes to the
modeling assumptions include (1) a removal of the temporary 30%
default probability macro stress implemented in February 2009 as
well as (2) increased BET liability stress factors and increased
recovery rate assumptions.

The actions also reflect consideration of credit improvement of
the underlying portfolio and an increase in the transaction's
overcollateralization ratios since the rating action in September
2009. Based on the latest trustee report dated July 13, 2011, the
weighted average rating factor is currently 2572 compared to 2876
in the August 2009 report. Based on the same trustee report, the
Class A, Class A/B, Class C, Class D and Class E
overcollateralization ratios are reported at 128.11%, 118.19%,
111.95%, 108.45% and 104.79%, respectively, versus August 2009
levels of 122.93%, 113.42%, 107.43%, 104.07% and 100.14%,
respectively. In particular, the Class E overcollateralization
ratio has increased in part due to the diversion of excess
interest to delever the Class E notes in the event of a Class E
overcollateralization test failure. Since the rating action in
September 2009, $1.87 million of interest proceeds have reduced
the outstanding balance of the Class E Notes by 10.85%.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011, 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 $477.2 million, a
weighted average default probability of 20.98% (implying a WARF of
2647), a weighted average recovery rate upon default of 50.88%,
and a diversity score of 65. The 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.

Muir Grove CLO, Ltd., issued in September 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
June 2011.

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 June 2011.

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 2013 and
2015 which may create challenges for issuers to refinance. CDO
notes' performance may also be impacted by 1) the manager's
investment strategy and behavior and 2) divergence in legal
interpretation of CDO documentation by different transactional
parties due to embedded ambiguities.

Sources of additional performance uncertainties are:

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

2) Other collateral quality metrics: The deal is allowed to
   reinvest and the manager has the ability to deteriorate the
   collateral quality metrics' existing cushions against the
   covenant levels. Moody's analyzed the impact of assuming 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.


N-45 FIRST: Moody's Upgrades Two and Affirms Four CMBS Classes
--------------------------------------------------------------
Moody's Investors Service (Moody's) upgraded two classes and
affirmed four classes of N-45 First CMBS Issuer Corporation,
Commercial Mortgage-Backed Bonds, Series 2002-1. Moody's rating
action is as follows:

Cl. B, Affirmed at Aaa (sf); previously on Jul 5, 2007 Upgraded to
Aaa (sf)

Cl. C, Affirmed at Aaa (sf); previously on Aug 4, 2010 Upgraded to
Aaa (sf)

Cl. D, Upgraded to Aa1 (sf); previously on Aug 4, 2010 Upgraded to
A1 (sf)

Cl. E, Upgraded to A3 (sf); previously on Aug 4, 2010 Upgraded to
Baa3 (sf)

Cl. F, Affirmed at B2 (sf); previously on Jun 10, 2002 Assigned B2
(sf)

Cl. IO, Affirmed at Aaa (sf); previously on Jun 10, 2002 Assigned
Aaa (sf)

RATINGS RATIONALE

The upgrades were due to the payoff of three loans and the paydown
of the remaining seven loans since last review. The affirmations
are due to key parameters, including Moody's loan to value (LTV)
ratio and Moody's stressed debt service coverage ratio (DSCR),
remaining within acceptable ranges.

Moody's analysis reflects a forward-looking view of the likely
range of collateral performance over the medium term. From time to
time, Moody's may, if warranted change these expectations.
Performance that falls outside an acceptable range of the key
parameters may indicate that the collateral's credit quality is
stronger or weaker than Moody's had anticipated during the
previous 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 Large Loan/Single Borrower Transactions"
published in July 2000.

Moody's also considered "Moody's Approach to Rating Canadian CMBS"
published in May 2000 to complete Moody's analysis.

Moody's review incorporated the use of the excel-based Large Loan
Model v 8.1. 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 August 4, 2010. Please see the
ratings tab on the issuer / entity page on moodys.com for the last
rating action and the ratings history.

As of the July 15, 2011 distribution date, the transaction's
certificate balance decreased by approximately 53% to $67.7
million from $142.6 million at last review and from $335.5 million
at securitization. The bonds are collateralized by seven fixed-
rate loans ranging in size from 3% to 42% of the trust mortgage
balance. The largest three loans account for 79% of the trust
balance. The pool is comprised of mostly office properties (93% of
the trust balance) with retail (4% of the trust balance) and
industrial (3% of the trust balance).

The largest loan is the Maison Trust Royal Loan (42% of the trust
balance), which is secured by a 638,000 square foot Class A office
building located in the financial district of Montreal, Quebec.
The property was 87% leased as of May 2011compared to 83% at last
review. The largest tenant is Royal Bank of Canada, which leases
15% of NRA through January 2015. The loan is structured with a 16-
year amortization schedule and has amortized by approximately 40%
since securitization. Moody's LTV and stressed DSCR are 37% and
2.89X. The property is owned by Dorsity Holding Inc, which is not
a special purpose entity. There is a B-note totaling $13.4 million
that is not part of the trust.

The second largest loan is the 5100 Sherbrooke St. East Loan (22%
of the trust balance), which is secured by a 370,000 square foot
suburban Class A/B office building located in Montreal, Quebec.
The property was 98% leased as of April 2011. The largest tenant
is HSBC Financial Corporation Limited, which leases 21% of NRA
through February 2015. The loan is structured with a 20-year
amortization schedule and has amortized by approximately 26% since
securitization. Moody's LTV and stressed DSCR are 39% and 2.88X.
There is a B-note totaling $3.2 million that is not part of the
trust.

The third largest loan in the pool is the Place Cremazie Loan (16%
of the trust balance), which is secured by a Class B office
building totaling approximately 530,000 square feet. The property
consist of two towers (50 Crezamie Blvd and 110 Crezamie Blvd),
and includes 38,000 square feet of retail space on the ground
floor. The buildings are part of a three-building complex and 140
Crezamie Blvd is not part of the collateral. The larger of the two
towers, 50 Crezamie, was 95% leased as of March 2011, and 110
Crezamie was 54% leased as of March 2011. The borrower is owned by
Les Placements Mirlaw Ltee & Monit International Inc. The loan is
structured with a 16-year amortization schedule and has amortized
by approximately 39% since securitization. Moody's LTV and
stressed DSCR are 85% and 1.27X. There is a B-note totaling $6.2
million that is not part of the trust. The loan is guaranteed by
Societe d'Investissement Kesmt Inc. and Les Investissements
Mirelis Ltee.

Moody's weighed average pooled LTV ratio is 48% compared to 54% at
last review and 77% at securitization. Moody's pooled stressed
DSCR is 2.48X compared to 2.18X at last review and 1.31X at
securitization.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. Large
loan transactions generally have a Herf of less than 20. The pool
has a Herf of 4.

The pool has not experienced losses or interest short falls since
securitization.


NAVIGATOR 2004: Moody's Upgrades Ratings of CLO Notes
-----------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by Navigator CDO 2004, Ltd:

US$31,000,000 Class A-3A Floating Rate Senior Secured Term Notes
Due 2017, Upgraded to Aaa (sf); previously on June 22, 2011 A1
(sf) Placed Under Review for Possible Upgrade;

US$2,000,000 Class A-3B Fixed Rate Senior Secured Term Notes Due
2017, Upgraded to Aaa (sf); previously on June 22, 2011 A1 (sf)
Placed Under Review for Possible Upgrade;

US$22,500,000 Class B-1 Floating Rate Secured Deferrable Term
Notes Due 2017, Upgraded to Aa2 (sf); previously on June 22, 2011
Ba1 (sf) Placed Under Review for Possible Upgrade;

US$7,500,000 Class B-2 Fixed Rate Secured Deferrable Term Notes
Due 2017, Upgraded to Aa2 (sf) ; previously on June 22, 2011 Ba1
(sf) Placed Under Review for Possible Upgrade;

US$16,500,000 Class C-1 Floating Rate Subordinate Secured Term
Notes Due 2017 (current balance of $13,280,974), Upgraded to Baa2
(sf); previously on June 22, 2011 B1 (sf) Placed Under Review for
Possible Upgrade;

US$12,500,000 Class C-2 Fixed Rate Subordinate Secured Term Notes
Due 2017 (current balance of $10,061,344), Upgraded to Baa2 (sf);
previously on June 22, 2011 B1 (sf) Placed Under Review for
Possible Upgrade;

US$6,000,000 Class D-1 Floating Rate Junior Subordinate Secured
Term Notes Due 2017 (current balance of $4,761,471), Upgraded to
Ba3 (sf); previously on June 22, 2011 Caa3 (sf) Placed Under
Review for Possible Upgrade;

US$6,000,000 Class D-2 Fixed Rate Junior Subordinate Secured Term
Notes Due 2017 (current balance of $4,761,471), Upgraded to Ba3
(sf); previously on June 22, 2011 Caa3 (sf) Placed Under Review
for Possible Upgrade;

US$5,000,000 Class Q-1 Notes Due 2017 (current rated balance of
$1,007,461), Upgraded to A1 (sf); previously on June 22, 2011 Ba2
(sf) Placed Under Review for Possible Upgrade; and

US$18,000,000 Class Q-2 Notes Due 2017 (current rated balance of
$6,177,122), Upgraded to A2 (sf); previously on June 22, 2011 Ba3
(sf) Placed Under Review for Possible Upgrade;

RATINGS RATIONALE

According to Moody's, the rating actions taken on the notes are
primarily a result of applying Moody's revised CLO assumptions
described in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011. The primary changes to the
modeling assumptions include (1) a removal of the temporary 30%
default probability macro stress implemented in February 2009 as
well as (2) increased BET liability stress factors and increased
recovery rate assumptions.

The actions also reflect consideration of delevering of the senior
notes since the rating action in September 2009. Moody's notes
that the Class A-1A Notes and A-1B Notes have been paid down by
approximately 65% and 64% or $31 million and 160 million,
respectively since the rating action in September 2009. As a
result of the delevering, the overcollateralization ratios have
increased since the rating action. Based on the latest trustee
report dated July, 2011, the Class A, the Class B, Class C, and
Class D Principal Coverage Ratios are reported at 129.4%, 116.3%,
107.8%, and 104.7%, respectively, versus August 2009 levels of
118.9%, 109.7%, 103.5% and 100.5%, 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 September 2009. Based on the July 2011 trustee report,
the weighted average rating factor is currently 2,366 compared to
2,629 in August 2009.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011, 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 $270.8 million,
defaulted par of $5,9 million, a weighted average default
probability of 12.60% (implying a WARF of 2,438), a weighted
average recovery rate upon default of 50.85%, and a diversity
score of 50. The 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.

Navigator CDO 2004, Ltd issued in October 2004, 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
June 2011.

Other methodology used in this rating was "Using the Structured
Note Methodology to Rate CDO Combo-Notes" published in February
2004.

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 June 2011.

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 2013 and
2015 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.


NOB HILL: S&P Hikes Rating on Class E Notes to From 'CCC-' to 'B+'
------------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-2, B, C, and E notes from Nob Hill CLO Ltd., a U.S.
collateralized loan obligation (CLO) transaction managed by SCM
Advisors LLC. "At the same time, we removed these ratings from
CreditWatch with positive implications. We affirmed our ratings on
the class A-1 and D notes from the same transaction and removed
our rating on the class D notes from CreditWatch with positive
implications," S&P related.

"The upgrades reflect an improvement in the credit quality of the
underlying collateral pool available to support the notes since
our January 2010 rating actions. At that time, we lowered our
ratings on the notes following the application of our September
2009 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 said.

As of the June 2011 trustee report, the transaction held $6.9
million in defaulted assets and $26.7 million in assets from
underlying obligors with ratings in the 'CCC' range. "This was
down from $24.5 million in defaulted assets and $55.0 million in
'CCC' rated assets noted in the December 2009 trustee report,
which we referenced for our January 2010 rating actions. Also
during that time, 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 decrease
in defaulted assets, the decrease in 'CCC' rated assets, and the
higher recoveries on defaulted assets have benefited the
transaction's O/C ratios. For example, the class A/B O/C ratio
increased to 123.4% as of the June 2011 report from 119.0% noted
in the December 2009 report," S&P related.

At the time of our January 2010 rating actions, the rating on the
class E notes had been capped by the largest obligor default test,
but as of June 2011, this was no longer the case.

"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

Nob Hill CLO Ltd.
                              Rating
Class                   To           From
A-2                     AA (sf)      AA- (sf)/Watch Pos
B                       AA- (sf)     A+ (sf)/Watch Pos
C                       A- (sf)      BBB+ (sf)/Watch Pos
D                       BB+ (sf)     BB+ (sf)/Watch Pos
E                       B+ (sf)      CCC- (sf)/Watch Pos

Rating Affirmed

Nob Hill CLO Ltd.

Class                   Rating
A-1                     AA+ (sf)


NON-PROFIT PREFERRED: Fitch Downgrades Classes of Notes
-------------------------------------------------------
Fitch Ratings has downgraded five classes of notes issued by Non-
Profit Preferred Funding Trust I (NPPF I). In addition, Rating
Outlooks and Recovery Ratings (RR) have been assigned or revised:

   -- $79,081,880 class A-1 senior certificates to 'BBBsf' from
      'Asf'; Outlook to Negative from Stable;

   -- $201,502,388 class A-2 delayed issuance senior certificates
      to 'BBBsf' from 'Asf'; Outlook to Negative from Stable;

   -- $16,500,000 class B senior certificates to 'BBsf' from
      'BBBsf'; Outlook to Negative from Stable;

   -- $22,000,000 class C mezzanine certificates to 'CCCsf/RR4'
      from 'Bsf';

   -- $14,000,000 class D subordinated certificates to 'CCsf/RR6'
      from 'CCCsf/RR3'.

The rating downgrades on all classes of notes are a direct result
of the continuing deterioration of the underlying portfolio's
credit quality. Fitch's actions also reflect the increasing
portfolio concentration risk, as well as the relatively low credit
enhancement levels available to the respective classes,
combination of which has made the rated notes more vulnerable to
the defaults of the largest borrowers.

Since NPPF I's last performance review in March 2010, the credit
profile of the portfolio has deteriorated as a result of the
increase in defaulted securities, net negative rating migration on
the underlying bonds, and sales of higher credit quality assets.
This decline is evidenced by the pool's average credit quality
moving down to 'B/B-' from 'B+/B' and 'BB/BB-', respectively, at
the last review and at the effective date in August 2007. In the
last 16 months, four additional assets have defaulted totaling
7.5% of the $348.6 million portfolio balance reported in the June
2011 trustee report. The cumulative exposure to defaulted
securities now stands at 9.2%, compared to 3% at the last review.
Additionally, lower than expected recovery on one of the
previously defaulted securities has led to a realized loss of $5
million to the Trust. Furthermore, excluding par of defaulted
securities and assets with ratings withdrawn since the last
review, approximately 31.5% of the portfolio has deteriorated in
credit quality as reflected by downgrades in either the explicit
ratings or Fitch's point-in-time credit opinions. This compares to
approximately 9.4% of the current portfolio that has been
upgraded.

Fitch also notes the increasing high single obligor concentration
in NPPF I's portfolio, with exposure to the largest obligor and
the top five borrowers increasing to 4.6% and 23% of the current
portfolio, respectively, compared to 4.1% and 20.7%, respectively,
at the last review. Presently, there are a total of 48 assets from
39 obligors in the portfolio, of which 43 assets and 36 obligors
are considered by Fitch as performing.

In this review, Fitch applied the analytical framework described
in the reports 'Global Structured Finance Rating Criteria' and
'Global Rating Criteria for Corporate CDOs'. Fitch utilized the
Corporate Portfolio Credit Model (PCM) to project future default
levels for the underlying portfolio and performed sensitivity
analysis for a range of scenarios varying by recovery rates and
default correlation to analyze the structure's sensitivity to
negative rating migration and increased obligor concentration. The
agency also conducted cash flow modeling analysis to measure the
breakeven default rates relative to the cumulative default rates
associated with the current rating of each class of notes. The
results of Fitch's portfolio and cash flow analysis indicated
ratings consistent with Fitch's actions listed above.

Since closing, the class A-1 and class A-2 (together, class A)
notes have amortized down by $39.4 million, or 12.3%, of their
collective original balance, of which $26.2 million, or 8.2%,
repaid since last review. The notes' balance is projected to be
further reduced on the next payment date in September 2011, based
on the amount of proceeds in the principal collections account, at
$10.6 million at the end of June. In addition, the manger has
indicated to Fitch that two obligors in the current pool expect to
repay their outstanding balances in August. These redemptions are
not mandatory; they have been elected by each obligor at their
option. The agency considered these two scenarios in its analysis
and determined that the benefit of this additional de-leveraging
would not be sufficient to mitigate the impact of the portfolio
deterioration and the expected default levels.

The revision of Outlook to Negative on the class A and class B
notes, reflects Fitch's concern over the increasing high single
obligor concentration risk, as well as the fact that both classes
are expected to remain outstanding for a considerable period of
time during which the notes will be exposed to broader long term
risks associated with this portfolio.

Fitch has assigned a Recovery Rating of 'RR4' on the class C notes
and revised the rating on the class D notes to 'RR6' from 'RR3'.
The recovery ratings are based on the total discounted future cash
flows projected to be available to these bonds in a base-case
default scenario. For the class C notes, these projections are
consistent with 'RR4' (31% to 50% recoveries) and for class D
'RR6' (0% to 10%).

NPPF I is a Structured Tax-Exempt Pass Through (STEP) program
formed in November 2006 to issue $416.5 million of municipal
market data (MMD) index based senior, mezzanine, and junior
certificates. The proceeds of the issuance were invested in a
portfolio of municipal debt issued under 501(c)(3) program. The
initial portfolio was selected by Cohen Municipal Capital
Management, LLC together with subadvisors Nonprofit Capital LLC
and Shattuck Hammond. In March 2009, Municipal Capital Management,
LLC took over the management responsibilities for this transaction
by consolidating the team of Cohen Municipal Capital Management,
LLC.


NORANDA OPERATING: DBRS Finalizes Rating of 'BB' for Sr. Notes
--------------------------------------------------------------
DBRS has finalized its rating of BB (high) with a Stable trend for
the $90 million of 6.875% senior secured notes (Senior Secured
Notes) due December 28, 2016, issued by Noranda Operating Trust
(the Trust) by way of a private placement that has closed.  The
Senior Secured Notes issuance has been made by way of a
confidential offering memorandum dated July 22, 2011, that is
consistent with the Trust's draft offering memorandum dated July
22, 2011; the public disclosure documents of Noranda Income Fund;
and other materials that DBRS had examined prior to assigning the
provisional rating to the Senior Secured Notes (see the July 25,
2011, press release "DBRS Assigns Provisional BB (high) Rating to
Noranda Operating Trust's Senior Secured Notes").  The Trust has
also announced that concurrent with the offering of the Senior
Secured Notes, it has entered into a five-year secured asset-based
revolving credit facility, which will provide up to a maximum
$150 million in borrowing capacity.

