TCR_Public/111127.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, November 27, 2011, Vol. 15, No. 329

                            Headlines

ACE SECURITIES: Moody's Raises Rating of M Notes to 'Ba1'
ALPINE SECURITIZATION: DBRS Confirms Liquidity Facility at 'BB'
AMMC CLO: S&P Gives 'BB' Rating on Class E Deferrable Notes
ASSET REPACKAGING: S&P Lowers Rating on Class B to 'CCC'
ASTORIA CAPITAL: Fitch Affirms 'BB-' Preferred Stock Rating

BAKER STREET: S&P Raises Rating on Class E Notes to 'B+'
BALL 2007-BMB1: Moody's Lowers Rating of Cl. G Notes to 'Ba1'
BANC OF AMERICA: Fitch Lowers Rating on Two Class. Certs. at 'Dsf'
BANC OF AMERICA: S&P Cuts 3 Classes of Certificates Ratings to 'D'
BANC OF AMERICA: S&P Lowers Ratings on 2 Classes to 'CC'

BAYVIEW FIN'L: Fitch Lowers Rating on 6 Sr. Classes to 'CCCsf'
CALIFORNIA DEPT: Moody's Gives Ratings to Revenue Bonds
CAVALRY CLO: S&P Affirms Rating on Class D Notes at 'BB'
CGMT 2007-FL3: Moody's Raises Rating of Cl. G Notes to Ba1 (sf)
CLARIS IV: DBRS Downgrades Rating of Class I-B Swap to 'BB'

CLYDESDALE STRATEGIC: S&P Raises Rating on Class D Notes to 'B+'
COBALT CMBS: Fitch Junks Rating on 7 Super Sr. Note Classes
COMM MORTGAGE: Fitch Raises Rating on Class Q-PC to 'CCCsf'
CREDIT SUISSE: Fitch Affirms Rating on 19 Note Classes
CWCAPITAL COBALT: S&P Keeps 'D' Ratings on 5 Classes of Notes

DB MORTGAGE: Fitch Affirms Primary Servicer Rating at 'CPS2'
DENALI CAPITAL: Moody's Raises Rating of Cl. B-1L Notes to 'B1'
DENALI CAPITAL: Moody's Raises Rating of Class B-2L Notes to 'Ba2'
DYRDEN XXII: S&P Gives 'BB' Rating on Class D Deferrable Notes
EMPORIA PREFERRED: Moody's Raises Rating of Class D Notes to 'Ba1'

FIRST 2004-II: S&P Raises Rating on Class C Notes From 'BB+'
FRASER SULLIVAN: S&P Gives 'BB' Rating on Class D Deferrable Notes
FREMONT SUBPRIME: Moody's Lowers Rating of Cl. 2-A-2 Notes to Ca
GALLATIN CLO: S&P Raises Rating on Class B-2L Notes to 'BB'
GCO EDUCATION: Fitch Confirms Rating on Class 2007-1 C-1L at 'Bsf'

GE COMMERCIAL: DBRS Confirms 'CCC' Ratings on Three Certificates
GLOBAL LEVERAGED: Moody's Raises Rating of Class D Notes to 'Ba1'
GRAMERCY REAL: Moody's Lowers Rating of Cl. A-1 Notes to Ba3 (sf)
GREENWICH CAPITAL: Assumed Losses Cue Fitch to Lower Ratings
GREYLOCK SYNTHETIC: S&P Withdraws 'BB-' Rating on Class A3-JPYFMS

GSC CAPITAL: S&P Raises Rating on Class F Notes to 'CCC+'
GSMS 2004-GG2: Moody's Affirms Rating of Cl. E Notes at 'Ba1'
GSMS 2010-C2: Moody's Affirms Rating of Cl. E Notes at 'Ba2'
HEDGED MUTUAL: S&P Reinstates Series 2005-2 Certs. Rating at 'D'
INDEPENDENCE III: S&P Keeps 'D' Ratings on 2 Classes of Notes

INTEGRAL FUNDING: S&P Removes 'CCC-' Class D Rating From Watch Pos
JPMCC 2006-CIBC17: Moody's Lowers Rating of Cl. A-J Notes to Ba3
KATONAH III: S&P Raises Ratings on 2 Classes of Notes From 'BB-'
KCD IP: Moody's Reviews Ratings for Possible Downgrade
KEYCORP STUDENT: Fitch Affirms Rating on Class II-C Loan at 'BBsf'

KEYCORP STUDENT: Fitch Junks Rating on Class II-D Loan
KNIGHTSBRIDGE CLO: Moody's Raises Rating of Class E Notes to 'Ba2'
MAPS CLO: Moody's Raises Rating of Class E Notes to Baa3 From Caa1
MARQUETTE US/EUROPEAN: Moody's Raises Rating of Class C-1 to 'Ba1'
MCG COMM'L: Moody's Raises Rating of Class D Notes to Baa3 From B3

ML-CFC COMM: Fitch Affirms Junk Rating on 15 Senior Note Classes
MORGAN STANLEY: Expected Losses Cue Fitch to Downgrade Ratings
MORGAN STANLEY: Moody's Raises Rating of Cl. A-2 Notes to Ba2 (sf)
MOSELLE CLO: Moody's Raises Rating of Class A-3E Notes From Ba2
MRU STUDENT: S&P Lowers Rating on Class B Notes to 'D'

MSC 2006-SRR2: S&P Lowers Ratings on 2 Classes of Notes to 'D'
N-STAR REAL: Fitch Junks Rating on Eight Note Classes
NEWSTAR COMMERCIAL: Moody's Raises Rating of Class D Notes to Ba1
NOMURA CRE: Fitch Affirms Junk Ratings on Eighteen Note Classes
OFSI FUND: Moody's Raises Rating of Class D Notes to Ba2 (sf)

OPSI FUND: S&P Affirms Ratings on 2 Classes of Notes at 'CCC-'
PANTHEON INC: Moody's Puts Rating on Cl. K Certificate to 'Caa2'
RACE POINT: Moody's Raises Rating of Class E Notes to B2 (sf)
REVE SPC: S&P Cuts Ratings on 3 Series of CDOs From 'CCC-' to 'D'
RIVERSIDE PARK: S&P Gives 'BB' Rating on Class D Deferrable Notes

ROCKWALL CDO: S&P Removes 'B+' Rating on Class A-3 From Watch
ROSEMONT CLO: Fitch Affirms 'CCsf' Rating on $12 Million Notes
SARGAS CLO: Moody's Raises Rating of US$14MM Notes to Ba3 (sf)
STONEHEALTH RE: Fitch Withdraws Preferred Securities BB+ Rating
STUDENT LOAN: S&P Puts 'BB' Ratings on 2 Cert. Classes on Watch

T2 INCOME: S&P Raises Rating on Class E Notes From 'BB'
TRAPEZA CDO: Moody's Raises Rating of Class A-2 Notes to 'B3'
US RMBS: Fitch Cuts Rating on 243 Distressed Bonds to 'Dsf'
VISTA LEVERAGED: S&P Puts 'BB+' Sr. Notes Rating on Watch Neg
WACHOVIA CRE: Moody's Raises Cl. A-1B Notes Rating to Ba1 (sf)

WELLS FARGO: Fitch Puts Rating on Two Note Classes at Low-B

* S&P Lowers Ratings on 387 Classes of Certificates to 'D'
* S&P Lowers Ratings on 201 Classes From 87 US RMBS Transactions



                            *********



ACE SECURITIES: Moody's Raises Rating of M Notes to 'Ba1'
---------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 13
manufactured housing loans-backed securities (MH) aggregating
$461 million from 11 transactions, upgraded the ratings of 14 MH
securities aggregating $148 million from 10 transactions, and
confirmed the rating of 1 MH security aggregating $11 million from
1 transaction. The collateral backing these transactions consists
primarily of manufactured housing loans. The MH securities are
seasoned and were issued between 1992 and 2005.

RATINGS RATIONALE

The loss projections account for continued weakness in the macro
economy and the recent performance of the sector. Cumulative
losses have increased modestly to approximately 19% and serious
delinquencies, measured as a percentage of outstanding balance,
have remained stable at approximately 3%.

Payment deferrals, a common loss mitigation tool masks true
delinquencies and can account up to half the outstanding pool
balance. Deferments are granted to borrowers who could not pay the
full arrears but have demonstrated the ability to make future
installments. Repayment plans are the capitalization of past due
payments to cure the delinquencies. While deferrals can reduce
overall default rates, deferred accounts that are re-classified as
current are still riskier than loans that have been contractually
current. Re-default rates on deferred accounts are similar to
subprime borrowers at 65%.

To estimate losses, Moody's first forecasted losses on the loans
that had a payment deferral based on 65% re-default rates and 85%
severity assumptions. Secondly, losses were projected on the
remaining loans that have not had any payment deferral based on
Moody's annual conditional prepayment rates (CPR), annual constant
default rates (CDR), and 85% severity assumptions.

The CPR rate is derived from the average of actual CPR observed
over the last six months. The CDR rate is based on pipeline
defaults -- derived from days-aged delinquencies and Moody's
assumptions for default based on days delinquent or REO (15% for
30 days delinquent loans, 30% for 60 days delinquent loans, 90%
for more than 90 days delinquent loans, and 100% for loans in
REO). Moody's has further assumed that both CDR and CPR will
remain constant over the life of each deal. A sudden reversal in
the existing trend of projected prepayments, defaults and losses
is not anticipated for these deals as they are well seasoned.

The losses from loans that had a deferrals and those from the
remaining loans based on the CPR-CDR approach are weighed to
calculate the total projected loss for the deal.

Rating Actions

To assess the rating implications Moody's calculated a deal
specific loss projection and compared it to the tranches' credit
enhancement from subordination; excess spread; and reserve account
and third-party support (if any) and the timing of principal
repayment. The actions for bonds rated Aaa, Aa, A, and Baa
considered where full expected principal repayment exceeds 5, 7,
10, and 10 years respectively because of uncertainty of cash flows
and losses.

For securities insured by a financial guarantor, the rating on the
securities is the higher of (i) the guarantor's financial strength
rating and (ii) the current underlying rating (i.e., absent
consideration of the guaranty) on the security. Securities wrapped
by Ambac Assurance Corporation are rated at their underlying
rating without consideration of Ambac's guaranty. The principal
methodology used in determining the underlying rating is the same
methodology for rating securities that do not have a financial
guaranty and is as described earlier.

The primary source of assumption uncertainty is the current
macroeconomic environment, in which unemployment levels remain
high. Moody's now projects unemployment rate to start declining by
fourth quarter of 2011.

The principal methodology used in these ratings was "Moody's
Approach to Rating US Residential Mortgage-Backed Securities"
published in December 2008. Moody's noted that on November 22,
2011, it released a Request for Comment, in which the rating
agency has requested market feedback on potential changes to its
rating methodology for Interest-Only Securities. If the revised
methodology is implemented as proposed the rating on Bank of
America MH Contract 1997-2 Class A-IO maybe negatively affected.
Please refer to Moody's request for Comment, titled "Proposal
Changing the Global Rating Methodology for Structured Finance
Interest-Only Securities," for further details regarding the
implications of the proposed methodology change on Moody's rating.
Please see the Credit Policy page on www.moodys.com for a copy of
this methodology and the Request for Comment.

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

Complete rating actions are:

Issuer: ACE Securities Corp. Manufactured Housing Trust 2003-MH1

Cl. A-4, Downgraded to A1 (sf); previously on Nov 2, 2011 Aaa (sf)
Placed Under Review for Possible Downgrade

Cl. M-1, Downgraded to A2 (sf); previously on Nov 2, 2011 Aa2 (sf)
Placed Under Review for Possible Downgrade

Issuer: BankAmerica Manufactured Housing Contract Trust II Series
1997-1

M, Upgraded to Ba1 (sf); previously on Nov 2, 2011 B1 (sf) Placed
Under Review for Possible Upgrade

Issuer: BankAmerica MH Contract 1997-2

A-IO, Downgraded to B2 (sf); previously on Nov 2, 2011 Aa2 (sf)
Placed Under Review for Possible Downgrade

Issuer: BankAmerica MH Contract 1998-2

M, Upgraded to Aa3 (sf); previously on Nov 2, 2011 Ba2 (sf) Placed
Under Review for Possible Upgrade

Issuer: BankAmerica MH Contract, Series 1998-1

M, Confirmed at Baa1 (sf); previously on Nov 2, 2011 Baa1 (sf)
Placed Under Review for Possible Upgrade

Issuer: Conseco Finance Securitizations Corp. Series 2002-1

Class A-1, Upgraded to A1 (sf); previously on Nov 2, 2011 Baa1
(sf) Placed Under Review for Possible Upgrade

Issuer: CountryPlace Manufactured Housing Contract 2005-1

Cl. A-3, Downgraded to Baa3 (sf); previously on Nov 2, 2011 Baa1
(sf) Placed Under Review for Possible Downgrade

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

Cl. A-4, Downgraded to Baa3 (sf); previously on Nov 2, 2011 Baa1
(sf) Placed Under Review for Possible Downgrade

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

Issuer: Deutsche Financial Capital Securitization, 1997-I

Class A-3, Upgraded to Aa2 (sf); previously on Nov 2, 2011 A3 (sf)
Placed Under Review for Possible Upgrade

Class A-4, Upgraded to Aa2 (sf); previously on Nov 2, 2011 A3 (sf)
Placed Under Review for Possible Upgrade

Class A-5, Upgraded to Aa2 (sf); previously on Nov 2, 2011 A3 (sf)
Placed Under Review for Possible Upgrade

Class A-6, Upgraded to Aa2 (sf); previously on Nov 2, 2011 A3 (sf)
Placed Under Review for Possible Upgrade

Issuer: FirstFed Corp. Manufactured Housing Contract Series 1997-1

Class B, Upgraded to A3 (sf); previously on Nov 2, 2011 Ba3 (sf)
Placed Under Review for Possible Upgrade

Issuer: Green Tree Financial Corporation MH 1992-02

B, Downgraded to Ca (sf); previously on Nov 2, 2011 Caa1 (sf)
Placed Under Review for Possible Downgrade

Issuer: Green Tree Financial Corporation MH 1993-01

B, Downgraded to Ca (sf); previously on Nov 2, 2011 Caa1 (sf)
Placed Under Review for Possible Downgrade

Issuer: Green Tree Financial Corporation MH 1993-02

B, Downgraded to Ca (sf); previously on Nov 2, 2011 Caa1 (sf)
Placed Under Review for Possible Downgrade

Issuer: Green Tree Financial Corporation MH 1994-01

A-5, Downgraded to Baa3 (sf); previously on Nov 2, 2011 Aa2 (sf)
Placed Under Review for Possible Downgrade

Issuer: Green Tree Financial Corp. MH Series 1996-2

M-1, Downgraded to Caa1 (sf); previously on Nov 2, 2011 B3 (sf)
Placed Under Review for Possible Downgrade

Issuer: Green Tree Financial Corporation - Green Tree MH
Contracts, Series 1995-2

B-1, Upgraded to Aa3 (sf); previously on Nov 2, 2011 Ba1 (sf)
Placed Under Review for Possible Upgrade

Issuer: Green Tree Financial Corporation MH 1996-06

M-1, Downgraded to Caa2 (sf); previously on Nov 2, 2011 Caa1 (sf)
Placed Under Review for Possible Downgrade

Issuer: Green Tree Financial Corporation MH 1998-8

A-1, Downgraded to B1 (sf); previously on Nov 2, 2011 Ba2 (sf)
Placed Under Review for Possible Downgrade

Issuer: Green Tree Financial Corporation MH Series 1997-1

A-5, Upgraded to Aa3 (sf); previously on Nov 2, 2011 A2 (sf)
Placed Under Review for Possible Upgrade

A-6, Upgraded to Aa3 (sf); previously on Nov 2, 2011 A2 (sf)
Placed Under Review for Possible Upgrade

Issuer: Green Tree Financial Corporation-MH Contract Series 1997-5

M-1, Downgraded to Caa1 (sf); previously on Nov 2, 2011 B2 (sf)
Placed Under Review for Possible Downgrade

Issuer: Green Tree MH Sr/Sub Series 1995-7

M-1, Upgraded to A1 (sf); previously on Nov 2, 2011 Baa2 (sf)
Placed Under Review for Possible Upgrade

Issuer: Green Tree Series 1995-4

M-1, Upgraded to Aa2 (sf); previously on Nov 2, 2011 A3 (sf)
Placed Under Review for Possible Upgrade

Issuer: GreenTree Manufactured Housing Contract Senior/Subordinate
Pass-Through Certificates, Series 1995-5

M-1, Upgraded to Aa3 (sf); previously on Nov 2, 2011 A2 (sf)
Placed Under Review for Possible Upgrade


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

The $7,758,998,398 aggregate liquidity facilities are tranched as:

  -- $7,448,166,715 rated AAA (sf)
  -- $65,620,177 rated AA (sf)
  -- $32,207,602 rated A (sf)
  -- $52,140,469 rated BBB (sf)
  -- $45,249,703 rated BB (sf)
  -- $50,554,996 rated B (sf)
  -- $65,058,736 unrated (sf)

The ratings are based on July 31, 2011 data.

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

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

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

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

The principal methodology is the Asset-Backed Commercial Paper
Criteria Report: U.S. & European ABCP Conduits, which can be found
on DBRS' website under Methodologies.


AMMC CLO: S&P Gives 'BB' Rating on Class E Deferrable Notes
-----------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary
ratings to AMMC CLO IX Ltd./AMMC CLO IX Corp.'s $408.5 million
floating-rate notes.

The note issuance is a CLO securitization backed by a revolving
pool consisting primarily of broadly syndicated senior-secured
loans.

The preliminary ratings are based on information as of Nov. 21,
2011. Subsequent information may result in the assignment of final
ratings that differ from the preliminary ratings.

The preliminary ratings reflect S&P's view of:

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

    The transaction's credit enhancement, which is sufficient to
    withstand the defaults applicable for the supplemental tests
    (excluding excess spread) and cash flow structure, which can
    withstand the default rate projected by Standard & Poor's CDO
    Evaluator model, as assessed by Standard & Poor's using the
    assumptions and methods outlined in its corporate
    collateralized debt obligation (CDO) criteria (see "Update To
    Global Methodologies And Assumptions For Corporate Cash Flow
    And Synthetic CDOs," published Sept. 17, 2009).

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

    The diversified collateral portfolio, which consists primarily
    of broadly syndicated speculative-grade senior-secured term
    loans.

    The portfolio manager's experienced management team.

    "Our projections regarding the timely interest and ultimate
    principal payments on the preliminary rated notes, which we
    assessed using our cash flow analysis and assumptions
    commensurate with the assigned preliminary ratings under
    various interest-rate scenarios, including LIBOR ranging from
    0.35%-13.84%," S&P related.

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

    The transaction's reinvestment overcollateralization test, a
    failure of which will lead to the reclassification of excess
    interest proceeds that are available prior to paying
    subordinated portfolio manager fees, uncapped administrative
    expenses and fees, portfolio manager incentive fees, and
    payments to the subordinated notes.

          Standard & Poor's 17g-7 Disclosure Report

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities.

The Standard & Poor's 17g-7 Disclosure Report included in this
credit rating report is available at

    http://standardandpoorsdisclosure-17g7.com/1111280.pdf

Preliminary Ratings Assigned
AMMC CLO IX Ltd./AMMC CLO IX Corp.

Class                 Rating          Amount
                                     (mil. $)
A                     AAA (sf)          290.0
B                     AA (sf)            43.0
C-1 (deferrable)      A (sf)             17.5
C-2 (deferrable)      A (sf)             17.5
D (deferrable)        BBB (sf)           19.5
E (deferrable)        BB (sf)            21.0
Subordinated notes    NR                 41.5

NR -- Not rated.


ASSET REPACKAGING: S&P Lowers Rating on Class B to 'CCC'
--------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on two
classes from two Asset Repackaging Vehicle Ltd. transactions and
removed them from CreditWatch with negative implications. "In
addition, we affirmed our ratings on 51 classes from these two
transactions and five additional Asset Repackaging Vehicle Ltd.
transactions, and removed them from CreditWatch negative. We also
withdrew our rating on class A1 from Asset Repackaging Vehicle
Ltd.'s series 2009-14 as the class was paid in full. This rating
was on CreditWatch negative prior to being withdrawn. All of the
Asset Repackaging Vehicle Ltd. transactions are residential
mortgage-backed securities (RMBS) resecuritized real estate
mortgage investment conduit (re-REMIC) transactions," S&P said.

The payment waterfalls for each of these transactions were amended
to reflect:

    A sequential payment of interest;

    A defined coupon on the bonds of the lesser of one month LIBOR
    and 8%;

    Using available principal collections to pay interest and
    interest shortfalls before principal payments on each of the
    bonds sequentially from A-1 to B; and

    Allowing for excess interest to be available to pay principal.
    This allows for the bond balance in the resecuritization to be
    lower than the collateral balance of the underlying
    certificates creating overcollateralization.

"The most senior payment in the waterfall for these transactions
is to reimburse the issuer for the payment of any corporation
taxes. However, because the issuer is a Cayman Island entity and
is not assessed any corporation taxes due to current Cayman Island
tax law, our stresses assume the current tax status is maintained
and no taxes are assessed," S&P said.

Prior to these revisions, interest was paid pro rata and pari
passu to each of the re-REMIC classes based on the interest
received from the underlying certificates backing these re-REMIC
transactions. Additionally, in the prior structures, interest was
only available to pay interest and principal was only available to
pay principal.

"On Dec. 15, 2010, we placed our ratings on 54 classes from the
seven transactions in this review on CreditWatch negative, along
with ratings from a group of other RMBS re-REMIC securities (for
more information, see 'S&P Corrects: 1,196 Ratings On 129 U.S.
RMBS Re-REMIC Transactions Placed On CreditWatch Negative').
Additionally, on April 1, 2011, we provided an update on the
CreditWatch placements and provided clarification regarding our
analysis of interest payment amounts within re-REMIC transactions
(see 'Standard & Poor's Provides An Update On Outstanding RMBS Re-
REMIC CreditWatch Placements And Outlines Their Resolution')," S&P
related.

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

"In applying our loss projections we incorporated, where
applicable, our revised loss assumptions into our review (see
'Revised Lifetime Loss Projections For Prime, Subprime, And Alt-A
U.S. RMBS Issued In 2005-2007,' published on March 25, 2011). Some
of the transactions affected by the revised loss assumptions are
associated with the re-REMICs we reviewed (see tables 1 and 2 for
the overall prior and revised vintage- and product-specific
lifetime loss projections as percentages of the original
structure balance)," S&P said.

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

Table 2
Lifetime Loss Projections For Alternative-A RMBS
(Percent of original balance)
               Fixed/aggregate      Long-reset
Vintage        Updated    Prior     Updated    Prior
2005           13.75      11.25     12.75      9.60
2006           29.50      26.25     25.25     25.00
2007           36.00      31.25     31.75     26.25

              Short-reset/hybrid      Option ARM
Vintage        Updated    Prior     Updated    Prior
2005           13.25      14.75     15.50      13.25
2006           30.00      30.50     34.75      26.75
2007           41.00      40.75     43.50      37.50

"As a result of this review, we lowered our ratings on class B
from Asset Repackaging Vehicle Ltd.'s series 2009-13 and class B
from Asset Repackaging Vehicle Ltd.'s series 2009-14 based on our
assessment of principal and/or interest shortfalls from the
underlying securities that would impair the re-REMIC classes at
the applicable rating stresses. The affirmations reflect
our assessment of the likelihood that the re-REMIC classes will
receive timely interest and the ultimate payment of principal
under the applicable stressed assumptions," S&P stated.

Rating Actions

Asset Repackaging Vehicle Limited
Series      2009-13
Class               To             From
A3                A (sf)               A (sf)/Watch Neg
A4                BBB (sf)             BBB (sf)/Watch Neg
A5                BB+ (sf)             BB+ (sf)/Watch Neg
A6                BB (sf)              BB (sf)/Watch Neg
A7                BB- (sf)             BB- (sf)/Watch Neg
B                 CCC (sf)             B (sf)/Watch Neg

Asset Repackaging Vehicle Limited
Series      2009-14
Class             To             From
A1                NR             AAA (sf)/Watch Neg
A2                AA (sf)        AA (sf)/Watch Neg
A3                A (sf)         A (sf)/Watch Neg
A4                BBB (sf)       BBB (sf)/Watch Neg
A5                BB+ (sf)       BB+ (sf)/Watch Neg
A6                BB (sf)        BB (sf)/Watch Neg
A7                BB- (sf)             BB- (sf)/Watch Neg
B                 B- (sf)              B (sf)/Watch Neg

Asset Repackaging Vehicle Limited
Series      2009-16
Class               To             From
A1                AAA (sf)             AAA (sf)/Watch Neg
A2                AA (sf)              AA (sf)/Watch Neg
A3                A (sf)               A (sf)/Watch Neg
A4                BBB (sf)             BBB (sf)/Watch Neg
A5                BB+ (sf)             BB+ (sf)/Watch Neg
A6                BB (sf)              BB (sf)/Watch Neg
A7                BB- (sf)             BB- (sf)/Watch Neg
B                 B (sf)               B (sf)/Watch Neg

Asset Repackaging Vehicle Limited
Series      2009-18
Class               To             From
A1                AAA (sf)             AAA (sf)/Watch Neg
A2                AA (sf)              AA (sf)/Watch Neg
A3                A (sf)               A (sf)/Watch Neg
A4                BBB (sf)             BBB (sf)/Watch Neg
A5                BB+ (sf)             BB+ (sf)/Watch Neg
A6                BB (sf)              BB (sf)/Watch Neg
A7                BB- (sf)             BB- (sf)/Watch Neg
B                 B (sf)               B (sf)/Watch Neg

Asset Repackaging Vehicle Limited
Series      2009-19
Class               To             From
A1                AAA (sf)             AAA (sf)/Watch Neg
A2                AA (sf)              AA (sf)/Watch Neg
A3                A (sf)               A (sf)/Watch Neg
A4                BBB (sf)             BBB (sf)/Watch Neg
A5                BB+ (sf)             BB+ (sf)/Watch Neg
A6                BB (sf)              BB (sf)/Watch Neg
A7                BB- (sf)             BB- (sf)/Watch Neg
B                 B (sf)               B (sf)/Watch Neg

Asset Repackaging Vehicle Limited
Series      2009-21
Class               To             From
A1                AAA (sf)             AAA (sf)/Watch Neg
A2                AA (sf)              AA (sf)/Watch Neg
A3                A (sf)               A (sf)/Watch Neg
A4                BBB (sf)             BBB (sf)/Watch Neg
A5                BB+ (sf)             BB+ (sf)/Watch Neg
A6                BB (sf)              BB (sf)/Watch Neg
A7                BB- (sf)             BB- (sf)/Watch Neg
B                 B (sf)               B (sf)/Watch Neg

Asset Repackaging Vehicle Limited
Series      2009-22
Class               To             From
A1                AAA (sf)             AAA (sf)/Watch Neg
A2                AA (sf)              AA (sf)/Watch Neg
A3                A (sf)               A (sf)/Watch Neg
A4                BBB (sf)             BBB (sf)/Watch Neg
A5                BB+ (sf)             BB+ (sf)/Watch Neg
A6                BB (sf)              BB (sf)/Watch Neg
A7                BB- (sf)             BB- (sf)/Watch Neg
B                 B (sf)               B (sf)/Watch Neg


ASTORIA CAPITAL: Fitch Affirms 'BB-' Preferred Stock Rating
-----------------------------------------------------------
Fitch Ratings has affirmed Astoria Financial Corp.'s (AF) long-
and short-term Issuer Default Ratings (IDRs) at 'BBB-' and 'F3',
respectively.  Concurrently, the Rating Outlook has been revised
to Negative from Stable.

The Outlook Revision reflects relatively weak financial
performance in comparison to similarly-rated peers, stagnant asset
quality metrics as well as the 4Q12 maturity of $250 million
senior notes at the parent company.  Conversely, the rating
affirmation recognizes AF's favorable loss experience and ability
to remain profitable through the current credit cycle even as many
banks have recorded losses.

Fitch continues to maintain AF's ratings lower than Astoria
Federal Savings & Loan Association (AFSLA).  The primary driver
for the one notch difference is management of liquidity at the
holding company as well as the upcoming debt maturity.  The
holding company maintains a limited amount of liquid assets and
relies on quarterly dividends from the thrift subsidiary, which
require regulatory approval.  Fitch is somewhat concerned with the
refinancing risk given the limited amount of investor appetite for
bank paper. Once the debt maturity gets resolved, the likelihood
of AF's ratings going below their current level will be greatly
reduced.

The performance of AF's loan portfolio is closely tied to the
overall economic environment, and more particularly to the level
of unemployment in its primary markets.  In Fitch's view, the
unemployment rate in New York, currently at 8.0%, is likely to
continue putting pressure on the level of NPAs in the 1 - 4 family
portfolio for the foreseeable future.  That being said, the level
of charge-offs should remain low because AF's historically low-LTV
underwriting standards provide a significant cushion to declines
in property values.  Annualized NCOs totaled just 0.49% of average
loans during the first nine months of 2011, which is well below
AF's similarly-rated peers.

AF's Alt-A portfolio, primarily stated income verified asset
mortgages, has been the main source of delinquencies and charge-
offs, particularly in loans that were made outside of AF's primary
market.  The multifamily and commercial real estate (CRE)
portfolios have experienced minimal credit deterioration, which is
reflective of the rent-controlled nature of many of the properties
backing these loans and low LTVs at origination (generally around
60%).

Operating performance has remained stagnant during the first nine
months of 2011 as net interest income and non-interest income
decreased and non-interest expenses went up.  Loan growth remains
a significant challenge for AF as its balance sheet has shrunk by
10% over the past year.  A permanent reduction in the conforming
loan limits may help growth in the 1 - 4 family portfolio.  The
other driver is the resumption of multifamily lending, which has
created a pipeline of approximately $250 million as of Sept. 30,
2011.  However, Fitch expects that AF's profitability metrics will
continue to lag behind similarly-rated peers.