DBRS expects that the Trust will use the net proceeds from the
sale of the Senior Secured Notes, together with borrowings under
the asset-based revolving credit facility, to repay all amounts
outstanding under its existing bridge facility and for general
corporate purposes.  DBRS considers that the issuance of the
Senior Secured Notes and the signing of the asset-based revolving
credit facility will provide the Trust adequate funding capacity
to meets its normal-course needs until their respective maturity
dates in 2016.


OCEAN TRAILS: Moody's Upgrades Ratings of 5 Classes of CLO Notes
----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by Ocean Trails CLO I:

US$259,000,000 Class A-1 Floating Rate Notes Due 2020 (current
outstanding balance of $256,993,053), Upgraded to Aaa (sf);
previously on June 22, 2011, Aa2 (sf) Placed Under Review for
Possible Upgrade;

US$21,000,000 Class A-2 Floating Rate Notes Due 2020, Upgraded to
Aa3 (sf); previously on June 22, 2011, A2 (sf) Placed Under Review
for Possible Upgrade;

US$16,500,000 Class B Deferrable Floating Rate Notes Due 2020,
Upgraded to A3 (sf); previously on June 22, 2011, Baa3 (sf) Placed
Under Review for Possible Upgrade;

US$13,250,000 Class C Deferrable Floating Rate Notes Due 2020,
Upgraded to Ba1 (sf); previously on June 22, 2011, Ba3 (sf) Placed
Under Review for Possible Upgrade; and

US$13,250,000 Class D Deferrable Floating Rate Notes Due 2020,
Upgraded to Ba3 (sf); previously on June 22, 2011, Caa2 (sf)
Placed Under Review for Possible Upgrade.

RATINGS RATIONALE

According to Moody's, the rating actions taken on the notes are
primarily a result of applying Moody's revised CLO assumptions
described in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011. The primary changes to the
modeling assumptions include (1) a removal of the temporary 30%
default probability macro stress implemented in February 2009 as
well as (2) increased BET liability stress factors and increased
recovery rate assumptions.

The rating actions also reflect consideration of improvement in
the credit quality of the underlying portfolio since the rating
action in September 2009. Based on the July 2011 trustee report,
the weighted average rating factor is currently 2366 compared to
2744 in August 2009.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011, 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 $329.2 million,
defaulted par of $5.7 million, a weighted average default
probability of 20.15% (implying a WARF of 2525), a weighted
average recovery rate upon default of 49.52%, and a diversity
score of 65. These default and recovery properties of the
collateral pool are incorporated in cash flow model analysis where
they are subject to stresses as a function of the target rating of
each CLO liability being reviewed. The default probability is
derived from the credit quality of the collateral pool and Moody's
expectation of the remaining life of the collateral pool. The
average recovery rate to be realized on future defaults is based
primarily on the seniority of the assets in the collateral pool.
In each case, historical and market performance trends and
collateral manager latitude for trading the collateral are also
factors.

Ocean Trails CLO I, issued in November 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
June 2011.

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 June 2011.

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 2013 and
2015 which may create challenges for issuers to refinance. CLO
notes' performance may also be impacted by 1) the manager's
investment strategy and behavior and 2) divergence in legal
interpretation of CLO 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 and coupon levels higher than the
   covenant levels due to the large difference between the
   reported and covenant levels.


OWS CLO: Moody's Upgrades Ratings of Five Classes of Notes
----------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by OWS CLO I, Ltd.:

US$14,500,000 Class A-2 Senior Secured Notes due January 6, 2016,
Upgraded to Aa1 (sf); previously on June 22, 2011 A1 (sf) Placed
Under Review for Possible Upgrade;

US$3,000,000 Class X-1 Deferrable Amortizing Senior Secured Notes
due January 6, 2016 (current outstanding balance of $1,797,669),
Upgraded to A1 (sf); previously on June 22, 2011 A3 (sf) Placed
Under Review for Possible Upgrade;

US$11,500,000 Class X-2 Deferrable Amortizing Senior Secured Notes
due January 6, 2016 (current outstanding balance of $6,670,755),
Upgraded to A1 (sf); previously on June 22, 2011 A3 (sf) Placed
Under Review for Possible Upgrade;

US$14,000,000 Class B Deferrable Senior Secured Notes due January
6, 2016, Upgraded to Baa2 (sf); previously on June 22, 2011 Ba1
(sf) Placed Under Review for Possible Upgrade;

US$8,000,000 Class C Secured Notes due January 6, 2016, Upgraded
to Ba3 (sf); previously on June 22, 2011 B3 (sf) Placed Under
Review for Possible Upgrade.

In addition, Moody's confirmed the rating of these:

US$8,500,000 Class D Subordinated Secured Notes due January 6,
2016 (current outstanding balance of $8,752,468), Confirmed at
Caa3 (sf); previously on June 22, 2011 Caa3 (sf) Placed Under
Review for Possible Upgrade.

RATINGS RATIONALE

According to Moody's, the rating actions taken on the notes are
primarily a result of applying Moody's revised CLO assumptions
described in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011. The primary changes to the
modeling assumptions include (1) a removal of the temporary 30%
default probability macro stress implemented in February 2009 as
well as (2) increased BET liability stress factors and increased
recovery rate assumptions.

The actions also reflect consideration of an increase in the
transaction's overcollateralization ratios and delevering of the
senior notes since the rating action in April 2011. Moody's notes
that the Class A-1 Notes have been paid down by approximately 19%
or $25.6 million since the rating action in April 2011. As a
result of the delevering, the overcollateralization ratios have
increased. After applying the payment of principal on the July 6,
2011 payment date, the proforma Class A/B, C, and D
overcollateralization ratios are 130.86%, 117.26%, 110.69%, and
104.29%, respectively, versus April 2011 reported levels of
125.76%, 114.78%, 109.33%, and 103.60%, respectively. The
calculation of the Class A/B, C, and D overcollateralization
ratios does not take into consideration the outstanding balance on
the Class X-1 Notes and the Class X-2 Notes.

Moody's notes that the Class X-1 Notes and Class X-2 Notes are not
currently receiving principal payments from interest proceeds
after the application of such proceeds to the payment of interest
to the Class B Notes, Class C notes, and Class D Notes. Moreover,
all principal proceeds are being used to delever the Class A-1
Notes and Class A-2 Notes before any principal payments are made
to the Class X-1 Notes and Class X-2 Notes. Under certain
circumstances the Class X-1 Notes and Class X-2 Notes are entitled
to receive payments senior to the Class B Notes, Class C Notes,
Class D Notes, and Preferences Shares. In particular, delevering
of the Class X-1 Notes and the Class X-2 Notes is expected to
resume subsequent to the repayment of the Class A-1 Notes and
Class A-2 Notes.

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 Moody's calculation,
reference securities that mature after the maturity date of the
notes currently make up approximately 22.1% of the underlying
reference portfolio. 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" published in June 2011, 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 $161.4 million,
defaulted par of $2.9 million, a weighted average default
probability of 14.06% (implying a WARF of 2451), a weighted
average recovery rate upon default of 48.52%, and a diversity
score of 42. The 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.

OWS CLO I, Ltd., issued in November 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" published in
June 2011.

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 June 2011.

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 2013 and
2015 which may create challenges for issuers to refinance. CLO
notes' performance may also be impacted by 1) the manager's
investment strategy and behavior and 2) divergence in legal
interpretation of CLO 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.


PACIFIC CAPITAL: DBRS Puts 'B' Issuer & Senior Debt Rating
----------------------------------------------------------
DBRS Inc. (DBRS) has commented on the 2Q11 earnings of Pacific
Capital Bancorp (PCBC or the Company).  DBRS rates the Company's
Issuer & Senior Debt at B (high) with a Positive trend.  PCBC
reported net income of $21.0 million for the second quarter, up
from $16.8 million in 1Q11 and $20.8 million in 4Q10.

On a sequential quarter basis, higher net interest income
reflecting material margin improvement more than offset lower
noninterest income and higher expenses.  DBRS notes that the
Company completed its initiative to consolidate all brand names
into the single brand name of Santa Barbara Bank & Trust.  DBRS
believes the consolidation should reduce costs, make marketing
efforts easier and build its brand in central California.

Net interest income jumped 11% during the quarter to $60.2 million
reflecting higher loan accretion related to better than expected
cash flows from the legacy loan portfolio, which was marked to
fair market value at the time of acquisition.  Higher investment
securities balances and lower deposit costs also contributed to
the increase.  In total, the margin increased to a strong 4.42%
from 3.99% in the first quarter.  While net interest income
benefited from accretion, loans held for investment declined 3%,
as new originations have not been able to keep up with declines in
the legacy portfolio.

Fee income was down modestly.  The Company noted that they have
stopped selling non-conforming residential mortgage products into
the secondary markets, which has hurt gains on sale of loans.

Expenses increased almost $2 million, or 4%.  The previously
mentioned brand consolidation primarily drove the sequential
quarter increase, and to a lesser extent, technology investments.
With significant investments still needed in technology and
personnel, the Company expects expenses to continue to increase
over the coming quarters.  These investments should eventually
lower costs, improve customer service and provide scalability for
future growth.

With solid earnings and balance sheet contraction, the Company
continues to improve its capital position.  Specifically, PCBC's
tangible common equity ratio improved almost a full percentage
point to 10.67% from 9.76% in 1Q11.


PASADENA CDO: Fitch Affirms Ratings on 3 Classes of Notes
---------------------------------------------------------
Fitch Ratings has affirmed three classes of notes issued by
Pasadena CDO, Ltd. (Pasadena):

   -- $84,455,543 class A notes at 'BBsf', Outlook Negative;
   -- $66,500,000 class B notes at 'CCsf';
   -- $26,500,000 class C notes at 'Csf'.

This review was conducted under the framework described in the
report 'Global Rating Criteria for Structured Finance CDOs' using
the Structured Finance Portfolio Credit Model (SF PCM) for
projecting future default levels for the underlying portfolio.
These default levels were then compared to the breakeven levels
generated by Fitch's cash flow model of the CDO under various
default timing and interest rate stress scenarios, as described in
the report 'Global Criteria for Cash Flow Analysis in CDOs'. Fitch
also considered additional qualitative factors into its analysis
to conclude the rating actions for the rated notes.

Since Fitch's last rating action in August 2010, the credit
quality of the underlying collateral has deteriorated, with
approximately 13.5% of the portfolio downgraded a weighted average
of four notches. The affirmation of the class A notes is due to
amortization of the class offsetting the deterioration in the
portfolio. The notes have received approximately $25 million of
principal repayment or 22.8% of its previous outstanding balance
since last review. The distributions were from both excess spread
after paying accrued interest to the class B notes and principal
collections that were diverted due to failing coverage tests.

Fitch maintains a Negative Outlook on the class A notes due to
potential for further negative migration in the underlying
portfolio. Fitch does not maintain Outlooks for tranches rated
'CCC' and below.

Breakeven levels for the class B and class C notes were below SF
PCM's 'CCC' default level, the lowest level of defaults projected
by SF PCM. For these classes, Fitch compared the respective credit
enhancement levels of the classes to expected losses from the
distressed and defaulted assets in the portfolio. This comparison
indicates that default continues to appear probable for the class
B notes and inevitable for the class C notes at or prior to
maturity.

Pasadena is a cash flow structured finance collateralized debt
obligation (SF CDO) that closed on June 21, 2002 and is monitored
by Western Asset Management Co. The portfolio is comprised
primarily of 65.7% residential mortgage-backed securities, 22.8%
commercial and consumer asset-backed securities, 6% commercial
mortgage-backed securities, 4% commercial real estate loan credit
tenant leases, and 1.2% SF CDOs from 1997 through 2009 vintage
transactions.


PERITUS I CDO: Moody's Upgrades Ratings of CBO Notes
----------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by Peritus I CDO Ltd.:

US$246,000,000 Class A Floating Rate Notes Due May 24, 2015
(current balance of $38,463,444), Upgraded to Aaa (sf); previously
on December 18, 2009 Confirmed at Aa3 (sf);

US$20,000,000 Class X Deferrable Amortizing Fixed Rate Notes Due
May 24, 2015 (current balance of $4,766,793), Upgraded to Aaa
(sf); previously on July 19, 2010 Upgraded to Baa3 (sf);

US$8,000,000 Class B Deferrable Floating Rate Notes Due May 24,
2015, Upgraded to Aaa (sf); previously on July 19, 2010 Upgraded
to Ba2 (sf);

US$64,000,000 Class C Deferrable Fixed Rate Notes Due May 24, 2015
(current balance of $51,958,779), Upgraded to B1 (sf); previously
on July 19, 2010 Upgraded to Caa3 (sf).

RATINGS RATIONALE

According to Moody's, the rating action taken on the notes is
primarily a result of the substantial delevering of the Class A
and Class X Notes which have been paid down by approximately 65.7%
or $98.2 million since the rating action in July 2010. As a result
of the delevering, the Class A, Class B, and Class C
overcollateralization ratios have increased since the rating
action in July 2010. Based on the latest trustee report dated July
15, 2011, the Class A, Class B, and Class C overcollateralization
ratios are reported at 327.19%, 270.85%, and 127.86% respectively,
versus the June 2010 level of 162.48%, 153.31%, and 111.37%
respectively. The rating action also applies Moody's revised CLO
assumptions described in "Moody's Approach to Rating
Collateralized Loan Obligations" published in June 2011, whose
primary changes to the modeling assumptions include (1) a removal
of the temporary 30% default probability macro stress implemented
in February 2009 as well as (2) increased BET liability stress
factors and increased recovery rate assumptions.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011, 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 $126.7 million, a
weighted average default probability of 19.27% (implying a WARF of
3296), a weighted average recovery rate upon default of 19.82%,
and a diversity score of 17. The 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 CBO 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.

Peritus I CDO Ltd., issued on May 26, 2005, is a collateralized
bond obligation backed primarily by a portfolio of senior
unsecured bonds.

The principal methodology used in this rating was "Moody's
Approach to Rating Collateralized Loan Obligations" published in
June 2011.

This publication incorporates rating criteria that apply to both
collateralized loan obligations and collateralized bond
obligations.

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 June 2011. 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.

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 2013 and
2015 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 bond/loan market and/or
   collateral sales by the manager, which may have significant
   impact on the notes' ratings.

2) 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 Caa1 or lower/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.

3) The deal has a pay-fixed receive-floating interest rate swap
   that is currently out of the money. If fixed rate assets prepay
   or default, there could be a mismatch between the swap notional
   and the amount of fixed assets.

4) 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.


PNC MORTGAGE: Fitch Upgrades PNCMAC 1999-CM1 Ratings
----------------------------------------------------
Fitch Ratings upgrades PNC Mortgage Acceptance Corp. (PNCMAC 1999-
CM1) commercial mortgage pass-through certificates, series 1999-
CM1.

The upgrade reflects sufficient credit enhancement to offset Fitch
expected losses from specially serviced loans and adverse
selection due to increasing concentrations as a result of payoffs.
As of the July 2011 remittance report, the transaction has paid
down 95.8% to $32.2 million from $760.4 million at issuance.
Sixteen of the original 207 loans remain outstanding. Five loans
(43.6%) are in special servicing, and two loans (5.5%) are fully
defeased. Interest shortfalls are affecting classes B-7 through D.

Fitch modeled losses of 11.28% of the remaining pool. Fitch
expects losses to deplete class B-8.

The largest contributor to Fitch modeled losses is secured by a
61,028 square foot (sf) medical office complex located in Decatur,
GA. The loan transferred to special servicing due to a maturity
default and modification negotiations have been set-back several
times by tenant losses. The property is currently being marketed
for leasing and sale.

The second largest contributor to Fitch modeled losses is a 12,817
sf office building located in Las Vegas, NV. The special servicer
foreclosed on the loan in April 2010 and continues to market the
property for sale. Fitch expects losses upon liquidation of the
asset based on recent valuations obtained by the special servicer.

Fitch upgrades this rating and revises Outlooks:

   -- $10.5 million class B-6 to 'Bsf' from 'B-sf'; Outlook to
      Stable from Negative.

Class B-8 remains at 'Dsf/RR6' due to realized losses.

Fitch does not rate classes B-3, B-4, B-5, B-7, C, or D.

Classes A-1A, A-1B, A-2, A-3, A-4, B-1, and B-2 have all paid in
full.

In addition, Fitch withdraws the rating on the interest-only class
S.


PRIMA 2006-1: Fitch Upgrades Rating on One Class; Revises Outlooks
------------------------------------------------------------------
Fitch Ratings has upgraded one and affirmed 10 classes of Prima
Capital CRE Securitization 2006-1 Ltd./Corp. (Prima 2006-1)
reflecting Fitch's base case loss expectation of 24.2%. Fitch's
performance expectation incorporates prospective views regarding
commercial real estate market values and cash flow declines. In
addition, Fitch revises the Rating Outlooks on four classes of
notes.

The upgrade to class A-1 and the assignment of a Positive Outlook
to class A-2 reflects an increase in credit enhancement due to
asset repayments, continued scheduled portfolio amortization, and
the sale of assets at strong recoveries (greater than 99% of par)
since Fitch's last review. Since last review, principal pay downs
to the capital structure were $60.5 million, totaling $152.4
million (27.4% of the original transaction balance) since
issuance. Although the transaction has seen increased credit
enhancement, the Outlook on class D remains Negative as the pool
has become increasingly concentrated. The affirmation of all other
classes reflects the overall stable pool performance.

Since the last review, five assets, which include three whole
loans, one non-senior, single-borrower commercial mortgage backed
securities (CMBS) bond, and one real estate investment trust
(REIT) debt bond, were repaid in full. In addition, three assets,
which include two CMBS and one REIT debt bond, were sold out of
the portfolio at near to full recovery. In addition, the asset
manager has indicated that another B-note (6%) has also been
repaid in full after the June 2011 trustee report. The transaction
currently has no defaulted assets.

Prima 2006-1 is a static commercial real estate (CRE)
collateralized debt obligation (CDO) managed by Prima Capital
Advisors, LLC. The CDO was fully ramped at closing and had no
reinvestment period. The CDO is primarily collateralized by fixed-
rate subordinate CRE debt. As of the June 2011 trustee report and
per Fitch categorizations, 58.6% of the total collateral consists
of mezzanine loans, B-notes, or non-senior, single borrower CMBS
bonds. In general, Fitch treats non-senior, single-borrower CMBS
as CRE B-notes. The CDO was substantially invested as follows: B-
notes (37.2%), mezzanine loans (21.4%), whole loans (14.2%), REIT
debt (10%), CRE CDOs (13%), CMBS (1.2%), and principal cash (3%).

Under Fitch's updated methodology, approximately 34.5% of the
portfolio is modeled to default in the base case stress scenario,
defined as the 'B' stress. In this scenario, the modeled average
cash flow decline is 8.3% from the most recent available cash
flows (generally from year-end [YE] 2010). Fitch estimates that
recoveries will be at 29.8%.

The largest component of Fitch's base case loss expectation is a
B-note (14.3%) secured by a 3,221 unit multifamily property
located in San Francisco, California. The business plan at the
property was to undergo renovations to allow rent controlled units
to be increased to market as units turnover. Although current
occupancy is 94% and performance has been relatively stable, the
loan is highly leveraged. In the fourth quarter of 2010, the loan
was modified, extending the maturity date to February 2016.
Current property cash flow is insufficient to cover debt service
on the entire capital stack in Fitch's base case stress scenario.
Fitch modeled a term default with a full loss in its base case
scenario.

The second largest component of Fitch's base case loss expectation
is a B-note (7.8%) secured by a portion of the retail, office, and
parking garage space of a 1.2 million square foot regional mall
located in St. Louis, Missouri. YE 2010 net-operating income (NOI)
has declined by approximately 24% from YE 2008 NOI due to a
decline in base rent, percentage rent, and expense reimbursements
and an increase in operating expenses. It is expected that
Nordstrom will take occupancy at the property in September
2011.The loan's maturity date was extended to January 2017
following the bankruptcy exit of General Growth Partners.

This transaction was analyzed according to the 'Surveillance
Criteria for U.S. CREL CDOs and CMBS Large Loan Floating-Rate
Transactions', which applies stresses to property cash flows and
debt service coverage ratio (DSCR) tests to project future default
levels for the underlying portfolio. Recoveries are based on
stressed cash flows and Fitch's long-term capitalization rates.
The default levels were then compared to the breakeven levels
generated by Fitch's cash flow model of the CDO under the various
default timing and interest rate stress scenarios, as described in
the report 'Global Criteria for Cash Flow Analysis in CDOs'. Based
on this analysis, the breakeven rates for classes A-1 through D
are generally consistent with the ratings assigned below.

The ratings for classes E through K are generally based on a
deterministic analysis and are consistent with a 'CCC' rating,
meaning default is a real possibility, given that the credit
enhancement to each class falls below Fitch's base case loss
expectation of 24.2%.

Fitch upgrades this class and revises its Rating Outlook:

   -- $180.9 million class A-1 to 'A/LS3' from 'BBB/LS3'; Outlook
      to Stable from Negative.

In addition, Fitch affirms these classes and revises Rating
Outlooks and Recovery Ratings (RR):

   -- $64 million class A-2 at 'BB/LS4'; Outlook to Positive from
      Negative;

   -- $27.8 million class B at 'BB/LS5'; Outlook to Stable from
      Negative;

   -- $22.3 million class C at 'B/LS5'; Outlook to Stable from
      Negative;

   -- $16.7 million class D at 'B/LS5'; Outlook Negative;

   -- $18.1 million class E at 'CCC'; RR to 'RR4' from 'RR5';

   -- $12.5 million class F at 'CCC/RR5';

   -- $9.7 million class G at 'CCC/RR5';

   -- $13.9 million class H at 'CCC/RR6';

   -- $15.3 million class J at 'CCC/RR6';

   -- $5.6 million class K at 'CCC/RR6'.


PROTECTIVE COMMERCIAL: Moody's Upgrades Ratings of 3 CMBS Classes
-----------------------------------------------------------------
Moody's Investors Service (Moody's) upgraded the rating of three
classes and affirmed three classes of Protective Finance
Corporation II, Commercial Mortgage FASIT Certificates, Series I:

Cl. D-1, Upgraded to Aaa (sf); previously on Nov 4, 2010 Upgraded
to Aa2 (sf)

Cl. D-2, Upgraded to Aaa (sf); previously on Nov 4, 2010 Upgraded
to Aa2 (sf)

Cl. D-3, Upgraded to Aaa (sf); previously on Nov 4, 2010 Upgraded
to Aa2 (sf)

Cl. E-1, Affirmed at Ba1 (sf); previously on Nov 4, 2010 Upgraded
to Ba1 (sf)

Cl. E-2, Affirmed at Ba1 (sf); previously on Nov 4, 2010 Upgraded
to Ba1 (sf)

Cl. E-3, Affirmed at Ba1 (sf); previously on Nov 4, 2010 Upgraded
to Ba1 (sf)

RATINGS RATIONALE

The upgrades are due to increased credit support due to loan
payoffs and 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
2.3% of the current balance. At last review, Moody's cumulative
base expected loss was 1.8%. Moody's stressed scenario loss is
5.4% 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 analysis reflects a 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 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. 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 75 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 November 4, 2010.

DEAL PERFORMANCE

As of the June 27, 2011 distribution date, the transaction's
aggregate certificate balance has decreased by 92% to $73.7
billion from $845.5 million at securitization. The Certificates
are collateralized by mortgage loans ranging in size from less
than 1% to 5% of the pool, with the top ten loans representing 27%
of the pool. Every loan in the pool is fully amortizing with a
weighted average month to maturity of 76 months.

Two loans have been liquidated from the pool, resulting in a
realized loss of $752,907 (51% loss severity on average). There
are no loans currently on the watchlist or in special servicing.

Moody's was provided with full year 2009 operating results for 98%
of the pool. Moody's weighted average LTV is 51%, the same as last
review. Moody's net cash flow reflects a weighted average haircut
of 15% to the most recently available net operating income.
Moody's value reflects a weighted average capitalization rate of
10.2%.

Moody's actual and stressed DSCRs are 1.09X and 2.97X,
respectively, compared to 1.10X and 3.04X 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 two conduit loans represent 9% of the pool balance. The
largest loan ($3.6 million -- 5.0%) is secured by a 68,151 square
foot retail property located in Anderson, South Carolina. As of
December 2010 the property was 75% leased, the same as last
review. Moody's valuation reflects a stressed cash flow due to
Moody's concerns about the property's inability to retain an
anchor tenant for an extended period of time. Since origination,
the anchor space has changed tenancy three times; tenants
occupying the space include Winn Dixie, Gold's Gym, and Electric
City Gym (current tenant). Moody's LTV and stressed DSCR are 129%
and 0.75X, respectively, compared to 111% and 0.88X at last
review.

The second largest loan ($2.8 million -- 4.0%) is secured by a
124,014 square foot retail property located in Mobile, Alabama. As
of December 2010 the property was 72% leased. Moody's LTV and
stressed DSCR are 68% and 1.49X, respectively, the same as at last
review.


REAL ESTATE LIQUIDITY: DBRS Confirms Class H Rating at 'BB'
-----------------------------------------------------------
DBRS has confirmed these ratings of Real Estate Liquidity Trust,
Series 2004-1:

Classes A-1, A2, B and X at AAA (sf)
Class C at AA (sf)
Class D-1 at A (sf)
Class D-2 at A (sf)
Class E-1 at A (low) (sf)
Class E-2 at A (low) (sf)
Class F at BBB (sf)
Class G at BBB (low) (sf)
Class H at BB (sf)
Class J at B (high) (sf)
Class K at B (sf)
Class L at B (low) (sf)

All trends for the rated classes of this transaction are Stable.

DBRS does not rate the $3,807,747 first loss piece, Class M.

The rating confirmations reflect a strong outlook for the pool,
with the successful maturity of 26 loans since issuance.  There
are eight defeased loans, representing 22.7% of the current pool
balance.  Overall, financial performance for the remaining
collateral is stable, with a weighted-average debt service
coverage ratio (WADSCR) of 1.85x and a weighted-average loan-to-
value (WALTV) of 51.6%.  All 47 of the loans remaining in the pool
are current.  The pool collateral has been reduced by 44.9% since
issuance, with the current pool balance at approximately
$220.6 million.

There are four loans on the servicer's watchlist, representing
5.51% of the current pool balance.  These loans are discussed in
detail below.

8655 Foucher St/600-670 Cremazie Blvd (Prospectus ID#27, 2.03% of
current pool balance) is a 117-unit multifamily property built in
1964 and located in Montreal.  This loan was placed on the
watchlist in July 2010 because of a low DSCR, resulting from a
decline in rental revenue.  According to the borrower, rental
rates were lowered in an effort to remain competitive in the
market.  The servicer was not able to make contact with management
personnel for a December 2010 site inspection; however, a tour of
the building's exterior found the property to be in Good
condition.  The DSCR and occupancy, as of YE2009, are 1.01x and
96%, respectively, which, although an improvement over the YE2008
DSCR of 0.92x, indicates a 25% decline to net cash flow since
issuance.

Victoria House (Prospectus ID#35, 1.68% of current pool balance)
is an independent living facility built in 2001 and located in
Orillia, Ontario.  The NCF has declined at the property, and
YE2009 financials indicate a DSCR of 1.05x, down from 1.31x at
issuance.  The decline has been attributed to increased general
and administrative expenses, as well as the normalization of
capital expenditures to 4% of the Estimated Gross Income (EGI).  A
September 2010 servicer site inspection noted the property to be
well-maintained and in good overall condition, with no deferred
maintenance items.  According to the same document, the property
was 100% occupied at the time of inspection.

Prospectus ID#46 (1.21% of current pool balance) is a privacy-
protected loan secured by a 66-unit multifamily property located
in Ontario.  The loan was placed on the watchlist in July 2010 for
a low DSCR, caused by a decline in revenue.  Competition in the
area includes recently constructed high-rise condominiums,
according to a September 2010 servicer site inspection.  The
inspector assigned the property a rating of Poor. Major deferred
maintenance issues noted include balcony safety issues, steel
fences and entrances to underground parking garage in need of
repair or replacement, and graffiti throughout the property.  The
loan remains current, and is 100% recourse to the borrower.

Prospectus ID# 69 (0.59% of the current pool balance) is a
privacy-protected loan secured by an industrial property located
in British Columbia.  The loan had been on the watchlist for a low
DSCR.  As of YE2010 the DSCR is 1.65x and the property is 92%
occupied.  More recently, the loan remained on the watchlist for
tenant expirations.  The tenants in question have reportedly
extended their respective leases, and the servicer has confirmed
that this loan will be removed from the watchlist.

DBRS maintains two shadow ratings in this transaction.  The shadow
rated loans are Sheraton Cavalier (Prospectus ID#2, 8.19% of the
current pool balance) at AA (low) and Baywood Centre (Prospectus
ID#9, 3.84% of the current pool balance) at AA (high).  The loans
have continued to exhibit stable performance and, as such, DBRS
has confirmed the shadow ratings.

DBRS continues to monitor this transaction on a monthly basis in
the Monthly CMBS Surveillance Report, which can provide more
detailed information on the individual loans in the pool.


REAL ESTATE LIQUIDITY: DBRS Confirms Ratings Three Loans at 'BB'
----------------------------------------------------------------
DBRS has confirmed these ratings of Real Estate Liquidity Trust,
Series 2004-1:

Classes A-1, A2, B and X at AAA (sf)
Class C at AA (sf)
Class D-1 at A (sf)
Class D-2 at A (sf)
Class E-1 at A (low) (sf)
Class E-2 at A (low) (sf)
Class F at BBB (sf)
Class G at BBB (low) (sf)
Class H at BB (sf)
Class J at B (high) (sf)
Class K at B (sf)
Class L at B (low) (sf)

All trends for the rated classes of this transaction are Stable.

DBRS does not rate the $3,807,747 first loss piece, Class M.

The rating confirmations reflect a strong outlook for the pool,
with the successful maturity of 26 loans since issuance.  There
are eight defeased loans, representing 22.7% of the current pool
balance. Overall, financial performance for the remaining
collateral is stable, with a weighted-average debt service
coverage ratio (WADSCR) of 1.85x and a weighted-average loan-to-
value (WALTV) of 51.6%.  All 47 of the loans remaining in the pool
are current.  The pool collateral has been reduced by 44.9% since
issuance, with the current pool balance at approximately
$220.6 million.

There are four loans on the servicer's watchlist, representing
5.51% of the current pool balance.

8655 Foucher St/600-670 Cremazie Blvd (Prospectus ID#27, 2.03% of
current pool balance) is a 117-unit multifamily property built in
1964 and located in Montreal.  This loan was placed on the
watchlist in July 2010 because of a low DSCR, resulting from a
decline in rental revenue.  According to the borrower, rental
rates were lowered in an effort to remain competitive in the
market.  The servicer was not able to make contact with management
personnel for a December 2010 site inspection; however, a tour of
the building's exterior found the property to be in Good
condition.  The DSCR and occupancy, as of YE2009, are 1.01x and
96%, respectively, which, although an improvement over the YE2008
DSCR of 0.92x, indicates a 25% decline to net cash flow since
issuance.

Victoria House (Prospectus ID#35, 1.68% of current pool balance)
is an independent living facility built in 2001 and located in
Orillia, Ontario.  The NCF has declined at the property, and
YE2009 financials indicate a DSCR of 1.05x, down from 1.31x at
issuance.  The decline has been attributed to increased general
and administrative expenses, as well as the normalization of
capital expenditures to 4% of the Estimated Gross Income (EGI).  A
September 2010 servicer site inspection noted the property to be
well-maintained and in good overall condition, with no deferred
maintenance items.  According to the same document, the property
was 100% occupied at the time of inspection.

Prospectus ID#46 (1.21% of current pool balance) is a
privacy-protected loan secured by a 66-unit multifamily property
located in Ontario.  The loan was placed on the watchlist in July
2010 for a low DSCR, caused by a decline in revenue.  Competition
in the area includes recently constructed high-rise condominiums,
according to a September 2010 servicer site inspection.  The
inspector assigned the property a rating of Poor. Major deferred
maintenance issues noted include balcony safety issues, steel
fences and entrances to underground parking garage in need of
repair or replacement, and graffiti throughout the property.  The
loan remains current, and is 100% recourse to the borrower.

Prospectus ID# 69 (0.59% of the current pool balance) is a
privacy-protected loan secured by an industrial property located
in British Columbia.  The loan had been on the watchlist for a low
DSCR. As of YE2010 the DSCR is 1.65x and the property is 92%
occupied.  More recently, the loan remained on the watchlist for
tenant expirations. The tenants in question have reportedly
extended their respective leases, and the servicer has confirmed
that this loan will be removed from the watchlist.

DBRS maintains two shadow ratings in this transaction.  The shadow
rated loans are Sheraton Cavalier (Prospectus ID#2, 8.19% of the
current pool balance) at AA (low) and Baywood Centre (Prospectus
ID#9, 3.84% of the current pool balance) at AA (high).  The loans
have continued to exhibit stable performance and, as such, DBRS
has confirmed the shadow ratings.

DBRS continues to monitor this transaction on a monthly basis in
the Monthly CMBS Surveillance Report, which can provide more
detailed information on the individual loans in the pool.


RENTAL CAR: Moody's Assigns Definitive Ratings to Rental Car ABS
----------------------------------------------------------------
Moody's has assigned definitive ratings of Aaa (sf) to the Class A
notes and Baa2 (sf) to the Class B notes (together, the Series
2011-1 notes) of the Series 2011-1 Rental Car Asset-Backed Notes
issued by Rental Car Finance Corp., (RCFC or Issuer), a special
purpose entity wholly owned by Dollar Thrifty Automotive Group,
Inc. (DTAG, B2). The servicer and primary lessee is DTG
Operations, Inc. (DTG), whose obligations under the lease are
guaranteed by DTAG. The Class A and Class B notes will have an
expected maturity of approximately three years. The Class B notes
will be subordinated to the Class A notes.

The complete rating action is:

Issuer: Rental Car Finance Corp.

$420,000,000 Series 2011-1 Rental Car Asset Backed Notes, Class A,
interest rate 2.51%, rated Aaa (sf)

$80,000,000 Series 2011-1 Rental Car Asset Backed Notes, Class B,
interest rate 4.38%, rated Baa2 (sf)

RATINGS RATIONALE

The ratings are based, among other things, on the collateral, the
presence of DTAG as the master servicer and guarantor under the
leases, credit enhancement and the structural features of the
transaction. The principal methodology used in rating the
transaction is described below. Other methodologies and factors
that may have been considered in the process of rating this issuer
can also be found in the Rating Methodologies sub-directory on
www.moodys.com.

Credit enhancement consists of overcollateralization; a minimum
liquidity requirement in the form of letter of credit or cash;
and, for the Class A notes, subordination provided by the Class B
notes. Overcollateralization levels are dynamic based on fleet
mix. The lowest program vehicle enhancement level is 25.0%, the
highest program vehicle enhancement level is 37.0%, the lowest
non-program vehicle enhancement is 45.0% provided that it can be
reduced to no less than 37.0% after closing subject a rating
agency condition by Moody's, and the highest non-program vehicle
enhancement level is 45.0%. See below for further details.

TRANSACTION OVERVIEW

The Series 2011-1 notes are secured by a first-priority perfected
security interest in a segregated collateral pool known as Group
VIII, which primarily consists of among other things eligible
program and non-program vehicles from eligible manufacturers. The
transaction documents will require that the mix of vehicles
comprising the collateral for the Series 2011-1 notes mirror the
mix of DTAG's entire rental fleet and all future issuance of term
series sponsored by DTAG will be issued out of Group VIII
collateral. Moody's factored this expectation into its fleet mix
assumption.

The repayment of these notes will be from three primary sources:
(1) lease payments from DTG under a master lease agreement, (2)
payments from program manufacturers under their repurchase
agreements, and (3) proceeds from the sale of non-program vehicles
in the open market.

The Class A notes and the Class B notes will have revolving
periods followed by controlled amortization periods if no rapid
amortization event occurs. During the revolving period, the
collateral for the notes may be sold and replaced and, unless a
rapid amortization event has occurred, no payment of principal for
any class of notes is required. Amortization events include, among
other things, bankruptcies of DTAG or the Issuer, termination of
the lease between the Issuer and DTG, payment default under the
lease and credit enhancement deficiencies.

The Class B notes will be subordinated in all respects to the
Class A notes. No payment of interest on the Class B notes will be
made on any payment date unless all interest due on the Class A
notes has been paid in full. During any controlled amortization
period, no payment of principal of the Class B notes will be made
until the controlled distribution amount related to the Class A
notes has been paid in full. During the rapid amortization period,
no payment of principal of the Class B notes will be made unless
and until the aggregate outstanding principal amount of Class A
notes has been paid in full.