Fitch views AF's reentry into the NY multifamily market with some
caution.  This market is very competitive and a number of new
players have emerged over the past year.  That being said, AF has
hired an experienced team and plans to continue lending against
the same conservative credit standards it has used in the past.
The company has indicated that most of the collateral will be
rent-controlled or rent-stabilized properties, which have
performed exceptionally well through various economic cycles.
Furthermore, AF should be able to earn more attractive yields on
the multifamily loans than its 1-4 family product.

The improvement in AF's capital ratios, which has resulted mainly
from balance sheet contraction over the last several quarters, is
viewed positively.  Lower dividends on common stock and lack of
share buyback activity have also helped strengthen capital
metrics.  The tangible equity to tangible assets ratio was 6.55%
at Sept. 30, 2011, which is up from 5.63% at Sept. 30, 2010.
Fitch takes into account AF's low loss experience when comparing
its capital ratios with peers. Capital levels are likely to remain
around current levels as the balance sheet stops shrinking.

The Dodd-Frank Act eliminated AF's primary regulator, the Office
of Thrift Supervision and transferred regulatory authority to the
Office of the Comptroller of the Currency for the thrift
subsidiary and to the Federal Reserve for the holding company.
Fitch believes that this change in regulators will lead to more
robust risk and liquidity management processes, particularly at
the holding company level.  The specifics of the new requirements
have not yet been detailed by the new regulators; however, Fitch's
ratings incorporate AF's ability to meet any new regulatory
standards.

Factors that may negatively affect the ratings:

  -- Stagnant or rising levels of NPAs or increased credit losses;
  -- Lack of improvement in operating performance;
  -- Inability to refinance the upcoming debt maturity at AF;
  -- Meaningful reduction in regulatory and/or tangible capital
     levels.

Factors that may have positive rating implications on AF's ratings
and Outlook include:

  -- Continued improvement in profitability metrics;
  -- Meaningful decline in the level of NPAs;
  -- Institution of a more formalized liquidity management policy
     at the parent company.

Fitch has affirmed these ratings with a Negative Outlook:

Astoria Financial Corp.

  -- Long-Term IDR at 'BBB-';
  -- Short-Term IDR at 'F3';
  -- Viability rating at 'bbb-';
  -- Individual Rating at 'C';
  -- Senior unsecured at 'BBB-';
  -- Support at '5';
  -- Support Floor at 'NF'.

Astoria Federal Savings & Loan

  -- Long-Term IDR at 'BBB';
  -- Long-term Deposits at 'BBB+';
  -- Short-Term IDR at 'F2';
  -- Short-Term Deposits at 'F2';
  -- Viability rating at 'bbb';
  -- Individual Rating at 'C';
  -- Support at '5';
  -- Support Floor at 'NF'.

Astoria Capital Trust I

  -- Preferred stock at 'BB-'


BAKER STREET: S&P Raises Rating on Class E Notes to 'B+'
--------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on four
classes of notes issued Baker Street CLO II Ltd., a collateralized
loan obligation (CLO) transaction managed by Seix Advisors. "We
removed three of these ratings from CreditWatch with positive
implications. We also affirmed our ratings on the class A-1 and A-
2 notes," S&P said.

"The upgrades reflect improved performance we have observed in the
deal's underlying asset portfolio since we reviewed the
transaction in January 2011, while the affirmations demonstrate
adequate credit quality commensurate with the current rating
levels," S&P related.

"Since the Dec. 3, 2009, trustee report, which we used for
our January 2011 analysis, the deal has had a decrease in the
amount of assets that they are holding as defaulted to 3.2%
($12.3 million) from 8.9% ($34.1 million) based on the Oct. 7,
2011, trustee report. The 'CCC' assets also decreased during
the same time period from 6.6% ($25.6 million) to 6.0%
($23.1 million). The improvement in the underlying collateral
benefited the overcollateralization (O/C) ratios for all classes
according to the Oct. 7, 2011, trustee report: The class A/B O/C
ratio is 121.13%, up from 117.60% in December 2009; the class C
O/C ratio is 113.52%, up from 110.21% in December 2009; the class
D
O/C ratio is 108.36%, up from 105.20% in December 2009; and the
class E O/C ratio is 104.94%, up from 101.89% in December 2009,"
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

Baker Street CLO II Ltd.
                 Rating
Class       To          From
B           AA- (sf)    A+ (sf)
C           A- (sf)     BBB+ (sf)/Watch Pos
D           BBB- (sf)   B+ (sf)/Watch Pos
E           B+ (sf)     CCC- (sf)/Watch Pos

Ratings Affirmed

Baker Street CLO II Ltd.
Class        Rating
A-1          AA+ (sf)
A-2          AA+ (sf)


BALL 2007-BMB1: Moody's Lowers Rating of Cl. G Notes to 'Ba1'
-------------------------------------------------------------
Moody's Investors Service (Moody's) downgraded eight classes,
confirmed two classes and affirmed six classes of Banc of America
Large Loan, Inc. Commercial Mortgage Pass-Through Certificates,
Series 2007-BMB1.

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

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

Cl. A-2, Downgraded to Aa1(sf); previously on Nov 9, 2011 Aaa (sf)
Placed Under Review for Possible Downgrade

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

Cl. B, Downgraded to A1 (sf); previously on Nov 9, 2011 Aa3 (sf)
Placed Under Review for Possible Downgrade

Cl. C, Downgraded to A3 (sf); previously on Nov 9, 2011 A2 (sf)
Placed Under Review for Possible Downgrade

Cl. D, Downgraded to Baa1 (sf); previously on Nov 9, 2011 A3 (sf)
Placed Under Review for Possible Downgrade

Cl. E, Downgraded to Baa2 (sf); previously on Nov 9, 2011 Baa1
(sf) Placed Under Review for Possible Downgrade

Cl. F, Downgraded to Baa3 (sf); previously on Nov 9, 2011 Baa2
(sf) Placed Under Review for Possible Downgrade

Cl. G, Downgraded to Ba1 (sf); previously on Nov 9, 2011 Baa3 (sf)
Placed Under Review for Possible Downgrade

Cl. H, Downgraded to Ba3 (sf); previously on Nov 9, 2011 Ba2 (sf)
Placed Under Review for Possible Downgrade

Cl. J, Confirmed at B2 (sf); previously on Nov 9, 2011 B2 (sf)
Placed Under Review for Possible Downgrade

Cl. K, Confirmed at Caa2 (sf); previously on Nov 9, 2011 Caa2 (sf)
Placed Under Review for Possible Downgrade

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

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

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

RATINGS RATIONALE

The downgrades are due to negative credit migration in the Smart
and Final Portfolio loan, the MSREF Hotel Portfolio loan, and the
Readers Digest loan as well as the concerns of refinancing risk
for the eight loans that mature in the next nine months. 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 placed ten classes on review for possible downgrade on
November 9, 2011. This action concludes Moody's 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
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 CMBS Large Loan/Single Borrower Transactions"
published in July 2000.

Moody's review incorporated the use of the excel-based CMBS Large
Loan Model v 8.2 which is used for both large loan and single
borrower transactions. The large loan model derives credit
enhancement levels based on an aggregation of adjusted loan level
proceeds derived from Moody's loan level LTV ratios. Major
adjustments to determining proceeds include leverage, loan
structure, property type, and sponsorship. These aggregated
proceeds are then further adjusted for any pooling benefits
associated with loan level diversity, other concentrations and
correlations. The model also incorporates a supplementary tool to
allow for the testing of the credit support at various rating
levels. The scenario or "blow-up" analysis tests the credit
support for a rating assuming that all loans in the pool default
with an average loss severity that is commensurate with the rating
level being tested.

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

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

DEAL PERFORMANCE

As of the October 17, 2011 distribution date, the transaction's
certificate balance decreased by approximately 23% to
$1.33 billion from $1.73 billion at securitization due to the
payoff of four loans and principal pay downs associated with
five loans. The Certificates are collateralized by ten floating-
rate loans ranging in size from 1% to 24% of the pooled trust
mortgage balance.

The pool has not experienced any losses to date nor are there any
interest shortfalls. Currently one loans (1.2% of pooled balance)
is in special servicing. The Readers Digest loan ($16 million) is
secured by a single tenant office campus located in Chappaqua, New
York and was fully leased to Readers Digest. Reader's Digest
vacated the property in the end of 2010. As of September 2011, the
property is 2% occupied. A 2010 appraisal values the property at
$6.2 million which is significantly below the pooled balance. The
property is being marketed for sale. Moody's credit estimate is C,
the same as last review.

Moody's weighed average pooled loan to value (LTV) ratio is 84%
compared to 85% at last review and 68% at securitization. Moody's
pooled stressed DSCR is 1.34X, similar to last review and 1.50X at
securitization.

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

The three largest exposures represent 64% of the pooled balance.
The largest pooled exposure is the Farallon MHC Portfolio Loan
which consists of a pooled portion of $316 million (24% of the
pool) and non-pooled portion of $72.7 million which supports three
non-pooled or rake classes. The loan is a 44% pari-passu interest
in a $888 million senior mortgage which is secured by 273 cross-
collateralized and cross-defaulted mobile home communities located
throughout the country. The loan was transferred to special
servicing in July 2010 due to refinancing concerns and modified in
April 2011. The modification included a loan extension through
2015 with an option to extend 2 additional years, a capture of
excess cash flow, and a requirement for all net proceeds from
sales to be remitted to the lender. The floating rate loan has
paid down 14% since last review. The loan continues to perform.
Moody's current pooled LTV is 60% and stressed DSCR is 1.67X.
Moody's current credit estimate for the pooled balance is Aa2, the
same as last review. Moody's current credit estimate for the non-
pooled or rake classes FMH-1 and FMH-2 are A2 and Baa2,
respectively, the same as last review.

The second largest pooled exposure is the Stamford Office
Portfolio loan ($301.5 million; 23%) which is secured by seven
office properties totaling 1.7 million square feet located in
Stamford, Connecticut. As of September 2011, the properties were
82% occupied, similar to last review. The cash flow has been
stressed due to concessions. In 2010, the loan was modified and
extended through August 2012 with two 1-year extensions. Moody's
current credit estimate is B1, the same as last review.

The OSI Restaurant Portfolio loan ($233 million; 18%) is the
third largest loan in the pool and is secured by 343 properties
located in 35 states. The loan is a 50% pari-passu interest
in a $466 million senior mortgage. The cash flow has been stable
since securitization and the loan has paid down approximately
$9 million. Moody's current pooled LTV is 75% and stressed DSCR
is 1.41X. Moody's current credit estimate is Ba1, the same as last
review.


BANC OF AMERICA: Fitch Lowers Rating on Two Class. Certs. at 'Dsf'
------------------------------------------------------------------
Fitch Ratings has downgraded nine classes of Banc of America
Commercial Mortgage Inc., series 2006-3 commercial mortgage pass-
through certificates, due to further deterioration in performance
including increased loss expectations on specially serviced loans.

Fitch modeled losses of 8.6% (13.6% cumulative transaction losses
which includes losses realized to date).  Modeled losses include
expected losses on loans in special servicing and on performing
loans with declines in performance indicative of a higher
probability of default.

The increase in modeled losses as well as the largest contributor
to modeled losses is the Rushmore Mall(5.8% of the pool).  The
loan transferred to special servicing following Fitch's last
rating action and the special servicer has recently obtained a
valuation significantly below its debt.  The interest-only loan is
secured by a 737,725 square foot (sf) regional mall located in
Rapid City, SD, slightly north of the CBD and approximately seven
miles from the Ellsworth Airforce Base.  Built in 1978 and
renovated in 1993, the mall is anchored by Sears (124,215 sf) and
JC Penney (89,909 sf).  The mall has 421,948 sf of in-line space.
The sponsors are Simon Property Group and The Macerich Group.

JC Penny has indicated that it will relocate unless the borrower
constructs a new, 104,000 square foot store at the property for
them to occupy.  The borrower has indicated that it is not willing
to invest in the property to construct the new space without a
loan modification.  Given the potential of the borrower and the
special servicer failing to come to an agreement on a
modification, Fitch modeled significant losses.  The loan
currently has positive cash flow, but the dispute could have a
large impact on the mall's performance.

The second largest contributor to losses is the Phoenix Airport
Marriott loan (3.8%) which is secured by a 345-room hotel located
1.5 miles from the Phoenix International Airport.  At issuance,
the property reported an average daily occupancy of 68.1%, and
revenue per available room (RevPar) of $94.32.  According to the
Smith Travel Research for the trailing 12 months (TTM) ended
February 2011, occupancy and RevPAR were 53.8% and $71.35
respectively.  While this represents a 14.4% increase in TTM
RevPAR, the property is still significantly underperforming
issuance expectations.  The servicer-reported year end (YE) 2010
net operating income debt service coverage ratio (NOI DSCR) was
0.80 times (x), compared with 1.62x at issuance.

Recent losses to the trust were primarily the result of the
disposition of six former Boscov's properties.  Total losses on
the disposition were approximately 115% of the loan amount as fees
and advances consumed all of the sales proceeds.  There were
originally eight single-tenant retail assets in the pool, with
total principal balance of $131.5 million (6.8%).  Boscov's Inc.
was the borrower and tenant.  The stores were closed after
Boscov's filed Chapter 11 bankruptcy on Aug. 4, 2008.  The
properties are attached to shopping centers, four of which are
owned by Simon Properties Group, Inc., two by General Growth
Properties and one by CBL & Associates Properties, Inc.

As of the November 2011 distribution date, the pool's aggregate
principal balance decreased by 17.1% to $1.63 billion from $1.96
billion at issuance.  Fitch has identified 35 loans (38.4%) as
Fitch Loans of Concern, which includes seven specially serviced
loans (8.6%).  There are no defeased loans in the pool.

Class A-M has been assigned a Negative Rating Outlook reflecting
several sub-performing loans which remain current, as well as a
significant exposure to properties in tertiary markets.

Fitch has downgraded these classes:


  -- $196.5 million class A-M to 'AAsf' from 'AAAsf', Outlook to
     Negative from Stable;
  -- $152.3 million class A-J to 'CCCsf' from 'BBsf', RE 100%;
  -- $41.8 million class B to 'CCsf' from 'CCCsf', RE 100%;
  -- $19.7 million class C to 'Csf', RE 30% from 'CCCsf', RE 100%;
  -- $31.9 million class D to 'Csf', RE 0% from 'CCCsf', RE 45%;
  -- $17.2 million class E to 'Csf' from 'CCsf', RE 0%;;
  -- $22.1 million class F to 'Dsf' from 'CCsf', RE 0%;
  -- $17.2 million class G to 'Dsf' from 'Csf', RE 0%;
  -- $22.1 million class H to 'Dsf' from 'Csf', RE 0%.

Fitch has affirmed these classes:

  -- $56.9 million class A-3 at 'AAAsf', Outlook Stable;
  -- $1.01 billion class A-4 at 'AAAsf', Outlook Stable;
  -- $97.8 million class A-1A at 'AAAsf', Outlook Stable.

Classes J, K, L and M have been reduced to zero due to realized
losses and remain at 'Dsf', RE 0%. Classes A-1 and A-2 have paid
in full. Fitch does not rate classes N, O or P.


BANC OF AMERICA: S&P Cuts 3 Classes of Certificates Ratings to 'D'
------------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings to 'D (sf)'
on three classes of commercial mortgage pass-through certificates
from Banc of America Commercial Mortgage Inc.'s series 2002-2, a
U.S. commercial mortgage-backed securities (CMBS) transaction.
"Concurrently, we placed our ratings on two classes from the same
transaction on CreditWatch with negative implications," S&P
related.

The downgrades to 'D (sf)' follow principal losses that were
detailed in the Nov. 14, 2011, trustee remittance report.
According to the November remittance report, the aggregate
principal losses totaling $41.9 million resulted from the
liquidation of three assets that were with the special servicer,
C-III Asset Management LLC (C-III). The aggregate beginning
scheduled principal balance of these three assets was $48.5
million resulting in a weighted average loss severity of 86.4%.
According to the November Remittance report, the class K
certificates experienced a 5.3% loss to the original principal
balance of $36.6 million. The class L reported a 100% loss to the
original principal balance of $12.9 million. According to the
November remittance, the class M experienced a 100% loss to the
original principal balance of $12.9 million. In addition, class P
(not rated) experienced a 100% loss to its beginning principal
balance of $14.1 million.

"The negative CreditWatch placements reflect Standard & Poor's
preliminary analysis of the transaction, the transaction
structure, and liquidity available to the trust. We also
considered five specially serviced assets ($32.8 million. 5.1%)
and the transactions near-term maturities ($368.8 million, 57.3%),
which excludes defeased loans," S&P said.

"Standard & Poor's expects to resolve the CreditWatch negative
placements as we complete our review of the workout process for
all of the specially serviced assets and review the credit
characteristics of the remaining loans in the pool," S&P said.

Ratings Lowered

Banc of America Commercial Mortgage Inc.
Commercial mortgage pass-through certificates series 2002-2
          Rating
Class   To         From        Credit enhancement
K       D (sf)     BB- (sf)                    0%
L       D (sf)     B-  (sf)                    0%
M       D (sf)     CCC+ (sf)                   0%

Ratings Placed On CreditWatch Negative

Banc of America Commercial Mortgage Inc.
Commercial mortgage pass-through certificates series 2002-2
              Rating
Class  To                 From       Credit enhancement
H      BBB+/Watch Neg(sf) BBB+ (sf)                9.0%
J      BBB-/Watch Neg(sf) BBB- (sf)                5.5


BANC OF AMERICA: S&P Lowers Ratings on 2 Classes to 'CC'
--------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 39
classes from eight U.S. residential mortgage-backed securities
(RMBS) transactions and removed 36 of them from CreditWatch with
negative implications. "Concurrently, we raised our ratings on
18 classes from eight of the transactions in this review. In
addition, we affirmed our ratings on 13 classes from seven of the
transactions reviewed and removed four of them from CreditWatch
negative. We also withdrew our ratings on two classes from
Deutsche Alt-A Securities Inc. Mortgage Loan Trust 2005-5
based on our interest-only (IO) criteria. Both classes were on
CreditWatch negative prior to the withdrawal," S&P raised.

The 18 RMBS transactions in this review are backed by Alternative-
A (Alt-A) or prime jumbo mortgage loan collateral issued from 2005
through 2007.

"On May 11, 2011, we placed a number of U.S. RMBS ratings on
CreditWatch with negative implications (see '7,389 Ratings From
2005-2007 U.S. Prime, Subprime, And Alt-A RMBS On Watch Neg Due To
Revised Loss Projections'). For revised transaction specific loss
projections associated with these transactions, see 'RMBS:
Transaction-Specific Lifetime Loss Projections For Prime,
Subprime, And Alternative-A U.S. RMBS Issued In 2005-2007,'
published June 27, 2011," S&P related.

"The downgrades reflect our belief that the projected credit
enhancement for the affected classes will be insufficient to cover
the projected losses at the applicable rating levels. The
affirmations reflect our belief that the projected credit
enhancement for these classes is sufficient to cover projected
losses associated with these rating levels," S&P said.

"Among other factors, the upgrades reflect our view of a decrease
in delinquencies within the structures associated with these
classes. This has caused a decrease to the remaining projected
losses for these classes, which can now withstand more stressful
scenarios. The upgrades to 'B- (sf)', 'B (sf)' or 'BB (sf)' from
'CCC (sf)' reflect our opinion that these classes are no longer
projected to default based on the credit enhancement available to
cover the projected losses. In addition, each of the upgrades
reflects our assessment that the projected credit enhancement for
each of the upgraded classes will be more than sufficient to cover
projected losses at the revised rating levels; however, we are
limiting the extent of the upgrades to reflect our view of the
ongoing market risk," S&P related.

"The affirmed 'CCC (sf)' and 'CC (sf)' ratings reflect our
assessment that the credit enhancement for these classes will
remain insufficient to cover projected losses," S&P said.

"The rating actions take transaction specific loss projections
where applicable into account. In order to maintain a 'B' rating
on a class, we assessed whether, in our view, a class could absorb
the remaining base-case loss assumptions we used in our analysis.
For Alt-A transactions, in order to maintain a rating higher than
'B', we assessed whether the class could withstand losses
exceeding our remaining base-case loss assumptions at a percentage
specific to each rating category, up to 150% for a 'AAA' rating.
For example, in general, we would assess whether one class could
withstand approximately 110% of our remaining base-case loss
assumptions to maintain a 'BB' rating, while we would assess
whether a different class could withstand approximately 120% 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% of our remaining base-case loss
assumptions under our analysis. For prime jumbo transactions, we
assessed whether a class could withstand 127% of our base-case
loss assumption in order to maintain a 'BB' rating, while we
assessed whether a different class could withstand 154% of our
base-case loss assumptions to maintain a 'BBB' rating. Each class
that has an affirmed 'AAA' rating can withstand approximately 235%
of our base-case loss assumptions," S&P said.

For additional structure-level information regarding delinquencies
and cumulative losses for these transactions through the October
2011 remittance period please see:

Losses And Delinquencies*

Adjustable Rate Mortgage Trust
         Original    Pool    Cum.  Total         Severe
         balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)    (%)     (%)            (%)            (%)
2005-10      241    7.89    1.11          23.45          23.45
2005-8       529   19.81    9.06          36.09          32.98

Banc of America Fdg Trust
        Original    Pool    Cum.          Total       Severe
         balance  factor  losses  delinquencies  delinquencies
Series  (mil. $)     (%)     (%)            (%)            (%)
2006-7       334   39.30    2.41          18.12           0.00

Banc of America Funding Trust
        Original    Pool    Cum.          Total       Severe
         balance  factor  losses  delinquencies  delinquencies
Series  (mil. $)     (%)     (%)            (%)            (%)
2005-3       255   37.53    0.26           7.25           0.00
2005-F       794   39.30    5.75          30.78          25.95
2007-C       643   53.85    7.02          38.42           0.00

Deutsche Alt-A Securities
        Original    Pool    Cum.          Total       Severe
         balance  factor  losses  delinquencies  delinquencies
Series  (mil. $)     (%)     (%)            (%)            (%)
2005-5       625   48.54    4.68          18.39          16.30

Impac CMB Trust
        Original    Pool    Cum.          Total       Severe
         balance  factor  losses  delinquencies  delinquencies
Series  (mil. $)     (%)     (%)            (%)            (%)
2005-2     1,200   17.43    4.39          14.97          10.74

MASTR Alternative Loan Trust
        Original    Pool    Cum.          Total       Severe
         balance  factor  losses  delinquencies  delinquencies
Series  (mil. $)     (%)     (%)            (%)            (%)
2005-3       399   41.51    1.56          18.84          11.82

Merrill Lynch Mortgage Investors Trust
        Original    Pool    Cum.          Total       Severe
         balance  factor  losses  delinquencies  delinquencies
Series  (mil. $)     (%)     (%)            (%)            (%)
2005-A3      317   23.92    5.84          34.27          27.75

Merrill Lynch Mortgage Investors Trust MLMI
        Original    Pool    Cum.          Total       Severe
         balance  factor  losses  delinquencies  delinquencies
Series  (mil. $)     (%)     (%)            (%)            (%)
2005-A7      463   45.02    1.68          15.14          11.15

MortgageIT Trust
        Original    Pool    Cum.          Total       Severe
         balance  factor  losses  delinquencies  delinquencies
Series  (mil. $)     (%)     (%)            (%)            (%)
2005-1       883   26.19    2.82           9.99           7.06

Nomura Asset Acceptance Corporation
        Original    Pool    Cum.          Total       Severe
         balance  factor  losses  delinquencies  delinquencies
Series  (mil. $)     (%)     (%)            (%)            (%)
2005-AR4     501   23.53    9.43          22.92          19.55

Opteum Mortgage Acceptance Corporation
        Original    Pool    Cum.          Total       Severe
         balance  factor  losses  delinquencies  delinquencies
Series  (mil. $)     (%)     (%)            (%)            (%)
2005-4     1,322   36.11    8.90          16.25          13.50

RALI Trust
        Original    Pool    Cum.          Total       Severe
         balance  factor  losses  delinquencies  delinquencies
Series  (mil. $)     (%)     (%)            (%)            (%)
2005-QA4     525   30.61    5.72          15.26           9.49

WaMu Mortgage Pass-Through Certificates Trust
        Original    Pool    Cum.          Total       Severe
         balance  factor  losses  delinquencies  delinquencies
Series  (mil. $)     (%)     (%)            (%)            (%)
2005-AR17  1,591   31.30    5.09          34.92          30.24
2006-AR7     295   27.97    8.32          40.54          36.37
2006-AR7     696   45.05    8.71          42.67          35.54
2006-AR7     284   47.41    6.93          31.99          26.35

Wells Fargo Mortgage Backed Securities Trust
        Original    Pool    Cum.          Total       Severe
         balance  factor  losses  delinquencies  delinquencies
Series  (mil. $)     (%)     (%)            (%)            (%)
2007-14      560   21.24    0.22           5.17           2.78
2007-14    5,000   43.40    1.88           9.50           6.55

*Cumulative losses represent the percentage of the original pool
balance, and total and severe delinquencies represent the
percentage of the current pool balance.

The information below shows average pool factor, cumulative loss,
and total and severe delinquency information by vintage for Alt-A
collateral as of the October 2011 distribution period.

2005 Vintage
    Average     Average            Average            Average
pool factor  cumulative              total             severe
        (%)  losses (%)  delinquencies (%)  delinquencies (%)
      30.21        6.27              30.52              25.67

2006 Vintage
    Average     Average            Average            Average
pool factor  cumulative              total             severe
        (%)  losses (%)  delinquencies (%)  delinquencies (%)
      40.90       14.31              40.57              35.04

2007 Vintage
    Average     Average            Average            Average
pool factor  cumulative              total             severe
        (%)  losses (%)  delinquencies (%)  delinquencies (%)
      53.85       14.70              39.99              34.12

The information shows average pool factor, cumulative loss, and
total and severe delinquency information by vintage for prime
jumbo collateral as of the October 2011 distribution period.

2005 Vintage
    Average     Average            Average            Average
pool factor  cumulative              total             severe
        (%)  losses (%)  delinquencies (%)  delinquencies (%)
      36.69        1.89              13.74              10.86

2006 Vintage
    Average     Average            Average            Average
pool factor  cumulative              total             severe
        (%)  losses (%)  delinquencies (%)  delinquencies (%)
      41.42        3.43              18.07              14.50

2007 Vintage
    Average     Average            Average            Average
pool factor  cumulative              total             severe
        (%)  losses (%)  delinquencies (%)  delinquencies (%)
      48.90        3.53              19.14              15.37

Subordination, overcollateralization (prior to its depletion), and
excess spread, when applicable, provide credit support for the
affected transactions.