Credit support for the Class A notes consists of a combination of
subordination of Class B notes, overcollateralization, cash or
letters of credit. Credit support for the Class B notes consists
of a combination of overcollateralization, cash or letters of
credit. The required minimum credit enhancement for the Class B
notes expressed as a percentage of the adjusted principal amount
of Class A notes and Class B notes consists of four buckets: (1)
25.0% for program vehicles from eligible manufacturers rated at
least Baa2 (unlimited) or Baa3 (subject to a limit of 10% of the
Group VIII total securitized fleet by net book value); (2) 37.0%
for all other program vehicles; (3) 45.0% for non-program vehicles
from eligible manufacturers rated at least Baa2 (unlimited) or
Baa3 (subject to a limit of 10% of the Group VIII total
securitized fleet by net book value provided that this level of
enhancement can be reduced to no less than 37.0% after closing
subject to a rating agency condition by Moody's, (4) 45.0% for all
other non-program vehicles and vehicles from bankrupt
manufacturers. A portion of the credit enhancement must consist of
liquidity equal to at least six months of interest on the notes
plus a cushion of at least 50 bps to cover operating and other
expenses. The actual required amount of credit enhancement
therefore fluctuates based on the mix of vehicles in the
securitized fleet.

Moody's believes that the issuance of Series 2011-1 in itself will
not cause any down grade or withdrawal of the current ratings on
RCFC Series 2007-1.

V-SCORE AND PARAMETER SENSITIVITY

Moody's V Score. The V Score for this transaction is Medium/High,
which is higher than the V score assigned for the U.S. Rental Car
ABS sector. The V Score indicates "Medium/High" uncertainty about
critical assumptions. The Medium/High V score is largely driven by
the above average performance variability for the Issuer and the
above average market value risk due to the lower rating of DTAG
than that of Hertz and Avis Budget and the concentration of its
fleet with the Detroit Three. The other remaining scores are the
same as the sector.

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. For this exercise, Moody's
analyzed stress scenarios assessing the potential model-indicated
ratings impact if (a) the current B2 rating of DTAG was to
immediately decline to B3, Caa1, Caa2 and Caa3 and (b) the assumed
modeled haircuts to estimated vehicle market values due to lessee
default were increased by 5%, 10% and 15%. Haircuts are expressed
as a percentage of the estimated market value of the vehicle
collateral. Moody's models potential vehicle collateral
liquidation value by estimating market value and then applying
haircuts. Moody's uses triangular distributions for those haircuts
(see methodology below). The stresses increase the base case
triangular distribution haircuts by the following percentage
points: 5%, 10% and 15%. For example, if the haircuts in the base
case are determined by a triangular distribution with parameters
of (5%, 15%, 30%), and this is increased by 5 percentage points,
then the resulting stressed haircut would be determined by a
triangular distribution with parameters of (10%, 20%, 35%).

Using such assumptions, the Aaa (sf) initial model-indicated
rating for the Series 2011-1 notes might change as follows: (a)
with DTAG rated B2, the Aaa(sf)initial note rating would remain
unchanged under the base market value haircut, or if the market
value haircut is increased by 5%, but would change to Aa1 if the
market value haircut is increased by 10%, or change to Aa3 if the
market value haircut is increased by 15%; (b) with DTAG rated B3,
the Aaa(sf)initial note rating would remain unchanged under the
base market value haircut assumption or if the market value hair
is increased by 5%, but would change to Aa1 if the market value
haircut is increased by 10%, or change to Aa3 if the market value
haircut is increased by 15%, (c) with DTAG rated Caa1, the
Aaa(sf)initial note rating would remain unchanged under the base
market value haircut assumption or if the market value haircut is
increased by 5%, but would change to Aa1 if the market haircut is
increased by 10% or change to A1 if the market value haircut is
increased by 15%;(d) with DTAG rated Caa2, the Aaa(sf)initial note
rating would remain unchanged under the base market value haircut
assumption or if the market value haircut is increased by 5%, but
would change to Aa1 if the market haircut is increased by 10% or
change to A1 if the market value haircut is increased by 15%; and
(e) with DTAG rated Caa3, the Aaa(sf)initial note rating would
remain unchanged under the base market value haircut assumption,
or if the market value haircut is increased by 5%, but would
change to Aa2 if the market value haircut is increased by 10%, or
change to A2 if the market value haircut is increased by 15%.

Using such assumptions, the Baa2 (sf) initial model-indicated
rating for the Class B notes might change as follows: (a) with
DTAG rated B2, the Baa2 (sf) initial note rating would remain
unchanged under the base market value haircut, but would change to
Ba1 if the market value haircut is increased by 5%, or change to
B3 if the market value haircut is increased by 10%, or change to
below B3 if the market value haircut is increased by 15%; (b) with
DTAG rated B3, the Baa2 (sf) initial note rating would remain
unchanged under the base market value haircut assumption, but
would change to Ba2 if the market value hair is increased by 5%,
or change to below B3 if the market value haircut is increased by
10%, or change to below B3 if the market value haircut is
increased by 15%, (c) with DTAG rated Caa1, the Baa2 (sf) initial
note rating would remain unchanged under the base market value
haircut assumption or change to Ba3 if the market value haircut is
increased by 5%, or change to below B3 if the market haircut is
increased by 10% or change to below B3 if the market value haircut
is increased by 15%;(d) with DTAG rated Caa2, the Baa2 (sf)
initial note rating would remain unchanged under the base market
value haircut assumption or change to B1 if the market value
haircut is increased by 5%, or change to below B3 if the market
haircut is increased by 10% or change to below B3 if the market
value haircut is increased by 15%; and (e) with DTAG rated Caa3,
the Baa2 (sf) initial note rating would remain unchanged under the
base market value haircut assumption, or would change to B3 if the
market value haircut is increased by 5%, or change to below B3 if
the market value haircut is increased by 10%, or change to below
B3 if the market value haircut is increased by 15%.

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.

PRINCIPAL RATING METHODOLOGY

The primary asset backing the notes is the monthly lease payments
by DTAG as well as the pool of vehicles comprising the bulk of the
DTAG daily rental car fleet, including both program vehicles
(vehicles subject to repurchase, or guaranteed depreciation
agreements provided by the related auto manufacturer) and non-
program vehicles (vehicles that do not benefit from such
repurchase or guaranteed depreciation agreements).

The key factors in Moody's rating analysis include the probability
of default by DTAG, the likelihood of a bankruptcy or default by
the auto manufacturers providing vehicles to the rental car fleet
owned by the lessor, and the recovery rate on the rental car fleet
in the event that DTAG defaults. Monte Carlo simulation modeling
was used to assess the impact on bondholders of these variables.

The default probability of DTAG was simulated based on its current
corporate probability of default rating and Moody's idealized
default rates. Moody's stresses the rating of DTAG as lessee to
provide a limited degree of de-linkage of the rated ABS from the
corporate rating of the sponsor. Moody's stresses DTAG's rating to
Caa3 for the Aaa(sf) rating and Moody's stresses DTAG's rating by
two notches to Caa1 for the Class B notes.

Like all rental car companies, DTAG's fleet includes both program
cars and non-program cars (also known as 'risk' cars). Under the
terms of the simulation, in cases where DTAG does not default, it
is assumed that bondholders are repaid in full and no liquidation
of the Issuer's rental car fleet is necessary.

In cases where DTAG does default, the Issuer's fleet must be
liquidated in order to repay the bondholders. In those cases, the
default probability of the related auto manufacturers must also be
simulated. The default of the Detroit Three were simulated based
on estimates for probability of default provided by Moody's
corporate analysts that incorporated the likelihood of both
Chapter 7 and Chapter 11 bankruptcies. The default probability of
other manufacturers is derived from their respective ratings. For
each manufacturer simulated to be in Chapter 11, Moody's furthers
simulate whether each such manufacturer will honor its obligation
with respect to program vehicles or default on the obligation. In
simulating liquidation of the rental car fleet following a DTAG
default, it is assumed that the portion of the program vehicle
fleet associated with non-defaulting manufacturers (both non-
bankrupt manufacturers and bankrupt Chapter 11 manufacturers
honoring their program obligations) is returned to the related
manufacturer at full book value. For the non-program vehicle
(risk) fleet, as well as the portion of the program vehicle fleet
associated with defaulting manufacturers not honoring obligations
on their program vehicles, it is assumed the vehicles will be sold
in the open market.

For vehicles sold in the open market, the market value of a
vehicle at the time of liquidation, before any haircuts are
applied, is estimated using market depreciation data from the
National Automobile Dealers Association (NADA) for each
manufacturer with vehicles in the collateral pool. In making this
calculation Moody's assumes an average purchase price discount of
10% below MSRP for program vehicles and 15% for non-program (risk)
to reflect both the terms required under the transaction
documentation and historic performance. In addition, Moody's
assumes a delay in sale of six months and therefore net an
additional six months of depreciation. This six month delay in
fleet liquidation following the Lessee's default contemplates
potential legal challenges to obtaining control of the fleet and
the potential difficulties of marshaling and selling such a large
quantity of vehicles. The base liquidation value of sold vehicles
is determined by applying a base haircut to this estimated
depreciated market value. The base haircut is simulated using a
triangular distribution (i.e., minimum, mode, maximum) with values
of (5%, 15%, 30%). The resulting calculation provides the base
liquidation value. Additional haircuts may be applied to the base
liquidation value depending on the manufacturer's simulated
status: non-bankrupt, bankrupt Chapter 11 or bankrupt Chapter 7.
No further haircuts are applied to either (i) non-program (risk)
and program vehicles from non-bankrupt manufacturers or (ii)
program vehicles from bankrupt Chapter 11 manufacturers who are
assumed to honor their program obligations. However, in all other
cases, the base liquidation value is further reduced. For bankrupt
Chapter 11 manufacturers, Moody's reduces the base liquidation of
their non-program (risk) vehicles and their program vehicles whose
obligations are assumed not to be honored by multiplying the base
liquidation value by a haircut, which is simulated using a
triangular distribution with input parameters (14%, 18%, 19%). For
manufacturers assumed to be in Chapter 7, Moody's reduces base
liquidation value of their vehicles by multiplying the base
liquidation value by a haircut, which is simulated using a
triangular distribution with input parameters (25%, 35%, 50%).

Slightly higher volatility of the fleet mix by manufacturer was
assumed given greater potential for changes in fleet mix in a
seven year tranche. Additional sensitivities were conducted to
test the impact of extra volatility in the pool mix on the ratings
on the notes.

ADDITIONAL RESEARCH

A pre-sale report for this transaction and reports for prior
rental car ABS transactions from this sponsor, are available at
www.moodys.com. Additional research, including 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
at www.moodys.com.


REPACS TRUST: Moody's Upgrades Rating of Debt Obligation
--------------------------------------------------------
Moody's Investors Service announced this rating action on
Repacks Trust Series: Warwick, a collateralized debt obligation
transaction (the Corporate "Collateralized Synthetic Obligation"
or "CSO"). REPACs Trust Series: Warwick synthetically references
a portfolio of structured finance entities and eight bespoke
synthetic CDO tranches each referencing a portfolio of corporate
entities.

The CSO, issued in 2005, referenced a portfolio of synthetic
corporate senior unsecured bonds.

Issuer: Repacks Trust Series: Warwick

US$50M Class A Debt Unit Notes, Upgraded to Caa3 (sf); previously
on Apr 13, 2009 Downgraded to Ca (sf)

RATINGS RATIONALE

Moody's explained that the rating action taken is the result of
the relative stability of the credit quality of the reference
portfolio the shortened time to maturity of the CSO and the level
of credit enhancement remaining.

The weighted average 10-year weighted average rating factor (WARF)
of the underlying portfolio is 1086, equivalent to Ba2 compared to
a 1010 as of the last rating action. The ratings of referenced
entities rated Caa1 and below have remained stable. The portfolio
is exposed to Clear Channel Communication and Harrah's Operating
Company, which are not credit events, but are rated Ca.

The maturity of the notes is 0.8 years and the remaining credit
enhancement protecting the notes is close to 20%.

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
  modeled in 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.


REPACS TRUST: Moody's Upgrades Rating of Warwick Series
-------------------------------------------------------
Moody's Investors Service announced this rating action on Repacks
Trust Series: Warwick, a collateralized debt obligation
transaction (the Corporate "Collateralized Synthetic Obligation"
or "CSO"). REPACs Trust Series: Warwick synthetically references a
portfolio of structured finance entities and eight bespoke
synthetic CDO tranches each referencing a portfolio of corporate
entities.

The CSO, issued in 2005, referenced a portfolio of synthetic
corporate senior unsecured bonds.

Issuer: Repacks Trust Series: Warwick

US$50M Class A Debt Unit Notes, Upgraded to Caa3 (sf); previously
on Apr 13, 2009 Downgraded to Ca (sf)

RATINGS RATIONALE

Moody's explained that the rating action taken today is the result
of the relative stability of the credit quality of the reference
portfolio the shortened time to maturity of the CSO and the level
of credit enhancement remaining.

The weighted average 10-year weighted average rating factor (WARF)
of the underlying portfolio is 1086, equivalent to Ba2 compared to
a 1010 as of the last rating action. The ratings of referenced
entities rated Caa1 and below have remained stable. The portfolio
is exposed to Clear Channel Communication and Harrah's Operating
Company, which are not credit events, but are rated Ca.

The maturity of the notes is 0.8 years and the remaining credit
enhancement protecting the notes is close to 20%.

Moody's rating action today 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 modeled in
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.


REYNOLDS GROUP: Moody's Assigns Ratings to Acquisition Financing
----------------------------------------------------------------
Moody's Investors Service assigned ratings to Reynolds Group
Holdings Limited's proposed financing to acquire Graham Packaging
Company L.P. Moody's also confirmed Graham's B2 corporate family
rating, revised the outlook to negative in line with the RGHL
outlook and concluded the review for downgrade. Graham's corporate
family and term loan rating will be withdrawn after Reynolds
completes Graham's acquisition, which is expected in September
2011. Additional instrument ratings are detailed below.

The assignment of ratings follows RGHL's announcement on July 25,
2011 that certain amendments to its senior secured credit facility
intended to facilitate the financing of its previously announced
acquisition of Graham have been approved by the requisite lenders.
RGHL also announced that it increased by $500.0 million the senior
unsecured notes incurred in connection with the Graham
acquisition. The net proceeds from the increase in unsecured debt
financing will be used to repurchase any of Graham's senior
unsecured notes that are tendered in connection with change of
control offers at 101% of principal that will be made following
consummation of the Graham acquisition. Any remaining net proceeds
from the additional unsecured debt financing will be applied to
repay indebtedness coming due in the near-term, or to repay,
repurchase or otherwise retire other indebtedness.

Moody's took these rating actions:

Reynolds Group Holdings Limited

-- Affirmed B2 CFR

-- Affirmed B2 PDR

The ratings outlook is negative

Reynolds Group Holdings Inc

-- Assigned definitive Ba3 (LGD 2, 26%) to US$2,000M Senior
    Secured Term Loan due 8/9/2018

-- Affirmed Ba3 (LGD 2, 26% from 27%) EUR 80M Senior Secured
    Revolving Credit Facility due 11/5/2014

-- Affirmed Ba3 (LGD 2, 26% from 27%) US$120M Senior Secured
    Revolving Credit Facility due 11/5/2014

-- Affirmed Ba3 (LGD 2, 26% from 27%) US$2,325M Senior Secured
    Term Loan E in 2/9/2018

-- Affirmed Ba3 (LGD 2, 26% from 27%) EUR 250M Senior Secured
    Term Loan E in 2/9/2018

Reynolds Group Issuer (Luxembourg) S.A., Reynolds Group Issuer LLC

-- Assigned definitive Ba3 (LGD 2, 27%) US$1,500M 7.875% Senior
    Secured Notes due 8/15/2019

-- Assigned definitive Caa1 (LGD 5, 77%) US$1,000M 9.875% Senior
    Unsecured Notes due 8/15/2019

-- Affirmed Ba3 (LGD 2, 26% from 27%) US$1125M 7.750% Senior
    Secured Notes due 10/15/2016

-- Affirmed Ba3 (LGD 2, 26% from 27%) EUR 450M 7.750% Senior
    Secured Notes due 10/15/2016

-- Affirmed Ba3 (LGD 2, 26% from 27%) US$1,500M 7.125% Senior
    Secured Notes due 04/15/2019

-- Affirmed Ba3 (LGD 2, 26% from 27%) US$1,000M 6.875% Senior
    Secured Notes due 02/15/2021

-- Affirmed Caa1 (LGD 5, 77% from 79%) US$1,000M 8.500% Senior
    Unsecured Notes due 05/15/2018

-- Affirmed Caa1 (LGD 5, 77% from 79%) US$1,500M 9.000% Senior
    Unsecured Notes due 04/15/2019

-- Affirmed Caa1 (LGD 5,77% from 79%) US$1,000M 8.250% Senior
    Unsecured Notes due 02/15/2021

Beverage Packaging Holdings (Lux) II S.A.

-- Affirmed Caa1 (LGD 5,77% from 79%) EUR 480M 8.000% Senior
    Unsecured Notes due 12/15/2016

-- Affirmed Caa1 (LGD 6, 96%) EUR 420M 9.5% Sr. Subordinated
    Notes due 06/15/2017

Pactiv Corporation

-- Affirmed Caa1 (LGD 6, 93%) US$250M 5.875% Notes due
    07/15/2012

-- Affirmed Caa1 (LGD 6, 93%) US$300M 8.125% Bonds due 06/15/2017

-- Affirmed Caa1(LGD 6, 93%) US$250M 6.400% Notes due 01/15/2018

-- Affirmed Caa1 (LGD 6, 93%) US$276.79M 7.950% Bonds due
    12/15/2025

-- Affirmed Caa1 (LGD 6, 93%) US$200M 8.375% Notes due 04/15/2027

Graham Packaging Company L.P.

-- Confirmed B2 CFR (To be withdrawn after transaction closes)

-- Confirmed B2 PDR (To be withdrawn after transaction closes)

-- Revised outlook to negative from under review for downgrade
    (To be withdrawn after transaction closes)

-- Confirmed B1 (LGD 3, 35%) $124.8M revolver due 10/1/2013 (To
    be withdrawn after transaction closes)

-- Confirmed B1 (LGD 3, 35%) $1038.1M term loan C due 4/5/2014
    (To be withdrawn after transaction closes)

-- Confirmed B1 (LGD 3, 35%) $913M term loan C due 9/23/2016 (To
    be withdrawn after transaction closes)

-- Confirmed Caa1 (LGD 5, 77% from 83%) $253.38M Senior Unsecured
    Notes due 12/1/2017

-- Confirmed Caa1 (LGD 5, 77% from 83%) $250M Senior Unsecured
    Notes due 10/1/2018

-- Confirmed Caa1 (LGD 6, 96% from 94%) $375 million Senior
    Subordinated Notes due 10/7/2014

The rating are subject to the closing of the acquisition and the
receipt and review of the final documentation.