Ratings Lowered

Banc of America Funding 2005-3 Trust
Series 2005-3
                                 Rating
Class      CUSIP         To                   From
B-2        05946XWY5   CC (sf)              CCC (sf)
B-3        05946XWZ2   CC (sf)              CCC (sf)

Nomura Asset Acceptance Corp. Alternative Loan Trust Series 2005-
AR4 Series 2005-AR4
                                 Rating
Class      CUSIP         To                   From
III-A-2    65535VNN4   CC (sf)              CCC (sf)
IV-A-2     65535VMZ8   CC (sf)              CCC (sf)
V-A-4      65535VNM6   CC (sf)              CCC (sf)

Ratings Lowered And Removed From Creditwatch Negative

Banc of America Funding 2005-3 Trust
Series 2005-3
                                 Rating
Class      CUSIP         To                   From
1-A-1      05946XVH3   AA (sf)              AAA (sf)/Watch Neg
1-A-2      05946XVJ9   AA (sf)              AAA (sf)/Watch Neg
1-A-3      05946XVK6   AA (sf)              AAA (sf)/Watch Neg
1-A-4      05946XVL4   AA (sf)              AAA (sf)/Watch Neg
1-A-5      05946XVM2   AA (sf)              AAA (sf)/Watch Neg
1-A-6      05946XVN0   AA (sf)              AAA (sf)/Watch Neg
1-A-7      05946XVP5   AA (sf)              AAA (sf)/Watch Neg
1-A-8      05946XVQ3   AA (sf)              AAA (sf)/Watch Neg
1-A-9      05946XVR1   AA (sf)              AAA (sf)/Watch Neg
1-A-10     05946XVS9   AA (sf)              AAA (sf)/Watch Neg
1-A-11     05946XVT7   AA (sf)              AAA (sf)/Watch Neg
1-A-12     05946XVU4   AA (sf)              AAA (sf)/Watch Neg
1-A-13     05946XVV2   AA (sf)              AAA (sf)/Watch Neg
1-A-14     05946XVW0   AA (sf)              AAA (sf)/Watch Neg
1-A-16     05946XVY6   AA (sf)              AAA (sf)/Watch Neg
1-A-17     05946XVZ3   AA (sf)              AAA (sf)/Watch Neg
1-A-18     05946XWA7   AA (sf)              AAA (sf)/Watch Neg
1-A-19     05946XWB5   AA (sf)              AAA (sf)/Watch Neg
1-A-20     05946XWC3   AA (sf)              AAA (sf)/Watch Neg
1-A-22     05946XWE9   AA (sf)              AAA (sf)/Watch Neg
1-A-23     05946XWF6   AA (sf)              AAA (sf)/Watch Neg
1-A-24     05946XWG4   AA (sf)              AAA (sf)/Watch Neg
1-A-25     05946XWH2   AA (sf)              AAA (sf)/Watch Neg
30-IO      05946XWL3   AA (sf)              AAA (sf)/Watch Neg
30-PO      05946XWM1   AA (sf)              AAA (sf)/Watch Neg
B-1        05946XWX7   CCC (sf)             BBB (sf)/Watch Neg

Banc of America Funding 2005-F Trust
Series 2005-F
                                 Rating
Class      CUSIP         To                   From
5-A-1      05946XZB2   B- (sf)              AA (sf)/Watch Neg

Deutsche Alt-A Securities Inc. Mortgage Loan Trust 2005-5
Series 2005-5
                                 Rating
Class      CUSIP         To                   From
I-A-1      251510HL0   B (sf)               AAA (sf)/Watch Neg

MASTR Alternative Loan Trust 2005-3
Series 2005-3
                                 Rating
Class      CUSIP         To                   From
2-A-1      576434M50   B- (sf)              AA- (sf)/Watch Neg
3-A-1      576434M68   B- (sf)              A+ (sf)/Watch Neg

Merrill Lynch Mortgage Investors Trust Series 2005-A3
Series 2005-A3
                                 Rating
Class      CUSIP         To                   From
A-1        59020UVQ5   AA+ (sf)             AAA (sf)/Watch Neg
A-2        59020UVR3   AA+ (sf)             AAA (sf)/Watch Neg

WaMu Mortgage Pass-Through Certificates Series 2005-AR17 Trust
Series 2005-AR17
                                 Rating
Class      CUSIP         To                   From
X          92922F7Y8   CCC (sf)             BB+ (sf)/Watch Neg

WaMu Mortgage Pass-Through Certificates Series 2006-AR7 Trust
Series 2006-AR7
                                 Rating
Class      CUSIP         To                   From
1A         93363CAA7   CCC (sf)             BB (sf)/Watch Neg

RATINGS RAISED

Adjustable Rate Mortgage Trust 2005-10
Series 2005-10
                                 Rating
Class      CUSIP         To                   From
6-A-1      007036TP1   BB (sf)              CCC (sf)
6-A-2-1    007036TQ9   BB (sf)              B- (sf)
6-A-2-2    007036TR7   BB (sf)              CCC (sf)

Adjustable Rate Mortgage Trust 2005-8
Series 2005-8
                                 Rating
Class      CUSIP         To                   From
7-A-1-1    007036QR0   BB (sf)              CCC (sf)
7-A-2      007036QT6   BB (sf)              CCC (sf)
7-A-3-1    007036QU3   BB (sf)              BB- (sf)
7-A-3-2    007036QV1   BB (sf)              CCC (sf)

Banc of America Fdg 2006-7 Trust
Series 2006-7
                                 Rating
Class      CUSIP         To                   From
1-A-1      05951KAB9   B- (sf)              CCC (sf)

Banc of America Funding 2007-C Trust
Series 2007-C
                                 Rating
Class      CUSIP         To                   From
7-A-3      059522AE2   BB (sf)              CCC (sf)

Impac CMB Trust Series 2005-2
Series 2005-2
                                 Rating
Class      CUSIP         To                   From
1-M-1      45254NNB9   B (sf)               CCC (sf)

Merrill Lynch Mortgage Investors Trust MLMI Series 2005-A7
Series 2005-A7
                                 Rating
Class      CUSIP         To                   From
I-A-2      59020UE43   B (sf)               CCC (sf)

MortgageIT Trust 2005-1
Series 2005-1
                                 Rating
Class      CUSIP         To                   From
1-M-1      61913PAS1   BB (sf)              B (sf)
1-M-2      61913PAT9   BB (sf)              CCC (sf)
1-B-1      61913PAW2   B- (sf)              CCC (sf)

Nomura Asset Acceptance Corp. Alternative Loan Trust Series 2005-
AR4
Series 2005-AR4
                                 Rating
Class      CUSIP         To                   From
III-A-1    65535VMX3   B (sf)               CCC (sf)
IV-A-1     65535VMY1   B- (sf)              CCC (sf)
V-A-2      65535VNB0   B- (sf)              CCC (sf)
V-A-3      65535VNL8   B- (sf)              CCC (sf)

Ratings Affirmed And Removed From Creditwatch Negative

Nomura Asset Acceptance Corp. Alternative Loan Trust Series 2005-
AR4
Series 2005-AR4
                                 Rating
Class      CUSIP         To                   From
I-A        65535VMV7   AAA (sf)             AAA (sf)/Watch Neg
II-A       65535VMW5   AA- (sf)             AA- (sf)/Watch Neg

Opteum Mortgage Acceptance Corp.
Series 2005-4
                                 Rating
Class      CUSIP         To                   From
II-A1      68383NCF8   A- (sf)              A- (sf)/Watch Neg

WaMu Mortgage Pass-Through Certificates Series 2006-AR7 Trust
Series 2006-AR7
                                 Rating
Class      CUSIP         To                   From
3A         93363CAC3   B- (sf)              B- (sf)/Watch Neg

ratings affirmed

Adjustable Rate Mortgage Trust 2005-10
Series 2005-10
Class      CUSIP         Rating
6-B-1      007036UB0   CC (sf)

Adjustable Rate Mortgage Trust 2005-8
Series 2005-8
Class      CUSIP         Rating
7-A-1-2    007036QS8   CCC (sf)
7-A-4      007036QW9   CCC (sf)

Banc of America Funding 2005-3 Trust
Series 2005-3
Class      CUSIP         Rating
B-4        05946XXA6   CC (sf)
B-5        05946XXB4   CC (sf)

Nomura Asset Acceptance Corp. Alternative Loan Trust Series 2005-
AR4
Series 2005-AR4
Class      CUSIP         Rating
V-A-1      65535VNA2   AA+ (sf)

RALI Series 2005-QA4 Trust
Series 2005-QA4
Class      CUSIP         Rating
A-II-1     76110H4G1   CCC (sf)

WaMu Mortgage Pass-Through Certificates Series 2006-AR7 Trust
Series 2006-AR7
Class      CUSIP         Rating
2A         93363CAB5   CCC (sf)
3A-1B      93363CAD1   CCC (sf)


BAYVIEW FIN'L: Fitch Lowers Rating on 6 Sr. Classes to 'CCCsf'
--------------------------------------------------------------
Fitch Ratings has taken various rating actions on 16 classes of
Bayview Financial Revolving Asset Trust (BFAT) 2005-A and 2005-E.
The six senior classes in the BFAT transactions have been
downgraded to 'CCCsf' from 'BBsf' or 'Bsf' due to projected
principal loss and interest shortfalls in the 'Bsf' rating
stress scenario.

The rating actions reflect an increasing risk of default for
the senior classes due to poor performance of the underlying
collateral and the structural features of the BFAT transactions.
All classes have received principal payments pro-rata since the
revolving period ended in 2009, and there are no performance
triggers that will change the payment structure to re-direct cash
flow to the senior classes.  The pro-rata pay structure decreases
the credit enhancement of the senior classes over time, since the
subordinate classes receive principal payments as well as
principal writedowns due to losses.

The BFAT transactions are securitized by a mix of Small Balance
Commercial Micro transactions, two collateral pools of Subprime
residential loans, a collateral pool of Canadian Small Balance
Commercial loans, and several classes from Bayview Commercial
Asset Trust 2008-2, 2008-3, and 2008-4 transactions.

To determine the base-case default projection for the Small
Balance Commercial collateral, Fitch used the vintage average
default assumptions used in its latest Alt-A sector review.  For
the Subprime collateral, Fitch used the vintage average default
assumptions used in its latest Subprime sector review.  The
vintage average default assumptions were adjusted based on each
pool's performance.

To determine the severity assumptions, Fitch used the vintage
average of the actual severities of loans that were liquidated
over the past 12 months.  After determining each underlying pool's
projected base-case and stressed scenario loss assumptions, Fitch
performed cash flow analysis to ascertain the amount of collateral
loss that the rated classes incur in the 'AAA' through 'B' rating
stresses.

Fitch's rating actions are:

Bayview Financial Revolving Asset Trust 2005-A

  -- Class A1 (073250BM3) downgraded to 'CCCsf/RR2' from 'BBsf';
     Outlook Negative;

  -- Class A2A (073250BN1) downgraded to 'CCCsf/RR2' from 'BBsf';
     Outlook Negative;

  -- Class A2B (073250BP6) downgraded to 'CCsf/RR2' from 'Bsf';
     Outlook Negative;

  -- Class M1 (073250BQ4) downgraded to 'Csf/RR3' from
     'CCCsf/RR2';

  -- Class M2 (073250BR2) downgraded to 'Csf/RR4' from 'CCsf/RR3;

  -- Class M3 (073250BS0) downgraded to 'Csf/RR5' from 'CCsf/RR3;

  -- Class B1 (073250BT8) affirmed at 'Csf/RR5' from 'Csf/RR4';

  -- Class B2 (073250BU5) affirmed at 'Csf/RR5' from 'Csf/RR4'.

Bayview Financial Revolving Asset Trust 2005-E

  -- Class A1 (073250BV3) downgraded to 'CCCsf/RR2' from 'BBsf';
     Outlook Negative;

  -- Class A2A (073250CB6) downgraded to 'CCCsf/RR2' from 'BBsf';
     Outlook Negative;

  -- Class A2B (073250CC4) downgraded to 'CCsf/RR3' from 'Bsf';
     Outlook Negative;

  -- Class M1 (073250BW1) downgraded to 'Csf/RR4' from 'CCCsf/RR3;

  -- Class M2 (073250BX9) downgraded to 'Csf/RR5' from 'CCsf/RR3';

  -- Class M3 (073250BY7) downgraded to 'Csf/RR5' from 'CCsf/RR4';

  -- Class B1 (073250BZ4) affirmed at 'Csf/RR6' from 'Csf/RR4';

  -- Class B2 (073250CA8) affirmed at 'Csf/RR6'; from 'Csf/RR5'.

These actions were reviewed by a committee of Fitch analysts.


CALIFORNIA DEPT: Moody's Gives Ratings to Revenue Bonds
-------------------------------------------------------
Moody's Investors Service has assigned the rating of Aa3 to the
California Department of Veterans Affairs, Home Purchase Revenue
Bonds, Series 2011 A in the approximate amount of $172.7 million
and 2011 B in the approximate amount of $4 million. Moody's has
also affirmed all outstanding bonds issued under the program,
including the Veterans General Obligation Bonds rated Aa2. The
outlook is stable.

Moody's Rating

Issue: Home Purchase Revenue Bonds, Series 2011 A; Rating: Aa3;
Sale Amount: $172,700,000; Expected Sale Date: 11/30/2011; Rating
Description: Revenue: Other

Issue: Home Purchase Revenue Bonds, Series 2011 B; Rating: Aa3;
Sale Amount: $4,000,000; Expected Sale Date: 11/30/2011; Rating
Description: Revenue: Other

RATING RATIONALE:

The Aa3 rating is based on favorable mortgage portfolio quality,
sound capital base and management's ability to limit program risk.
Also reflected in the rating are unique factors in the program's
risk profile, particularly as compared with other program's in our
portfolio as well as other factors that may result in increased
pressure on financial resources and profitability. These factors
include the weak California housing market environment and the
economic downturn the State is facing and the program's struggle
to regain profitability after several years of operating losses.

Strengths:

  -- Sound capital base as demonstrated by program asset-to-debt
     ratio (PADR) of 112%, excluding loan loss, and favorable fund
     balance despite the fact that the program continues to
     experience net operating losses.

  -- Favorable mortgage portfolio quality characterized by highly
     seasoned loans and low loan-to-value

  -- Management willingness and ability to implement cost and debt
     reduction measures in response to sector pressures

  --  No variable rate debt

Challenges:

  -- Significant exposure to the deteriorated credit quality of
     Radian Guaranty (rated Ba3)

  -- The weak California housing market environment and the
     economic downturn the State is facing continue to put
     pressure on the program's balance sheet.

  -- The combination of low levels of new contract originations
     and low interest rate environment continue to pressure
     performance and challenge the program's ability to regain
     profitability.

Outlook

The outlook for the Veterans revenue bonds is stable based on our
expectation that the program will remain financially viable under
the most plausible loss projections over the next eighteen to
twenty four months given the program's financial resources.

What Would Make the Rating Go Up

Reversal of current negative financial and operating trend for
several reporting periods, resulting in high levels of
overcollateralization for the program.

What Would Make the Rating Go Down

Significant increase in program delinquencies and foreclosures, or
program operating losses that results in an increase in potential
loan loss and/or liquidity stresses.

Significant decline in the overall financial performance of the
1943 Fund and performance of the loan portfolio.

The principal methodology used in this rating was Moody's Rating
Approach For Single Family, Whole-Loan Housing Programs published
in May 1999.


CAVALRY CLO: S&P Affirms Rating on Class D Notes at 'BB'
--------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on the
class A-1a, A-1b, A-2, B-1, B-2, C, and D notes from Cavalry
CLO I Ltd. and the class A notes from Washington Boulevard
2009-1. Cavalry CLO I is a collateralized loan obligation (CLO)
transaction managed by Regiment Capital Management LLC. Washington
Boulevard 2009-1 closed in October 2009 and is backed by the class
A-1b notes from Cavalry CLO I.

The transaction has sufficient credit enhancement available to
support the rated notes, which is evident in that all of the
overcollateralization (O/C) tests are currently passing.

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 we deem necessary.

Ratings Affirmed

Cavalry CLO I Ltd.
Class                                 Rating
A-1a                                  AAA (sf)
A-1b                                  AAA (sf)
A-2                                   AA (sf)
B-1                                   A (sf)
B-2                                   A (sf)
C                                     BBB (sf)
D                                     BB (sf)

Washington Boulevard 2009-1
Class                                 Rating
A                                     AAA (sf)


CGMT 2007-FL3: Moody's Raises Rating of Cl. G Notes to Ba1 (sf)
---------------------------------------------------------------
Moody's Investors Service (Moody's) upgraded eight classes and
affirmed five classes of Citigroup Commercial Mortgage Trust
Commercial Mortgage Pass-Through Certificates, Series 2007-FL3.

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

Cl. A-2, Upgraded to Aaa (sf); previously on Jul 20, 2011 Upgraded
to Aa3 (sf)

Cl. B, Upgraded to Aa2 (sf); previously on Jul 20, 2011 Upgraded
to A2 (sf)

Cl. C, Upgraded to A1 (sf); previously on Jul 20, 2011 Upgraded to
Baa1 (sf)

Cl. D, Upgraded to A2 (sf); previously on Jul 20, 2011 Upgraded to
Baa2 (sf)

Cl. E, Upgraded to A3 (sf); previously on Jul 20, 2011 Upgraded to
Baa3 (sf)

Cl. F, Upgraded to Baa2 (sf); previously on Jul 20, 2011 Upgraded
to Ba2 (sf)

Cl. G, Upgraded to Ba1 (sf); previously on Oct 21, 2010 Downgraded
to B1 (sf)

Cl. H, Upgraded to B1 (sf); previously on Oct 21, 2010 Downgraded
to B2 (sf)

Cl. J, Affirmed at Caa1 (sf); previously on Oct 21, 2010
Downgraded to Caa1 (sf)

Cl. K, Affirmed at Caa3 (sf); previously on Oct 21, 2010
Downgraded to Caa3 (sf)

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

Cl. HTT-1, Affirmed at Ba3 (sf); previously on Oct 21, 2010
Confirmed at Ba3 (sf)

RATINGS RATIONALE

The upgrades are due to the payoff of one loan 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 CMBS Large Loan/Single Borrower Transactions"
published in July 2000.

Moody's review incorporated the use of the excel-based Large Loan
Model v 8.2. 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 July 20, 2011.

As of the November 15, 2011 distribution date, the
transaction's certificate balance decreased by approximately
63% to $314.3 million from $845.8 billion at securitization due to
the payoff of ten loans and principal pay downs associated with
four loans. The Certificates are collateralized by six floating-
rate loans ranging in size from 2% to 42% of the pooled trust
mortgage balance. The largest three loans account for 86% of the
pooled balance. The pool is comprised of only hotel properties.

The pool has not experienced losses since securitization. There
are no loans in special servicing. As of the November remittance
report, interest shortfalls totaled $3,424 to Class K and $4,416
to rake Class AVA. Interest shortfalls are caused by special
servicing fees, including workout and liquidation fees, appraisal
subordinate entitlement reductions (ASERs) and extraordinary trust
expenses.

Moody's weighed average pooled loan to value (LTV) ratio is 88%,
the same as last review, and 59% at securitization. Moody's pooled
stressed DSCR is 1.47X compared to 1.23X at last review and 1.95X
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 3, compared to 4 at last review.

The largest pooled exposure is the Fairmont Scottsdale Princess
loan ($133 million; 42% of the pool balance) which is secured
by a 651 room full-service hotel located in Scottsdale, Arizona.
The loan was modified in June 2011 which included a 64 month
extension, a $7 million principal paydown to the A note and a
payoff of the $40 million mezzanine loan. RevPAR for the trailing
twelve month (TTM) period ending September 2011 was $138.82, up
12.6% from the RevPAR for the same period in 2010 of $123.29.
According to Smith Travel Research, RevPAR for Phoenix increased
10.3% for the same period. Moody's current LTV is over 100% and
stressed DSCR is 0.99X. Moody's current credit estimate is Caa3,
the same as last review.

The second largest loan in the pool is the Hilton Garden Inn Times
Square loan ($77.5 million; 24.7% of the pool balance) which is
secured by a 369 room hotel in Times Square, Manhattan. RevPAR for
the trailing twelve month (TTM) period ending September 2011 was
$254.41, up 6.9% from the RevPAR for the same period in 2010 of
$237.98. According to Smith Travel Research, RevPAR for New York
increased 13.6% for the same period. Moody's current LTV is 60.2%
and stressed DSCR is 1.93X. Moody's current credit estimate for
the pooled balance is A3, the same as last review.

The Hampton Inn Times Square loan ($60 million; 19.1% of the pool
balance) is the third largest loan in the pool which is
collateralized by a 300 key hotel in Times Square, Manhattan.
RevPAR for the trailing twelve month (TTM) period ending September
2011 was $248.75, up 9.8% from the RevPAR for the same period in
2010 of $226.55. According to Smith Travel Research, RevPAR for
New York increased 13.6% for the same period. Moody's current LTV
is 62.0% and stressed DSCR is 1.87X. Moody's current credit
estimate for the pooled balance is Baa1, the same as last review.


CLARIS IV: DBRS Downgrades Rating of Class I-B Swap to 'BB'
-----------------------------------------------------------
DBRS, Inc., has downgraded the ratings on the Class I-A Swap,
Class I-B Swap, and Class I-C Swap issued by Claris IV Limited -
Series 36.  Claris IV Limited - Series 36 is collateralized
primarily by a portfolio of U.S. residential mortgage-backed
securities (RMBS), commercial mortgage-backed securities (CMBS),
collateralized loan obligations (CLOs) and other asset-backed
securities (ABS).  The DBRS ratings of the Class I-A Swap, Class
I-B Swap, and Class I-C Swap address the probability of breaching
their respective attachment points as defined in the transaction
documents at or prior to their maturity dates.

The actions reflect the deterioration in credit quality of the
underlying collateral pool since the transaction was last
confirmed on October 15, 2010.

The principal methodology is Rating US & European Structured
Finance CDO Restructurings, which can be found on DBRS' website
under Methodologies.

This credit rating has been issued outside the European Union (EU)
and may be used for regulatory purposes by financial institutions
in the EU.

Claris IV Limited - Series 36 Class I-A Swap, Series 36 Downgraded
BBB (sf) -- Nov 22, 2011 Claris IV Limited - Series 36 Class I-B
Swap, Series 36 Downgraded BB (high) (sf) -- Nov 22, 2011 Claris
IV Limited - Series 36 Class I-C Swap, Series 36 Downgraded B
(high) (sf) -- Nov 22, 2011


CLYDESDALE STRATEGIC: S&P Raises Rating on Class D Notes to 'B+'
----------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the A-1,
A-2, B, C-1, C-2, and D notes from Clydesdale Strategic CLO I
Ltd., a U.S. collateralized loan obligation (CLO) transaction
managed by Nomura Corporate Research and Asset Management. "At the
same time, we removed the class A-2, B, C-1, C-2, and D note
ratings from CreditWatch, where we placed them with positive
implications on Sept. 2, 2011," S&P said.

"The upgrades mainly reflect an improvement in the performance of
the transaction's underlying asset portfolio, as well as paydowns
to the class A-1 notes, since we lowered our ratings on all of the
notes in December 2009, following the application of our September
2009 collateralized debt obligation (CDO) criteria," S&P said.

"As of the October 2011 trustee report, the transaction had
$5.04 million of defaulted assets. This was down from the
$23.45 million of defaulted assets noted in the October 2009
trustee report, which we used for our December 2009 rating
actions. Additionally, the trustee reported $8.29 million in
assets from obligors rated in the 'CCC' category in October
2011, compared with $18.92 million in October 2009," S&P said.

The upgrades also reflect an improvement in the
overcollateralization (O/C) available to support the notes,
partially due to paydowns to the class A-1 notes since the
December 2009 rating actions. Since that time, the transaction
has paid down the class A-1 notes by approximately $80.1 million,
reducing their outstanding note balance to 63.74% of its original
balance at issuance. The trustee reported the O/C ratios in the
October 2011 monthly report:

    The class A O/C ratio was 129.90%, compared with a reported
    ratio of 117.74% in October 2009;

    The class B O/C ratio was 118.42%, compared with a reported
    ratio of 110.60% in October 2009;

    The class C O/C ratio was 111.43%, compared with a reported
    ratio of 106.03% in October 2009; and

    The class D O/C ratio was 106.29%, compared with a reported
    ratio of 102.57% in October 2009.

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

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


COBALT CMBS: Fitch Junks Rating on 7 Super Sr. Note Classes
-----------------------------------------------------------
Fitch Ratings has affirmed the super senior and mezzanine classes
of commercial mortgage pass-through certificates Cobalt CMBS
Commercial Mortgage Trust series 2006-C1.

The downgrades reflect an increase in Fitch modeled losses
attributed to updated values on specially serviced loans.  Fitch
modeled losses of 13.5% of the current pool balance.

As of the October 2011 distribution date, the pool's aggregate
principal balance (including rakes) has decreased 11.7% to
$2.26 billion from $2.56 billion at issuance.  Fitch has
designated 44 loans (32.9%) as Fitch Loans of Concern, including
22 (22.5%) specially serviced loans.

Fitch expects classes D through L may be fully depleted from
losses associated with the specially serviced assets and class C
to be significantly impacted.  As of October 2011, cumulative
interest shortfalls in the amount of $13.1 million are affecting
classes B through P.

The largest contributor to modeled losses is the Continental
Towers (5.1% of the pool) which consist of three 12-story
office buildings totaling approximately 932,854 square feet (sf)
located in Rolling Meadows, IL.  The loan transferred to special
servicing on Jan. 19, 2010 due to imminent default as a result of
a significant decline in occupancy.  The property became real
estate owned asset (REO) in June 2010 through a deed in lieu of
foreclosure and the special servicer is working to lease-up the
properties.  As of July 2011, overall occupancy was 54% compared
to 90.2% at issuance.

The second largest contributor to modeled losses is the DHL
Perimeter Building located in Scottsdale, AZ.  This property was
100% leased to DHL with a lease expiration date of June 20, 2012.
In fourth quarter 2009, DHL paid a lease termination fee and
vacated the building.  The loan transferred to the special
servicer in March 2010 due to technical default.  According to
the loan documents, the borrower is required to post a $3 million
letter of credit nine months prior to lease expiration if DHL did
not renew.  The loan is currently in foreclosure.  As of March
2011, the property is 28% occupied.

The third largest contributor to modeled losses is the North Bay
Village loan, which is secured by a three-building, 114,399 sf
retail/office project plus a 5,750 sf unleased pad site in Bonita
Springs, FL.  The loan transferred to special servicing on Aug. 5,
2009 due to monetary default.  The largest tenant, a home
furnishings retailer, occupied a 60,000 sf single-story building
but filed for bankruptcy in February 2011 and subsequently closed.
The borrower and one of the loan sponsors also filed for
bankruptcy protection.  Special servicer is pursuing foreclosure
while also considering a loan modification.

Fitch has downgraded and assigned Recovery Ratings to these
classes as indicated:

  -- $208.8 million class AJ to 'CCC/RR1' from 'BB';
  -- $50.6 million class B to 'CC/RR2' from 'B';
  -- $28.5 million class C to 'CC/RR6' from 'B-';
  -- $34.8 million class D to 'C/RR6' from'CCC/RR1';
  -- $22.1 million class E to 'C/RR6' from'CCC/RR3';
  -- $28.5 million class F to 'C/RR6' from 'CC/RR6';
  -- $25.3 million class G to 'C/RR6' from 'CC/RR6'.

Fitch has affirmed these classes and revised Outlooks as
indicated:

  -- $218.7 million class A-2 at 'AAA'; Outlook Stable;
  -- $138.9 million class A-AB at 'AAA'; Outlook Stable;
  -- $102.3 million class A-3 at 'AAA'; Outlook Stable;
  -- $723.7 million class A-4 at 'AAA'; Outlook Stable;
  -- $374.1 million class A-1A at 'AAA'; Outlook Stable;
  -- $253.1 million class A-M at 'AAA'; Outlook to Negative from
     Stable;
  -- $34.8 million class H at 'C/RR6';
  -- $6.3 million class J at 'C/RR6';
  -- $9.5 million class K at 'C/RR6';
  -- $5 million class L at 'D/RR6';
  -- $15.8 million class AMP-E1 at 'BB'; Outlook Stable;
  -- $6.1 million class AMP-E2 at 'BB'; Outlook Stable.

Classes M through O have been depleted due to recognized losses
and remain at 'D/RR6'.  Fitch does not rate class P.  Fitch has
withdrawn the rating on the interest-only class IO at previous
review.




COMM MORTGAGE: Fitch Raises Rating on Class Q-PC to 'CCCsf'
-----------------------------------------------------------
Fitch Ratings has upgraded the rating on one class of COMM
Mortgage Trust 2005-FL10:

  -- Class Q-PC to 'CCCsf/RR6' from 'Dsf/RR6'.

The upgrade follows the trustee's restatement of monthly
distribution statements dating back to April 2010.  Prior
distribution statements erroneously reflected a principal loss to
the nonpooled class Q-PC associated with the Palisades Center
loan, which caused Fitch to downgrade the class to 'Dsf/RR6'.




CREDIT SUISSE: Fitch Affirms Rating on 19 Note Classes
------------------------------------------------------
Fitch Ratings has affirmed 19 and downgraded two below investment
grade classes of Credit Suisse Commercial Mortgage Trust, series
2006-C1 (CSMC 2006-C1) commercial mortgage pass-through
certificates.

Fitch modeled losses of 5.5% of the remaining pool; expected
losses on the original pool balance total 5.2%, including losses
already incurred.  The pool has experienced $22.3 million (0.7% of
the original pool balance) in realized losses to date.  Fitch has
designated 107 loans (29.1%) as Fitch Loans of Concern, which
includes 26 specially serviced assets (8.5%).  Fitch expects
classes O through S to be fully depleted from losses associated
with the specially serviced assets.

As of the October 2011 distribution date, the pool's aggregate
principal balance has been reduced by 18% to $2.46 billion from $3
billion at issuance.  Only one loan (0.1%) has defeased since
issuance. Interest shortfalls are currently affecting classes K
through S.

The largest contributor to Fitch modeled losses is a loan (3.1% of
pool balance) secured by a 360,000 sf office property located in
MacLean, VA.  The third largest tenant, Adobe Systems (7.6%),
vacated its space in March 2011. As of the August 2011 rent roll,
occupancy declined to 80% from 86% in September 2010.

The next largest contributor to Fitch modeled losses is a loan
(0.7%) secured by a 314 all suites hotel located in Phoenix, AZ.
Property performance remains poor with the trailing 12 month June
2011 debt service coverage ratio reported by the servicer at 0.55
times (x).  The loan remains current, as of the October 2011
distribution date.

The third largest contributor to Fitch modeled losses is a
specially serviced loan (0.4%) secured by two industrial
properties located in Butler, IN and South Haven, MI.  The
bankrupt single tenant vacated both properties in late 2009.
While the Indiana property has since been re-leased, the Michigan
property remains vacant. The special servicer is pursuing
foreclosure.


Fitch has affirmed these classes as indicated:

  -- $236.6 million class A-3 at 'AAAsf'; Outlook Stable;
  -- $132.4 million class A-AB at 'AAAsf'; Outlook Stable;
  -- $698 million class A-4 at 'AAAsf'; Outlook Stable;
  -- $513.4 million class A-1A at 'AAAsf'; Outlook Stable;
  -- $300.4 million class A-M at 'AAAsf'; Outlook Stable;
  -- $236.5 million class A-J at 'AAsf'; Outlook Stable;
  -- $18.8 million class B at 'AAsf'; Outlook Stable;
  -- $37.5 million class C at 'Asf'; Outlook Stable;
  -- 33.8 million class D at 'BBBsf'; Outlook Stable;
  -- $22.5 million class E at 'BBBsf'; Outlook Stable;
  -- $33.8 million class F at 'BBsf'; Outlook Stable;
  -- $30 million class G at 'BBsf'; Outlook Negative;
  -- $33.8 million class H at 'Bsf'; Outlook Negative;
  -- $30 million class J at 'B-sf'; Outlook Negative;
  -- $37.5 million class K at 'CCCsf/RR1';
  -- $15 million class L at 'CCCsf/RR1';
  -- $11.3 million class M at 'CCCsf/RR1';
  -- $11.3 million class N at 'CCsf/RR3';
  -- $3.8 million class O at 'CCsf/RR6'.

Fitch has downgraded these classes as indicated:

  -- $3.8 million class P to 'Csf/RR6' from 'CCsf/RR6';
  -- $7.5 million class Q to 'Csf/RR6' from 'CCsf/RR6'.


CWCAPITAL COBALT: S&P Keeps 'D' Ratings on 5 Classes of Notes
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on the
class C and D notes from CWCapital COBALT III Synthetic CDO Ltd.,
a hybrid collateralized debt obligation of commercial mortgage-
backed securities (CDO of CMBS) transaction. "At the same time, we
removed the ratings from CreditWatch negative," S&P said.

The rating actions are primarily due to the increase in the level
of defaults within the transaction's underlying portfolio that
reduced the credit support available to the notes.

"According to the Oct. 27, 2011 trustee report, the transaction
had $78.9 million in defaulted positions, with an estimated
recovery value of $6.08 million. This was up from $49.75 million
in defaulted positions as of the July 27, 2010 trustee report,
which we referenced for our September 2010 rating action, when we
last downgraded the notes," S&P said.

"Due to the increase in defaults and low recovery values,
the amount of performing obligations to support the notes has
declined and is currently inadequate to support the outstanding
liabilities. The rating actions reflect our view that the classes
have little realistic prospects of repayment and are unlikely to
receive any future principal payments," S&P said.

Ratings Lowered And Removed From CreditWatch Negative

CWCapital COBALT III Synthetic CDO Ltd.
                    Rating
Class        To                From
C            D (sf)            CCC- (sf)/Watch Neg
D            D (sf)            CCC- (sf)/Watch Neg

Other Outstanding Ratings

CWCapital COBALT III Synthetic CDO Ltd.

Class        Rating
A            D (sf)
B            D (sf)
E            D (sf)
F            D (sf)
G            D (sf)

Transaction Information

Issuer:           CWCapital COBALT III Synthetic CDO I Ltd.
Coissuer:         CWCapital COBALT III Synthetic CDO I LLC
Transaction type: Hybrid CDO of CMBS


DB MORTGAGE: Fitch Affirms Primary Servicer Rating at 'CPS2'
------------------------------------------------------------
Fitch Ratings affirms DB Mortgage Services, LLC's (DBMS)
commercial mortgage-backed securities (CMBS) primary servicer
rating at 'CPS2' and special servicer rating at 'CSS3+'.

The servicer rating affirmations are based on the company's
increased participation in the CMBS market via the Freddie Mac CME
program, minimal employee turnover over the past three years, and
its continued strong focus on staff training.  Both ratings also
consider the strength and tenure of senior management as well as
the financial strength of parent company Deutsche Bank, rated 'AA-
' with a Negative Rating Outlook by Fitch.

Deutsche Bank is an active participant in the commercial
real estate market, with extensive experience in originating,
financing, and securitizing commercial real estate debt.  DBMS
is the servicing and asset management arm of Deutsche Bank
Berkshire Mortgage, an active originator for Fannie Mae, Freddie
Mac and FHA.  As of Sept. 30, 2011, DBMS's commercial mortgage
primary servicing portfolio consisted of 2,148 loans totaling
$28.8 billion, of which 49 loans totaling $1.1 billion were CMBS.
As of the same date, DBMS was the named special servicer for 46
CMBS loans totaling $1.1 billion and was actively specially
servicing 52 non-CMBS loans totaling $409.6 million.


DENALI CAPITAL: Moody's Raises Rating of Cl. B-1L Notes to 'B1'
---------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by Denali Capital CLO VI, Ltd.:

US$100,000,000 Class A-1LR Variable Funding Notes Due April 2020,
Upgraded to Aaa (sf); previously on June 22, 2011 Aa1 (sf) Placed
Under Review for Possible Upgrade;

US$277,000,000 Class A-1L Floating Rate Notes Due April 2020,
Upgraded to Aaa (sf); previously on June 22, 2011 Aa1 (sf) Placed
Under Review for Possible Upgrade;

US$27,000,000 Class A-2L Floating Rate Notes Due April 2020,
Upgraded to A1 (sf); previously on June 22, 2011 A3 (sf) Placed
Under Review for Possible Upgrade;

US$24,000,000 Class A-3L Floating Rate Notes Due April 2020,
Upgraded to Baa3 (sf); previously on June 22, 2011 Ba1 (sf) Placed
Under Review for Possible Upgrade;

US$19,000,000 Class B-1L Floating Rate Notes Due April 2020,
Upgraded to B1 (sf); previously on June 22, 2011 Caa1 (sf) Placed
Under Review for Possible Upgrade; and

US$16,000,000 Class C-1 Combination Notes Due April 2020 (current
outstanding rated balance $8,818,262), Upgraded to A3 (sf);
previously on June 22, 2011 Baa3 (sf) Placed Under Review for
Possible Upgrade.

In addition, Moody's has confirmed the rating of this note:

US$14,000,000 Class B-2L Floating Rate Notes Due April 2020,
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 rating actions also reflect consideration of credit
improvement of the underlying portfolio since the rating action in
October 2009. Based on the trustee report dated October 7, 2011,
the weighted average rating factor is 2569 compared to 2891 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 $474.2 million,
defaulted par of $9.6 million, a weighted average default
probability of 19.46% (implying a WARF of 2775), a weighted
average recovery rate upon default of 50.4%, and a diversity score
of 80. 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. 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.

Denali Capital CLO VI, Ltd., issued in March 2006, is a
collateralized loan obligation backed primarily by a portfolio of
senior secured loans with significant exposure to senior secured
loans of middle market issuers.

The methodologies used in this rating were "Moody's Approach to
Rating Collateralized Loan Obligations" published in June 2011 and
"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) 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 with 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.

3) 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
generally analyzes the impact of assuming the worse of reported
and covenanted values for weighted average rating factor, weighted
average spread, and diversity score. However, as part of the base
case, Moody's considered current levels for spread, diversity, and
weighted average rating factor due to the limited time remaining
until the end of reinvestment period.


DENALI CAPITAL: Moody's Raises Rating of Class B-2L Notes to 'Ba2'
------------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by Denali Capital CLO VII, Ltd.:

US$42,000,000 Class A-2L Floating Rate Notes Due January 2022,
Upgraded to Aa3 (sf); previously on June 22, 2011 A1 (sf) Placed
Under Review for Possible Upgrade;

US$41,000,000 Class A-3L Floating Rate Notes Due January 2022,
Upgraded to A3 (sf); previously on June 22, 2011 Baa2 (sf) Placed
Under Review for Possible Upgrade;

US$22,500,000 Class B-1L Floating Rate Notes Due January 2022,
Upgraded to Baa3 (sf); previously on June 22, 2011 Ba2 (sf) Placed
Under Review for Possible Upgrade;

US$18,000,000 Class B-2L Floating Rate Notes Due January 2022,
Upgraded to Ba2 (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.

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 $786 million,
defaulted par of $11 million, a weighted average default
probability of 21.80% (implying a WARF of 2780), a weighted
average recovery rate upon default of 50.48%, and a diversity
score of 88. 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.

Denali Capital CLO VII, 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.

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 201.

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.

4) Exposure to credit estimates: The deal is exposed to a large
number of securities whose default probabilities are assessed
through credit estimates. In the event that Moody's is not
provided the necessary information to update the credit estimates
in a timely fashion, the transaction may be impacted by any
default probability stresses Moody's may assume in lieu of updated
credit estimates.


DYRDEN XXII: S&P Gives 'BB' Rating on Class D Deferrable Notes
--------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary
ratings to Dryden XXII Senior Loan Fund/Dryden XXII Senior Loan
Fund Corp.'s $271.8 million floating-rate notes.

The note issuance is a collateral debt obligation (CDO)
transaction backed by a revolving pool consisting primarily of
broadly syndicated senior secured loans.

The preliminary ratings are based on information as of Nov. 17,
2011. Subsequent information may result in the assignment of final
ratings that differ from the preliminary ratings.

The preliminary ratings reflect S&P's view of:

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

    The transaction's credit enhancement, which is sufficient to
    withstand the defaults applicable for the supplemental tests
    (not counting excess spread), and cash flow structure, which
    can withstand the default rate projected by Standard & Poor's
    CDO Evaluator model, as assessed by Standard & Poor's using
    the assumptions and methods outlined in its corporate CDO
    criteria (see "Update To Global Methodologies And Assumptions
    For Corporate Cash Flow And Synthetic CDOs," published
    Sept. 17, 2009);

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

    The diversified collateral portfolio, which primarily
    comprises broadly syndicated speculative-grade senior secured
    term loans;

    The asset manager's experienced management team;

    "Our projections regarding the timely interest and ultimate
    principal payments on the preliminary rated notes, which we
    assessed using our cash flow analysis and assumptions
    commensurate with the assigned preliminary ratings under
    various interest-rate scenarios, including LIBOR ranging from
    0.41%-13.83%," S&P said; and

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

               Standard & Poor's 17g-7 Disclosure Report

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined
in the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and
a description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities.

The Standard & Poor's 17g-7 Disclosure Report included in this
credit rating report is available at:

    http://standardandpoorsdisclosure-17g7.com/1111277.pdf

Preliminary Ratings Assigned
Dryden XXII Senior Loan Fund/Dryden XXII Senior Loan Fund Corp.

Class                 Rating            Amount
                                      (mil. $)
A-1                   AAA (sf)           195.0
A-2                   AA (sf)            26.85
B (deferrable)        A (sf)             24.30
C (deferrable)        BBB (sf)           13.65
D (deferrable)        BB (sf)            12.00
Subordinated notes    NR                 32.20

NR -- Not rated.


EMPORIA PREFERRED: Moody's Raises Rating of Class D Notes to 'Ba1'
------------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by Emporia Preferred Funding III, Ltd.:

US$26,845,000 Class B Second Priority Senior Notes Due 2021,
Confirmed at Aa2 (sf); previously on June 22, 2011 Aa2 (sf) Placed
Under Review for Possible Upgrade;

US$37,170,000 Class C Third Priority Subordinated Deferrable Notes
Due 2021, Upgraded to A3 (sf); previously on June 22, 2011 Baa3
(sf) Placed Under Review for Possible Upgrade;

US$20,650,000 Class D Fourth Priority Subordinated Deferrable
Notes Due 2021, Upgraded to Ba1 (sf); previously on June 22, 2011
Ba3 (sf) Placed Under Review for Possible Upgrade;

US$18,585,000 Class E Fifth Priority Subordinated Deferrable Notes
Due 2021, Upgraded to B1 (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.

Moody's also notes that the deal has benefited from improvement in
the credit quality of the underlying portfolio since October 2009,
when the ratings were confirmed. Based on the October 2011 trustee
report, the weighted average rating factor is currently 2894
compared to 3316 in September 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 $391 million,
defaulted par of $12 million, a weighted average default
probability of 26% (implying a WARF of 3308), a weighted average
recovery rate upon default of 49%, and a diversity score of 54.
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.

Emporia Preferred Funding III, Ltd., issued on March 15, 2007, is
a collateralized loan obligation backed primarily by a portfolio
of senior secured loans of middle market issuers.

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 also notes that a material proportion of the collateral
pool includes debt obligations whose credit quality has been
assessed through Moody's Credit Estimates ("CEs"). Moody's
analysis reflects the application of certain stresses with respect
to the default probabilities associated with CEs. Specifically,
the default probability stresses include (1) a one-notch
equivalent downgrade assumed for CEs updated between 12-15 months
ago; and (2) assuming an equivalent of Caa3 for CEs that were not
updated within the last 15 months.

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 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.

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.


FIRST 2004-II: S&P Raises Rating on Class C Notes From 'BB+'
------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
B and C notes from First 2004-II CLO Ltd., a U.S. collateralized
loan obligation (CLO) transaction managed by Crescent Capital
Group L.P., and removed them from CreditWatch with positive
implications. "At the same time, we affirmed our ratings on the
class A-1 and A-2 notes," S&P said.

"The upgrades mainly reflect an improvement in the
overcollateralization (O/C) available to support the rated
notes following $166.7 million in paydowns to the A-1 and
A-2 notes since the December 2010 trustee report, which we
referenced for our January 2011 rating actions," S&P related. As
of the Oct. 4, 2011, trustee report, each of the transaction's
overcollateralization (O/C) ratios has improved since December
2010:

    The class A O/C ratio is 168.7% versus 128.7%;
    The class B O/C ratio is 133.0% versus 116.1%; and
    The class C O/C ratio is 116.5% versus 109.0%.

"The affirmations of our ratings on the class A-1 and A-2 notes
reflect the availability of credit support at the current rating
levels," 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 to support them and take rating
actions as we deem necessary," S&P said.

Rating And CreditWatch Actions

First 2004-II CLO Ltd.
                              Rating
Class                   To           From
B                       AA+ (sf)     A (sf)/Watch Pos
C                       BBB+ (sf)    BB+ (sf)/Watch Pos

Ratings Affirmed

First 2004-II CLO Ltd.
Class                   Rating
A-1                     AAA (sf)
A-2                     AAA (sf)


FRASER SULLIVAN: S&P Gives 'BB' Rating on Class D Deferrable Notes
------------------------------------------------------------------
Standard & Poor's Ratings Services assigned its ratings to Fraser
Sullivan CLO VI Ltd./Fraser Sullivan CLO VI Corp.'s $355.2 million
floating-rate notes.

The transaction is a cash flow collateralized loan obligation
securitization of a revolving pool consisting primarily of broadly
syndicated senior secured loans.

The ratings reflect S&P's assessment of:

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

    The transaction's credit enhancement, which is sufficient to
    withstand the defaults applicable for the supplemental tests
    (not counting excess spread), and cash flow structure, which
    can withstand the default rate projected by Standard & Poor's
    CDO Evaluator model, as assessed by Standard & Poor's using
    the assumptions and methods outlined in its corporate
    collateralized debt obligation criteria, (see "Update To
    Global Methodologies And Assumptions For Corporate Cash Flow
    And Synthetic CDOs," published Sept. 17, 2009).

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

    The diversified collateral portfolio, which consists primarily
    of broadly syndicated speculative-grade senior secured term
    loans.

    The asset manager's experienced management team.

    "Our projections regarding the timely interest and ultimate
    principal payments on the rated notes, which we assessed using
    our cash flow analysis and assumptions commensurate with the
    assigned ratings under various interest-rate scenarios,
    including LIBOR ranging from 0.43%-13.84%," S&P said.

    "The transaction's overcollateralization and interest coverage
    tests, a failure of which will lead to the diversion of
    interest and principal proceeds to reduce the balance of the
    rated notes outstanding," S&P said.

            Standard & Poor's 17g-7 Disclosure Report

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities.

The Standard & Poor's 17g-7 Disclosure Report included in this
credit rating report is available at

   http://standardandpoorsdisclosure-17g7.com/1111285.pdf

Ratings Assigned

Fraser Sullivan CLO VI Ltd./Fraser Sullivan CLO VI Corp.

Class                   Rating       Amount (mil. $)
A-1                     AAA (sf)               265.0
A-2                     AA (sf)                 16.0
B (deferrable)          A (sf)                  36.3
C (deferrable)          BBB (sf)                18.3
D (deferrable)          BB (sf)                 19.6
Equity                  NR                      53.49

NR -- Not rated.


FREMONT SUBPRIME: Moody's Lowers Rating of Cl. 2-A-2 Notes to Ca
----------------------------------------------------------------
Moody's Investors Service has downgraded the rating of one tranche
issued by Fremont Home Loan Trust 2006-B.

Complete rating actions are:

Issuer: Fremont Home Loan Trust 2006-B

Cl. 2-A-2, Downgraded to Ca (sf); previously on Apr 29, 2010
Downgraded to Caa3 (sf)

RATINGS RATIONALE

The collateral backing this transaction consists primarily of
first-lien, subprime residential mortgage loans. The action is a
result of the group II senior certificates' principal waterfall
"crossing over" -- changing from sequential to pro rata after the
erosion of the mezzanine certificates. Our lifetime expected
collateral loss has not changed from our previous publication.

The methodologies used in this rating were "Moody's Approach to
Rating US Residential Mortgage-Backed Securities" published in
December 2008, and "2005 -- 2008 US RMBS Surveillance Methodology
" published in July 2011.

Other factors used in this rating are described in "Moody's
Approach to Rating Structured Finance Securities in Default"
published in November 2009.

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

The primary source of assumption uncertainty is the current
macroeconomic environment, in which unemployment levels remain
high, and weakness persists in the housing market. Moody's now
projects house price index to reach a bottom in the first quarter
of 2012, with a 2% remaining decline between the first quarter of
2011 and 2012, and unemployment rate to start declining by fourth
quarter of 2011.


GALLATIN CLO: S&P Raises Rating on Class B-2L Notes to 'BB'
-----------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-2L, A-3L, B-1L, and B-2L notes from Gallatin CLO II 2005-1 Ltd.,
a U.S. collateralized loan obligation (CLO) transaction managed by
UrsaMine Credit Advisors. "At the same time, we affirmed our
rating on the class A-1L," S&P said.

"The upgrades reflect the improved performance we have observed in
the deal's underlying asset portfolio since we downgraded the
notes on Jan. 26, 2010. As of the Oct. 3, 2011, trustee report,
the transaction had only $6.6 million in defaulted assets,
compared with the $29.32 million noted in the Dec. 2, 2009,
trustee report, which we referenced for our January 2010 rating
actions. The affirmation reflects the credit support available to
the class A-1L notes at the current rating level," S&P said.

The transaction has also benefited from an increase in the
overcollateralization (O/C) available to support the rated notes.
The trustee reported these O/C ratios in the Oct. 3, 2011, monthly
report:

    The A-2L O/C ratio was 123.39%, compared with a reported ratio
    of 120.72% in December 2009;

    The A-3L O/C ratio was 115.88%, compared with a reported ratio
    of 113.37% in December 2009;

    The B-1L O/C ratio was 109.23%, compared with a reported ratio
    of 106.86% in December 2009; and

    The B-2L O/C ratio was 106.01%, compared with a reported ratio
    of 103.71% in December 2009.

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

Rating Actions

Gallatin CLO II 2005-1 Ltd.
                     Rating
Class             To          From
A-2L              AA (sf)     A+ (sf)
A-3L              A+ (sf)     BBB+ (sf)
B-1L              BBB (sf)    B+ (sf)
B-2L              BB (sf)     CCC- (sf)

Rating Affirmed

Gallatin CLO II 2005-1 Ltd.
Class         Rating
A-1L          AA+ (sf)

Transaction Information

Issuer:               Gallatin CLO II 2005-1 Ltd.
Coissuer:             Gallatin CLO II 2005-1 (Delaware) Corp.
Collateral manager:   UrsaMine Credit Advisors
Trustee:              The Bank of New York Mellon
Transaction type:     Cash flow CLO


GCO EDUCATION: Fitch Confirms Rating on Class 2007-1 C-1L at 'Bsf'
------------------------------------------------------------------
Fitch Ratings confirms the ratings as listed below on the student
loan notes issued from GCO Education Loan Funding (ELF) Master
Trust II (the Trust).  Fitch has been requested to confirm its
existing ratings in connection with the addition of Nelnet
Servicing LLC (Nelnet), as a subservicer of the Trust.  Consistent
with its statements on policies regarding rating confirmations in
structured finance transactions (dated Jan. 13, 2009) and student
loan confirms (May 8, 2009), Fitch is treating this request as a
notification.

The Trust has entered a servicing agreement with Nelnet.  Fitch
has reviewed the agreement, including the fee schedules, and has
determined that it will not adversely affect the Trust.
Additionally, Fitch believes Nelnet to be a capable servicer of
student loans under the Federal Family Education Loan Program.

Based on the information provided, Fitch has determined these
changes will not have an impact on the existing ratings at this
time.  This determination only addresses the effect of the changes
on the current ratings assigned by Fitch to the securities listed
below.  This determination does not address whether these changes
are permitted by the terms of the documents.  It does not address
whether these changes are in the best interests of, or prejudicial
to, some or all of the holders of the securities listed.

The notes issued from GCO ELF Master Trust II are currently rated
by Fitch:

  -- 2006-2 A-1AR 'AAAsf'; Outlook Stable;
  -- 2006-2 A-1RRN 'AAAsf'; Outlook Stable;
  -- 2006-2 A-2AR 'AAAsf'; Outlook Stable;
  -- 2006-2 A-2L 'AAAsf'; Outlook Stable;
  -- 2006-2 A-3AR 'AAAsf'; Outlook Stable;
  -- 2006-2 A-3L 'AAAsf'; Outlook Stable;
  -- 2006-2 A-4AR 'AAAsf'; Outlook Stable;
  -- 2007-1 A-5AR 'AAAsf'; Outlook Stable;
  -- 2007-1 A-5L 'AAAsf'; Outlook Stable;
  -- 2007-1 A-6AR 'AAAsf'; Outlook Stable;
  -- 2007-1 A-6L 'AAAsf'; Outlook Stable;
  -- 2007-1 A-7AR 'AAAsf'; Outlook Stable;
  -- 2007-1 A-7L 'AAAsf'; Outlook Stable;
  -- 2006-2 B-1AR 'Bsf'; Outlook Stable;
  -- 2006-2 B-2AR 'Bsf'; Outlook Stable;
  -- 2006-2 B-3AR 'Bsf'; Outlook Stable;
  -- 2007-1 C-1L 'Bsf'; Outlook Stable.




GE COMMERCIAL: DBRS Confirms 'CCC' Ratings on Three Certificates
----------------------------------------------------------------
DBRS has upgraded these three classes of the GE Commercial
Mortgage Corporation, Series 2004-C2 Commercial Mortgage Pass-
Through Certificates:

Class B from AA (high) (sf) to AAA (sf)
Class C from AA (sf) to AA (high) (sf)
Class D from A (high) (sf) to AA (sf)

The trends for the above classes are Stable.

In addition these 11 classes were confirmed with Stable trends:

Class A-3 at AAA (sf)
Class A-4 at AAA (sf)
Class A-1A at AAA (sf)
Class E at A (sf)
Class F at A (low) (sf)
Class G at BBB (high) (sf)
Class H at BBB (low) (sf)
Class J at BB (sf)
Class K at B (sf)
Class L at B (low) (sf)
Class X-1 at AAA (sf)

These classes were also confirmed:

Class M at CCC (sf)
Class N at CCC (sf)
Class O at CCC (sf)

These rating actions reflect the overall performance of the pool,
which has shown a collateral reduction of 28.50% since issuance,
with 11 loans, representing 8.23% of the pool, defeased as of the
October 2011 remittance report.  The pool has shown a weighted-
average NCF growth of 13.76% since issuance, and had a weighted-
average DSCR of 1.64x as of the most recent year-end figures for
each of the loans. The performance of the largest 16 loans in the
pool is quite strong, with a weighted-average NCF growth of 29.49%
since issuance for the 15 loans reporting YE2010 figures and a
weighted-average DSCR (WADSCR) of 1.87x.

There are 23 loans on the servicer's watchlist, representing
20.04% of the outstanding pool balance.  Of these loans, eight
individually represent more than 1.0% of the pool balance, three
of which are in the top fifteen loans in the transaction.  The
weighted-average NCF decline since issuance for the loans on the
watchlist is 23.23%, with a weighted-average DSCR of 0.98x, as of
the most recent year-end information available for these loans.

There is one loan in special servicing, representing 0.55% of the
current pool balance, Prospectus ID#64, Tanglewood Plaza.  This
loan is secured by a 49,000 sf retail property located in Naples,
Florida, approximately 30 miles south of Cape Coral.  The
immediate vicinity includes similar retail development and several
hotel properties.  The loan was transferred to the special
servicer in December 2010 when the borrower requested relief due
to declining cash flow at the property. At YE2009, the occupancy
was at 86% and the DSCR was at 0.89x; the special servicer reports
that the March 2011 occupancy was 96% with the YE2010 DSCR up
slightly to 0.91x.

The loan is due for the April 2011 payment and all scheduled
payments due thereafter.  The current loan per square foot is
$113. A February 2011 appraisal valued the property at $5 million,
just below the current outstanding balance of $5.44 million.
Previous negotiations with the borrower for forbearance have
fallen through and the special servicer reports that a foreclosure
has been filed.  DBRS anticipates a loss to the trust as a result
of the liquidation of this loan that could be in excess of
$1.9 million as the asset is located in a relatively remote
location and has experienced difficulty in recent years
maintaining rental rates consistent with those in place at
issuance.

The largest loan on the servicer's watchlist is Prospectus ID#7,
Stonebriar Plaza, representing 2.79% of the current pool balance.
This loan is secured by a retail center located 25 miles north of
Dallas in Frisco, Texas, just off of Highway 121 near the
Stonebriar Center, a 1.6 million sf regional mall anchored by
Dillard's, Macy's, Nordstrom, and a 24-screen AMC movie theater.
The largest tenant at the subject property is Toys "R" Us, with
27% of the NRA on a lease through 2014.  The loan is on the
servicer's watchlist for a low DSCR and occupancy declines since
issuance. At YE2010, the A-note DSCR was at 0.57x and the
occupancy was at 66.7%..

The occupancy has suffered since losing two large tenants to
bankruptcy: Shoe Pavilion in 2008, which occupied 17% of the NRA,
and Ultimate Electronics in 2010, which occupied 18% of the NRA.
The property occupancy improved with the signing of Sun & Ski
Sports in June 2010 for 10% of the NRA on a ten-year lease.  The
property was 79.4% occupied as of the April 2011 rent roll.  The
servicer reported in October 2011 thatCasual Male was recently
signed, and will bring the property occupancy to 87.1% when the
store opens in early 2012. Reis reports the average vacancy rate
for community shopping centers built between 2000 and 2009 in this
submarket to be 9.0% as of Q3 2011; the overall vacancy rate for
the submarket for the period is 10.9% but is projected to increase
to 11.2% by YE2012 due to a 5.4% increase in market inventory in
2012.  The current trust loan leverage of $165 psf is considered
high given the current market conditions. DBRS will continue to
monitor the loan closely for developments.

Another loan on the servicer's watchlist is Prospectus ID#19, Knox
Park Village Retail, representing 1.68% of the current pool
balance. The loan is on the watchlist for a low DSCR, which was at
0.71x at YE2009 and 0.77x at YE2010.  Theproperty has suffered
occupancy issues dating back to 2008, when it fell to 79% and
again to 63% at YE2009. The April 2011 rent roll shows an
occupancy rate of 78.6%; however, although a new tenant took
occupancy in Q2 2011 for approximately 5.7% of the NRA, the
property's largest tenant with approximately 10% of the NRA
vacated upon lease expiration at May 2011, and the property
occupancy was reportedly 73.8% at the time of the June 2011
servicer's site inspection.

The loan is secured by a mixed-use low-rise property with
approximately 50,000 sf of office space and 30,000 sf of retail.
The retail component is well-occupied, with 100% of the units
leased as of the April 2011 rent roll; tenants include Pei Wei
Asian Diner, Sport Clips and Jersey Mike's Subs.  The subject,
constructed in 2003, is well-located in north Dallas, on the west
side of the North Central Expressway, near Highland Park.
According to Reis, the Oaklawn submarket had average asking rents
for office space of $20 psf with an office vacancy rate of 20.7%
at Q3 2011, down from 21.4% at Q2 2011. The submarket's retail
rents average approximately $35 psf for retail space constructed
between 2000 and 2009.  Asking rents for the subject's vacant
office space are between $15 and $18 psf, according to the
servicer, with the property's retail rents averaging approximately
$38 psf as of the April 2011 rent roll.  The current loan per
square foot is $207 and is considered moderate for this
property given its submarket and historical performance.

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,
including the loans on the servicer's watchlist and in special
servicing.




GLOBAL LEVERAGED: Moody's Raises Rating of Class D Notes to 'Ba1'
-----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by Global Leveraged Capital Credit Opportunity Fund I:

US$265,000,000 Class A First Priority Senior Notes Due 2018
(current balance of $247,878,449), Upgraded to Aaa (sf);
previously on June 22, 2011 Aa1 (sf) Placed Under Review for
Possible Upgrade;

US$39,000,000 Class B Second Priority Senior Notes Due 2018,
Upgraded to Aa2 (sf); previously on June 22, 2011 A2 (sf) Placed
Under Review for Possible Upgrade;

US$40,500,000 Class C Third Priority Subordinated Deferrable Notes
Due 2018, Upgraded to Baa1 (sf); previously on June 22, 2011 Ba1
(sf) Placed Under Review for Possible Upgrade;

US$23,750,000 Class D Fourth Priority Subordinated Deferrable
Notes Due 2018, Upgraded to Ba1 (sf); previously on June 22, 2011
B1 (sf) Placed Under Review for Possible Upgrade;

US$18,500,000 Class E-1 Fifth Priority Subordinated Deferrable
Notes Due 2018, Upgraded to Ba3 (sf); previously on June 22, 2011
Caa3 (sf) Placed Under Review for Possible Upgrade;

US$7,750,000 Class E-2 Fifth Priority Subordinated Deferrable
Notes Due 2018, Upgraded to Ba3 (sf); previously on June 22, 2011
Caa3 (sf) Placed Under Review for Possible Upgrade; and

US$25,000,000 Class I Combination Notes Due 2018 (current rated
balance of $3,676,532, as calculated by Moody's), Upgraded to Caa1
(sf); previously on June 22, 2011 Ca (sf) Placed Under Review for
Possible Upgrade.

Moody's has also downgraded the rating of the following notes:

SGD13,200,000 Class P-2 Principal Protected Notes Due 2018
(current outstanding rated balance of $11,178,454), Downgraded to
Baa1 (sf); previously on June 22, 2011 A2 (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 the consideration of credit improvement
of the underlying portfolio and an increase in the transaction's
overcollateralization since the last rating action in October
2009. Based on the trustee report dated September 1, 2011, the
weighted average rating factor is 3158 compared to 4002 in August
2009. In the same report, Class A/B, Class C, Class D, and Class E
overcollateralization ratios are reported at 141.70%, 124.27%,
115.90%, and 107.88%, respectively, versus August 2009 levels of
135.19%, 119.19%, 111.46%, and 104%, respectively.

The rating action on the Class P-2 notes reflects a change to
Moody's rating of the Class P-2 SGD Strip, which consists of
SGD13,200,000 in face value of a Singapore dollar denominated
stripped zero coupon bond due December 20, 2018, issued by Merrill
Lynch & Co., Inc. Moody's downgraded the senior unsecured rating
of Merrill Lynch & Co., Inc. to Baa1 on September 21, 2011. On
June 22, 2011, Moody's erroneously placed the Class P-2 notes on
watch for possible upgrade along with more than 4,000 CLO tranches
potentially affected by Moody's revised CLO methodology. Because
the Class P-2 notes contain the senior unsecured debt of Merrill
Lynch & Co., Inc., the notes should not have been included in that
watch action.

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 $403.16 million,
defaulted par of $31.4 million, distressed par of $8.7 million, a
weighted average default probability of 32.31% (implying a WARF of
4071), a weighted average recovery rate upon default of 43.56%,
and a diversity score of 53. 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.

Global Leveraged Capital Credit Opportunity Fund I, issued in
December 2006, is a collateralized loan obligation backed
primarily by a portfolio of senior secured loans with significant
exposure to senior secured loans of middle market issuers.

The methodologies used in this rating were "Moody's Approach to
Rating Collateralized Loan Obligations" published in June 2011 and
"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) Recovery of defaulted and distressed assets: Market value
fluctuations in defaulted and distressed 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 and distressed recoveries assuming the
lower of the market price and the recovery rate in order to
account for potential volatility in market prices.

2) 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
generally analyzes 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.