RATINGS RATIONALE

The B2 corporate family rating reflects RGHL's weak pro-forma
credit metrics, integration risk and limited operating history for
the combined entity. The rating and outlook also reflect the
company's lengthy raw material cost pass-through provisions,
concentration of sales within certain segments and
acquisitiveness/financial aggressiveness. Additionally, the
company has a complex capital and organizational structure and is
owned by a single individual. Pro-forma leverage and debt to
revenue are high at over 6.5 times and 100% respectively
(excluding synergies and including Moody's standard adjustments)
leaving the company little room within the rating category for
negative operating or integration variance. Additionally, pro-
forma EBIT to interest coverage is approximately 1 time and the
company has a significant percentage of variable rate debt. RGHL
is still integrating a large acquisition (Pactiv in November 2010)
and several smaller acquisitions. The company has only been
operating as a combined entity since 2007 and over 50% of pro-
forma revenues are from business which were acquired less than one
year ago.

Strengths in the company's profile include anticipated positive
free cash generation and management's commitment to dedicate free
cash flow to debt reduction over the intermediate term and refrain
from further significant acquisition activity. Strengths in the
company's profile also include its strong brands and market
positions in certain segments, scale and high percentage of blue-
chip customers. Despite the anticipated significant increase in
interest and other expenses, RGHL is anticipated to continue to
generate some level of free cash flow which management has pledged
will be applied to debt reduction. Synergies from Pactiv, Graham
and Dopaco (recently acquired) are expected to help bolster free
cash generation. The company has strong brands and market
positions and there are some switching costs for customers in
certain segments. Many of RGHL's businesses had a history of
strong execution and innovation prior to their acquisition. Scale,
as measured by revenue, is significant for the industry and helps
RGHL lower its raw material costs. RGHL is also expected to have
adequate pro-forma liquidity including adequate cushion under its
financial covenants following the credit facility amendment.

The negative rating outlook reflects the company's stretched
financial metrics, integration risk and limited room for negative
operating or integration variance.

The ratings could be downgraded if the company fails to improve
credit metrics on a sustainable basis, undertakes further
significant acquisitions and/or continues its aggressive financial
policies. The ratings could also be downgraded if there is a
deterioration in the operating and competitive environment and/or
the company fails to maintain adequate liquidity including ample
cushion under financial covenants . Specifically, the ratings
could be downgraded if debt to EBITDA remained above 6 times, EBIT
to interest expense declined below 1.5 times, free cash flow to
debt declined below the low single digits, and/or the EBIT margin
decreased to below the high single digits.

The rating could be stabilized if the company sustainably improves
its credit metrics within the context of a stable operating and
competitive environment, maintains adequate liquidity including
ample cushion under financial covenants and pursues less
aggressive financial policies. Specifically, RGHL would need to
improve debt to EBITDA to below 6 times, EBIT to interest expense
to at least 1.5 times and free cash flow to debt to the mid single
digits while maintaining the EBIT margin in the high single
digits.

The principal methodology used in rating Reynolds Group Holdings
Limited and Graham Packaging Company L.P. was the Global Packaging
Manufacturers: Metal, Glass, and Plastic Containers Industry
Methodology, published June 2009. Other methodologies used include
Loss Given Default for Speculative Grade Issuers in the US,
Canada, and EMEA, published June 2009.


SANDELMAN REALTY: Fitch Affirms Ratings on Eight Classes
--------------------------------------------------------
Fitch Ratings has affirmed eight classes and withdrawn the rating
on one class of Sandelman Realty CRE CDO I reflecting Fitch's base
case loss expectation of 46%. Fitch's performance expectation
incorporates prospective views regarding commercial real estate
market values and cash flow declines.

The transaction continues to fail all three of its over-
collateralization tests resulting in the diversion of principal
proceeds and interest (after class C) to pay principal to class A-
1; and the capitalization of interest to classes D through L.

Since last review, the class A-1 notes have amortized by an
additional $44.8 million due to the removal of four assets (two of
which paid in full), the partial paydown and/or amortization of
several other loans, and through interest diversion. The disposal
of two credit impaired assets resulted in realized losses to the
CDO of $19.8 million.

As of the September 2010 trustee report, $31.1 million of notes
were surrendered to the trustee for cancellation, including
partial amounts of classes C, D, E and G and all of class H.

Commercial real estate loans (CREL) comprise approximately 61.6%
of the collateral of the CDO. Approximately half of the CREL are
whole loans or A-notes with the remainder B-notes or mezzanine
loans. Defaulted CREL assets have decreased to 21.1% from 34%
while loans of concern increased to 14.6% from 8% at last review.
CMBS collateral represents 38.3% of the total collateral. Since
last review, the average Fitch derived rating for the underlying
CMBS collateral declined to 'B+/B' from 'BB-'.

Under Fitch's updated methodology, approximately 56.7% of the
portfolio is modeled to default in the base case stress scenario,
defined as the 'B' stress. Fitch estimates that average recoveries
will be low at 18.8% due to the high concentration of subordinate
CMBS collateral and B-notes/mezzanine debt.

While the largest component of Fitch's base case loss expectation
is the modeled losses on the CMBS bond collateral, the second
largest component of Fitch's base case loss expectation is a
defaulted whole loan (11.4%) secured by a resort development site
located in the Northwestern United States. The sponsor's plan
called for the development and sale of lots, condominiums, and
townhouses. The loan previously defaulted in December 2008 after
lot sales failed to materialize amid the economic downturn. Fitch
modeled a significant loss on the loan in its base case scenario.

The next largest component of Fitch's base case loss expectation
is a B-note and rake bond (together 8.4%) secured by a 569-room
hotel located in Beverly Hills, California. The property underwent
an $80 million renovation between 2003 and 2006; however,
performance has struggled since then due to the economic downturn.
The loan matures on Aug. 8, 2011. Given the notes subordinate
position, Fitch modeled a term default with a full loss in its
base case scenario.

This transaction was analyzed according to the 'Surveillance
Criteria for U.S. CREL CDOs and CMBS Large Loan Floating-Rate
Transactions', which applies stresses to property cash flows and
debt service coverage ratio (DSCR) tests to project future default
levels for the underlying portfolio. Recoveries are based on
stressed cash flows and Fitch's long-term capitalization rates.
The default levels were then compared to the breakeven levels
generated by Fitch's cash flow model of the CDO under the various
default timing and interest rate stress scenarios, as described in
the report 'Global Criteria for Cash Flow Analysis in CDOs'. Based
on this analysis, the breakeven rates for classes A-1 and A-2 are
generally consistent with the ratings assigned below.

The 'CCC' and below ratings for classes B through G are based on a
deterministic analysis that considers Fitch's base case loss
expectation for the pool and the current percentage of defaulted
assets and Fitch Loans of Concern factoring in anticipated
recoveries relative to each class' credit enhancement. These
classes were assigned Recovery Ratings (RR) in order to provide a
forward-looking estimate of recoveries on currently distressed or
defaulted structured finance securities.

Class A-1 and A-2 maintain a Negative Rating Outlook reflecting
Fitch's expectation of further potential negative credit migration
of the underlying collateral.

In January 2011, Sandelman Partners, LP delegated its rights and
responsibilities under the collateral management agreement to
Mercer Park, LP, its affiliate. While Sandelman Partners, LP
remains the named collateral asset manager, Mercer Park, LP, which
employs the same key personnel that had previously managed the CDO
for Sandelman, handles the day-to-day management of the CDO. The
CDO's reinvestment period ends in March 2012.


Fitch has affirmed these classes:

   -- $178,349,232 class A-1 notes at 'BBsf'; Outlook Negative;
   -- $61,000,000 class A-2 notes at 'Bsf'; Outlook Negative;
   -- $37,250,000 class B notes at 'CCCsf/RR5';
   -- $16,000,000 class C notes at 'CCCsf/RR6';
   -- $7,399,959 class D notes at 'CCsf/RR6';
   -- $8,775,831 class E notes at 'CCsf/RR6';
   -- $13,035,157 class F notes at 'Csf/RR6';
   -- $6,732,302 class G notes at 'Csf/RR6'.

Fitch has withdrawn the rating of this class:

   -- $0 class H notes.


SASCO 2008-C2: S&P Withdraws 'CC' Rating on Class A Notes
---------------------------------------------------------
Standard & Poor's Ratings Services withdrew its 'CC (sf)' rating
on the class A notes from SASCO 2008-C2 LLC, a U.S. commercial
real estate collateralized debt obligation (CRE CDO) transaction.

The rating withdrawal reflects the trustee's cancellation of all
of the outstanding class A notes from SASCO 2008-C2 LLC. "It is
our understanding that the note cancellation came after a
bankruptcy court granted a motion by Lehman Bros. Holdings Inc.
(not rated) and Lehman Commercial Paper Inc. (not rated), in their
capacity as investors, requesting approval to terminate the
transaction. The motion included a request to submit the
outstanding notes to the trustee for cancellation. We withdrew our
rating on the class A notes as they are no longer outstanding,"
S&P stated.


SLM STUDENT: Fitch Affirms Series 2003-2 Ratings
------------------------------------------------
Fitch Ratings affirms the senior notes at 'AAAsf' and the
subordinate student loan note at 'BBsf' issued by SLM Student Loan
Trust series 2003-2. The Rating Outlook remains Stable for both
the senior and subordinate bonds.

The ratings on the senior and subordinate notes are affirmed based
on the sufficient level of credit enhancement to cover the
applicable basis factor stress.

Credit enhancement for class B consists of projected excess
spread. Class A notes benefit from subordination provided by the
lower priority notes.

The loans are serviced and originated by SLM Corp. SLM Corp.
provides funds for educational loans, primarily federal guaranteed
student loans originated under the FFELP. SLM Corp. and its
subsidiaries are not sponsored by or agencies of the U.S.
government. Fitch has assigned SLM Corp. long- and short-term
Issuer Default Ratings (IDRs) of 'BBB-' and 'F3', respectively.

SLM Student Loan Trust Series 2003-2:

   -- Class A-5 affirmed at 'AAAsf; Outlook Stable;
   -- Class A-6 affirmed at 'AAAsf; Outlook Stable;
   -- Class A-7 affirmed at 'AAAsf'; Outlook Stable;
   -- Class A-8 affirmed at 'AAAsf'; Outlook Stable;
   -- Class A-9 affirmed at 'AAAsf'; Outlook Stable;
   -- Class B affirmed at 'BBsf'; Outlook Stable.


SLM STUDENT: Fitch Affirms Series 2003-5 Ratings
------------------------------------------------
Fitch Ratings affirms the senior notes at 'AAAsf' and subordinate
student loan note at 'BBsf' issued by SLM Student Loan Trust
series 2003-5. The Rating Outlook remains Stable for both the
senior and subordinate bonds.

The ratings on the senior and subordinate notes are affirmed based
on the sufficient level of credit enhancement to cover the
applicable basis factor stress.

Credit enhancement for class B consists of projected excess
spread. Class A notes benefit from subordination provided by the
lower priority notes.

The loans are serviced and originated by SLM Corp. SLM Corp.
provides funds for educational loans, primarily federal guaranteed
student loans originated under the FFELP SLM Corp. and its
subsidiaries are not sponsored by or agencies of the U.S.
government. Fitch has assigned SLM Corp. long- and short-term
Issuer Default Ratings of 'BBB-' and 'F3', respectively.

SLM Student Loan Trust Series 2003-5:

   -- Class A-4 affirmed at 'AAAsf; Outlook Stable;
   -- Class A-5 affirmed at 'AAAsf; Outlook Stable;
   -- Class A-6 affirmed at 'AAAsf; Outlook Stable;
   -- Class A-7 affirmed at 'AAAsf; Outlook Stable;
   -- Class A-8 affirmed at 'AAAsf; Outlook Stable;
   -- Class A-9 affirmed at 'AAAsf; Outlook Stable;
   -- Class B affirmed at 'BBsf; Outlook Stable;


TRAPEZA EDGE: Moody's Upgrades Ratings of TRUP CDO Notes
--------------------------------------------------------
Moody's Investors Service has upgraded the ratings on these five
notes and the combination notes issued by Trapeza Edge CDO, Ltd.

US$194,000,000 Class A-1 First Priority Senior Secured Floating
Rate Notes Due 2035 (current balance of $163,399,054.85), Upgraded
to Baa1 (sf); previously on September 10, 2010 Downgraded to Baa2
(sf);

US$26,000,000 Class A-2 Second Priority Senior Secured Floating
Rate Notes Due 2035, Upgraded to Ba1 (sf); previously on
September 10, 2010 Downgraded to Ba2 (sf);

US$32,000,000 Class A-3 Third Priority Senior Secured Floating
Rate Notes Due 2035, Upgraded to Ba2 (sf); previously on March 27,
2009 Downgraded to B1 (sf);

US$50,500,000 Class B-1 Fourth Priority Secured Floating Rate
Notes Due 2035, Upgraded to Caa3 (sf); previously on March 27,
2009 Downgraded to Ca (sf);

US$22,500,000 Class B-2 Fourth Priority Secured Fixed Rate Notes
Due 2035, Upgraded to Caa3 (sf); previously on March 27, 2009
Downgraded to Ca (sf);

Class 1 Combination Notes Due 2035 (current rated balance of
$4,813,684.97), Upgraded to Caa1 (sf); previously on April 9, 2009
Downgraded to Ca (sf).

RATINGS RATIONALE

According to Moody's, the rating upgrade actions taken are
primarily the result of a decrease in the assumed defaulted amount
in the underlying portfolio. The assumed defaulted amount
decreased by $10 million since the last rating action in September
2010 and it currently comprises $46.85 million or about 15% of the
current portfolio. The remaining assets in the portfolio have
shown a slight improvement, as indicated by a weighted average
weighting factor (WARF) decrease to 1587, from 1690, as of the
last rating action date. Currently, 77% of the portfolio is
estimated to be Ba2 or below, as determined both by using FDIC Q4-
2010 financial data in conjunction with Moody's RiskCalc model to
assess non-publicly rated banks and using financial data for
insurance companies from Moody's insurance team.

Moody's has noticed that two of the defaulted assets have been
sold at 13.25% and 97% of par, respectively, and the proceeds
generated from these trades were used to pay down the Class A1
notes. In addition, on June 30, 2011, an asset has been redeemed
at par and the sale proceeds will also be used to cure coverage
test by paying down the Class A1 notes. Moreover, the interest
rate swap in this transaction will terminate in August 2012, which
will free up additional excess interest proceeds to pay down the
notes.

The pay down to the Class A1 notes has resulted in improvement of
overcollateralization for the tranches affected and a decrease of
their expected losses since the last rating action. As of the
latest trustee report dated June 30, 2011, the Class A
Overcollateralization Test is passing at 129.46% (limit 124.00%),
and the Class B Overcollateralization Test is still failing at
97.359% (limit 104.49%), versus 124.195% and 95.513% respectively
as reported by the trustee on August 31, 2010 which were used
during the last rating action.

The upgrade rating action on the Class 1 Combination Notes (Class
1) is primarily due to the pay down of the rated balance of Class
1, which is currently $4,813,684.97. Class 1 is composed of $3
million of Class B-2 Notes and $3 million of Subordinated Notes.
The rating of Class 1 addresses the ultimate payment of principal
together with a coupon of .25%.

Trapeza Edge CDO, Ltd., issued on August 31, 2005, is a collateral
debt obligation backed by a portfolio of bank and insurance trust
preferred securities (the 'TRUP CDO'). On September 10, 2010, the
last rating action date, Moody's downgraded two classes of notes
as a result of the deterioration in the credit quality of the
transaction's underlying portfolio.

In Moody's opinion, the banking sector outlook continues to remain
negative although there have been some recent signs of
stabilization. The pace of bank failures in 2011 has declined
compared to 2009 and 2010, and a handful of previously deferring
banks have resumed interest payment on their trust preferred
securities. In addition, with the exception of commercial P&C
insurance which remains on negative outlook, the insurance sector
is stabilizing.

The portfolio of this CDO is mainly composed of trust preferred
securities issued by small to medium sized U.S. community banks
and insurance companies that are generally not publicly rated by
Moody's. To evaluate their credit quality, Moody's uses RiskCalc
model, an econometric model developed by Moody's KMV, to derive
credit scores for these non-publicly rated bank trust preferred
securities. Moody's evaluation of the credit risk for a majority
of bank obligors in the pool relies on FDIC financial data
received as of Q4-2010. For non rated insurance trust preferred
securities, Moody's depends on the insurance team and the
insurance firms annual financial reporting to assess the credit
quality of each insurance asset in the portfolio. Moody's also
evaluates the sensitivity of the rated transactions to the
volatility of the credit estimates, as described in Moody's Rating
Implementation Guidance "Updated Approach to the Usage of Credit
Estimates in Rated Transactions," October 2009.

Moody's performed a number of sensitivity analyses of the results
to some of the key factors driving the ratings including the
analysis of a scenario where a material percentage of deferred
assets are cured, which may result in a uplift of ratings by
approximately one notch. Moody's also assessed how much additional
defaults are needed for the current ratings to be downgraded by
one subcategory across the capital structure.

In addition to the quantitative factors that are explicitly
modeled, qualitative factors are part of rating committee
considerations. Moody's considers as well the structural
protections in each transaction, the risk of triggering an Event
of Default, the recent deal performance in the current market
conditions, the legal environment, and specific documentation
features. All information available to rating committees,
including macroeconomic forecasts, input from other Moody's
analytical groups, market factors and judgments regarding the
nature and severity of credit stress on the transactions, may
influence the final rating decision.

The principal methodology used in rating Trapeza Edge CDO, Ltd.
were "Moody's Approach to Rating TRUP CDOs" published in May 2011.
For the rating of combination notes, Moody's relied on an approach
as described in "Using the Structured Note Methodology to Rate CDO
Combo-Notes" published in February 2004.

Due to the impact of revised and updated key assumptions
referenced in these rating methodologies, key model inputs used by
Moody's in its analysis, such as par, weighted average rating
factor, Moody's Asset Correlation, and weighted average recovery
rate, may be different from the trustee's reported numbers. The
transaction's portfolio was modeled, according to Moody's rating
approach, using CDOROM v.2.8 to develop the default distribution
from which the Moody's Asset Correlation parameter was obtained.
This parameter was then used as an input in a cash flow model
using CDOEdge. CDOROM v.2.8 is available on moodys.com under
Products and Solutions -- Analytical models, upon return of a
signed free license agreement.