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 with 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) 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.


GRAMERCY REAL: Moody's Lowers Rating of Cl. A-1 Notes to Ba3 (sf)
-----------------------------------------------------------------
Moody's has downgraded three and affirmed two ratings of classes
of Notes issued by Gramercy Real Estate CDO 2007-1, Ltd. The
downgrades are due to the deterioration in the credit quality
of the underlying portfolio as evidenced by an increase in the
weighted average rating factor (WARF), and the increased potential
risk of an occurrence of Event of Default (EOD) if the senior par
value test fails. The affirmations are primary due to other key
transaction parameters performing within levels commensurate with
the existing ratings levels. The rating action is the result
of Moody's on-going surveillance of commercial real estate
collateralized debt obligation and collateralized loan obligation
(CRE CDO CLO) transactions.

Moody's rating action is:

Cl. A-1, Downgraded to Ba3 (sf); previously on Dec 1, 2010
Downgraded to Baa3 (sf)

Cl. A-2, Downgraded to B3 (sf); previously on Dec 1, 2010
Downgraded to Ba3 (sf)

Cl. A-3, Downgraded to Caa3 (sf); previously on Dec 1, 2010
Downgraded to Caa2 (sf)

Cl. B-FL, Affirmed at Caa3 (sf); previously on Dec 1, 2010
Downgraded to Caa3 (sf)

Cl. B-FX, Affirmed at Caa3 (sf); previously on Dec 1, 2010
Downgraded to Caa3 (sf)

RATINGS RATIONALE

Gramercy Real Estate CDO 2007-1, Ltd. is a revolving cash CRE CDO.
As of the November 8, 2011 Trustee report, the transaction is
backed by a portfolio of commercial mortgage backed securities
(CMBS) (71.9%), whole loans (14.1% of the pool balance), mezzanine
loans (10.2%), and B-Notes (3.8%). The aggregate Note balance of
the transaction, including Preferred Shares, has decreased to
$1.09 billion from $1.1 billion at issuance, due to approximately
$18.2 million in pay-downs to the Class A-1 Notes and capitalized
deferred interest on the PIK-able classes from failure of the Par
Value Coverage Tests. Currently, the transaction is under-
collateralized by $28.6 million (2.6% of original aggregate Note
balance) mainly due to realized losses. Also, the Class A/B Par
Value Coverage Test has an increased risk of failure, and if
failure occurs, the transaction will experience an Event of
Default.

There are two assets with a par balance of $56.5 million (5.3% of
the current pool balance) that are considered Defaulted Securities
as of the November 8, 2011 Trustee report, compared to three
assets (6.6% of the pool balance) at last review. Moody's is
expecting high losses to occur once they are realized.

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

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's has updated credit estimates for the non-Moody's rated
collateral. The bottom-dollar WARF is a measure of the default
probability within a collateral pool. Moody's modeled a bottom-
dollar WARF of 3,046 compared to 2,795 at last review. The
distribution of current ratings and credit estimates is as
follows: Aaa-Aa3 (0.5% , the same as that at last review), A1-A3
(0.3% compared to 1.3% at last review), Baa1-Baa3 (26.2% compared
to 24.5% at last review), Ba1-Ba3 (14.4% compared to 22.7% at last
review), B1-B3 (29.3% compared to 29.2% at last review), and Caa1-
C (29.3% compared to 21.8% at last review).

WAL acts to adjust the probability of default of the collateral in
the pool for time. Moody's modeled to a WAL of 5.6 years, the same
as that at last review. The modeled WAL reflects the current WAL
with assumptions about extensions.

WARR is the par-weighted average of the mean recovery values for
the collateral assets in the pool. Moody's modeled a fixed WARR of
25.1% compared to 25.3% at last review.

MAC is a single factor that describes the pair-wise asset
correlation to the default distribution among the instruments
within the collateral pool (i.e. the measure of diversity).
Moody's modeled a MAC of 12.2% compared to 19.8% at last review.

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

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

Changes in any one or combination of the key parameters may have
rating implications on certain classes of rated notes. However, in
many instances, a change in key parameter assumptions in certain
stress scenarios may be offset by a change in one or more of the
other key parameters. Rated notes are particularly sensitive to
changes in recovery rate assumptions. Holding all other key
parameters static, changing the recovery rate assumption down from
25.1% to 15.1% or up to 35.1% would result in average rating
movement on the rated tranches of 0 to 2 notches downward and 0 to
2 notches upward, respectively.

The performance expectations for a given variable indicate
Moody's forward-looking view of the likely range of performance
over the medium term. From time to time, Moody's may, if
warranted, change these expectations. Performance that falls
outside the given range may indicate that the collateral's credit
quality is stronger or weaker than Moody's had anticipated when
the related securities ratings were issued. Even so, a deviation
from the expected range will not necessarily result in a rating
action nor does performance within expectations preclude such
actions. The decision to take (or not take) a rating action is
dependent on an assessment of a range of factors including, but
not exclusively, the performance metrics. Primary sources of
assumption uncertainty is the extent of the slowdown in growth
in the current macroeconomic environment and performance in the
commercial real estate property markets. While commercial real
estate property markets are gaining momentum, a consistent
upward trend will not be evident until the volume of transactions
increases, distressed properties are cleared from the pipeline
and job creation rebounds. The hotel and multifamily sectors are
continuing to show signs of recovery through the third quarter
of 2011. Improvements in the office sector continue, with
fundamentals in Gateway cities the strongest. However the sector
is closely tied to employment with currently weak fundamentals.
The retail sector has been at a standstill following eleven
consecutive quarters of rent deflation. The availability of debt
capital continues to improve with monetary policy expected to
remain supportive and interest rate hikes postponed. Moody's
central global macroeconomic scenario reflects an overall downward
revision of forecasts since last quarter , amidst ongoing fiscal
consolidation efforts, household and banking sector deleveraging,
persistently high unemployment levels, and weak housing markets
that will continue to constrain growth.

The methodologies used in this rating were "Moody's Approach to
Rating SF CDOs" published in November 2010, and "Moody's Approach
to Rating Commercial Real Estate CDOs" published in July 2011.


GREENWICH CAPITAL: Assumed Losses Cue Fitch to Lower Ratings
------------------------------------------------------------
Fitch Ratings downgrades seven classes of Greenwich Capital
Commercial Funding Corp., series 2007-GG9, commercial mortgage
pass-through certificates, due to further deterioration of
performance, increased loss expectations on the specially
serviced loans and higher than expected realized losses from
dispositions.

The downgrades reflect an increase in Fitch modeled losses across
the pool, which includes assumed losses on loans in special
servicing and on performing loans with declines in performance
indicative of a higher probability of default.  Fitch modeled
losses of 10.7% (11.3% cumulative transaction losses, which
includes losses realized to date) based on expected losses on the
specially serviced loans and loans assumed to not refinance at
maturity.

Classes A-M and A-MFL Outlooks were revised to Negative, as
further collateral underperformance may lead to a downgrade.
Should cash flows deteriorate further on the performing loans, or
if realized losses exceed current expectations on the specially
serviced loans, downgrades of these classes are possible.

As of the November 2011 distribution date, the pool's aggregate
principal balance has decreased 5.6% to $6.21 billion from
$6.58 billion at issuance.  As of November 2011, there are
cumulative interest shortfalls in the amount of $14.4 million,
currently affecting classes J through S.  Fitch has designated 83
loans (55.4%) as Fitch Loans of Concern, which includes 34
specially serviced loans (23.3%).

The largest contributor to loss is the Schron Industrial Portfolio
(4.9%) The loan is secured by a portfolio of 36 industrial
properties located in Nassau and Suffolk Counties on Long Island,
NY. The portfolio was originally underwritten to a stabilized cash
flow with the expectation that below market rents would increase
to market levels.  In actuality many of the tenants have been
severely affected by the economic downturn.  The loan transferred
to the special servicer in December 2010 for imminent default.
The loan remains over 90 days delinquent.  The borrower and the
special servicer continue to discuss a possible loan modification.
A recent valuation indicates significant losses.

The second largest contributor to loss is the specially serviced
Peachtree Center (3.3%) in Atlanta, GA.  The collateral consists
of six office buildings totaling 2.4 million square feet (sf),
three parking garages and a 134,024 sf retail center.  The loan
transferred to special servicing in February 2010 due to imminent
default.  A loan modification has closed whereby the borrower will
post an additional $15 million to the leasing cost reserve account
and the loan will have a springing A/B structure.  Upon maturity
in 2012, the loan will be bifurcated into a $140 million A-note
and a $67.6 million B-note both of which will mature in 2015.  A
recent appraisal indicates a value significantly below the loan
amount.

The third largest contributor to loss (2.2%) is secured by the
Hyatt Regency Bethesda.  The collateral is a 390 room full-service
hotel.  The loan transferred to special servicing in December 2009
due to imminent default.  The hotel has been adversely affected by
the economic downturn.  A receiver is in place and the property is
being marketed for sale.  A recent valuation indicates significant
losses.

Fitch has downgraded and revised Outlooks on these classes as
indicated:

  -- $575.3 million class A-J to 'Bsf' from 'BBsf'; Outlook to
     Negative from Stable;
  -- $32.9 million class B to 'CCCsf/RR1' from 'Bsf';
  -- $57.5 million class F to 'CCsf/RR1' from 'CCCsf/RR1';
  -- $65.8 million class J to 'Csf/RR6' from 'CCsf/RR6';
  -- $65.8 million class K to 'Csf/RR6' from 'CCsf/RR6';
  -- $32.9 million class L to 'Csf/RR6' from 'CCsf/RR6';
  -- $16.4 million class M to 'Csf/RR6' from 'CCsf/RR6'.

Fitch has affirmed and revised the Outlooks and Recovery Ratings
on these classes as indicated:

  -- $557.6 million class A-M at 'AAAsf'; Outlook to Negative from
     Stable;
  -- $100 million class A-MFL at 'AAAsf'; Outlook to Negative from
     Stable;
  -- $57.5 million class G to 'CCsf/RR6' from 'CCsf/RR3';


Additionally, Fitch has affirmed these classes as indicated:

  -- $1.05 billion class A-2 at 'AAAsf'; Outlook Stable;
  -- $86 million class A-3 at 'AAAsf'; Outlook Stable;
  -- $88 million class A-AB at 'AAAsf'; Outlook Stable;
  -- $2.67 billion class A-4 at 'AAAsf'; Outlook Stable;
  -- $426.3 million class A-1A at 'AAAsf'; Outlook Stable;
  -- $98.6 million class C at 'CCCsf/RR1';
  -- $41.1 million class D at 'CCCsf/RR1';
  -- $41.1 million class E at 'CCCsf/RR1';
  -- $82.2 million class H at 'CCsf/RR6';
  -- $24.7 million class N at 'Csf/RR6';
  -- $16.4 million class O at 'Csf/RR6';
  -- $16.4 million class P at 'Csf/RR6';
  -- $8.2 million class Q at 'Csf/RR6'.


GREYLOCK SYNTHETIC: S&P Withdraws 'BB-' Rating on Class A3-JPYFMS
-----------------------------------------------------------------
Standard & Poor's Ratings Services withdrew its 'BBB+ (sf)' and
'BB- (sf)' ratings on the class A1-$LMS and A3-JPYFMS notes issued
by Greylock Synthetic CDO 2006's series 1 and 4 two synthetic
corporate investment-grade collateralized debt obligation (CDO)
transactions.

The rating withdrawals follow the complete redemption and
cancellation of the notes.

Ratings Withdrawn

Greylock Synthetic CDO 2006
Series 1
                   Rating
Class            To      From
A1-$LMS          NR      BBB+ (sf)

Greylock Synthetic CDO 2006
Series 4
                   Rating
Class            To      From
A3-JPYFMS          NR      BB- (sf)


NR -- Not rated.


GSC CAPITAL: S&P Raises Rating on Class F Notes to 'CCC+'
---------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
D and F notes from GSC Capital Corp. Loan Funding 2005-1, a U.S.
collateralized loan obligation (CLO) transaction managed by GSC
Partners. "We also affirmed our ratings on the class A-1, A-2,
B, C, and E notes. At the same time, we removed our ratings on the
class B, C, D, E, and F notes from CreditWatch, where we placed
them with positive implications on Sep. 2, 2011," S&P related.

"The upgrades reflect the improved performance we have observed
in the transaction since our February 2010 rating actions.
According to the Sept. 22, 2011, trustee report, the transaction
held approximately $12.6 million in defaulted assets, down
from $27.4 million noted in the January 2010 trustee report.
Additionally, approximately 14% of the collateral pool consisted
of assets from obligors rated in the 'CCC' category in September
2011, down from
21% in January 2010," S&P said.

"We affirmed our ratings on the A-1, A-2, B, C, and E notes to
reflect the sufficient credit support available at the current
rating levels," S&P said.

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

Rating And CreditWatch Actions

GSC Capital Corp. Loan Funding 2005-1
                         Rating
Class                To           From
B                    AA+ (sf)     AA+ (sf)/Watch Pos
C                    AA (sf)      AA (sf)/Watch Pos
D                    A+ (sf)      A (sf)/Watch Pos
E                    BB+ (sf)     BB+ (sf)/Watch Pos
F                    CCC+ (sf)    CCC- (sf)/Watch Pos

Ratings Affirmed

GSC Capital Corp. Loan Funding 2005-1
Class                Rating
A-1                  AAA (sf)
A-2                  AAA (sf)


GSMS 2004-GG2: Moody's Affirms Rating of Cl. E Notes at 'Ba1'
-------------------------------------------------------------
Moody's Investors Service (Moody's) downgraded the ratings of four
classes and affirmed 14 classes of GS Mortgage Securities Corp.
II, Commercial Mortgage Pass-Through Certificates, Series 2004-
GG2:

Cl. A-1A, 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-5, Affirmed at Aaa (sf); previously on Mar 9, 2011 Confirmed
at Aaa (sf)

Cl. A-6, Affirmed at Aaa (sf); previously on Mar 9, 2011 Confirmed
at Aaa (sf)

Cl. B, Affirmed at Aa2 (sf); previously on Dec 9, 2010 Confirmed
at Aa2 (sf)

Cl. C, Affirmed at A1 (sf); previously on Dec 9, 2010 Downgraded
to A1 (sf)

Cl. D, Affirmed at Baa2 (sf); previously on Dec 9, 2010 Downgraded
to Baa2 (sf)

Cl. E, Affirmed at Ba1 (sf); previously on Dec 9, 2010 Downgraded
to Ba1 (sf)

Cl. F, Downgraded to B2 (sf); previously on Dec 9, 2010 Downgraded
to B1 (sf)

Cl. G, Downgraded to Caa2 (sf); previously on Dec 9, 2010
Downgraded to Caa1 (sf)

Cl. H, Downgraded to Ca (sf); previously on Dec 9, 2010 Downgraded
to Caa3 (sf)

Cl. J, Downgraded to C (sf); previously on Dec 9, 2010 Downgraded
to Ca (sf)

Cl. K, Affirmed at C (sf); previously on Dec 9, 2010 Downgraded to
C (sf)

Cl. L, Affirmed at C (sf); previously on Dec 9, 2010 Downgraded to
C (sf)

Cl. M, Affirmed at C (sf); previously on Dec 9, 2010 Downgraded to
C (sf)

Cl. N, Affirmed at C (sf); previously on Dec 9, 2010 Downgraded to
C (sf)

Cl. O, Affirmed at C (sf); previously on Dec 9, 2010 Downgraded to
C (sf)

Cl. X-C, 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 realized and anticipated losses from specially
serviced and troubled loans.

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

Moody's rating action reflects a cumulative base expected loss of
5.7% of the current pooled balance, as compared to 5.2% at last
review. Moody's stressed scenario loss is 12.1% 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.

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

Primary sources of assumption uncertainty are the current
sluggish macroeconomic environment and performance in the
commercial real estate property markets. While commercial
real estate property markets are gaining momentum, a consistent
upward trend will not be evident until the volume of transactions
increases, distressed properties are cleared from the pipeline
and job creation rebounds. The hotel and multifamily sectors are
continuing to show signs of recovery through the first half of
2011, while recovery in the non-core office and retail sectors
are tied to the pace of the recovery of the broader economy. Core
office markets are showing signs of recovery through lending and
leasing activity. 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 as the most likely scenario through 2012, amidst ongoing
individual, corporate and governmental deleveraging, persistent
unemployment, and government budget considerations, however the
downside risks to the outlook have risen since last quarter.

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

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.60 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 pool has a Herf of 28 as compared
to 30 at last review.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review. Moody's prior full review is
summarized in a press release dated December 9, 2010.

DEAL PERFORMANCE

As of the November 14, 2011 distribution date, the
transaction's aggregate certificate balance has decreased by
21% to $2.05 billion from $2.60 billion at securitization. The
Certificates are collateralized by 116 mortgage loans ranging in
size from less than 1% to 8% of the pool, with the top ten loans
representing 42% of the pool. Three loans, representing 21% of
the pool, have investment grade credit estimates. Nine loans,
representing 16% of the pool, have defeased and are secured by US
Government securities.

Twenty-nine loans, representing 17% of the pool, are on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC; formerly the Commercial Mortgage
Securities Association) monthly reporting package.

Eight loans have been liquidated resulting in $24 million of
realized losses (49% average loss severity). Eleven loans,
representing 6% of the pool, are currently in special servicing.
The largest specially serviced loan is the University Mall Loan
($36 million -- 1.7% of the pool), which is secured by a 560,000
SF mall located in Carbondale, Illinois. The loan was transferred
to special servicing in July 2008 due to imminent default. The two
largest tenants at the center were Steve and Barry's and Goody's,
both of which filed for bankruptcy protection in 2008 and
subsequently vacated the center. The master servicer recognized a
$22 million appraisal reduction for this loan, which is similar to
Moody's loss estimate.

The remaining specially serviced loans are a mix of retail,
industrial and office properties. The master servicer has
recognized an aggregate $73 million appraisal reduction for nine
of the specially serviced loans. Moody's estimates an aggregate
loss of approximately $80 million (47% expected loss based on an
84% probability of default) for all of the specially serviced
loans.

Moody's has assumed a high default probability for eight poorly
performing loans representing 3% of the pool and has estimated a
$10 million loss (15% expected loss based on a 50% probability
default) from these troubled loans.

Moody's was provided with full year 2010 and partial year 2011
operating results for 99% and 85% of the conduit 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 93% compared to
96% at last review. Moody's net cash flow reflects a weighted
average haircut of 10% to the most recently available net
operating income. Moody's value reflects a weighted average
capitalization rate of 9.6%.

Moody's actual and stressed DSCRs are 1.42X and 1.20X,
respectively, compared to 1.44X and 1.17X 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.

Based on the most recent remittance statement, Classes H through
P have experienced cumulative interest shortfalls totaling
$8.7 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.

The largest loan with a credit estimate is the Grand Canal Shoppes
at the Venetian Loan ($166 million -- 8.0% of the pool), which
represents a pari-passu interest in a $375 million first mortgage.
The loan is secured by a 537,000 SF mall located within the
Venetian Casino Resort in Las Vegas, Nevada. The property was 93%
leased as of June 2011 compared to 94% at last review. Comparable
in-line sales are strong at $904 PSF based on the trailing twelve
months ending June 2011, however, tenant sales are still 10% below
the $1,008 PSF reported at securitization. Moody's credit estimate
and stressed DSCR are Baa3 and 1.24X, respectively, compared to A3
and 1.32X at last review.

The second loan with a credit estimate is the Daily News Building
Loan ($139 million -- 6.7% of the pool), which is secured by a
1.1 million SF office building located in the Grand Central
submarket of New York City. The property was 90% leased as of
June 2011 compared to 98% at last review. During Moody's last
review the property's cash flow was stressed due to lease rollover
risk. Although occupancy declined, only 3% of the remaining leases
expire in 2011-12. Moody's credit estimate and stressed DSCR are
Baa1 and 1.70X, respectively, compared to Baa1 and 1.69X at last
review.

The third loan with a credit estimate is the Garden State Plaza
Loan ($130 million -- 6.3% of the pool), which represents a pari-
passu interest in a $520 million first mortgage. The loan is
secured by the borrower's interest in a 2.0 million SF super-
regional mall located in Paramus, New Jersey. The mall is
anchored by Macy's, Nordstrom, J.C. Penney, Neiman Marcus and
Lord & Taylor. The property was 98% leased as of December 2010,
which is the same as at last review. Property performance has
improved slightly since last review. The loan sponsors are
Westfield America Inc. and affiliates of Prudential Assurance Co.
Ltd. Moody's credit estimate and stressed DSCR are Aa3 and 1.52X,
respectively, compared to A1 and 1.47X at last review.

The top three conduit loans represent 12% of the pool balance. The
largest loan is the Stony Point Fashion Park Loan ($104 million --
5.0% of the pool), which is secured by the borrower's interest in
a 665,000 SF regional mall located in Richmond, Virginia. The mall
is anchored by Dillard's, Dick's Sporting Goods, and Saks Fifth
Ave. The property was 84% leased as of July 2011 compared to 72%
at last review. The loan is current, but is on the watchlist for
low DSCR. Moody's LTV and stressed DSCR are 125% and 0.76X,
respectively, compared to 123% and 0.77X at last review.

The second largest loan is the Destin Commons Loan ($76 million --
3.7% of the pool), which is secured by a 480,000 SF regional
shopping center located in Destin, Florida. The shopping center is
anchored by Belk Resort Store, Rave Motion Pictures, and Bass Pro
Shops. The property was 100% leased as of September 2011, the same
as at last review. Moody's LTV and stressed DSCR are 90% and
1.08X, respectively, compared to 96% and 1.02X at last review.

The third largest loan is the Town & Country Resort Loan
($62 million -- 3.0% of the pool), which is secured by a 966-room,
unflagged full service hotel located in San Diego, California.
Property performance improved in 2010 as Revenue per available
room, RevPAR, increased to $73 from $67 in 2009. Moody's LTV and
stressed DSCR are 78% and 1.52X, respectively, compared to 87% and
1.36X at last review.


GSMS 2010-C2: Moody's Affirms Rating of Cl. E Notes at 'Ba2'
------------------------------------------------------------
Moody's Investors Service (Moody's) affirmed the ratings of nine
classes of GS Mortgage Securities Trust, Commercial Mortgage Pass-
Through Certificates, Series 2010-C2 as follows:

Cl. A-1, Affirmed at Aaa (sf); previously on Dec 30, 2010
Definitive Rating Assigned Aaa (sf)

Cl. A-2, Affirmed at Aaa (sf); previously on Dec 30, 2010
Definitive Rating Assigned Aaa (sf)

Cl. B, Affirmed at Aa2 (sf); previously on Dec 30, 2010 Definitive
Rating Assigned Aa2 (sf)

Cl. C, Affirmed at A2 (sf); previously on Dec 30, 2010 Definitive
Rating Assigned A2 (sf)

Cl. D, Affirmed at Baa3 (sf); previously on Dec 30, 2010
Definitive Rating Assigned Baa3 (sf)

Cl. E, Affirmed at Ba2 (sf); previously on Dec 30, 2010 Definitive
Rating Assigned Ba2 (sf)

Cl. F, Affirmed at B2 (sf); previously on Dec 30, 2010 Definitive
Rating Assigned B2 (sf)

Cl. X-A, Affirmed at Aaa (sf); previously on Dec 30, 2010
Definitive Rating Assigned Aaa (sf)

Cl. X-B, Affirmed at Aaa (sf); previously on Dec 30, 2010
Definitive Rating Assigned Aaa (sf)

RATINGS RATIONALE

This is the first full review of the trust since securitization.
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
1.9% of the current balance. Moody's stressed scenario loss is
8.2% of the current balance. Depending on the timing of loan
payoffs and the severity and timing of losses from specially
serviced loans, the credit enhancement level for investment grade
classes could decline below the current levels. If future
performance materially declines, the expected level of credit
enhancement and the priority in the cash flow waterfall may be
insufficient for the current ratings of these classes.

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

Primary sources of assumption uncertainty are the current sluggish
macroeconomic environment and performance in the commercial real
estate property markets. While commercial real estate property
markets are gaining momentum, a consistent upward trend will not
be evident until the volume of transactions increases, distressed
properties are cleared from the pipeline and job creation
rebounds. The hotel and multifamily sectors are continuing to
show signs of recovery through the first half of 2011, while
recovery in the non-core office and retail sectors are tied to
pace of recovery of the broader economy. Core office markets
are showing signs of recovery through lending and leasing
activity. 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 as
the most likely scenario through 2012, amidst ongoing individual,
corporate and governmental deleveraging, persistent unemployment,
and government budget considerations, however the downside risks
to the outlook have risen since last quarter.

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

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.60 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 25 the same as at securitization.

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.

DEAL PERFORMANCE

As of the November 14, 2011 distribution date, the
transaction's aggregate certificate balance has decreased by
0.9% to $867 million from $876 million at securitization. The
Certificates are collateralized by 43 mortgage loans ranging in
size from less than 1% to 10% of the pool, with the top ten non-
defeased loans representing 52% of the pool. The pool contains six
loans with investment grade credit estimates, representing 16% of
the pool.

One loan, representing 1% 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. There are no loans in special servicing.

Moody's was provided with full year 2010 operating results for
100% of the pool. Excluding specially serviced and troubled
loans, Moody's weighted average LTV is 92% compared to 94% at
securitization. Moody's net cash flow reflects a weighted average
haircut of 13.8% to the most recently available net operating
income. Moody's value reflects a weighted average capitalization
rate of 9.6%.

Excluding special serviced, troubled loans and credit
estimates Moody's actual and stressed DSCRs are 1.60X and 1.18X,
respectively, compared to 1.59X and 1.13X at securitization.
Moody's actual DSCR is based on Moody's net cash flow (NCF) and
the loan's actual debt service. Moody's stressed DSCR is based on
Moody's NCF and a 9.25% stressed rate applied to the loan balance.

The largest loan with a credit estimate is the Cole Portfolio I
Loan ($31.5 million -- 3.6% of the pool balance), which is secured
by a fee interest in 20 single tenant properties located across
13 states. The portfolio consists of 17 retail properties, two
industrial properties, and one ground leased parcel of land that
is improved with a retail building. In aggregate, the portfolio
contains approximately 555,095 square feet (SF) that was 100%
occupied as of September 2010. Moody's credit estimate and
stressed DSCR are Baa3 and 1.49X, respectively, the same as at
securitization.

The second largest loan with a credit estimate is the Cole
Portfolio II Loan ($30.0 million -- 3.5%), which is secured by a
fee interest in 14 single tenant properties and one multi-tenant
property located across 11 states. The portfolio consists of 14
retail properties and one industrial property. In aggregate, the
portfolio contains approximately 331,521 SF that was 100% occupied
as of September 2010. Moody's credit estimate and stressed DSCR
are Baa3 and 1.51X, respectively, the same as at securitization.

The third largest loan with a credit estimate is the Payless and
Brown Industrial Portfolio Loan ($28.2 million -- 3.2%), which is
secured by two single tenant industrial properties. The Payless
Distribution Center represents the larger of the two properties,
comprises approximately 801,651 SF of the Northbrook Industrial
Park in Brookville, Ohio. The property was built in 2008 and has
32' ceiling heights, three grade drive-in doors 76 dock high
doors, and approximately 24,853 SF of office space. The remainder
of the collateral is represented by The Brown Shoe Distribution
Center, a 351,723 SF warehouse/distribution building located in
Lebec, California within the Tenjon Industrial Complex. The
property was built in 2008 and has 32' ceiling heights, a single
grade drive-in door, 38 exterior docks with levelers, and
approximately 11,869 SF of office space. Moody's credit estimate
and stressed DSCR are Baa2 and 1.72X, respectively, the same as at
securitization.

The fourth largest loan with a credit estimate is the ARC Credit
Portfolio 2 Loan ($19.6 million -- 2.3%), which is secured by 10
single tenant retail properties across five states. In aggregate,
the portfolio contains approximately 116,107 SF that was 100%
occupied as of September 2010. All of the properties are occupied
by investment grade tenants. Moody's credit estimate and stressed
DSCR are A3 and 1.64X, respectively, the same as at
securitization.

The fifth largest loan with a credit estimate is the Washington
Group Plaza Loan ($19.2 million -- 2.2%), which is secured by an
office park consisting of four buildings built in 2004 across 24
acres located in Boise, ID. In aggregate, the buildings contain
approximately 556,083 SF that was 91% as of September 2010. All
of the properties are occupied by investment grade tenants.
Moody's credit estimate and stressed DSCR are Baa2 and 1.68X,
respectively, compared to Baa2 and 1.66X at securitization.

The sixth largest loan with a credit estimate is the Ruxton
Towers Loan ($12.3 million -- 1.4%), which is secured by a 16-
story apartment building containing 208 units and built in 1927.
The property is located in the Central Park West Historic District
of New York, NY and was 95% occupied as of September 2010. Moody's
credit estimate and stressed DSCR are Aa3 and 1.51X, respectively,
compared to Aa3 and 1.49X at securitization.

The top three conduit loans represent 25% of the pool. The
largest conduit loan is the 52 Broadway Loan ($88.0 million --
10.1%), which is secured by a 19-story, 399,935 SF, Class B
office building located in downtown New York, NY. The property
was constructed in 1982 and renovated in 2002 at a cost of
$4.5 million ($11.25 PSF). The United Federation of Teachers has
occupied the entire building since the 2002 renovation. They are
currently operating under a long term net lease expiring in August
2034. Moody's LTV and stressed DSCR are 110% and 0.93X,
respectively, the same as at securitization.

The second largest conduit loan is the Cleveland Office Portfolio
Loan ($64.2 million -- 7.4%), which is secured by two separate
office properties located at the intersection of East 9th Street
and St Clair Avenue NE in downtown Cleveland, Ohio. One Cleveland
Center is a 34-story, Class A high-rise office building containing
approximately 543,728 SF. The building was constructed in 1983 and
renovated in 2009. The Penton Media Building is a 20-story, Class
A- high-rise office building containing approximately 600,291SF.
The building was constructed in 1974 and has never undergone a
major renovation. Both properties offer attached parking garages
and ground floor retail. Moody's LTV and stressed DSCR are 91% and
1.16X, respectively, compared to 92% and 1.15X at securitization.

The third largest conduit loan is the Station Square Loan
($61.2 million -- 7.0%), which is secured by a 669,982 SF mixed
use property located in Pittsburgh, Pennsylvania. The property is
comprised of five buildings containing 449,384 SF of office space
and 220,308 SF of retail space, two open-air parking lots offering
approximately 2,500 spaces, a covered parking garage offering
1,210 spaces, docks leased to the Gateway Clipper Fleet, marina
slips, an outdoor amphitheater leased to a third party operator,
and land under a gas stations owned by a third party operator. The
age of the improvements vary, with the oldest structure built in
1897 and the newest structure built in 2001. The property was
84.6% occupied as of November 1, 2010. Moody's LTV and stressed
DSCR are 94% and 1.10X, respectively, compared to 95% and 1.08X at
securitization.


HEDGED MUTUAL: S&P Reinstates Series 2005-2 Certs. Rating at 'D'
----------------------------------------------------------------
Standard & Poor's Ratings Services corrected its rating on the
certificates from Hedged Mutual Fund Fee Trust 2005-2 by
reinstating it and simultaneously lowering it to 'D (sf)'. "We
lowered our rating because the transaction did not pay the full
principal balance due to the certificates by its Oct. 4, 2011,
maturity and final payment date. On the Oct. 4 payment date, the
certificates were paid down $37.624 million, ($37.439 million from
the reserve account), leaving a $30.782 million outstanding
principal balance," S&P said.

"We incorrectly withdrew the 'CCC (sf)' rating on the certificates
at maturity in light of the principal shortfall on the stated
maturity date. The rating action corrects this," S&P said.

Hedged Mutual Fund Fee Trust was issued in 2005 and is
collateralized by 12b-1 and CDSC fees from various mutual fund
families.

Rating Corrected

Hedged Mutual Fund Fee Trust Series 2005-2
                      Rating
Class         To      Interim       From
2005 Fltg     D (sf)  CCC (sf)      NR

NR -- Not rated.


INDEPENDENCE III: S&P Keeps 'D' Ratings on 2 Classes of Notes
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on the
class A-1 and B notes from Independence III CDO Ltd., a U.S.
collateralized debt obligation (CDO) transaction backed by
residential mortgage-backed securities (RMBS), commercial
mortgage-backed securities (CMBS), and other asset-backed
securities. "We removed our rating on the class A-1 notes
from CreditWatch negative," S&P said.

"The downgrade of the A-1 notes reflects the deterioration in the
credit quality available to support the notes since our August
2010 rating action, when we lowered the rating on the A-1 notes.
As of the Oct. 3, 2011, trustee report, the transaction's A-1
notes had a total of $112.3 million in principal outstanding,
backed by approximately $123.0 million in performing assets,
with $39.6 million of these assets in the 'CCC' rating category.
As of October 2011, the transaction held $27.3 million in assets
considered either defaulted or written-down, compared with
$17.2 million in the July 2010 trustee report, which we referenced
for our August 2010 rating actions," S&P said.

"The downgrade of the B notes reflects our opinion that the
transaction has insufficient collateral to return the rated
principal amount currently due on 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 to support them and take rating
actions as we deem necessary," S&P said.

Rating Actions

Independence III CDO Ltd.
                        Rating
Class              To           From
A-1                CCC (sf)     B (sf)/Watch Neg
B                  CC (sf)      CCC- (sf)

Other Ratings Outstanding

Independence III CDO Ltd.
Class                 Rating
C-1                   D (sf)
C-2                   D (sf)


INTEGRAL FUNDING: S&P Removes 'CCC-' Class D Rating From Watch Pos
------------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-2, A-3, B, and C notes from Integral Funding Ltd. and removed
three of these ratings from CreditWatch with positive
implications. "At the same time, we affirmed our ratings on the
class A-1 and D notes and removed our rating on the class D notes
from CreditWatch with positive implications. Integral Funding Ltd.
is a collateralized loan obligation transaction that closed in
September 2007," S&P related.

"The upgrades reflect the improved performance we have observed
in the deal since our last rating action in January 2011.
According to the Oct. 5, 2011, trustee report, the transaction
held $20.4 million in defaulted assets and $44.8 million in
assets rated 'CCC', down from $34.8 million in defaulted assets
and $72.7 million in assets rated 'CCC' as of the Dec. 6, 2010,
trustee report, which we used in our January 2011 analysis. The
class A-1 notes have paid down over $373 million since our January
2011 rating action," S&P said.

Due to the decrease in defaults and 'CCC' rated assets and the
paydowns to the class A notes, the transaction has also benefited
from an increase in overcollateralization (O/C) available to
support the rated notes. The trustee reported these principal
coverage tests in the Oct. 5, 2011 trustee report:

    The class A test was 145.23%, compared with a reported test of
    126.03% in December 2010;

    The class B test was 124.53%, compared with a reported test of
    114.95% in December 2010; and

    The class C test was 114.97%, compared with a reported test of
    109.35% in December 2010.

The affirmations reflect the sufficient credit support available
to the notes at the current rating levels.

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

Rating Actions

Integral Funding Ltd.
                       Rating
Class               To           From
A-2                 AAA (sf)     AA+ (sf)
A-3                 AA+ (sf)     AA- (sf)/Watch Pos
B                   A+ (sf)      BBB+ (sf)/Watch Pos
C                   BBB- (sf)    B+ (sf)/Watch Pos
D                   CCC- (sf)    CCC- (sf)/Watch Pos

Rating Affirmed

Integral Funding Ltd.
Class                            Rating
A-1                              AAA (sf)


JPMCC 2006-CIBC17: Moody's Lowers Rating of Cl. A-J Notes to Ba3
----------------------------------------------------------------
Moody's Investors Service (Moody's) downgraded the ratings of four
classes and affirmed 17 classes of JP Morgan Commercial Mortgage
Trust Commercial Mortgage Pass-Through Certificates, Series 2006-
CIBC17:

Cl. A-SB, Affirmed at Aaa (sf); previously on Feb 20, 2007
Definitive Rating Assigned Aaa (sf)

Cl. A-1, Affirmed at Aaa (sf); previously on Feb 20, 2007
Definitive Rating Assigned Aaa (sf)

Cl. A-3, Affirmed at Aaa (sf); previously on Feb 20, 2007
Definitive Rating Assigned Aaa (sf)

Cl. A-4, Affirmed at Aaa (sf); previously on Feb 20, 2007
Definitive Rating Assigned Aaa (sf)

Cl. A-1A, Affirmed at Aaa (sf); previously on Feb 20, 2007
Definitive Rating Assigned Aaa (sf)

Cl. A-M, Downgraded to A1 (sf); previously on Nov 10, 2011 Aa2
(sf) Placed Under Review for Possible Downgrade

Cl. A-J, Downgraded to Ba3 (sf); previously on Nov 10, 2011 Ba1
(sf) Placed Under Review for Possible Downgrade

Cl. B, Downgraded to B3 (sf); previously on Nov 10, 2011 B2 (sf)
Placed Under Review for Possible Downgrade

Cl. C, Downgraded to Caa1 (sf); previously on Nov 10, 2011 B3 (sf)
Placed Under Review for Possible Downgrade

Cl. D, Affirmed at Caa2 (sf); previously on Dec 2, 2010 Downgraded
to Caa2 (sf)

Cl. E, Affirmed at Caa3 (sf); previously on Dec 2, 2010 Downgraded
to Caa3 (sf)

Cl. F, Affirmed at Ca (sf); previously on Dec 2, 2010 Downgraded
to Ca (sf)

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

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

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

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

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

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

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

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

Cl. X, Affirmed at Aaa (sf); previously on Feb 20, 2007 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.

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

On November 10, 2011 Moody's placed Classes AM through C on review
for possible downgrade. This action concludes Moody's review.

Moody's rating action reflects a cumulative base expected loss of
11.2% of the current pooled balance, as compared to 10.0% at last
review. Moody's stressed scenario loss is 22.1% 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.

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

Primary sources of assumption uncertainty are the current sluggish
macroeconomic environment and performance in the commercial real
estate property markets. While commercial real estate property
markets are gaining momentum, a consistent upward trend will not
be evident until the volume of transactions increases, distressed
properties are cleared from the pipeline and job creation
rebounds. The hotel and multifamily sectors are continuing to show
signs of recovery through the first half of 2011, while recovery
in the non-core office and retail sectors are tied to the pace of
the recovery of the broader economy. Core office markets are
showing signs of recovery through lending and leasing activity.
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 as
the most likely scenario through 2012, amidst ongoing individual,
corporate and governmental deleveraging, persistent unemployment,
and government budget considerations, however the downside risks
to the outlook have risen since last quarter.

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

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.60 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 pool has a Herf of 29 as compared to 30
at last review.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review. Moody's prior full review is
summarized in a press release dated December 2, 2010.

DEAL PERFORMANCE

As of the November 14, 2011 distribution date, the transaction's
aggregate certificate balance has decreased by 3% to $2.46 billion
from $2.54 billion at securitization. The Certificates are
collateralized by 147 mortgage loans ranging in size from less
than 1% to 11% of the pool, with the top ten loans representing
47% of the pool. The pool does not contain any defeased loans or
loans with credit estimates.

Forty-eight loans, representing 27% of the pool, are on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC; formerly the Commercial Mortgage
Securities Association) monthly reporting package.

Two loans have been liquidated resulting in $2 million of realized
losses (22% average loss severity). Eighteen loans, representing
21% of the pool, are currently in special servicing. At last
review only 9% of the pool was in special servicing. The largest
specially serviced loan is the Bank of America Plaza Loan
($263 million -- 10.7%), which represents a pari passu interest in
a $363 million A-note. The collateral is a 1.25 million SF office
property located in Atlanta, Georgia. The loan transferred to
special servicing in February 2011 for imminent default. The
loan is currently less than one month delinquent. The property's
largest tenant, Bank of America, reduced its footprint by
approximately 200,000 SF and had its rent reduced by approximately
$18 per square foot. The property was appraised for $202 million
in March 2011. The servicer has not yet recognized an appraisal
reduction for this loan, but Moody's estimates a 27% loss.

The remaining specially serviced loans are a mix of multifamily,
office, industrial, retail and hotel properties. The master
servicer has recognized an aggregate $123 million appraisal
reduction for 15 of the specially serviced loans. Moody's
estimates an aggregate loss of approximately $197 million (39%
expected loss based on an 87% probability of default) for all of
the specially serviced loans.

Moody's has assumed a high default probability for 20 poorly
performing loans representing 9% of the pool and has estimated a
$34 million loss (15% expected loss based on a 50% probability
default) from these troubled loans.

Moody's was provided with full year 2010 and partial year 2011
operating results for 93% and 79% of the conduit loans,
respectively. The conduit portion of the pool excludes specially
serviced and troubled loans. Moody's weighted average conduit LTV
is 110% compared to 114% at last review. Moody's net cash flow
reflects a weighted average haircut of 11% to the most recently
available net operating income. Moody's value reflects a weighted
average capitalization rate of 9.5%.

Moody's actual and stressed DSCRs are 1.33X and 0.96X,
respectively, compared to 1.32X and 0.95X 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.

Based on the most recent remittance statement, Classes F
through NR have experienced cumulative interest shortfalls
totaling $7.8 million. Moody's anticipates that the pool will
continue to experience interest shortfalls because of the high
exposure to specially serviced loans. Interest shortfalls
are caused by special servicing fees, including workout and
liquidation fees, appraisal subordinate entitlement reductions
(ASERs) and extraordinary trust expenses.

The top three performing conduit loans represent 20% of the pool
balance. The largest loan is the Brixmor Heritage Portfolio Loan
($221 million -- 9.0%) f/k/a the Centro Heritage Portfolio Loan.
In June 2011 an affiliate of Blackstone Real Estate Partners VI
L.P acquired 585 community and neighborhood shopping centers
and related retail assets from Centro Properties Group for
approximately $9 billion. The 14 cross defaulted and cross
collateralized retail assets that secure the Brixmor Heritage
Portfolio Loan were part of the $9 billion transaction. The
collateral properties are located in 10 states and have a weighted
average occupancy of 93% as of August 2011. Moody's LTV and
stressed DSCR are 81% and 1.21X compared to 82% and 1.18X at last
review.

The second largest loan is the CNL Center I & II Loan
($138 million -- 5.6%), which is secured by two Class A office
buildings located in downtown Orlando, Florida. CNL Financial and
several affiliates lease 44% of the net rentable area with 2014
and 2021 lease expirations. The properties are 99% leased as of
June 2011 compared to 96% at last review. Moody's LTV and stressed
DSCR are 106% and 0.94X compared to 109% and 0.94X at last review.

The third largest loan is the Residence Inn Times Square Loan
($137 million -- 5.6%), which is secured by a 357-room extended
stay hotel located in the Garment District of Manhattan. The
loan is current, but is on watchlist for low DSCR. Revenue per
available room, RevPAR, increased 10% to $232 in 2010 from $211 in
2009. Although property performance has improved the collateral
remains highly leveraged. Moody's LTV and stressed DSCR are 134%
and 0.86X as compared to 133% and 0.93X at securitization.


KATONAH III: S&P Raises Ratings on 2 Classes of Notes From 'BB-'
----------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
B-1, B-2, C-1, C-2, D-1, and D-2 notes from Katonah III Inc., a
collateralized loan obligation (CLO) transaction managed by
Sankaty Advisors LLC., and removed the ratings from CreditWatch
with positive implications. "At the same time, we affirmed our
rating on the class A notes," S&P related.

"The transaction is in its amortization phase and continues to pay
down the class A notes. Based on the October 2011 monthly report,
the class A note balance was $99.06 million (approximately 31% of
its original balance), down from $226.01 million in December 2010,
which we used for our January 2011 analysis when we last upgraded
the notes," S&P said.

Due to the lower balance, all the tranches experienced an increase
in their overcollateralization (O/C) ratios. The trustee reported
these O/C ratios in the October 2011 monthly report:

    The A O/C ratio was 199.93%, compared with a reported ratio of
    143.56% in December 2010;

    The B O/C ratio was 142.42%, compared with a reported ratio of
    121.98% in December 2010;

    The C O/C ratio was 126.91%, compared with a reported ratio of
    114.65% in December 2010; and

    The D O/C ratio was 116.12%, compared with a reported ratio of
    109.06% in December 2010.

In addition, the transaction has only $715,588 in defaults,
down from $6.64 million in December 2010. Some of the defaulted
positions were disposed at values higher than the assumed recovery
rates.

"Due to the improvement in credit support, we raised our ratings
on the class B-1, B-2, C-1, C-2, D-1, and D-2 notes. We affirmed
our rating on the class A note based on its existing credit
support," S&P said.

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 Actions

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

Rating Affirmed

Katonah III Inc.
Class       Rating
A           AAA (sf)


KCD IP: Moody's Reviews Ratings for Possible Downgrade
------------------------------------------------------
Moody's Investors Service has placed under review for possible
downgrade the Asset-Backed Notes issued by KCD IP, LLC. The notes,
all of which are held by a wholly-owned, consolidated subsidiary
of Sears in support of its insurance activities, are secured by
royalties for Kenmore, Craftsman and DieHard trademarks in the
United States and its Territories. Moody's rating on the notes
addresses ultimate payment of interest and principal by the final
legal maturity and does not address timeliness of current interest
payments.

The complete rating action is:

Issuer: KCD IP, LLC

Asset-Backed Notes, Baa2 (sf) Placed Under Review for Possible
Downgrade; previously on May 19, 2006, Assigned Baa2 (sf)

RATING RATIONALE

The review is precipitated by declines in Sears Holding Corp.
(Sears) sales since the deal was issued in May 2006, as well as
the weakened financial strength of Sears over the course of that
timeframe, during which it was downgraded from Ba1 to Ba3.

Sears, through its Sears, Roebuck and Co and Kmart subsidiaries
(lessees) accounts for nearly all sales of Kenmore, Craftsman, and
DieHard products. The sales of these brands depend in large part
on Sears, and as such, lower revenues of Sears may translate to
revenue declines in these brands. Sears was downgraded to Ba3 with
a Negative Outlook in July 2011, reflecting continued negative
trends in revenues, operating margins, and market position. The
negative rating outlook primarily reflects uncertainties around
the company's ability to arrest recent declines in sales and
operating margins.

In addition to the aforementioned factors, the interest on the
notes has increased from 6.9% at closing to 7.9%. Consequently,
the notes now have a lower interest coverage ratio and will have
less funds available for principal amortization when the interest
only phase ends in June of 2012.

Housing sales contribute strongly to the demand for tools and
appliances, which represent the majority of the sales revenue
backing KCD IP, LLC. Moody's does not expect a strong housing
recovery in the immediate future. Furthermore, high unemployment
has stretched out the replacement cycle for major appliances and
lowered the demand for discretionary tool purchases.

METHODOLOGY

Moody's analyzes cash flow income to the securitization and
evaluates its sufficiency to repay the principal and any accrued
interest on the notes by legal maturity. Moody's uses Monte Carlo
simulation, with lessee default and sales revenues of Kenmore,
Craftsman, and DieHard as the main simulated variables. The
derived expected revenues are fed through the transaction's
priority of payments to assess potential performance of the notes
under expected and stressed scenarios.

Moody's considers the resulting expected reduction in yield,
default frequency and expected loss on the notes in making a
rating decision.

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 Moody's website.


KEYCORP STUDENT: Fitch Affirms Rating on Class II-C Loan at 'BBsf'
-----------------------------------------------------------------
Fitch Ratings affirms the ratings on student loan notes issued by
KeyCorp Student Loan Trust 2005-A (Group II).  The Rating Outlook
remains Negative.  Fitch's 'U.S. Private SL ABS Criteria' and
'Global Structured Finance Rating Criteria' were used to review
the ratings.

The affirmation on all student loan notes are based on sufficient
loss coverage multiples commensurate with the ratings.  The
Negative Outlook is maintained on all the notes, and is consistent
with Fitch's negative view of the private student loan sector in
general.  As of September 2011, parity, including the reserve
account, for the class II-A, II-B, and II-C notes are at 155.62%,
115.61%, and 103.04%, respectively. Review of KeyCorp Student Loan
Trust 2005-A (Group II) is based on collateral performance data as
of September 2011.

The loss coverage multiples were determined by comparing the
projected net loss amount to available credit enhancement for the
rating categories of KeyCorp Student Loan Trust 2005-A (Group II).
Fitch used both data provided by KeyCorp and proxy data from other
issuers to form a loss timing curve representative of each pool
depending on loan composition.  After giving credit to the
seasoning of loans in repayment, Fitch applied the trust's current
cumulative gross level to the loss timing curve to derive the
expected gross losses over the projected remaining life.  A
recovery rate of 15% was applied, which was the level that was
assumed during at the trust's initial review.

Credit enhancement consists of subordination, excess spread,
overcollateralization (OC), and a reserve account for the II-A and
II-B notes.  The class II-C notes benefit from OC, excess spread
and the reserve account.  Fitch assumed excess spread to be the
lesser of the current annualized excess spread; the average
historical excess spread; and the most recent 12-month average
spread, and applied that same rate over the remaining life.

The private student loan collateral consists primarily of Key
Alternative Loans originated to undergraduate students.  The
trusts also include a combination of graduate student loans,
career loans, consolidation loans, and CampusDoor loans marketed
through the direct to consumer channel.

Fitch has affirmed these ratings:

KeyCorp Student Loan Trust 2005-A (Group II):

  -- Class II-A-2 at 'AAsf'; Outlook Negative;
  -- Class II-A-3 at 'AAsf'; Outlook Negative;
  -- Class II-A-4 at 'AAsf'; Outlook Negative;
  -- Class II-B at 'BBBsf'; Outlook Negative;
  -- Class II-C at 'BBsf'; Outlook Negative.


KEYCORP STUDENT: Fitch Junks Rating on Class II-D Loan
------------------------------------------------------
Fitch Ratings affirms the ratings on the class II-A, II-B and II-C
notes and downgrades the II-D note issued by KeyCorp Student Loan
Trust 2004-A (Group II).  The Rating Outlook remains Negative on
the class II-A, II-B, and II-C notes. Fitch's 'U.S. Private SL ABS
Criteria' and 'Global Structured Finance Rating Criteria' were
used to review the ratings.

The affirmation on all the class II-A, II-B, and II-C notes are
based on sufficient loss coverage multiples commensurate with the
ratings.  As of October 2011, parities, including the reserve
account, for the class II-A, II-B, and II-C are at 150.98%,
128.73% and 104.16%, respectively.

The downgrade of the II-D note reflects significant deterioration
of the private student collateral.  Furthermore, the loss coverage
multiple was indicative of a lower rating for the II-D note.  The
total parity continued to decrease from 96.03% to 95.09% (parity
includes the reserve) since the last review a year ago.

The Negative Outlook is maintained based on Fitch's negative view
of the private student loan sector in general, as well as, the
trust's overall performance.  Review of KeyCorp Student Loan Trust
2004-A (Group II) is based on collateral performance data as of
October 2011.

Loss coverage multiples were determined by comparing the projected
net loss amount to available credit enhancement for the rating
categories of KeyCorp Student Loan Trust 2004-A (Group II).  Fitch
used both data provided by KeyCorp and proxy data from other
issuers to form a loss timing curve representative of each pool
depending on loan composition.

After giving credit to the seasoning of loans in repayment, Fitch
applied the trust's current cumulative gross level to the loss
timing curve to derive the expected gross losses over the
projected remaining life.  A recovery rate of 15% was applied,
which was the level was assumed during at the trust's initial
review.

Credit enhancement consists of excess spread,
overcollateralization, and a reserve account for the class II-A,
II-B, and II-C notes.  The class II-D notes benefit from excess
spread and the reserve account. Fitch assumed excess spread to be
the lesser of the current annualized excess spread; the average
historical excess spread; and the most recent 12-month average
spread, and applied that same rate over the remaining life.

The private student loan collateral consists primarily of Key
Alternative Loans originated to undergraduate students.  The
trusts also include a combination of graduate student loans,
career loans, consolidation loans, and CampusDoor loans marketed
through the direct to consumer channel.

Fitch has taken these rating actions:

KeyCorp Student Loan Trust 2004-A (Group II)

  -- Class II-A-2 affirmed at 'AAAsf'; Outlook Negative;
  -- Class II-B affirmed at 'AAsf'; Outlook Negative;
  -- Class II-C affirmed at 'BBBsf'; Outlook Negative;
  -- Class II-D downgraded to 'CCsf' from 'B-sf'.


KNIGHTSBRIDGE CLO: Moody's Raises Rating of Class E Notes to 'Ba2'
------------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by Knightsbridge CLO 2007-1 Ltd.:

US$35,000,000 Class C Senior Secured Deferrable Floating Rate
Notes Due 2022, Upgraded to A3 (sf); previously on June 22, 2011
Baa1 (sf) Placed Under Review for Possible Upgrade;

US$22,000,000 Class D Secured Deferrable Floating Rate Notes Due
2022, Upgraded to Baa3 (sf); previously on June 22, 2011 Ba1 (sf)
Placed Under Review for Possible Upgrade;

US$22,000,000 Class E Secured Deferrable Floating Rate Notes Due
2022, Upgraded to Ba2 (sf); previously on June 22, 2011 B1 (sf)
Placed Under Review for Possible Upgrade.

In addition, Moody's has confirmed the ratings of these notes:

US$20,000,000 Class A-2 Senior Secured Floating Rate Notes Due
2022, Confirmed at Aa1 (sf); previously on June 22, 2011 Aa1 (sf)
Placed Under Review for Possible Upgrade;

US$30,000,000 Class B Senior Secured Floating Rate Notes Due 2022,
Confirmed at Aa2 (sf); previously on June 22, 2011 Aa2 (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 $481.9 million,
defaulted par of $26.1 million, a weighted average default
probability of 28.56% (implying a WARF of 3704), a weighted
average recovery rate upon default of 49.47%, and a diversity
score of 41. 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.

Knightsbridge CLO 2007-1 Ltd., issued in December of 2007, is a
collateralized loan obligation backed primarily by a portfolio of
senior secured loans of middle market issuers.

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

4) Exposure to credit estimates: The deal is exposed to a large
number of securities whose default probabilities are assessed
through credit estimates. In the event that Moody's is not
provided the necessary information to update the credit estimates
in a timely fashion, the transaction may be impacted by any
default probability stresses Moody's may assume in lieu of updated
credit estimates.


MAPS CLO: Moody's Raises Rating of Class E Notes to Baa3 From Caa1
------------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by MAPS CLO Fund I LLC:

US$32,000,000 Class B Second Priority Senior Subordinate Floating
Rate Notes Due December 21, 2017, Upgraded to Aaa (sf); previously
on June 22, 2011 Aa2 (sf) Placed Under Review for Possible
Upgrade;

US$31,000,000 Class C Third Priority Senior Subordinate Deferrable
Floating Rate Notes Due December 21, 2017, Upgraded to Aaa (sf);
previously on June 22, 2011 Baa1 (sf) Placed Under Review for
Possible Upgrade;

US$20,950,000 Class D-1 Fourth Priority Junior Subordinate
Deferrable Floating Rate Notes Due December 21, 2017, Upgraded to
A1 (sf); previously on June 22, 2011 Ba2 (sf) Placed Under Review
for Possible Upgrade;

US$6,800,000 Class D-2 Fourth Priority Junior Subordinate
Deferrable Fixed Rate Notes Due December 21, 2017, Upgraded to A1
(sf); previously on June 22, 2011 Ba2 (sf) Placed Under Review for
Possible Upgrade;

US$17,000,000 Class E Fifth Priority Junior Subordinate Deferrable
Floating Rate Notes Due December 21, 2017, Upgraded to Baa3 (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.

Moody's notes that the Class A-1, A-2 and A-3 Notes have been
paid down by $60.8 million (approximately 51%), $26.5 million
(approximately 53%) and $38.0 million (approximately 51%),
respectively, since the rating action in August 2009. As a result
of the de-leveraging, the overcollateralization ratios have
increased since the rating action in August 2009. Based on the
latest trustee report dated October 11, 2011, the Class A/B, Class
C, Class D and Class E overcollateralization ratios are reported
at 172.2%, 143.0%, 124.1%, 114.9%, respectively, versus July 2009
levels of 139.5%, 125.3%, 114.9%, 109.4%, 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 $263.6 million,
defaulted par of $3.6 million, a weighted average default
probability of 21.54% (implying a WARF of 3402), a weighted
average recovery rate upon default of 49.88%, and a diversity
score of 52. 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.

MAPS CLO Fund I LLC, issued in December 2005, is a collateralized
loan obligation backed primarily by a portfolio of senior secured
loans, with significant exposure to loans of middle market loan
issuers.

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) De-leveraging: The main source of uncertainty in this
transaction is whether delevering from unscheduled principal
proceeds will continue and at what pace. De-leveraging 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.


MARQUETTE US/EUROPEAN: Moody's Raises Rating of Class C-1 to 'Ba1'
------------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by Marquette US/European CLO, P.L.C.:

US$103,905,000 Class A-1A Senior Secured Floating Rate Dollar
Notes Due 2020, Upgraded to Aa1 (sf); previously on June 22, 2011
A1 (sf) Placed Under Review for Possible Upgrade;

US$11,545,000 Class A-1B Senior Secured Floating Rate Dollar Notes
Due 2020, Upgraded to A2 (sf); previously on June 22, 2011 Baa2
(sf) Placed Under Review for Possible Upgrade;

EUR 86,151,000 Class A-2 Senior Secured Floating Rate Euro Notes
Due 2020, Upgraded to Aa3 (sf); previously on June 22, 2011 A3
(sf) Placed Under Review for Possible Upgrade;

US$2,550,000 Class B-1 Senior Secured Floating Rate Dollar Notes
Due 2020, Upgraded to Baa1 (sf); previously on June 22, 2011 Baa3
(sf) Placed Under Review for Possible Upgrade;

EUR 7,500,000 Class B-2 Senior Secured Floating Rate Euro Notes
Due 2020, Upgraded to Baa1 (sf); previously on June 22, 2011 Baa3
(sf) Placed Under Review for Possible Upgrade;

US$10,000,000 Class C-1 Secured Floating Rate Dollar Notes Due
2020, Upgraded to Ba1 (sf); previously on June 22, 2011 Ba2 (sf)
Placed Under Review for Possible Upgrade;

EUR7,937,000 Class C-2 Secured Floating Rate Euro Notes Due 2020,
Upgraded to Ba1 (sf); previously on June 22, 2011 Ba2 (sf) Placed
Under Review for Possible Upgrade;

US$9,500,000 Class D-1 Secured Floating Rate Dollar Notes Due
2020, Upgraded to B2 (sf); previously on June 22, 2011 B3 (sf)
Placed Under Review for Possible Upgrade;

EUR7,540,000 Class D-2 Secured Floating Rate Euro Notes Due 2020,
Upgraded to B2 (sf); previously on June 22, 2011 B3 (sf) Placed
Under Review for Possible Upgrade;

US$3,000,000 Class E-1 Secured Floating Rate Dollar Notes Due
2020, Upgraded to Caa1 (sf); previously on June 22, 2011 Caa3 (sf)
Placed Under Review for Possible Upgrade;

EUR2,381,000 Class E-2 Secured Floating Rate Euro Notes Due 2020,
Upgraded to Caa1 (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 balance, including principal proceeds, of
$309 million, no defaulted par, a weighted average default
probability of 18.5% (implying a WARF of 2831), a weighted average
recovery rate upon default of 49.3%, and a diversity score of 58.
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. 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.

Marquette US/European CLO, P.L.C., issued in July 2006, is a
multicurrency collateralized loan obligation backed primarily by a
portfolio of senior secured loans denominated in US Dollars and
Euros.

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. CLO
notes' performance may also be impacted by 1) the managers'
investment strategies 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.

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 worse of reported
and covenanted values for weighted average rating factor, weighted
average coupon, and diversity score. However, Moody's considered
weighted average life and weighted average spread levels better
than the covenant levels given the limited time in the deal's
reinvestment period.

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 redit 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) Currency Exposure: The deal has significant exposure to non-USD
denominated assets. Volatilities in foreign exchange rates may
have an impact on interest and principal proceeds available to the
transaction, which may affect the expected loss of rated tranches.