TRIMARAN CLO: Moody's Upgrades Ratings of 5 Classes of CLO Notes
----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by trimaran CLO IV Ltd.:

US$258,000,000 Class A-1L Floating Rate Notes due December 2017,
Upgraded to Aaa (sf); previously on Jun 22, 2011 Aa1 (sf) Placed
Under Review for Possible Upgrade;

US$25,000,000 Class A-2L Floating Rate Notes due December 2017,
Upgraded to Aa1 (sf); previously on Jun 22, 2011 A2 (sf) Placed
Under Review for Possible Upgrade;

US$16,000,000 Class A-3L Floating Rate Notes due December 2017,
Upgraded to A1 (sf); previously on Jun 22, 2011 Baa3 (sf) Placed
Under Review for Possible Upgrade;

US$15,000,000 Class B-1L Floating Rate Notes due December 2017,
Upgraded to Baa2 (sf); previously on Jun 22, 2011 Ba3 (sf) Placed
Under Review for Possible Upgrade;

US$16,000,000 Class B-2L Floating Rate Notes due December 2017,
Upgraded to Ba3 (sf); previously on Jun 22, 2011 Caa1 (sf) Placed
Under Review for Possible Upgrade.

RATINGS RATIONALE

According to Moody's, the rating actions taken on the notes are
primarily a result of applying Moody's revised CLO assumptions
described in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011. The primary changes to the
modeling assumptions include (1) a removal of the temporary 30%
default probability macro stress implemented in February 2009 as
well as (2) increased BET liability stress factors and increased
recovery rate assumptions.

The actions also reflect consideration of credit improvement of
the underlying portfolio and an increase in the transaction's
overcollateralization ratios since the rating action in September
2009. Based on the trustee report dated June 21, 2011, the Senior
Class A, the Class A, the Class B1-L and Class B2-L
overcollateralization ratios are reported at 123.7%, 117.1%,
111.5% and 106.1%, respectively, versus August 2009 levels of
122.9%, 116.3%, 110.8% and 105.4%, respectively. Moody's also
notes that the deal has benefited from improvement in the credit
quality of the underlying portfolio since the last rating action.
Based on the June 2011 trustee report, the weighted average rating
factor is currently 2326 compared to 2390 in August 2009.

The rating upgrades due to credit improvement in the transaction
are limited by the impact of a correction to Moody's calculation
of overcollateralization. Due to an input error, previous rating
actions underestimated the overcollateralization ratios applicable
to these notes. This has been corrected, and the rating action
takes into account the correct calculation of
overcollateralization ratios.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011, 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 $350 million, no
defaulted par, a weighted average default probability of 16.57%
(implying a WARF of 2454), a weighted average recovery rate upon
default of 49.51%, and a diversity score of 50. Moody's generally
analyzes deals in their reinvestment period by assuming the worse
of reported and covenanted values for all collateral quality
tests. However, in this case given the limited time remaining in
the deal's reinvestment period, Moody's analysis reflects the
benefit of assuming a higher likelihood that certain collateral
pool characteristics will continue to maintain a positive
"cushion" relative to the covenant requirements, as seen in the
actual collateral quality measurements. The 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.

Trimaran CLO IV, issued in September 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" published in
June 2011.

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 June 2011.

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 2013 and
2015 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:

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. However, Moody's also
considered weighted average spread levels and diversity score
higher than the covenant levels.


UBS COMMERCIAL: Fitch Ups Ratings of 3 Classes of UBS 2007-FL1
--------------------------------------------------------------
Fitch Ratings has upgraded three and affirmed 11 classes of UBS
Commercial Mortgage Trust, series 2007-FL1. Fitch has also revised
Rating Outlooks on several classes. The Outlook revisions and
upgrades are due to revised loss expectations, paydown and
improvement in the performance of certain properties. Fitch's
performance expectation incorporates prospective views regarding
the outlook of the commercial real estate market.

Negative Outlooks reflect concerns with the ability of certain
loans to refinance. The remaining loans which have not been
modified are generally maturing over the next 12 months; the
majority of 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 issues
securing financing at final maturity.

Under Fitch's methodology, approximately 69.9% of the pooled
balance 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 5.9% and pooled expected losses are 9.3%. To
determine a sustainable Fitch cash flow and stressed value, Fitch
analyzed servicer-reported operating statements and STR reports,
updated property valuations, and recent sales comparisons. Fitch
estimates that average recoveries will be strong, with an
approximate base case recovery in excess of 86.7%.

The transaction is collateralized by 21 loans, which are secured
by hotels (52%), multifamily properties (19.5%), office properties
(14.5%) and undeveloped land (14%). The transaction faces near-
term maturity risk. Nineteen loans mature in the next 12 months.
Two loans (1.9%) matured in 2011 and were transferred to the
special servicer for maturity defaults. Fifteen loans (73.2%) have
final maturity dates in 2012 and one loan (4.5%) has a final
maturity in 2013. The remaining three loans (20.4%) have final
maturities in mid-2014.

Eleven loans were modeled to take a loss in the base case: Essex
House (15.2%), Maui Prince Resort and Land (12.2%), Magazine
Multifamily Portfolio (8.9%), W Hotel Washington DC (5.3%),
Waterstone and Copper Canyon (4.5%), Hilton Long Beach (3.2%),
Hilton Westchase (2%), St. Anthony Hotel (1.8%), Renaissance Ft.
Lauderdale (1.7%), Dolce Basking Ridge (1.6%), and the RexCorp
Land Portfolio (1.1%). The largest modeled losses were on the
Essex House, the Hilton Long Beach and the Maui Prince.

The Essex House loan is secured by a by a 515-room luxury full-
service hotel and 26 residential units located in the Central Park
South neighborhood of Manhattan. The building was constructed in
1930 and underwent a $91 million renovation and condo conversion
in 2007. Of the 26 condo units, 18 have sold, and the loan has
been paid down accordingly. Six of the condo units are held by the
sponsor and rented out as hotel rooms, and the two remaining units
are being marketed. At issuance, the loan was underwritten to a
stabilized cash flow, which anticipated significant revenue gains
due to the major renovation. The property's luxury segment of the
market has been especially hard hit by the economic downturn, and
the anticipated increases have not materialized. As of the YE
2010, the servicer-reported NOI was 84% lower than underwritten
but had improved 68% from YE 2009. Loan originally matured in
September 2009 and was extended for twice for one year. There are
no remaining extension options and the loan will reach its final
maturity in September 2011

The Hilton Long Beach loan is collateralized by a 393-room full-
service hotel in downtown Long Beach, CA. The loan was
underwritten to a stabilized cash flow that envisioned continuing
increases in ADR. The projected increases did not materialize, and
the TTM March 2011 NOI was 64% lower than underwritten and 35%
lower than YE 2009. The loan matured on July 9, 2009 and was
extended three times for one year. There are no remaining
extensions and the final maturity will be in July 2012.

The Maui Prince loan is secured by a 310-room full service hotel,
two 18-hole golf courses and 1,194 acres of undeveloped land
located in Maui, Hawaii. The loan was transferred to special
servicing on June 12, 2009 due to imminent default at its maturity
date. The loan has been assumed, paid down, modified and extended.
The final maturity date is now July 2014. Despite the paydown and
infusion of new capital by the sponsors, Fitch remains concerned
about viability of the business plan to develop the vacant land as
luxury residential housing given the continued weakness in the
housing market. The loan remains with the special servicer but is
expected to transfer back to the master servicer soon.

Fitch has upgraded these pooled classes and revised Rating
Outlooks:

   -- $605.2 million class A-1 to 'AAAsf/LS2' from 'AAsf/LS2';
      Outlook to Stable from Negative;

   -- $309.5 million class A-2 to 'BBBsf/LS3' from 'BBsf/LS3';
      Outlook to Stable from Negative;

   -- $57.3 million class B to 'BBsf/LS5' from 'Bsf/LS5'; Outlook
      to Stable from Negative.

Fitch has affirmed these pooled classes and revised Rating
Outlooks:

   -- $31 million class C at 'Bsf/LS5'; Outlook to Stable from
      Negative;

   -- $27.2 million class D at 'CCCsf/RR4';

   -- $27.2 million class E at 'CCCsf/RR4';

   -- $27.2 million class F at 'CCsf/RR6';

   -- $27.2 million class G at 'CCsf/RR6';

   -- $29.1 million class H at 'Csf/RR6';

   -- $27.1 million class J at 'Csf/RR6';

   -- $27.1 million class K at 'Csf/RR6'.

Additionally, Fitch has affirmed these non- pooled classes and
revised Rating Outlooks:

   -- $5 million class O-HW at 'CCCsf/RR6';

   -- $1.9 million class O-MD at 'BBB-sf'; Outlook to Stable from
      Negative;

   -- $4.5 million class O-WC at 'CCCsf/RR6'.

Class O-BH has paid in full. Fitch does not rate classes O-SA and
O-HA. Classes L, M-MP, N-MP and O-MP all remain at 'D/RR6' due to
realized losses. Fitch withdrew the rating of the interest-only
class X.


VALHALLA CLO: S&P Raises Rating on Class A-2 Notes to 'BB+'
-----------------------------------------------------------
Standard & Poor's Ratings Services withdrew its rating on the
class A-1 note from Valhalla CLO Ltd., a hybrid collateralized
loan obligation (CLO) transaction. "At the same time, we raised
our rating of the class A-2 note and removed it from CreditWatch,
where we placed it with positive implications on May 3, 2011. We
also affirmed the ratings on the class B, C-1, and C-2 notes," S&P
related.

"We withdrew our rating on the class A-1 note after its remaining
balance of $915,139 was paid off on the May 3, 2011, payment date.
The class A-2 note also received a partial paydown of $3.079
million on the same payment date after the class A-1 note was paid
in full. The paydowns were in the manner as specified in the
transaction's documents following failure of the
overcollateralization (O/C) tests," S&P said.

"We lowered our ratings on all of the notes in the transaction in
April 2010 following application of our September 2009 corporate
collateralized debt obligation (CDO) criteria, which introduced
the application of the largest obligor default test," S&P said.

"Since then, the transaction's performance has improved.  The
class B and class C notes, which were failing their O/C tests at
the time of the last downgrade, were passing as of the July 15,
2011, monthly trustee report. As a result of the full paydown of
the class A-1 note and a partial paydown to the class A-2 note,
the class A O/C ratio increased to 264.8% according to the June
2011 monthly trustee report from 166.5% in the January 2010
monthly report, which we used for the last downgrade. In addition,
defaults had declined to $38.65 million in June 2011 from $60.19
million in January 2010," S&P noted.

"We raised our rating on the class A-2 note and removed it from
CreditWatch because of the increased credit support for the class.
We affirmed our ratings on the class B, C-1, and C-2 notes to
reflect the credit support available at the current rating
levels," S&P related.

"Our criteria for rating corporate CDO transactions includes
supplemental tests intended to address both event risk and model
risk that may be present in rated transactions (see 'Update To
Global Methodologies And Assumptions For Corporate Cash Flow And
Synthetic CDOs,;' published on Sept. 17, 2009). One of the tests
is the 'largest obligor default test,' which assesses whether a
CDO tranche has sufficient credit enhancement (not counting excess
spread) to withstand specified combinations of underlying asset
defaults based on the ratings on the underlying assets, with a
flat recovery of 5%," S&P said.

"As with the rating action in April 2010, the obligor
concentration supplemental test was one of the driving factors in
this rating action; the ratings on all classes would have been
higher if we based our review solely on cash flow analysis. The
significant upgrade of the class A-2 notes is primarily a result
of the improvement in the class' obligor concentration test
since our last rating action in April 2010," S&P said.

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

Rating and Creditwatch Actions

Valhalla CLO Ltd.
                        Rating
Class              To           From
A-1                NR           BBB+ sf)
A-2                BB+ (sf)     CCC+ (sf)/Watch Pos

Ratings Affirmed

Valhalla CLO Ltd.

B                  CCC- (sf)
C-1                CCC- (sf)
C-2                CCC- (sf)

NR -- Not rated.


VEGA CAPITAL: Moody's Confirms Ba3 Rating Of Cat Bond Notes
-----------------------------------------------------------
Moody's Investors Service has confirmed the rating of notes issued
by Vega Capital Ltd. (the "Issuer"):

Issuer: Vega Capital Ltd.

US$63,900,000 Series 2010-I Class C Principal At-Risk Variable
Rate Notes due December 20, 2013, Confirmed at Ba3 (sf);
previously on Mar 30, 2011 Ba3 (sf) Placed Under Review for
Possible Downgrade

RATINGS RATIONALE

Vega Capital Ltd. is a catastrophe bond program that can issue
notes in different series to cover a portfolio of natural
catastrophe risks over specific risk periods. Investors in the
Series 2010-I Notes, issued on December 14, 2010, provide
protection to Swiss Reinsurance Company Ltd. ("Swiss Re") against
losses that may result from the occurrence of up to five
individual perils over a risk period of three years, i.e. until
December 14, 2013. The perils covered by the Series 2010-I
issuance include: European windstorms, Japan typhoons, Japan
earthquakes, California earthquakes and North Atlantic hurricanes.

According to Moody's, the rating action taken on the notes is the
result of the final loss determination reported by the Calculation
Agent related to Event Notices received with respect to two
Parametric Japan Earthquake Events, the Earthquake Tohoku and the
Magnitude 7.9 aftershock of Tohoku Earthquake. These Events did
not result in Principal Loss Amounts to the rated Notes.

In reaching its determination, Moody's reviews an Events Report
prepared by the Calculation Agent which made the following
calculations for the two Parametric Japan Earthquake Events:

(1) Earthquake Tohoku, Event Notice dated March 16, 2011,with an
    Index Value of 285.1 and an Event Percentage of 42.48%, and

(2) Magnitude 7.9 aftershock of Tohoku Earthquake, Event Notice
    dated April 8, 2011, with an Index Value of 8.4 and an Event
    Percentage of 0%.

Based on this calculation, the Reserve Account Loss Amount is
US$15.93M. The structure of Vega Capital Ltd. allows for the
build-up over time of a first-loss protection layer via payments
by the Counterparty to the Reserve Account. According to the
schedule of payments, the current balance of the Reserve Account,
as of the June 20, 2011 payment date is US$19.771M, an amount
sufficient to cover the Event Loss Amount without affecting the
original credit enhancement of the Class C Notes. The Reserve
Account Loss Amount will reduce the Reserve Account to US$3.87M.
The Class C Notes also have an additional layer of protection
below them provided by the $42.60M Class D Notes that are not
rated by Moody's. Because of the size of the remaining first loss
layer and that the loss trigger mechanism of the transaction
limits the annual losses attributable to each separate peril, one
or more covered events are required for the Class C Notes to
experience any losses.

The principal methodologies used in this rating action are
"Monitoring Catastrophe Bonds: Assessing the Impact of Hurricane
and Earthquake Activity" rating methodology published in October
2005 and "Moody's Approach to Rating Catastrophe Bonds Updated"
rating methodology published in January 2004.


VENTURE II: Moody's Upgrades Ratings of 3 Classes of CLO Notes
--------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by Venture II CDO 2002, Limited:

US$18,000,000 Class A-2 Notes due 2014, Upgraded to Aaa (sf);
Previously on June 22, 2011 A3 (sf) Placed Under Review for
Possible Upgrade;

US$9,000,000 Class B Notes due 2014, Upgraded to A2 (sf);
Previously on June 22, 2011 Ba3 (sf) Placed Under Review for
Possible Upgrade;

US$12,250,000 Class C Notes due 2014, Upgraded to B1 (sf);
Previously on June 22, 2011 Caa3 (sf) Placed Under Review for
Possible Upgrade.

RATINGS RATIONALE

According to Moody's, the rating actions taken on the notes are
primarily a result of applying Moody's revised CLO assumptions
described in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011. The primary changes to the
modeling assumptions include (1) a removal of the temporary 30%
default probability macro stress implemented in February 2009 as
well as (2) increased BET liability stress factors and increased
recovery rate assumptions.

The actions also reflect consideration of deleveraging of the
senior notes since the rating action in February 2011. Moody's
notes that the Class A-1 Notes have been paid down by
approximately 43% or $32 million since the rating action in
February 2011. As a result of the deleveraging, the
overcollateralization ratios have increased. Based on the latest
trustee report dated July 5, 2011, the Class A, Class B and Class
C overcollateralization ratios are reported at 134.78%, 120.83%
and 105.91%, respectively, versus February 2011 levels of 128.65%,
117.29% and 104.71%, respectively. Moody's notes that these
reported overcollateralization ratios do not reflect the impact of
the recent paydown of the Class A-1 Notes, which were reduced by
$17 million on the July 15, 2011 payment date.

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 July 2011 trustee report,
reference securities that mature after the maturity date of the
notes currently make up approximately 12.34% of the underlying
reference portfolio. 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" published in June 2011, 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 $86 million,
defaulted par of $10 million, a weighted average default
probability of 18.84% (implying a WARF of 3449), a weighted
average recovery rate upon default of 47.93%, and a diversity
score of 50. The default and recovery properties of the collateral
pool are incorporated in cash flow model analysis where they are
subject to stresses as a function of the target rating of each CLO
liability being reviewed. The default probability is derived from
the credit quality of the collateral pool and Moody's expectation
of the remaining life of the collateral pool. The average recovery
rate to be realized on future defaults is based primarily on the
seniority of the assets in the collateral pool. In each case,
historical and market performance trends and collateral manager
latitude for trading the collateral are also factors.

Venture II CDO 2002, Limited, issued in November 2002, is a
collateralized loan obligation backed primarily by a portfolio of
senior secured loans.

The principal methodology used in this rating was "Moody's
Approach to Rating Collateralized Loan Obligations" published in
June 2011.

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 June 2011.

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 2013 and
2015 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) 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) 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.


VERITAS CLO: S&P Affirms Rating on Class E Notes at 'BB-'
---------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on the
class A-1R, A-1T, A-2, B, C, D, and E notes from Veritas CLO II
Ltd., a collateralized loan obligation (CLO) transaction managed
by Rabobank International, and removed the ratings on the class B,
C, D, and E notes from CreditWatch with positive implications.

"The affirmations reflect our belief that the credit support
available is commensurate with the current rating level based on
our analysis of the portfolio from the 2011 trustee report dated
July 1, 2011," 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

Veritas CLO II Ltd.
                        Rating
Class              To           From
B                  AA- (sf)     AA- (sf)/Watch Pos
C                  BBB+ (sf)    BBB+ (sf)/Watch Pos
D                  BBB- (sf)    BBB- (sf)/Watch Pos
E                  BB- (sf)     BB- (sf)/Watch Pos

Ratings Affirmed
Veritas CLO II Ltd.

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


WACHOVIA BANK: Fitch Downgrades WBCMT 2004-C12 Ratings
------------------------------------------------------
Fitch Ratings has downgraded four and affirmed 13 classes of
Wachovia Bank Commercial Mortgage Trust (WBCMT) commercial
mortgage pass-through certificates, series 2004-C12.

The downgrades and assignment of Negative Outlooks are the result
of increased loss expectations by Fitch across the pool. Fitch
modeled losses of 3.4% of the remaining pool. Fitch has designated
26 loans (25.2%) as Fitch Loans of Concern, which includes four
specially-serviced loans (4.2%). Two of the specially-serviced
loans (3.1%) were classified as non-performing matured balloons
and the other two loans (1.1%) as 90 days or more delinquent.