MCG COMM'L: Moody's Raises Rating of Class D Notes to Baa3 From B3
------------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by MCG Commercial Loan Trust 2006-1:

US$106,250,000 Class A-1 First Priority Senior Notes due 2018
(current outstanding balance of $63,388,858), Upgraded to Aaa
(sf); previously on June 22, 2011 A1 (sf) Placed Under Review for
Possible Upgrade;

US$50,000,000 Class A-2 First Priority Senior Notes due 2018
(current outstanding balance of $2,983,005), Upgraded to Aaa (sf);
previously on June 22, 2011 A1 (sf) Placed Under Review for
Possible Upgrade;

US$85,000,000 Class A-3 First Priority Senior Delayed Draw Notes
due 2018 (current outstanding balance of $50,711,086), Upgraded to
Aaa (sf); previously on June 22, 2011 A1 (sf) Placed Under Review
for Possible Upgrade;

US$58,750,000 Class B Second Priority Senior Notes due 2018,
Upgraded to Aa1 (sf); previously on June 22, 2011 Baa2 (sf) Placed
Under Review for Possible Upgrade;

US$45,000,000 Class C Third Priority Senior Subordinate Deferrable
Notes due 2018, Upgraded to A2 (sf); previously on June 22, 2011
Ba3 (sf) Placed Under Review for Possible Upgrade;

US$47,500,000 Class D Fourth Priority Junior Subordinate
Deferrable Notes due 2018 (current outstanding balance of
$46,494,278), Upgraded to Baa3 (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.

The actions also reflect consideration of the amortization of the
senior notes since the rating action in June 2010. The Class A
Notes have been paid down by approximately 40% or $80 million
since June 2010. As a result of the amortization, the
overcollateralization ratios have increased. Based on the latest
trustee report dated October 17, 2011, the Class A/B, Class C and
Class D overcollateralization ratios are reported at 167.77%,
142.60% and 123.11%, respectively, versus June 2010 levels of
169.99%, 144.06% and 124.08%, respectively. Moody's notes that
these reported overcollateralization ratios do not reflect the
impact of the recent pay down of the Class A and Class D notes,
which were reduced by $79 million and $1 million, respectively, on
the October 20, 2011 payment date.

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 $348 million,
defaulted par of $8 million, a weighted average default
probability of 34.38% (implying a WARF of 5212), a weighted
average recovery rate upon default of 43.76%, and a diversity
score of 22. 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.

MCG Commercial Loan Trust 2006-1, issued in April 2006, is a
collateralized loan obligation backed primarily by a portfolio of
senior secured loans, with significant exposure to loans of middle
market loan issuers.

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) De-leveraging: The main source of uncertainty in this
transaction is whether delevering from unscheduled principal
proceeds will continue and at what pace. De-leveraging 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. Moody's also conducted stress tests to assess
the collateral pool's concentration risk in obligors bearing a
credit estimate that constitute more than 3% of the collateral
pool.


ML-CFC COMM: Fitch Affirms Junk Rating on 15 Senior Note Classes
----------------------------------------------------------------
Fitch Ratings has affirmed the super senior classes and downgraded
nine classes of ML-CFC Commercial Mortgage Trust's commercial
mortgage pass-through certificates, series 2007-6.

The downgrades reflect an increase in Fitch modeled losses across
the pool and greater certainty of losses.  Fitch modeled losses
have increased from 14.1% to 16.8% of the original pool based on
updated valuations of specially serviced loans, many of which
experienced cash flow declines from the prior year.  There are
currently 18 specially serviced loans (30.7%) in the pool.

As of the October 2011 distribution date, the pool's aggregate
principal balance was $2.1 billion, down from $2.15 billion at
issuance. There are no defeased loans.  There are cumulative
interest shortfalls in the amount of $9 million currently
affecting classes D through Q.  Fitch has identified 59 loans
(52.26%) as Fitch Loans of Concern, which includes 18 specially
serviced loans (30.7%).  The Negative Rating Outlooks on the AM
classes reflect the uncertainty of valuations on the recently
transferred specially serviced loans as well as the final
resolution of Peter Cooper Village/Stuyvesant Town (PCV/ST).

The largest contributor to losses was MKSP Retail Portfolio -
A, which is secured by eight neighborhood, regional, and power
centers located in four distinct markets in Florida.  Five
properties are located in the Orlando metropolitan statistical
area (MSA), one in the Palm Beach MSA, one in the Ft. Lauderdale
MSA, and one in Port Charlotte in southwest Florida.  Significant
tenants include Publix, Bed Bath & Beyond, Bealls, and Ross Dress
for Less. The loan transferred to special servicing in March 2011
with the borrower requesting a restructure of the loan.  Property
performance has steadily declined due to weak local retail
markets, which has resulted in lower rents and a drop in occupancy
from 88% at issuance to 77% as of June 2011.  The servicer-
reported debt service coverage ratio for the first nine months of
2010 was 0.97 times (x).  Fitch's loss expectations for the loan
have increased due to the recent decline in performance.

The second largest contributor to losses was Peter Cooper
Village/Stuyvesant Town (PCV/ST) (19.04%), which comprises 56
multi-story buildings, situated on 80 acres, and includes a total
of 11,227 apartments.  The loan transferred to special servicing
in November 2009.  Property performance continues to be below
what is needed to service the debt; however, the securitized loan
balance per unit ($267,213) is low relative to other NYC multi
family properties.  The most recent servicer-reported debt service
coverage ratio (DSCR) is 0.63 and occupancy is 95% as of December
2010.

The third largest contributor to losses was MKSP Retail Portfolio
B, which is secured by one grocery-anchored and one unanchored
retail center in two distinct markets in Florida.  The grocery-
anchored center is located in Ft. Lauderdale, and the unanchored
center is located in Palm Beach County. Significant tenants
include Winn Dixie and CVS.  Total occupancy on the portfolio has
gradually declined from 92% at issuance to 70% as of June 2011,
driven by occupancy at the Palm Beach County property.  As a
result, servicer-reported June 2010 debt service coverage ratio
dropped to 0.59x from 1.19x at issuance.

Fitch downgrades these classes:

  -- $214.6 million class AM to 'BBB-sf' from 'AAsf'; Outlook
     Negative;
  -- $107.4 million class AJ to 'CCCsf/RR1' from 'B-sf';
  -- $75 million class AJ-FL to 'CCCsf/RR1' from 'B-sf';
  -- $18.8 million class E to 'CCsf/RR1' from 'CCCsf/RR1';
  -- $24.1 million class F to 'CCsf/RR1' from 'CCCsf/RR1';
  -- $26.8 million class H to 'Csf/RR3' from 'CCsf/RR6';
  -- $5.4 million class J to 'Csf/RR6' from 'CCsf/RR6';
  -- $5.4 million class K to 'Csf/RR6' from 'CCsf/RR6';
  -- $5.4 million class L to 'Csf/RR6' from 'CCsf/RR6'.

In addition, Fitch affirms these classes:

  -- $1.2 million class A-1 at 'AAAsf'; Outlook Stable;
  -- $170.4 million class A-2 at 'AAAsf'; Outlook Stable;
  -- $150 million class A-2FL at 'AAAsf'; Outlook Stable;
  -- $60.7 million class A-3 at 'AAAsf'; Outlook Stable;
  -- $729 million class A-4 at 'AAAsf'; Outlook Stable;
  -- $349 million class A-1A at 'AAAsf'; Outlook Stable;
  -- $42.9 million class B at 'CCCsf/RR1';
  -- $16.1 million class C at 'CCCsf/RR1';
  -- $34.9 million class D at 'CCCsf/RR1';
  -- $24.1 million class G at 'CC/RR1'; RR to 'RR1' from 'RR3';
  -- $5.4 million class M at 'C/RR6';
  -- $5.4 million class N at 'C/RR6';
  -- $5.4 million class P at 'C/RR6'.

Fitch does not rate class Q.  The rating on class X was previously
withdrawn.


MORGAN STANLEY: Expected Losses Cue Fitch to Downgrade Ratings
--------------------------------------------------------------
Fitch Ratings affirms 15 and downgrades four classes of Morgan
Stanley Capital I (MSCI) Trust, Series 2007-IQ13, commercial
mortgage pass through certificates.

The downgrades are due to additional certainty of expected
losses on the loans in special servicing.  The affirmations are
the result of a decrease in expected losses attributed primarily
to the liquidation of several specially serviced loans and the
payoff of the second largest loan in the pool.  The Fitch modeled
losses of 10.1% (10.7% cumulative transaction losses which
includes losses realized to date) is a decrease from 12.3% as of
the last review.  Smaller-than-average class sizes continue to
make below investment grade rated bonds susceptible to downgrade.

Fitch expects classes L thru H to be fully depleted by losses on
specially serviced loans and class G to be significantly impacted.
As of October 2011, there are cumulative interest shortfalls in
the amount of $4.5 million currently affecting classes F through
P.

As of the October 2011 distribution date, the pool's aggregate
principal balance has been paid down by 13.9% to $1.4 billion from
$1.6 billion at issuance.  There is one defeased loan representing
3.0% of the pool.

Fitch has identified 44 loans (30.4%) as Fitch Loans of Concern,
which includes 14 specially serviced loans (9.4%).

In total, there are currently 14 loans (9.4%) in special
servicing, which consists of four loans (3.7%) as real estate
owned (REO), five loans (3.2%) in foreclosure, four loans (1.0%)
that are 90 days delinquent and one loan (1.5%) that is current.

At Fitch's last review there were 15 loans (17.8%) in special
servicing consisting of one loan (0.9%) that was REO, one loan
(0.7%)in foreclosure, nine loans (5.4%) that were 60 to 90 days
delinquent and four loans (10.8%) that were current.

The largest contributor to losses is the 75-101 Federal Street
loan (14.9%) which is secured by two interconnected, class A
office buildings comprising 811,687 square feet (sf) in Boston's
financial district.  Occupancy of the property has improved to 80%
as of September 2011 from 75% at year-end 2009.  Net Operating
Income has also increased 7% from year-end 2009 to year-end 2010;
however, cashflow is insufficient to service the debt with a DSCR
of 0.93x at year-end 2010.  The borrower is coming out-of-pocket
to keep the loan current.  Fitch's expected losses remain
consistent with the losses at the last review.

The second largest contributor to losses is the Northridge
I asset (1.9%), which is an office property in Herndon, VA
totaling 123,208 square feet (sf).  The loan transferred to
special servicing in February 2010 and is currently real-estate
owned. The property is being marketed for sale.

The third largest contributor to losses is West Garret Place
(1.1%), which is a suburban office property in Annapolis, MD
totaling 72,052 sf.  The loan transferred to special servicing in
January 2010 due to imminent default and became real-estate owned
in October 2011.  The servicer is working to increase occupancy
prior to sale of the property.

Fitch downgrades and assigns Recovery Ratings to these classes as
indicated:

  -- $14.3 million class G to 'CCsf/RR3' from 'CCCsf/RR1';
  -- $18.4 million class H to 'Csf/RR6' from 'CCCsf/RR2';
  -- $8.2 million class J to 'Csf/RR6' from 'CCsf/RR6';
  -- $2.0 million class K to 'Csf/RR6' from 'CCsf/RR6'.

Additionally, Fitch affirms and assigns Rating Outlooks and
Recovery Ratings to these classes as indicated:

  -- $10.7 million class A-1 at 'AAAsf'; Outlook Stable;
  -- $315.9 million class A-1A at 'AAAsf'; Outlook Stable;
  -- $114.8 million class A-2 at 'AAAsf'; Outlook Stable;
  -- $64 million class A-3 at 'AAAsf'; Outlook Stable;
  -- $448.8 million class A-4 at 'AAAsf'; Outlook Stable;
  -- $163.9 million class A-M at 'AAsf'; Outlook Stable;
  -- $149.6 million class A-J at 'Bsf'; Outlook to Stable from
     Negative;
  -- $32.8 million class B at 'CCCsf/RR1';
  -- $16.4 million class C at 'CCCsf/RR1';
  -- $16.4 million class D at 'CCCsf/RR1';
  -- $14.3 million class E at 'CCCsf/RR1';
  -- $18.4 million class F at 'CCCsf/RR1';
  -- $3.2 million class L at 'Dsf/RR6'.


MORGAN STANLEY: Moody's Raises Rating of Cl. A-2 Notes to Ba2 (sf)
------------------------------------------------------------------
Moody's has upgraded the ratings of nine and affirmed the ratings
of two classes of Notes issued by Morgan Stanley 2007-XLC1, Ltd.
The upgrades are primarily due to additional $212.7 million in
amortization to the Class A-1 Notes and improvement of the par
value and interest coverage ratios since last review. The
affirmations are due to key transaction parameters performing
within levels commensurate with the existing ratings levels.
The rating action is the result of Moody's on-going surveillance
of commercial real estate collateralized debt obligation and
collateralized loan obligation (CRE CDO CLO) transactions.

Moody's rating action is:

Cl. A-1, Upgraded to Aa3 (sf); previously on Dec 9, 2010
Downgraded to Ba1 (sf)

Cl. A-2, Upgraded to Ba2 (sf); previously on Dec 9, 2010
Downgraded to B3 (sf)

Cl. B, Upgraded to B3 (sf); previously on Dec 9, 2010 Downgraded
to Caa2 (sf)

Cl. C, Upgraded to Caa1 (sf); previously on Dec 9, 2010 Downgraded
to Caa3 (sf)

Cl. D, Upgraded to Caa2 (sf); previously on Dec 9, 2010 Downgraded
to Caa3 (sf)

Cl. E, Upgraded to Caa3 (sf); previously on Dec 9, 2010 Downgraded
to Ca (sf)

Cl. F, Upgraded to Caa3 (sf); previously on Dec 9, 2010 Downgraded
to C (sf)

Cl. G, Upgraded to Caa3 (sf); previously on Dec 9, 2010 Downgraded
to C (sf)

Cl. H, Upgraded to Caa3 (sf); previously on Dec 9, 2010 Downgraded
to C (sf)

Cl. J, Affirmed at C (sf); previously on Dec 9, 2010 Downgraded to
C (sf)

Cl. K, Affirmed at C (sf); previously on Dec 9, 2010 Downgraded to
C (sf)

RATINGS RATIONALE

Morgan Stanley 2007-XLC1, Ltd. is a static cash CRE CDO
transaction backed by a portfolio of mezzanine debt (69.7%
of the pool balance), whole loans (18.5%), and B-Note debt
(11.8%). As of the November 9, 2011 Trustee report, the
aggregate Note balance of the transaction has decreased to
$379.7 million from $826.8 million at issuance.

There are four assets with a par balance of $83.5 million (24.6%
of the current pool balance) that are considered Defaulted
Collateral Interests as of the November 9, 2011 Trustee report,
compared to four assets with a par balance of $88.4 million (16.4%
of the pool balance) at last review. Moody's expects significant
losses from those Defaulted Collateral Interests to occur once
they are realized.

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

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's has updated credit estimates for the non-Moody's rated
collateral. The bottom-dollar WARF is a measure of the default
probability within a collateral pool. Moody's modeled a bottom-
dollar WARF of 6,520 compared to 6,007 at last review. The
distribution of current ratings and credit estimates is as
follows: Aaa- Aa3 (0.5% compared to 0.4% at last review), Baa1-
Baa3 (4.3% compared to 4.3% at last review), B1-B3 (21.9% compared
to 25.8% at last review), and Caa1-C (73.3% compared to 69.3% at
last review).

WAL acts to adjust the probability of default of the collateral in
the pool for time. Moody's modeled to a WAL of 2.3 years compared
to 2.1 at last review.

WARR is the par-weighted average of the mean recovery values for
the collateral assets in the pool. Moody's modeled a fixed WARR of
8.0% compared to 9.4% at last review.

MAC is a single factor that describes the pair-wise asset
correlation to the default distribution among the instruments
within the collateral pool (i.e. the measure of diversity).
Moody's modeled a MAC of 41.0% compared to 16.2% at last review.

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

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

Changes in any one or combination of the key parameters may have
rating implications on certain classes of rated notes. However, in
many instances, a change in key parameter assumptions in certain
stress scenarios may be offset by a change in one or more of the
other key parameters. Rated notes are particularly sensitive to
changes in recovery rate assumptions. Holding all other key
parameters static, changing the recovery rate assumption down
from 8.0% to 0.0% or up to 18.0% would result in average rating
movement on the rated tranches of 0 to 2 notches downward and 0 to
3 notches upward, respectively.

The performance expectations for a given variable indicate Moody's
forward-looking view of the likely range of performance over the
medium term. From time to time, Moody's may, if warranted, change
these expectations. Performance that falls outside the given range
may indicate that the collateral's credit quality is stronger or
weaker than Moody's had anticipated when the related securities
ratings were issued. Even so, a deviation from the expected
range will not necessarily result in a rating action nor does
performance within expectations preclude such actions. The
decision to take (or not take) a rating action is dependent on an
assessment of a range of factors including, but not exclusively,
the performance metrics. Primary sources of assumption uncertainty
are the extent of the slowdown in growth in the current
macroeconomic environment and performance in the commercial real
estate property markets. While commercial real estate property
markets are gaining momentum, a consistent upward trend will not
be evident until the volume of transactions increases, distressed
properties are cleared from the pipeline and job creation
rebounds. The hotel and multifamily sectors are continuing to show
signs of recovery through the third quarter of 2011. Improvements
in the office sector continue, with fundamentals in Gateway cities
the strongest. However the sector is closely tied to employment
with currently weak fundamentals. The retail sector has been at a
standstill following eleven consecutive quarters of rent
deflation. The availability of debt capital continues to improve
with monetary policy expected to remain supportive and interest
rate hikes postponed. Moody's central global macroeconomic
scenario reflects an overall downward revision of forecasts since
last quarter, amidst ongoing fiscal consolidation efforts,
household and banking sector deleveraging, persistently high
unemployment levels, and weak housing markets that will continue
to constrain growth.

The methodologies used in this rating were "Moody's Approach to
Rating SF CDOs" published in November 2010, and "Moody's Approach
to Rating Commercial Real Estate CDOs" published in July 2011.


MOSELLE CLO: Moody's Raises Rating of Class A-3E Notes From Ba2
---------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by Moselle CLO S.A.:

EUR85,500,000 Class A-1E Floating Rate Notes due 2020 (current
balance of EUR73,719,763), Upgraded to Aaa (sf); previously on
June 22, 2011 Aa3 (sf) Placed Under Review for Possible Upgrade;

US$85,500,000 Class A-1L Floating Rate Notes due 2020 (current
balance of $73,719,763), Upgraded to Aaa (sf); previously on June
22, 2011 Aa3 (sf) Placed Under Review for Possible Upgrade;

EUR35,500,000 Class A-1LE Variable Principal Notes due 2020
(current balance of EUR30,608,790), Upgraded to Aaa (sf);
previously on June 22, 2011 Aa3 (sf) Placed Under Review for
Possible Upgrade;

US$35,500,000 Class A-1LE Variable Principal Notes-2 due 2020
(current balance of $30,608,790), Upgraded to Aaa (sf); previously
on June 22, 2011 Aa3 (sf) Placed Under Review for Possible
Upgrade;

EUR13,750,000 Class A-2E Floating Rate Notes due 2020, Upgraded to
Aa1 (sf); previously on June 22, 2011 Baa2 (sf) Placed Under
Review for Possible Upgrade;

US$13,750,000 Class A-2L Floating Rate Notes due 2020, Upgraded to
Aa1 (sf); previously on June 22, 2011 Baa2 (sf) Placed Under
Review for Possible Upgrade;

EUR6,800,000 Class A-3E Floating Rate Notes due 2020, Upgraded to
A1 (sf); previously on June 22, 2011 Ba2 (sf) Placed Under Review
for Possible Upgrade;

US$6,800,000 Class A-3L Floating Rate Notes due 2020, Upgraded to
A1 (sf); previously on June 22, 2011 Ba2 (sf) Placed Under Review
for Possible Upgrade;

EUR16,000,000 Class B-1E Floating Rate Notes due 2020, Upgraded to
Baa3 (sf); previously on June 22, 2011 Caa1 (sf) Placed Under
Review for Possible Upgrade;

US$16,000,000 Class B-1L Floating Rate Notes due 2020, Upgraded to
Baa3 (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 result
primarily from 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 also notes that the rating actions reflect the
deleveraging of the Class A-1E Notes, Class A-1L Notes, and
Class A-LE Variable Principal Notes, which have been paid
down by approximately 11% or EUR21.4 million in total (based
on the EUR/USD exchange rate in the October 20, 2011 trustee
report) since the last rating action in September 2009. The
deleveraging was a result of paydowns of the senior notes due
to overcollateralization ratio failures. As a result of the
deleveraging, the overcollateralization ratios have increased
since the last rating action in September 2009. As of the latest
trustee report dated October 20, 2011, the Senior Class A, Class A
and Class B-1 overcollateralization ratios are reported at
121.52%, 114.90%, and 112.30%, respectively, versus July 2009
levels of 110.60%%, 105.06% and 103.23%, respectively, and all
overcollateralization tests are currently in compliance.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" 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 EUR284.8 million,
defaulted par of EUR0.9 million, weighted average default
probability of 19.19% (implying a WARF of 2773), a weighted
average recovery rate upon default of 47.66%, and a diversity
score of 69. 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.

Moselle CLO S.A., issued in October 2005, is a multicurrency
collateralized loan obligation, backed primarily by a portfolio of
senior secured loans denominated in U.S. dollars and Euros.

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. Deleveraging: The main source of uncertainty in this
transaction is whether deleveraging from unscheduled principal
proceeds will commence 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 selling defaulted
assets create additional uncertainties. Moody's analyzed defaulted
recoveries assuming the lower of the market price and the recovery
rate in order to account for potential volatility in market
prices.

3. 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.

5. Currency exposure: The deal has significant exposure to non-USD
denominated assets and liabilities. A material mismatch between
the non-USD assets and the non-USD liabilities may affect the
expected loss of rated tranches.


MRU STUDENT: S&P Lowers Rating on Class B Notes to 'D'
------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on the class
B notes from MRU Student Loan Trust 2007-A to 'D (sf)' from 'CC
(sf)'.

"We lowered our rating on class B to 'D (sf)' because it failed to
receive timely interest payments on the Nov. 14, 2011, interest
payment date. The missed interest payments occurred because the
transaction breached its class B note interest trigger through a
failed parity-based test. This breach caused the class B interest
payment to be prioritized after principal payments to class A in
the transaction's payment waterfall, and funds were insufficient
to make the interest payment on the November payment date. On a
quarterly basis, the transaction tests the class B note interest
trigger, and the transaction can cure the breach if it passes the
appropriate performance tests on subsequent distribution dates.
The reserve account is not available to make class B interest
payments when this trigger is breached," S&P said.

"We believe this transaction will continue to breach its class B
interest reprioritization trigger for the foreseeable future. The
downgrade reflects our assessment of the continued adverse
performance trends within the underlying pool of private student
loans, including the accelerated pace at which the transaction has
been realizing defaults and high levels of loans that are not
making payments. Additionally, due to the failed auction rate
market, this transaction has what we consider a high cost of
funds, as discussed in "MRU Student Loan Trust 2007-A Class A and
B Ratings Lowered," published Nov. 11, 2011. Together, these
factors result in decreasing parity as the transaction uses
current principal payments to make interest payments to the
noteholders. As of the Oct. 17, 2011, distribution date the class
B parity (calculated as the current pool balance plus the reserve
account over the class A and class B note balance) was 86.76%,"
S&P said.

"The class B note interest trigger breaches if either (1) the
cumulative default trigger exceeds 12% (as of the Oct. 17, 2011,
distribution date, the actual default level was 9.22%) and the
sum of the assets divided by the class A and B note balance is
less than 90% (as of the Oct. 17, 2011, distribution date, we
calculated this parity based test at 86.76%, which is down from
90.64% as of the April 15, 2011, distribution date) or (2) the
class A note balance exceeds the assets (as of the Oct. 17, 2011,
distribution date, we calculated this parity-based test at 99.63%,
which is down from 104.13% as of the April 15, 2011, distribution
date). The specific definitions for the assets and note balances
used in these tests are as defined in the indenture. Currently,
the trigger is failing part 2 of this test, and we expect it to
continue breaching this test in the future. The cumulative default
trigger is measured against the cumulative default rate listed in
the table below, based on the corresponding quarterly distribution
date," S&P said.

Quarterly
distribution                      Cumulative default
date                              rate (%)
October 2011                      12.00
October 2012                      14.00
October 2013                      16.00
October 2014                      17.00
October 2015                      18.00
October 2016                      19.00
October 2017                      20.00


MSC 2006-SRR2: S&P Lowers Ratings on 2 Classes of Notes to 'D'
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on the
class M and N notes from SPGS SPC, acting for the account of MSC
2006-SRR2 Segregated Portfolio to 'D (sf)' from 'CC (sf)'.

The downgrades follow a number of write-downs in the underlying
reference portfolio, causing the class M notes to incur partial
principal losses and the class N notes to incur full principal
losses.

Ratings Lowered

SPGS SPC, acting for the account of MSC 2006-SRR2 Segregated
Portfolio
            Rating
Class    To       From
M        D (sf)   CC (sf)
N        D (sf)   CC (sf)


N-STAR REAL: Fitch Junks Rating on Eight Note Classes
-----------------------------------------------------
Fitch Ratings has downgraded nine classes issued by N-Star Real
Estate CDO III Ltd. (N-Star III) as a result of significant
negative credit migration on the underlying collateral.

Since Fitch's last rating action in December 2010, approximately
40.8% of the underlying collateral has been downgraded.
Currently, 72.5% of the portfolio has a Fitch derived rating below
investment grade and 43.7% has a rating in the 'CCC' category and
below, compared to 65.4% and 30.7%, respectively, at the last
review.  As of the Oct. 23, 2011 trustee report, 21.1% of the
underlying collateral is experiencing interest shortfalls,
compared to 4.7% at the prior review.

This transaction was analyzed under the framework described in the
report 'Global Rating Criteria for Structured Finance CDOs' using
the Portfolio Credit Model (PCM) for projecting future default
levels for the underlying portfolio.  The default levels were then
compared to the breakeven levels generated by Fitch's cash flow
model of the CDO under the various default timing and interest
rate stress scenarios, as described in the report 'Global Criteria
for Cash Flow Analysis in CDOs'.  Fitch also analyzed the
structure's sensitivity to the assets that are distressed,
experiencing interest shortfalls, and those with near-term
maturities.  Based on this analysis, the class A through B notes'
breakeven rates are generally consistent with the ratings assigned
below.

For the class C-1 through D notes, Fitch analyzed each class'
sensitivity to the default of the distressed assets ('CCC' and
below).  Given the high probability of default of the underlying
assets and the expected limited recovery prospects upon default,
the class C-1 notes have been downgraded to 'CCCsf'. Similarly,
the class C-2 and D notes have been downgraded to 'CCsf',
indicating that default is probable.

The Negative Outlook on the class A-1 notes reflects the potential
for further deterioration on the underlying collateral.  Fitch
does not assign Outlooks to classes rated 'CCC' and below.

N-Star III is a collateralized debt obligation (CDO) that closed
on March 10, 2005.  The transaction is backed by 93 securities
from 80 obligors.  The current portfolio consists of 78.7%
commercial mortgage backed securities (CMBS) from the 1998 through
2009 vintages, 11.3% are commercial real estate loans (CRELs),
8.4% are structured finance CDOs, 1.4% are real estate investment
trust (REIT) debt securities, and 0.2% are residential mortgage
backed securities (RMBS).

Fitch has taken these actions as indicated below:

  -- $244,635,062 class A-1 notes downgraded to 'Bsf' from 'BBsf';
     Outlook Negative;
  -- $14,872,148 class A-2A notes downgraded to 'CCCsf' from
     'Bsf';
  -- $4,957,383 class A-2B notes downgraded to 'CCCsf' from 'Bsf';
  -- $14,872,148 class B notes downgraded to 'CCCsf' from 'Bsf';
  -- $4,957,383 class C-1A notes downgraded to 'CCCsf' from 'Bsf';
  -- $5,948,859 class C-1B notes downgraded to 'CCCsf' from 'Bsf';
  -- $9,229,655 class C-2A notes downgraded to 'CCsf' from
     'CCCsf';
  -- $1,982,953 class C-2B notes downgraded to 'CCsf' from
     'CCCsf';
  -- $9,180,081 class D notes downgraded to 'CCsf' from 'CCCsf'.


NEWSTAR COMMERCIAL: Moody's Raises Rating of Class D Notes to Ba1
-----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by NewStar commercial Loan Trust 2007-1:

US$336,500,000 Class A-1 Notes Due 2022 (current balance of
$318,586,748), Upgraded to Aaa (sf); previously on June 22, 2011
Aa2 (sf) Placed Under Review for Possible Upgrade;

US$100,000,000 Class A-2 Notes Due 2022, Upgraded to Aaa (sf);
previously on June 22, 2011 Aa2 (sf) Placed Under Review for
Possible Upgrade;

US$24,000,000 Class B Notes Due 2022, Upgraded to Aa3 (sf);
previously on June 22, 2011 A2 (sf) Placed Under Review for
Possible Upgrade;

US$58,500,000 Class C Notes due 2022, Upgraded to Baa1 (sf);
previously on June 22, 2011 Baa3 (sf) Placed Under Review for
Possible Upgrade;

US$27,000,000 Class D Notes due 2022, Upgraded to Ba1 (sf);
previously on June 22, 2011 Ba2 (sf) Placed Under Review for
Possible Upgrade;

US$29,100,000 Class E Notes due 2022, Upgraded to Ba3 (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 $582.5 million, a
charged-off loans balance of $20.2 million, a weighted average
rating factor of 3962, a weighted average recovery rate upon
default of 49.11%, and a diversity score of 40. 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.

NewStar Commercial Loan Trust 2007-1, issued in June of 2007, is a
collateralized loan obligation backed primarily by a portfolio of
senior secured loans of middle market issuers.

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) 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.