As of the July 2011 distribution date, the pool's certificate
balance has been reduced by 31.4% to $729.4 million from
$1.06 billion. Six loans (22.5%) have been defeased. Interest
shortfalls are currently affecting the unrated class P.

The largest contributor to Fitch-modeled losses is a loan (2.2%)
secured by two office buildings totaling 185,141 square feet
located in Atlanta, GA. As of the February 2011 rent roll, the
combined occupancy of the two buildings is 79%, down from 91% at
issuance. Approximately 40% of the total property square footage
has leases expiring before the loan's maturity date in May 2014.
Year-end 2010 debt-service coverage ratio was 1.0 times (x), on a
net-operating income (NOI) basis.

The second largest contributor to Fitch-modeled losses is a
specially-serviced loan (1.4%) secured by a multifamily property
located in Hoover, AL. The loan transferred to special servicing
due to imminent default. An initial foreclosure date scheduled in
July 2011 was postponed after the borrower agreed to a deed-in-
lieu. Terms of a deed-in-lieu are being negotiated; however, if
terms are not agreed upon, a new foreclosure date in August 2011
will be established.

The third largest contributor to Fitch-modeled losses is a
specially-serviced loan (0.6%) secured by a mixed-use property
located in Mesa, AZ. The loan transferred to special servicing due
to imminent monetary default. The special servicer is currently
exploring all of its rights and remedies according to the loan
documents, including foreclosure and receivership.

Fitch has downgraded, revised Rating Outlooks, and assigned
Recovery Ratings (RR):

   -- $4 million class J to 'BB' from 'BB+'; Outlook to Negative
      from Stable;

   -- $5.3 million class L to 'B' from 'BB-'; Outlook to Negative
      from Stable;

   -- $4 million class M to 'B-' from 'B+'; Outlook Negative;

   -- $2.7 million class N to 'CCC/RR1' from 'B-'.

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

   -- $59.9 million class A-1A at 'AAA'; Outlook Stable;

   -- $52.7 million class A-3 at 'AAA'; Outlook Stable;

   -- $474.9 million class A-4 at 'AAA'; Outlook Stable;

   -- $25.2 million class B at 'AAA'; Outlook Stable;

   -- $9.3 million class C at 'AA+'; Outlook Stable;

   -- $22.6 million class D at 'AA-'; Outlook Stable;

   -- $10.6 million class E at 'A'; Outlook Stable;

   -- $12 million class F at 'A-'; Outlook Stable;

   -- $12 million class G at 'BBB+'; Outlook Stable;

   -- $13.3 million class H at 'BBB-'; Outlook to Negative from
      Stable;

   -- $2.7 million class K at 'BB'; Outlook to Negative from
      Stable;

   -- $2.7 million class O at 'CCC/RR1';

   -- $13.1 million class MAD at 'AAA'; Outlook Stable.

Classes A-1 and A-2 have been paid in full. Class P is not rated
by Fitch. In addition, Fitch withdraws the rating of the interest-
only class IO.


WACHOVIA BANK: Moody's Affirms 17 CMBS Classes of WBCMT 2003-C5
---------------------------------------------------------------
Moody's Investors Service (Moody's) affirmed the ratings of 17
classes of Wachovia Bank Commercial Mortgage Trust, Commercial
Mortgage Pass-Through Certificates, Series 2003-C5:

Cl. A-1, Affirmed at Aaa (sf); previously on Jul 8, 2003
Definitive Rating Assigned Aaa (sf)

Cl. A-2, Affirmed at Aaa (sf); previously on Jul 8, 2003
Definitive Rating Assigned Aaa (sf)

Cl. A-1A, Affirmed at Aaa (sf); previously on Jul 8, 2003
Definitive Rating Assigned Aaa (sf)

Cl. B, Affirmed at Aaa (sf); previously on Dec 21, 2006 Upgraded
to Aaa (sf)

Cl. C, Affirmed at Aaa (sf); previously on Dec 21, 2006 Upgraded
to Aaa (sf)

Cl. D, Affirmed at Aaa (sf); previously on Nov 11, 2010 Upgraded
to Aaa (sf)

Cl. E, Affirmed at Aa1 (sf); previously on Nov 11, 2010 Upgraded
to Aa1 (sf)

Cl. F, Affirmed at A1 (sf); previously on Sep 18, 2008 Upgraded to
A1 (sf)

Cl. G, Affirmed at A3 (sf); previously on Sep 18, 2008 Upgraded to
A3 (sf)

Cl. H, Affirmed at Baa2 (sf); previously on Sep 18, 2008 Upgraded
to Baa2 (sf)

Cl. J, Affirmed at Ba1 (sf); previously on Jul 8, 2003 Definitive
Rating Assigned Ba1 (sf)

Cl. K, Affirmed at B1 (sf); previously on Nov 11, 2010 Downgraded
to B1 (sf)

Cl. L, Affirmed at B3 (sf); previously on Nov 11, 2010 Downgraded
to B3 (sf)

Cl. M, Affirmed at Caa1 (sf); previously on Nov 11, 2010
Downgraded to Caa1 (sf)

Cl. N, Affirmed at Caa2 (sf); previously on Nov 11, 2010
Downgraded to Caa2 (sf)

Cl. O, Affirmed at Caa3 (sf); previously on Nov 11, 2010
Downgraded to Caa3 (sf)

Cl. X-C, Affirmed at Aaa (sf); previously on Jul 8, 2003
Definitive Rating Assigned Aaa (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
2.7% of the current balance. At last review, Moody's cumulative
base expected loss was 3.4%. Moody's stressed scenario loss is
7.8% 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 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 primary methodology used in this rating was: "CMBS: Moody's
Approach to Rating Fusion U.S. CMBS Transactions" published in
April 2005. Please see the Credit Policy page on www.moodys.com
for a copy of this methodology.

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 46 compared to 50 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 July 29, 2010.

DEAL PERFORMANCE

As of the July 15, 2011 distribution date, the transaction's
aggregate certificate balance has decreased by 29% to $855 million
from $1.2 billion at securitization. The Certificates are
collateralized by 131 mortgage loans ranging in size from less
than 1% to 7% of the pool, with the top ten non-defeased loans
representing 30% of the pool. Seventeen loans, representing 12% of
the pool, have defeased and are secured by U.S. Government
securities. The pool contains one loan with an investment grade
credit estimate, representing 7% of the pool.

Thirty-four loans, representing 20% of the pool, are on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (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 a
realized loss of $7.3 million (20% loss severity on average).
Currently one loan, representing less than one percent of the
pool, is in special servicing. Moody's estimates a $1 million loss
for the specially serviced loan (36% expected loss).

Moody's has assumed a high default probability for five poorly
performing loans representing 4% of the pool and has estimated an
aggregate $6.6 million loss (20% expected loss based on a 50%
probability default) from these troubled loans.

Moody's was provided with full year 2010 operating results for 95%
of the pool. Excluding specially serviced and troubled loans,
Moody's weighted average LTV is 83% compared to 84% at Moody's
prior review. Moody's net cash flow reflects a weighted average
haircut of 10.6% 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 1.46X and 1.30X, respectively, compared to
1.46X and 1.28X 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 Lloyd Center Loan ($61
million -- 7% of the pool), which is a parri passu interest in a
$122 million first mortgage loan. The loan is secured by the
borrower's interest in a 1.5 million square foot regional mall
located in Portland, Oregon. The center is anchored by Macy's,
Sears and Nordstrom. The mall was 98% leased as of December 2010
compared to 97% at last review. The loan sponsor is Glimcher
Realty Trust. Moody's current credit estimate and stressed DSCR
are Baa1 and 1.51X, respectively, compared to Baa1 and 1.55X at
last review.

The top three performing conduit loans represent 11% of the pool
balance. The largest loan is the One South Broad Street Loan
($39.8 million -- 4.7% of the pool), which is secured by a 464,000
square foot Class A office building located in downtown
Philadelphia, Pennsylvania. The property was 80% leased as of
December 2010 compared to 84% at last review and 91% at
securitization. The decline in occupancy since last review is due
to the largest tenant relinquishing a portion of its space at the
expiration of its lease. Moody's LTV and stressed DSCR are 83% and
1.15X, respectively, compared to 73% and 1.29X at last review.

The second largest loan is the 673 First Avenue Loan ($30.2
million -- 3.5% of the pool), which is secured by a leasehold
interest in a 427,000 square foot Class B office building located
in the United Nations submarket of New York City. The property was
100% leased as of March 2011, essentially the same at last review.
The loan sponsor is SL Green Realty Corp. Moody's LTV and stressed
DSCR are 50% and 2.14X, respectively, compared to 55% and 1.90X at
last review.

The third largest loan is the Irongate Apartments Loan ($24.8
million -- 3% of the pool), which is secured by a leasehold
interest in a 280 unit apartment complex located in a northern
suburb of Sacramento, California. The property was 94% leased as
of March 2011, compared to 98% at last review. Moody's LTV and
stressed DSCR are 104% and 0.86X, respectively, compared to 103%
and 0.87X at last review.


WACHOVIA CRE: Fitch Places Ratings of All Classes on RWP
--------------------------------------------------------
Fitch Ratings has placed all classes of Wachovia CRE CDO 2006-1,
Ltd. (Wachovia CRE CDO 2006-1) on Rating Watch Positive due to
significant overall improvement in the CDO's collateral since last
review.

Since last review, the collateral asset manager, Structured Asset
Investors, LLC (SAI), replaced $390 million in assets and invested
an additional $160 million of un-invested principal proceeds, in
new investments totaling $587 million, including built par of
approximately $52 million. The removed assets had a 'B' stress
expected loss of 32.8%. The new investments, however, are
anticipated to have a significantly lower modeled expected loss,
according to Fitch's initial analysis. The lower modeled expected
loss reflects the credit risk of loans with more stable cash flows
rather than loans on transitional assets or 'bridge loans' that
had comprised the majority of the collateral at last review.
Fitch's base case loss expectation for the entire pool was 24.1%
at last review. Further, realized losses since last review were
only $6 million as the majority of the assets with significant
modeled losses were removed or paid off at par. Defaulted assets
have decreased to 3.1% from 10.7% at last review.

In 2011, SAI has been actively adding new collateral to the CDO,
including approximately $270 million in new assets contributed
between the June 2011 and July 2011 trustee reports. The CDO
currently has un-invested principal proceeds of close to $130
million, which, according to the CAM, are expected to be fully
invested by the end of the reinvestment period.

The CDO is scheduled to exit its reinvestment period in September
2011 at which point, the CDO will be static. A full review will be
conducted following the exit date, which is expected to result in
upgrades across the capital stack.

Wachovia CRE CDO 2006-1 is a $1.3 billion CRE collateralized debt
obligation (CDO) managed by Structured Asset Investors, LLC with
Wells Fargo Bank, N.A., successor-by-merger to Wachovia Bank,
N.A., as sub-advisor.

Fitch places these classes on Rating Watch Positive:

   -- $616,500,000 class A-1A notes'BBsf/LS3';
   -- $68,500,000 class A-1B notes 'BBsf/LS5';
   -- $145,000,000 class A2A notes 'Asf/LS3';
   -- $145,000,000 class A-2B notes 'BB/LS3';
   -- $53,300,000 class B notes 'CCCsf/RR3'
   -- $39,000,000 class C notes 'CCCsf/RR6';
   -- $12,350,000 class D notes 'CCCsf/RR6';
   -- $13,650,000 class E notes 'CCCsf/RR6';
   -- $24,700,000 class F notes 'CCCsf/RR6';
   -- $16,900,000 class G notes 'CCCsf/RR6';
   -- $35,100,000 class H notes 'CCCsf/RR6';
   -- $13,000,000 class J notes 'CCsf/RR6';
   -- $14,950,000 class K notes 'CCsf/RR6';
   -- $9,100,000 class L notes 'CCsf/RR6';
   -- $34,450,000 class M notes 'Csf/RR6';
   -- $16,250,000 class N notes 'Csf/RR6';
   -- $6,500,000 class O notes 'Csf/RR6'.


WAMU COMMERCIAL: Fitch Downgrades WaMu 2007-SL2 Ratings
-------------------------------------------------------
Fitch Ratings downgrades WaMu Commercial Mortgage Securities Trust
2007-SL2, commercial mortgage pass-through certificates.

The downgrades reflect an increase in Fitch expected losses across
the pool. Fitch's expected losses for the transaction are 8.23% of
the current transaction balance. Fitch has designated 122 loans
(28%) as Fitch Loans of Concern, which includes 34 specially
serviced assets (5.2%). Fitch expects classes L thru M may be
fully depleted from losses associated with the specially serviced
assets and class K to also be impacted.

As of the June 2011 distribution date, the pool's certificate
balance has paid down 15.3% to $713.1 million from $842 million at
issuance. There are 585 of the original 664 loans remaining in the
transaction. There are currently thirty-four specially serviced
loans (6.3%) in the deal. The average loan size for the
transaction is $1.2 million. To date, the transaction has incurred
$8.6 million in losses, representing 1% of the original
transaction.

The largest contributor to Fitch expected loss (1%) is secured by
a 60 unit multifamily property located in Los Angeles, CA. The
loan, which remains current, was recently assumed and has been
returned to the master servicer. As of March 2011, the property
was 95% occupied with a debt service coverage ratio (DSCR) of 1.33
times (x).

The second largest contributor to Fitch expected loss (0.9%) is
secured by a multifamily property located in Los Angeles, CA. As
of December 2010, occupancy declined to 50% from 92%. The average
rental rates have decreased from $878.59/unit on Dec. 31, 2009 to
the current average in-place rate of $801.72/unit as of Dec. 31,
2010. The property suffers from a tough, competitive market, and
per the borrower, it has been difficult to keep up with repairs
and find reliable tenants. A variety of concessions are being
offered to prospective tenants. The property's occupancy is below
the market average.

Fitch downgrades and assigns and revises Recovery Ratings on these
classes:

   -- $7.4 million class F to 'CCC/RR1' from 'B-/LS5';

   -- $13.7 million class G to 'CCC/RR1' from 'B-/LS5';

   -- $4.2 million class H to 'CC/RR1' from 'CCC/RR1';

   -- $5.3 million class J to 'C/RR1' from 'CCC/RR1';

   -- $2.1 million class K to 'C/RR3' from 'CC/RR5'.

Fitch also affirms and revises Outlooks on these classes:

   -- $102.4 million class A1 at 'BBB-/LS2'; Outlook Stable;

   -- $500.4 million class A-1A at 'BBB-/LS2'; Outlook Stable;

   -- $17.9 million class B at 'BB/LS5'; Outlook to Stable from
      Negative;

   -- $25.3 million class C at 'B-/LS5'; Outlook to Stable from
      Negative;

   -- $16.8 million class D at 'B-/LS5'; Outlook Negative;

   -- $6.3 million class E at 'B-/LS5'; Outlook Negative;

   -- $4.2 million class L at 'C/RR6';

   -- $1 million class M at 'C/RR6'.

The $6.1 million class N is not rated by Fitch. Fitch withdraws
the rating of the interest-only class X.


WESTBROOK CLO: Moody's Upgrades Ratings of Five Classes of CLO
--------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by Westbrook CLO Ltd.:

US$30,000,000 Class A-2 Senior Secured Floating Notes Due 2020,
Upgraded to Aaa (sf); previously on June 22, 2011, Aa1 (sf) Placed
Under Review for Possible Upgrade;

US$21,200,000 Class B Senior Secured Floating Rate Notes Due 2020,
Upgraded to Aa2 (sf); previously on June 22, 2011, A1 (sf) Placed
Under Review for Possible Upgrade;

US$24,000,000 Class C Senior Secured Deferrable Floating Rate
Notes Due 2020, Upgraded to A2 (sf); previously on June 22, 2011,
Baa3 (sf) Placed Under Review for Possible Upgrade;

US$26,000,000 Class D Secured Deferrable Floating Rate Notes Due
2020, Upgraded to Baa3 (sf); previously on June 22, 2011, Ba3 (sf)
Placed Under Review for Possible Upgrade; and

US$14,000,000 Class E Secured Deferrable Floating Rate Notes Due
2020, Upgraded to Ba3 (sf); previously on June 22, 2011, Caa2 (sf)
Placed Under Review for Possible Upgrade.

RATINGS RATIONALE

According to Moody's, the rating actions taken on the notes are
primarily a result of applying Moody's revised CLO assumptions
described in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011. The primary changes to the
modeling assumptions include (1) a removal of the temporary 30%
default probability macro stress implemented in February 2009 as
well as (2) increased BET liability stress factors and increased
recovery rate assumptions.

The rating actions also reflect consideration of improvement in
the credit quality of the underlying portfolio since the rating
action in September 2009. Based on the July 2011 trustee report,
the weighted average rating factor is currently 2403 compared to
2752 in August 2009.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011, 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 $397 million,
defaulted par of $0, a weighted average default probability of
19.2% (implying a WARF of 2465), a weighted average recovery rate
upon default of 49.74%, and a diversity score of 49. These default
and recovery properties of the collateral pool are incorporated in
cash flow model analysis where they are subject to stresses as a
function of the target rating of each CLO liability being
reviewed. The default probability is derived from the credit
quality of the collateral pool and Moody's expectation of the
remaining life of the collateral pool. The average recovery rate
to be realized on future defaults is based primarily on the
seniority of the assets in the collateral pool. In each case,
historical and market performance trends and collateral manager
latitude for trading the collateral are also factors.

Westbrook CLO Ltd., issued in December 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
June 2011. Please see the Credit Policy page on www.moodys.com for
a copy of this methodology.

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 June 2011.

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 2013 and
2015 which may create challenges for issuers to refinance. CDO
notes' performance may also be impacted by 1) the manager's
investment strategy and behavior and 2) divergence in legal
interpretation of CDO documentation by different transactional
parties due to embedded ambiguities.

Sources of additional performance uncertainties are:

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

2) Other collateral quality metrics: The deal is allowed to
   reinvest and the manager has the ability to deteriorate the
   collateral quality metrics' existing cushions against the
   covenant levels. Moody's analyzed the impact of assuming 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.


WHITEHAWK CDO: S&P Lowers Rating on Class A-2 Notes to 'CC'
-----------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on the
class A-1LT and A-2 notes from Whitehawk CDO Funding Ltd., a cash
flow high-grade structured finance (SF) collateralized debt
obligation (CDO) transaction backed by residential mortgage-backed
securities (RMBS). "At the same time, we removed the class A-1 LT
note rating from CreditWatch with negative implications," S&P
said.

The transaction experienced an event of default (EOD) in August
2009 and continues to pay down the class A-1 notes balance due to
the failure of the class A/B coverage test. "The class A-1 note
balance was paid down to $666.6 million from $747.6 million in
July 2010 (which we used in our analysis for the September 2010
downgrade). The downgrades reflect the deterioration in the credit
quality of the portfolio primarily due to an increase in
defaults," S&P related.

According to the June 2011 trustee report, the transaction has
$182.7 million par of defaults, up from $116.9 million par in July
2010. In addition, over 8% of the underlying collateral has
ratings on CreditWatch with negative implications. "We lowered our
ratings on the class A-1 LT and A-2 notes due to the decline in
credit support available at the prior rating levels," S&P said.

The transaction currently has only one series of class A1 money-
market (MM) notes outstanding and there are no outstanding long-
term (LT) notes. But the transaction documents provide for
converting part or the entire MM notes into LT notes.

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 Actions

Whitehawk CDO Funding Ltd.
                     Rating
Class       To                  From
A-1LT       B- (sf)             BB- (sf) /Watch Neg
A-2         CC (sf)             CCC- (sf)

Other Ratings Outstanding

Whitehawk CDO Funding Ltd.

Class        Rating
B            CC (sf)
C            CC (sf)
D            CC (sf)


WHITEHORSE IV: Moody's Upgrades Ratings of 5 Classes of CLO Notes
-----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by WhiteHorse IV Ltd.:

US$330,500,000 Class A-1 Floating Rate Notes Due 2020, Upgraded to
Aaa (sf); previously on June 22, 2011 Aa1 (sf) Placed Under Review
for Possible Upgrade;

US$28,000,000 Class A-2 Floating Rate Notes Due 2020, Upgraded to
Aa3 (sf); previously on June 22, 2011 A1 (sf) Placed Under Review
for Possible Upgrade;

US$25,000,000 Class B Deferrable Floating Rate Notes Due 2020,
Upgraded to A3 (sf); previously on June 22, 2011 Baa2 (sf) Placed
Under Review for Possible Upgrade;

US$16,500,000 Class C Deferrable Floating Rate Notes Due 2020,
Upgraded to Ba1 (sf); previously on June 22, 2011 Ba2 (sf) Placed
Under Review for Possible Upgrade;

US$15,000,000 Class D Deferrable Floating Rate Notes Due 2020,
Upgraded to Ba3 (sf); previously on June 22, 2011 B3 (sf) Placed
Under Review for Possible Upgrade.

RATINGS RATIONALE

According to Moody's, the rating actions taken on the notes are
primarily a result of applying Moody's revised CLO assumptions
described in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011. The primary changes to the
modeling assumptions include (1) a removal of the temporary 30%
default probability macro stress implemented in February 2009 as
well as (2) increased BET liability stress factors and increased
recovery rate assumptions.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011, 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 $437
million, defaulted par of $1.1 million, a weighted average default
probability of 21.6% (implying a WARF of 2686), a weighted average
recovery rate upon default of 47.9%, and a diversity score of 70.
These default and recovery properties of the collateral pool are
incorporated in cash flow model analysis where they are subject to
stresses as a function of the target rating of each CLO liability
being reviewed. The default probability is derived from the credit
quality of the collateral pool and Moody's expectation of the
remaining life of the collateral pool. The average recovery rate
to be realized on future defaults is based primarily on the
seniority of the assets in the collateral pool. In each case,
historical and market performance trends, and collateral manager
latitude for trading the collateral are also factors.

WhiteHorse IV, issued in December 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
June 2011.

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 June 2011.

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 2013 and
2016 which may create challenges for issuers to refinance. CDO
notes' performance may also be impacted by 1) the managers'
investment strategies and behavior and 2) divergence in legal
interpretation of CDO documentation by different transactional
parties due to embedded ambiguities.

Sources of additional performance uncertainties are:

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

2. 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 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 and diversity levels higher than the covenant
   levels due to the large difference between the reported and
   covenant levels.


ZAIS INVESTMENT: Moody's Upgrades Ratings of 6 Classes of Notes
---------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of 6 classes of
notes issued by ZAIS Investment Grade Limited X. The classes of
notes affected by the rating actions are:

US$13,500,000 Class S Senior Secured Floating Rate Notes Due 2015
(current outstanding balance of $5,062,500), Upgraded to Aaa (sf);
previously on June 24, 2011 Aa1 (sf) Placed Under Review for
Possible Upgrade

US$152,000,000 Class A-1a Senior Secured Floating Rate Notes Due
2057 (current outstanding balance of $142,589,386), Upgraded to
Ba2 (sf) Under Review for Possible Upgrade; previously on June 24,
2011 B2 (sf) Placed Under Review for Possible Upgrade

US$120,000,000 Class A-1b Senior Secured Floating Rate Notes Due
2057, Upgraded to Ba2 (sf) Placed Under Review for Possible
Upgrade; previously on June 24, 2011 B2 (sf) Placed Under Review
for Possible Upgrade

US$59,500,000 Class A-2 Senior Secured Floating Rate Notes Due
2057, Upgraded to B2 (sf) Placed Under Review for Possible
Upgrade; previously on June 24, 2011 Caa2 (sf) Placed Under Review
for Possible Upgrade

US$75,000,000 Class A-3 Senior Secured Floating Rate Notes Due
2057, Upgraded to Caa1 (sf) Placed Under Review for Possible
Upgrade; previously on June 24, 2011 Caa3 (sf) Placed Under Review
for Possible Upgrade

US$75,000,000 Class A-4 Senior Secured Floating Rate Notes Due
2057, Upgraded to Caa2 (sf) Placed Under Review for Possible
Upgrade; previously on June 24, 2011 Ca (sf) Placed Under Review
for Possible Upgrade

Furthermore, Moody's confirms these ratings:

US$50,000,000 Class B Senior Subordinate Secured Floating Rate
Notes Due 2057, Confirmed at C (sf); previously on June 24, 2011 C
(sf) Placed Under Review for Possible Upgrade

US$32,500,000 Class C Senior Subordinate Secured Floating Rate
Notes Due 2057, Confirmed at C (sf); previously on June 24, 2011 C
(sf) Placed Under Review for Possible Upgrade

US$5,000,000 Class D Subordinate Secured Floating Rate Notes Due
2057, Confirmed at C (sf); previously on June 24, 2011 C (sf)
Placed Under Review for Possible Upgrade

RATINGS RATIONALE

According to Moody's, the rating actions taken on the notes result
primarily from the improvement in the credit quality of the
portfolio.

Following an announcement by Moody's on June 22nd that nearly all
CLO tranches currently rated Aa1 (sf) and below were placed on
review for possible upgrade ("Moody's places 4,220 tranches from
611 U.S. and 171 European CLO transactions on review for
upgrade"), 98 tranches of U.S. and European Structured Finance
(SF) CDOs with material exposure to CLOs were also placed on
review for possible upgrade ("Moody's places 98 tranches from 19
U.S. and 3 European SF CDO transactions with exposure to CLOs on
review for upgrade"). The rating action on the notes reflects CLO
tranche upgrades that have taken place thus far, as well as a two
notch adjustment for CLO tranches which remain on review for
possible upgrade. According to Moody's, 23.8% of the collateral
has been upgraded since June 22nd, and 66.8% remains on review.

As of the latest trustee report in July 2011, the Class A
overcollateralization ratio improved and is reported at 80.33%
versus April 2011 levels of 78.53%. Currently all the OC tests are
failing resulting in diverted interest proceeds to the payment of
the principal on the Class A-1 notes and resulting in deferred
interest payments to the Classes B, C and D Notes. All the IC
ratios are passing their test levels.

ZAIS Investment Grade Limited X. is a collateralized debt
obligation backed primarily by a portfolio of CLOs.

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 the following:
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 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 Watchlisted bucket notched up by 3 rating notches:

Class S: 0

Class A-1a: +1

Class A-1b: +1

Class A-2: +2

Class A-3: +2

Class A-4: +1

Class B: 0

Class C: 0

Class D: 0

Moody's Watchlisted bucket notched down by 1 rating notches:

Class S: 0

Class A-1a: -1

Class A-1b: -1

Class A-2: -1

Class A-3: -1

Class A-4: -1

Class B: 0

Class C: 0

Class D: 0


ZAIS INVESTMENT: Moody's Ups Ratings of Six Classes of Notes
------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of four
Composite Obligations and six classes of notes issued by ZAIS
Investment Grade Limited VI. The classes of notes affected by the
rating actions are:

US$206,000,000 Class A-1 Senior Secured Floating Rate Notes,
Upgraded to Aaa (sf); previously on June 24, 2011 A1 (sf) Placed
Under Review for Possible Upgrade

US$54,750,000 Class A-2a Senior Secured Floating Rate Notes,
graded to Aa3 (sf) and Remains On Review for Possible Upgrade;
previously on June 24, 2011 Ba1 (sf) Placed Under Review for
Possible Upgrade

US$8,250,000 Class A-2b Senior Secured Fixed Rate Notes, Upgraded
to Aa3 (sf) and Remains On Review for Possible Upgrade; previously
on June 24, 2011 Ba1 (sf) Placed Under Review for Possible Upgrade

US$21,000,000 Class A-3 Senior Secured Floating Rate Notes,
Upgraded to Baa1 (sf) and Remains On Review for Possible Upgrade;
previously on June 24, 2011 B1 (sf) Placed Under Review for
Possible Upgrade

US$6,400,000 Class B-1 Senior Secured Floating Rate Notes,
Upgraded to Ba2 (sf) and Remains On Review for Possible Upgrade;
previously on June 24, 2011 Caa3 (sf) Placed Under Review for
Possible Upgrade

US$36,600,000 Class B-2 Senior Secured Fixed Rate Notes, Upgraded
to Ba2 (sf) and Remains On Review for Possible Upgrade; previously
on June 24, 2011 Caa3 (sf) Placed Under Review for Possible
Upgrade

US$1,250,000 Type II Composite Obligations, Upgraded to Aa1 (sf)
and Remains On Review for Possible Upgrade; previously on June 24,
2011 Baa3 (sf) Placed Under Review for Possible Upgrade

US$10,500,000 Type IV Composite Obligations, Upgraded to Ba1 (sf)
and Remains On Review for Possible Upgrade; previously on June 24,
2011 Caa2 (sf) Placed Under Review for Possible Upgrade

US$15,000,000 Type V Composite Obligations, Upgraded to Ba1 (sf)
and Remains On Review for Possible Upgrade; previously on June 24,
2011 Caa2 (sf) Placed Under Review for Possible Upgrade

US$8,600,000 Type VI Composite Obligations, Upgraded to Ba1 (sf)
and Remains On Review for Possible Upgrade; previously on June 24,
2011 Caa2 (sf) Placed Under Review for Possible Upgrade

RATINGS RATIONALE

According to Moody's, the rating actions taken on the notes and
composite obligations result primarily from the improvement of the
credit quality of the portfolio.

As of the latest trustee report dated July 20, 2011, the Class A
and Class B overcollateralization ratios are reported at 140.61%
and 115.28%, respectively, versus February 2011 levels of 126.32%
and 103.56%, respectively and currently the Class A OC, B OC and A
IC are in compliance. Based on this July report the WARF reported
is 1575 versus February 2011 reported WARF of 2276. The Class B-1
and B-2 notes are receiving their interest payments but a deferred
interest balance is still outstanding on the Notes and will only
be paid down once all the OC and IC tests are passing.

Following an announcement by Moody's on June 22nd that nearly all
CLO tranches currently rated Aa1 and below were placed on review
for possible upgrade ("Moody's places 4,220 tranches from 611 U.S.
and 171 European CLO transactions on review for upgrade"), 98
tranches of U.S. and European Structured Finance (SF) CDOs with
material exposure to CLOs were also placed on review for possible
upgrade ("Moody's places 98 tranches from 19 U.S. and 3 European
SF CDO transactions with exposure to CLOs on review for upgrade").
The rating action on the notes reflects CLO tranche upgrades that
have taken place thus far, as well as a two notch adjustment for
CLO tranches which remain on review for possible upgrade.
According to Moody's, 30% of the collateral has been upgraded
since June 22nd, and 47% remains on review.

ZAIS Investment Grade Limited VI. is a collateralized debt
obligation backed primarily by a portfolio of CLOs, and SF CDOs.

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
pool. 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 the following:
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 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.


* Fitch Takes Rating Actions on 8 US RMBS Re-REMICs
---------------------------------------------------
Fitch Ratings has taken various actions on eight U.S. residential
mortgage backed securities (RMBS) resecuritization trusts (Re-
REMICs) as a part of Fitch's continued surveillance. The affected
trusts represent a beneficial ownership interest in separate trust
funds.

The Re-REMIC transactions were originally rated prior to 2003 and
are direct pass-thru structures without additional support
provided by the Re-REMIC structures. The underlying assets are
primarily agency mortgage backed securities guaranteed by
government-sponsored enterprises (GSE).

A summary of Fitch's rating actions is:

   -- Seven classes affirmed at 'AAAsf' and withdrawn;

   -- One class affirmed at 'Csf/RR6' and withdrawn;

   -- Two classes downgraded to 'Csf' from 'AAAsf' and withdrawn.

Fitch affirmed the seven classes at 'AAAsf' based on the long-
term corporate rating of the GSEs providing the credit guaranty.
Fitch affirmed one class at 'Csf' and downgraded two classes to
'Csf' due to principal under-collateralization. The under-
collateralization and rating downgrades are unrelated to the
credit guaranty and the long-term rating of the GSEs. The three
affected classes were originally collateralized with both
interest-only (IO) and principal-only (PO) securities.
Subsequently, the IO classes matured and only the PO classes
currently remain. Since a portion of the PO payment cashflow is
directed to pay the trustee, the PO bond balance is reduced more
rapidly than the rated bond balance, resulting in under-
collateralization. As a result, Fitch does not expect full
principal recovery of the rated bonds despite the credit guaranty
of the underlying securities. The classes which were affirmed at
'AAAsf' are not exposed to the risks of the structural feature
that affected the downgraded classes.

Fitch has withdrawn the ratings on the 10 Re-REMIC classes due to
size of the remaining collateral balance. On average for the
affected classes, the remaining collateral balance is
approximately 1.5% of the original balance.

Bear Stearns Mortgage Securities Inc. 1997-3
Class A1 (cusip: 073914VE0) affirmed at 'AAAsf' and withdrawn.

Fund America Investors Corp. II 1998-B
Class 1A1 (cusip: 36076RCJ0) affirmed at 'AAAsf' and withdrawn;
Class 2A2 (cusip: 36076RCK7) affirmed at 'AAAsf' and withdrawn.

Fund America Investors Trust II 1993-5
Class F (36076VAG9) affirmed at 'AAAsf' and withdrawn;
Class E (36076VAF1) affirmed at 'AAAsf' and withdrawn.

Greenwich Capital Acceptance, Inc. 1993-PO1
Class D (396782BP8) affirmed at 'AAAsf' and withdrawn.

Lehman ABS Corp. Home Equity Loan Trust 2001-GE1
Class A (cusip: 52518RAX4) downgraded to 'Csf' from 'AAAsf' and
withdrawn.

Lehman ABS Corp. Home Equity Loan Trust 2002-GE1
Class A (cusip: 52518RBE5) downgraded to 'Csf' from 'AAAsf' and
withdrawn.

Ryland Acceptance Corp. IV, Series 99
Class F (cusip: 783760WS6) affirmed at 'Csf/RR6' and withdrawn.

Structured Asset Securities Corp. 2003-5
Class A (cusip: 86359ANF6) affirmed at 'AAAsf'; removed from
Rating Watch Negative and withdrawn.

These actions were reviewed by a committee of Fitch analysts.


* Fitch Takes Various Actions on US RMBS HLV Transactions
---------------------------------------------------------
Fitch Ratings has taken various actions on four U.S. high loan-to-
value residential mortgage backed security (HLV RMBS)
transactions:

   -- 12 classes downgraded to 'Csf' and withdrawn;

   -- One class affirmed at 'Dsf' and withdrawn;

   -- Four classes downgraded to 'BBsf'.

Fitch downgraded to 'Csf' all classes with a prior rating higher
than 'Csf' and then withdrew all the ratings in three HLV
transactions as a result of the ongoing suspension of interest and
principal to bondholders by the transactions' trustee. Amounts
otherwise payable to bondholders are being retained in the trusts
pending further developments resulting from litigation involving
these transactions. Fitch is withdrawing the ratings due to lack
of sufficient information to forecast recoveries on the affected
bonds.

Fitch downgraded to 'BBsf' four classes from 125 Home Owner Loan
Trust 1998-1 due to the potential for future litigation and
suspension of interest and principal to bondholders. This
transaction has similar collateral characteristics and originators
as the transactions currently involved in litigation.

Fitch has taken these rating actions:

Cityscape Home Equity Loan Trust 1997-B

   -- Class A-6 (178779BV5) downgraded to 'Csf' from 'AAsf/LS3'
      and withdrawn;

   -- Class A-7 (178779BW3) downgraded to 'Csf' from 'AAsf/LS3'
      and withdrawn;

   -- Class M-1F (178779BY9) downgraded to 'Csf' from 'BBsf/LS5'
      and withdrawn;

   -- Class M-2F (178779BZ6) downgraded to 'Csf' from 'Bsf/LS5'
      and withdrawn;

   -- Class B-1F (178779CN2) downgraded to 'Csf' from 'Bsf/LS5'
      and withdrawn.

Cityscape Home Equity Loan Trust 1997-C

   -- Class A-3 (178779CR3) downgraded to 'Csf' from 'Asf/LS3' and
      withdrawn;

   -- Class A-4 (178779CS1) downgraded to 'Csf' from 'AAsf/LS3'
      and withdrawn;

   -- Class M-1F (178779CU6) downgraded to 'Csf' from 'BBsf/LS5'
      and withdrawn;

   -- Class M-2F (178779CV4) downgraded to 'Csf' from 'CCCsf/RR1'
      and withdrawn;

   -- Class B-1F (178779CW2) affirmed at 'Dsf' and withdrawn.

United National Home Loan Owner Trust 1999-1

   -- Class A (91103PAA7) downgraded to 'Csf' from 'AAAsf/LS4' and
      withdrawn;

   -- Class M-1 (91103PAB5) downgraded to 'Csf' from 'AAAsf/LS3'
      and withdrawn;

   -- Class M-2 (91103PAC3) downgraded to 'Csf' from 'AAAsf/LS3'
      and withdrawn.

125 Home Loan Owner Trust 1998-1

   -- Class A-5 (68240MAE8) downgraded to 'BBsf' from 'AAAsf/LS4';

   -- Class M-1 (68240MAF5) downgraded to 'BBsf' from 'AAAsf/LS4';

   -- Class M-2 (68240MAG3) downgraded to 'BBsf' from 'AA+sf/LS5';

   -- Class B-1 (68240MAH1) downgraded to 'BBsf' from 'A+sf/LS5'.

These actions were reviewed by a committee of Fitch analysts.

                           *********

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, 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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