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

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

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


NOMURA CRE: Fitch Affirms Junk Ratings on Eighteen Note Classes
---------------------------------------------------------------
Fitch Ratings has affirmed all classes of Nomura CRE CDO 2007-2,
Ltd. /LLC (Nomura 2007-2) reflecting Fitch's base case loss
expectation of 46.8%, a slight increase from 45.2% at last rating
action.  Fitch's performance expectation incorporates prospective
views regarding commercial real estate market value and cash flow
declines.

Since the latest rating action and as of the October 2011 trustee
report, the transaction has paid down slightly by $3.6 million
(0.4% of the original deal balance).  An additional $47 million is
currently held in principal cash.  Since the latest rating action,
the disposal of four loans has resulted in realized losses of
approximately $25 million.  The percentage of defaulted assets
and Fitch Loans of Concern has increased to 47.4% and 21.1%,
respectively, compared to 36.7% and 13.1% at the latest rating
action.  The Fitch derived weighted average rating of the rated
securities has declined to 'CC' from 'CCC-' due to two additional
commercial real estate collateralized debt obligation (CRE CDO)
bonds defaulting since the latest rating action.  Since the latest
rating action, four loans were sold at an average loss rate of
31%, three loans were repaid, one loan was restructured, and four
new loans were added.

Nomura 2007-2 is a commercial CRE CDO managed by C-III Investment
Management LLC.  The transaction has a five-year reinvestment
period that ends in February 2013.  As of the October 2011 trustee
report and per Fitch categorizations, the CDO was substantially
invested as follows: whole loans/A-note (75.4%), B-notes (9%),
commercial mortgage-backed securities (CMBS: 5.1%), CRE CDO (4%),
CRE mezzanine loans (2%), and principal cash (4.5%).

As of the October 2011 trustee report, all overcollateralization
ratios breached their covenants.  Classes D and below are not
receiving any interest payments.  Interest is being capitalized on
these classes.  The capitalized interest totals $8.7 million.

Under Fitch's methodology, approximately 79.3% of the portfolio is
modeled to default in the base case stress scenario, defined as
the 'B' stress.  In this scenario, the modeled average cash flow
decline is 7.9% from, generally, either year end 2010 or trailing
12-month second quarter 2011. Fitch estimates recoveries to be
40.9%.

The largest component of Fitch's base case loss expectation is
the B-note (6%) portion of a loan on a portfolio of 20 office
properties in Washington, D.C. and Seattle, WA.  The collateral
for the loan consists of the first mortgages on 16 office
properties, the pledge of the mortgage and the borrower's
ownership interest in one office property, and the pledge of cash
flows from three office properties.  The senior loan and B-note
were both transferred to special servicing in April 2010 for
imminent default.  The borrower and the special servicer have
negotiated a modification whereby the asset manager expects no
interest payments to the B-note during the extension period. Fitch
modeled a full loss on this B-note position.

The next largest component of Fitch's base case loss expectation
is a whole loan (7.6%) initially secured by an eight property
multifamily portfolio located in Texas, Indiana, Florida, North
Carolina, and Tennessee.  In the fourth quarter of 2008, the
collateral manager took title to the property via the default of a
mezzanine loan held outside the CDO.  The collateral manager has
sold six of the properties in the portfolio and is currently
marketing the remaining two properties for sale. Fitch modeled a
term default with a substantial loss in its base case scenario.

The third largest component of Fitch's base case loss expectation
is the modeled loss on classes H and K (5.1%) of MSCI 2007-IQ14.
These bonds are defaulted and are currently experiencing interest
shortfalls. Fitch modeled a substantial loss on these bonds in its
base case scenario.

This transaction was analyzed according to the 'Surveillance
Criteria for U.S. CREL CDOs and CMBS Large Loan Floating-Rate
Transactions', which applies stresses to property cash flows and
debt service coverage ratio tests to project future default levels
for the underlying portfolio.  Recoveries are based on stressed
cash flows and Fitch's long-term capitalization rates.  Per Fitch
criteria, cash flow modeling was not performed as part of the
analysis as the difference in expected loss from the latest rating
action is less than 10%.

Fitch has affirmed and assigned Recovery Estimates (REs) to these
classes:

  -- $459.6 million class A-1 at 'CCCsf'; RE 95%;
  -- $75 million class A-R at 'CCCsf'; RE 95%;
  -- $60.7 million class A-2 at 'CCCsf'; RE 0%;
  -- $70.5 million class B at 'CCCsf'; RE 0%;
  -- $26.6 million class C at 'CCCsf'; RE 0%;
  -- $27.5 million class D at 'CCsf'; RE 0%;
  -- $20.8 million class E at 'CCsf'; RE 0%;
  -- $22 million class F at 'CCsf'; RE 0%;
  -- $25.5 million class G at 'Csf'; RE 0%;
  -- $20.7 million class H at 'Csf'; RE 0%;
  -- $26 million class J at 'Csf'; RE 0%;
  -- $24.4 million class K at 'Csf'; RE 0%;
  -- $9.5 million class L at 'Csf'; RE 0%;
  -- $6.2 million class M at 'Csf'; RE 0%;
  -- $9 million class N at 'Csf'; RE 0%;
  -- $14.7 million class O at 'Csf'; RE 0%.


OFSI FUND: Moody's Raises Rating of Class D Notes to Ba2 (sf)
-------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by OFSI Fund III, Ltd:

US$200,000,000 Class A-1 Floating Rate Notes Due September 20,
2019, Upgraded to Aaa (sf); previously on June 22, 2011 Aa1 (sf)
Placed Under Review for Possible Upgrade;

US$140,625,000 Class A-2 Floating Rate Notes Due September 20,
2019, Upgraded to Aaa (sf); previously on June 22, 2011 Aa1 (sf)
Placed Under Review for Possible Upgrade;

US$39,500,000 Class B Floating Rate Notes Due September 20, 2019,
Upgraded to Aa3 (sf); previously on June 22, 2011 A1 (sf) Placed
Under Review for Possible Upgrade;

US$36,500,000 Class C Floating Rate Notes Due September 20, 2019,
Upgraded to Baa1 (sf); previously on June 22, 2011 Ba1 (sf) Placed
Under Review for Possible Upgrade;

US$28,750,000 Class D Floating Rate Notes Due September 20, 2019,
Upgraded to Ba2 (sf); previously on June 22, 2011 B1 (sf) Placed
Under Review for Possible Upgrade;

US$11,500,000 Class E1 Fixed Rate Notes Due September 20, 2019,
Upgraded to Ba3 (sf); previously on June 22, 2011 Caa2 (sf) Placed
Under Review for Possible Upgrade;

US$9,125,000 Class E2 Floating Notes Due September 20, 2019,
Upgraded to Ba3 (sf); previously on June 22, 2011 Caa2 (sf) Placed
Under Review for Possible Upgrade; and

US$25,500,000 Class I Combination Notes Due September 20, 2019
(current Rated Balance of $12,209,541, as calculated by Moody's),
Upgraded to Ba1 (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.

The actions also reflect the consideration of credit improvement
of the underlying portfolio since the rating action in August
2009. Based on the September 2011 trustee report, the weighted
average rating factor is currently 3000 compared to 3625 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 $495.7 million,
defaulted par of $5.6 million, a weighted average default
probability of 27.05% (implying a WARF of 3754), a weighted
average recovery rate upon default of 47.54%, and a diversity
score of 45. Moody's generally analyzes deals in their
reinvestment period by assuming the worse of reported and
covenanted values for all collateral quality tests. 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.

OFSI Fund III, Ltd., issued in September 20, 2006, is a
collateralized loan obligation backed primarily by a portfolio of
senior secured loans with significant exposure to senior secured
loans of middle market issuers.

The principal methodology used in this rating was "Moody's
Approach to Rating Collateralized Loan Obligations" published in
June 2011. In addition, the methodology "Using the Structured Note
Methodology to Rate CDO Combo-Notes" published in February 2004
was also used.

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) 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.

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
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 levels.


OPSI FUND: S&P Affirms Ratings on 2 Classes of Notes at 'CCC-'
--------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the
class A-1, A-2, B, C, and D notes from OFSI Fund III Ltd., a
U.S. collateralized loan obligation (CLO) transaction managed
by Orchard First Source Asset Management LLC. "At the same time,
we affirmed our ratings on the class E-1 and E-2 notes, and we
removed our ratings on all classes of notes from CreditWatch,
where we placed them with positive implications on Sept. 2, 2011,"
S&P said.

"The upgrade reflects improved performance we have observed in the
deal's underlying asset portfolio since we lowered our ratings on
all of the classes on Dec. 29, 2009, following the application of
our September 2009 corporate collateralized debt obligation (CDO)
criteria. As of the Sept. 30, 2011, trustee report, the
transaction's asset portfolio had $5.66 million in defaulted
obligations and approximately $89.64 million in assets from
obligors rated in the 'CCC' range. This was a decrease from
$50.36 million in defaulted obligations and approximately
$157.56 million in assets from obligors rated in the 'CCC'
range noted in the Sept. 30, 2009, trustee report, which we
used for our December 2009 rating actions," S&P said.

"We also observed an increase in the overcollateralization
available to support the rated notes," S&P related. The trustee
reported the overcollateralization (O/C) ratios in the Sept. 30,
2011 monthly report:

    The class A/B O/C ratio was 131.11%, compared with a reported
    ratio of 126.64% in September 2009;

    The class C O/C ratio was 119.62%, compared with a reported
    ratio of 115.55% in September 2009;

    The class D O/C ratio was 111.90%, compared with a reported
    ratio of 108.09% in September 2009; and

    The class E O/C ratio was 106.95%, compared with a reported
    ratio of 103.30% in September 2009.

"We affirmed our ratings on the class E-1 and E-2 notes to reflect
our belief that the credit support available is commensurate with
the current ratings," 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

OFSI Fund III Ltd.
                        Rating
Class              To           From
A-1                AA+ (sf)     AA (sf)/Watch Pos
A-2                AA+ (sf)     AA (sf)/Watch Pos
B                  AA (sf)      A+ (sf)/Watch Pos
C                  A (sf)       BBB (sf)/Watch Pos
D                  BB+ (sf)     B+ (sf)/Watch Pos
E-1                CCC- (sf)    CCC- (sf)/Watch Pos
E-2                CCC- (sf)    CCC- (sf)/Watch Pos


PANTHEON INC: Moody's Puts Rating on Cl. K Certificate to 'Caa2'
----------------------------------------------------------------
Moody's Investors Service placed ten pooled classes of Banc of
America Large Loan, Inc. Commercial Mortgage Pass-Through
Certificates, Series 2007-BMB1 on review for possible downgrade.
Moody's rating action is:

Cl. A-2, Aaa (sf) Placed Under Review for Possible Downgrade;
previously on Mar 9, 2011 Confirmed at Aaa (sf)

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

Cl. C, A2 (sf) Placed Under Review for Possible Downgrade;
previously on Mar 4, 2009 Downgraded to A2 (sf)

Cl. D, A3 (sf) Placed Under Review for Possible Downgrade;
previously on Mar 4, 2009 Downgraded to A3 (sf)

Cl. E, Baa1 (sf) Placed Under Review for Possible Downgrade;
previously on Mar 4, 2009 Downgraded to Baa1 (sf)

Cl. F, Baa2 (sf) Placed Under Review for Possible Downgrade;
previously on Mar 4, 2009 Downgraded to Baa2 (sf)

Cl. G, Baa3 (sf) Placed Under Review for Possible Downgrade;
previously on Mar 4, 2009 Downgraded to Baa3 (sf)

Cl. H, Ba2 (sf) Placed Under Review for Possible Downgrade;
previously on Dec 2, 2010 Downgraded to Ba2 (sf)

Cl. J, B2 (sf) Placed Under Review for Possible Downgrade;
previously on Dec 2, 2010 Downgraded to B2 (sf)

Cl. K, Caa2 (sf) Placed Under Review for Possible Downgrade;
previously on Dec 2, 2010 Downgraded to Caa2 (sf)

RATINGS RATIONALE

The classes have been placed under review for possible downgrade
due to the deterioration of credit quality, pending maturities,
and anticipated losses to the trust.

As of the October 17, 2011 distribution date, the transaction's
certificate balance decreased by approximately 23% to
$1.33 billion from $1.73 billion at securitization due to
the payoff of four loans and principal pay downs associated
with five loans. The Certificates are collateralized by ten
floating-rate loans ranging in size from 1% to 24% of the
pooled trust mortgage balance. The largest three loans account
for 64% of the pooled balance.

The pool has not experienced any losses to date. There are
currently two loans in special servicing (24.9% of pooled balance)
which are the Farallon MHC Portfolio loan (23.7%) and the Reader's
Digest loan (1.2%).

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 review is
summarized in a press release dated December 2, 2011.

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

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


RACE POINT: Moody's Raises Rating of Class E Notes to B2 (sf)
-------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by Race Point III CLO:

US$451,200,000 Class A Senior Secured Floating Rate Notes Due
2020, Upgraded to Aa2 (sf); previously on June 22, 2011 A3 (sf)
Placed Under Review for Possible Upgrade;

US$25,200,000 Class B Senior Secured Floating Rate Notes Due 2020,
Upgraded to A3 (sf); previously on June 22, 2011 Baa3 (sf) Placed
Under Review for Possible Upgrade;

US$42,000,000 Class C Secured Deferrable Floating Rate Notes Due
2020, Upgraded to Baa3 (sf); previously on June 22, 2011 B1 (sf)
Placed Under Review for Possible Upgrade;

US$31,200,000 Class D Secured Floating Rate Notes Due 2020,
Upgraded to Ba3 (sf); previously on June 22, 2011 Caa1 (sf) Placed
Under Review for Possible Upgrade;

US$10,800,000 Class E Secured Floating Rate Notes Due 2020,
Upgraded to B2 (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 balance, including principal proceeds, of
$618 million, defaulted par of $2.3 million, a weighted average
default probability of 22.5% (implying a WARF of 3020), a weighted
average recovery rate upon default of 47.6%, 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.

Race Point III CLO, issued in April 2006, is a multicurrency
collateralized loan obligation backed primarily by a portfolio of
senior secured loans denominated in US Dollars, Euros, and Pounds
Sterling.

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. CLO
notes' performance may also be impacted by 1) the managers'
investment strategies 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 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 coupon, and diversity score. Moody's considered weighted
average spread levels higher than the covenant levels due to the
large difference between the reported and covenant levels.

4) Exposure to credit estimates: The deal is exposed to a large
number of securities whose default probabilities are assessed
through credit estimates. In the event that Moody's is not
provided the necessary information to update the credit estimates
in a timely fashion, the transaction may be impacted by any
default probability stresses Moody's may assume in lieu of updated
credit estimates.

5) Currency Exposure: The deal has significant exposure to non-USD
denominated assets. Volatilities in foreign exchange rates may
have an impact on interest and principal proceeds available to the
transaction, which may affect the expected loss of rated tranches.


REVE SPC: S&P Cuts Ratings on 3 Series of CDOs From 'CCC-' to 'D'
-----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on the notes
issued by REVE SPC's series 48, 54, and 61, three synthetic
collateralized debt obligations (CDO) transactions.

The downgrades follow a number of recent credit events within the
transactions' underlying portfolios. Specifically, write-downs in
the underlying reference portfolios have caused the notes to incur
partial principal losses.

Ratings Lowered

REVE SPC
Series 48
              Rating
Class    To         From
Notes    D (sf)     CCC-(sf)

REVE SPC
Series 54
              Rating
Class    To         From
A        D (sf)      CCC-(sf)

REVE SPC
Series 61
              Rating
Class    To         From
A        D (sf)      CCC-(sf)


RIVERSIDE PARK: S&P Gives 'BB' Rating on Class D Deferrable Notes
-----------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on
Riverside Park CLO Ltd./Riverside Park CLO Corp.'s $369.0 million
floating-rate notes following the transaction's effective date as
of Oct. 28, 2011.

Most U.S. cash flow collateralized debt obligations (CLOs) close
before purchasing the full amount of their targeted level of
portfolio collateral. On the closing date, the collateral manager
typically covenants to purchase the remaining collateral within
the guidelines specified in the transaction documents to reach
the target level of portfolio collateral. Typically, the CLO
transaction documents specify a date by which the targeted level
of portfolio collateral must be reached. The "effective date" for
a CLO transaction is usually the earlier of the date on which the
transaction acquires the target level of portfolio collateral, or
the date defined in the transaction documents. Most transaction
documents contain provisions directing the trustee to request the
rating agencies that have issued ratings upon closing to affirm
the ratings issued on the closing date after reviewing the
effective date portfolio (typically referred to as an "effective
date rating affirmation").

"An effective date rating affirmation reflects our opinion that
the portfolio collateral purchased by the issuer, as reported to
us by the trustee and collateral manager, in combination with the
transaction's structure, provides sufficient credit support to
maintain the ratings that we assigned on the transaction's closing
date. The effective date reports provide a summary of certain
information that we used in our analysis and the results of our
review based on the information presented to us," S&P said.

"We believe the transaction may see some benefit from allowing a
window of time after the closing date for the collateral manager
to acquire the remaining assets for a CLO transaction. This window
of time is typically referred to as a 'ramp-up period.' Because
some CLO transactions may acquire most of their assets from the
new issue leveraged loan market, the ramp-up period may give
collateral managers the flexibility to acquire a more diverse
portfolio of assets," S&P said.

"For a CLO that has not purchased its full target level of
portfolio collateral by the closing date, our ratings on the
closing date and prior to our effective date review are generally
based on the application of our criteria to a combination of
purchased collateral, collateral committed to be purchased,
and the indicative portfolio of assets provided to us by the
collateral manager, and may also reflect our assumptions about
the transaction's investment guidelines. This is because not all
assets in the portfolio have been purchased," S&P related.

S&P said, "When we receive a request to issue an effective date
rating affirmation, we perform quantitative and qualitative
analysis of the transaction in accordance with our criteria to
assess whether the initial ratings remain consistent with the
credit enhancement based on the effective date collateral
portfolio. Our analysis relies on the use of CDO Evaluator to
estimate a scenario default rate at each rating level based
on the effective date portfolio, full cash flow modeling to
determine the appropriate percentile break-even default rate
at each rating level, the application of our supplemental tests,
and the analytical judgment of a rating committee. (For more
information on our criteria and our analytical tools, see
'Update To Global Methodologies And Assumptions For Corporate
Cash Flow And Synthetic CDOs,' published Sept. 17, 2009.)"

"In our published effective date report, we discuss our analysis
of the information provided by the transaction's trustee and
collateral manager in support of their request for effective date
rating affirmation. In most instances, we intend to publish an
effective date report each time we issue an effective date rating
affirmation on a publicly rated U.S. cash flow CLO," S&P said.

"On an ongoing basis after we issue an effective date rating
affirmation, we will periodically review whether, in our view, the
current ratings on the notes remain consistent with the credit
quality of the assets, the credit enhancement available to support
the notes, and other factors, and take rating actions as we deem
necessary," S&P said.

           Standard & Poor's 17g-7 Disclosure Report

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities.

The Standard & Poor's 17g-7 Disclosure Report included in this
credit rating report is available at

    http://standardandpoorsdisclosure-17g7.com/1111158.pdf

Ratings Affirmed
Riverside Park CLO Ltd./Riverside Park CLO Corp.

Class                      Rating      Amount (mil. $)
A-1                        AAA (sf)            266.000
A-2                        AA (sf)              32.000
B (deferrable              A (sf)               36.000
C (deferrable)             BBB (sf)             20.000
D (deferrable)             BB (sf)              15.000
Subordinated notes         NR                  108.396

NR -- Not rated.


ROCKWALL CDO: S&P Removes 'B+' Rating on Class A-3 From Watch
-------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on the
class A-1LA, A-1LB, A-2L, A-3L, B-1L, and B-2L notes from Rockwall
CDO II Ltd., a collateralized loan obligation (CLO) transaction
managed by Highland Capital Management L.P. "t the same time, we
removed our ratings on the class A-1LA, A-1LB, A-2L, and A-3L
notes from CreditWatch, where we placed them with positive
implications on Sept. 2, 2011," S&P related

"The affirmations of the class A-1LA, A-1LB, A-2L, A-3L, B-1L, and
B-2L notes reflect the availability of credit support at the
current rating levels. Additionally, based on information
contained in a recent trustee report, we believe the Rockwall II
CDO Ltd. transaction has experienced a note cancellation, whereby
subordinate debt issued by the CLO was retired before the debt was
paid out, as originally contemplated through the payment
waterfall. We have generally seen such actions take place either
after the CDO manager purchases the debt using principal proceeds
at a discount from par, or after the subordinate noteholders
submitted the debt for cancellation without payment. To the extent
we believe that other types of CDO transactions have been subject
to cancellation of subordinate notes in a similar fashion, we
have and will continue to take action separately," S&P said.

The affirmations reflect two primary factors:

    "The application of our updated corporate CDO criteria to
    these transactions (for more information, see 'Update To
    Global Methodologies And Assumptions For Corporate Cash Flow
    And Synthetic CDOs," published Sept. 17, 2009, on
    RatingsDirect on the Global Credit Portal, at
    www.globalcreditportal.com)," S&P related.

    "Additional stresses that reflect our view of increased credit
    risks and credit stability considerations regarding tranches
    of CDOs that have experienced note cancellations," S&P said.

"In our opinion, cancellation of subordinate debt affects two of
the five key areas of our analytical framework that we describe in
our 'Principles-Based Rating Methodology For Global Structured
Finance Securities' article, which we published May 29, 2007. The
cancellation of subordinate debt primarily affects the payment
structure and cash flow mechanics of a transaction. We also
believe that debt cancellation affects credit stability (see
'Standard & Poor's To Explicitly Recognize Credit Stability As An
Important Rating Factor,' published Oct. 15, 2008)," S&P said

              Payment Structure And Cash Flow Mechanics

"When we analyze a CDO transaction for the purpose of forming an
opinion on the creditworthiness of a tranche, the structural
features represent a key factor. The overcollateralization (O/C)
tests and other interest/principal diversion mechanisms have a
significant impact on the cash flow modeling results, which form a
significant part of our rating methodology. Generally, all other
things being equal, the redemption or cancellation of subordinate
debt in a CDO makes the subordinate coverage tests less likely to
fail, which, in our view, may have the effect of diluting the
structural features originally designed to protect the senior
notes from credit deterioration or losses in the underlying CDO
portfolio," S&P related.

"The senior notes in most cash flow CDOs benefit from protection
provided by an interest/principal coverage test. When the coverage
test is breached, or fails, the transaction documents typically
provide that first interest collections and then principal
proceeds that would otherwise be paid to more subordinate notes
and equity are applied to reduce the principal of the senior
notes. In our opinion, the cancellation of subordinate debt and
resulting  alteration of interest/principal diversion test
calculations diminishes our ability to rely for purposes of our
credit analysis on these structural elements of the transaction
(and the potential credit support they are designed to provide to
the senior notes) when we apply our quantitative modeling to the
transaction," S&P said.

                          Credit Stability

Standard & Poor's explicitly recognizes credit stability as a
factor in its ratings (see "Standard & Poor's To Explicitly
Recognize Credit Stability As An Important Rating Factor,"
published on Oct. 15, 2008). "In our view, the O/C tests and
related structural features enhance the credit stability of the
senior notes in a CDO. When these structural features are altered
in a manner that diminishes their effectiveness, the credit
stability of the senior tranches may be reduced. Accordingly, we
believe the cancellation of subordinate debt and the potential
resulting impact on the transaction's above-described structural
features could create greater uncertainty as to whether the
ratings meet our criteria for credit stability," S&P related.

                       Analytical Approach

"In the case of transactions we believe have experienced
subordinated debt cancellations, our surveillance reviews will
include the application of an additional rating stress designed to
assess the potential creditworthiness of the affected transactions
without the support of interest diversion tests linked to
outstanding subordinated tranches," S&P said. Accordingly, S&P
took this approach in its review of the transaction:

    "We generated cash flow analysis using two scenarios. The
    first scenario gave effect to the current balances of the
    notes (including any note cancellations) when modeling the
    interest or principal diversion mechanisms. For purposes of
    the second scenario, we assumed that currently outstanding
    subordinated tranches had been cancelled and, accordingly, we
    only reflected the balance of the senior notes in the
    calculation of any interest or principal diversion
    mechanisms," S&P related.

    "For each tranche, we applied the lower of the rating levels
    indicated by the cash flow analysis under the two scenarios
    described as the starting point for our rating analysis," S&P
    said.

    "We then reviewed the level of cushion relative to our credit
    stability criteria and made further adjustments to the ratings
    that we believe are appropriate," 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

Rockwall CDO II Ltd.
                       Rating
Class                 To           From
A-1LA                 BBB+ (sf)    BBB+ (sf)/Watch Pos
A-1LB                 BB+ (sf)     BB+ (sf)/Watch Pos
A-2L                  BB- (sf)     BB- (sf)/Watch Pos
A-3L                  B+ (sf)      B+ (sf)/Watch Pos

Ratings Affirmed

Rockwall CDO II Ltd.
Class         Rating
B-1L          CCC+ (sf)
B-2L          CCC- (sf)


ROSEMONT CLO: Fitch Affirms 'CCsf' Rating on $12 Million Notes
--------------------------------------------------------------
Fitch Ratings has upgraded three classes of notes and affirmed one
class of notes issued by Rosemont CLO, Ltd./Corp. (Rosemont CLO)
:

-- $3,807,984 class B-1 notes upgraded to 'AAAsf' from 'Asf';
    Outlook Stable;

-- $1,480,883 class B-2 notes upgraded to 'AAAsf' from 'Asf';
    Outlook Stable;

-- $13,200,000 class C notes upgraded to 'BBBsf' from 'BBsf';
    Outlook Stable;

-- $12,000,000 class D notes affirmed at 'CCsf/RR2'.

The upgrades of the class B-1 and B-2 notes (collectively, class
B) and the class C notes reflect the increasing credit enhancement
available to these notes via continued amortization of the
underlying collateral, in addition to the relatively stable
performance of the underlying loan portfolio. Fitch also maintains
Stable Outlooks on the class B and C notes reflecting its
expectation of stable rating performance over the next one to two
years.

Since Fitch's last review in December 2010 the class A notes,
which had a balance of approximately $21 million at the time, have
been paid in full, leaving the class B notes as the senior-most
remaining class of notes. After the Oct. 17, 2011 payment, the
remaining total par of the class B notes stands at approximately
$5.3 million. Fitch currently considers the performing portfolio
balance to be approximately $29.2 million, providing significant
overcollateralization (OC) to the class B notes.

The class C notes also benefit from improved coverage levels, as
evidenced by the increase in the class C OC ratio to 144.6% as of
the Oct. 6, 2011 trustee report from 124.3% as of the Oct. 29,
2010 report, while the average rating quality of the performing
portfolio has remained in the 'B/B-' range over this time.

The class D notes are slightly overcollateralized, as evidenced by
the current class D OC ratio of 100.2%. These notes remain highly
vulnerable to any future deterioration in the portfolio, and an
ultimate principal impairment to the notes remains probable. Fitch
has affirmed the notes at 'CCsf', and has affirmed the Recovery
Rating at 'RR2' based on the total discounted future cash flows
projected to be available to these bonds in a base-case default
scenario. These discounted cash flows yielded an ultimate recovery
projection in a range between 71% and 90%, which is representative
of an 'RR2' on Fitch's Recovery Rating scale.

This review was conducted under the framework described in the
report 'Global Rating Criteria for Corporate CDOs' using the
Portfolio Credit Model (PCM) for projecting future default and
recovery levels for the underlying portfolio. These default and
recovery levels were then utilized in Fitch's cash flow model
under various default timing and interest rate stress scenarios,
as described in the report 'Global Criteria for Cash Flow Analysis
in CDOs'.

The class B and D notes passed the various stress scenarios at
rating levels consistent with the ratings assigned above. The
class C notes passed the stress scenarios at a rating level higher
than the rating assigned above; however, Fitch's rating considers
additional sensitivity for the potential inability of future
defaulted loans to produce recoveries consistent with criteria
assumptions prior to the transaction's legal maturity in higher
rating stress scenarios. Over 60% of current performing loans are
scheduled to mature within 12 months of the transaction's legal
maturity date in October 2013. Fitch's standard assumption for
recovery lag on US loans is 12 months. Fitch considered the
uncertain timing of defaulted recoveries in these rating stress
scenarios to be a potential risk factor for the class C notes.

Rosemont CLO is a collateralized debt obligation (CDO) that closed
on Jan. 8, 2002 and currently has a performing portfolio primarily
comprised of senior secured loans from 29 obligors. The
transaction is managed by Deerfield Capital Management LLC, a
subsidiary of CIFC Corp. Deerfield Capital Corp. merged with
Commercial Industrial Finance Corp. in April 2011, creating a
newly named entity CIFC Corp. The transaction's reinvestment
period ended in January 2007.


SARGAS CLO: Moody's Raises Rating of US$14MM Notes to Ba3 (sf)
--------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by Sargas CLO I:

US$21,000,000 B Notes, Upgraded to A2 (sf); previously on June 22,
2011 A3 (sf) Placed Under Review for Possible Upgrade;

US$17,000,000 C Notes, Upgraded to Baa3 (sf); previously on June
22, 2011 Ba1 (sf) Placed Under Review for Possible Upgrade;

US$14,000,000 D Notes, Upgraded to Ba3 (sf); previously on June
22, 2011 B1 (sf) Placed Under Review for Possible Upgrade;

US$5,000,00 Type I Composite Notes (current rated balance of
$2,232,646), Upgraded to Aa1 (sf); previously on June 22, 2011 Aa2
(sf) Placed Under Review for Possible Upgrade.

In addition, Moody's confirmed the ratings of the following notes:

US$7,750,000 A-2A Notes, Confirmed at Aa2 (sf); previously on June
22, 2011 Aa2 (sf) Placed Under Review for Possible Upgrade;

US$3,250,000 A-2B Notes, Confirmed at Aa2 (sf); previously on June
22, 2011 Aa2 (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. Today's 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.

Today's action also reflects that the deal has benefited from an
improvement in the credit quality of the underlying portfolio and
an increase in the transaction's overcollateralization since the
last rating action in September 2009. Based on the latest trustee
report from October 2011, the weighted average rating factor is
currently 2786 compared to 3095 in the August 2009 report. The
Class A, Class B, Class C and Class D overcollateralization ratios
are reported at 128.7%, 118.4%, 111.2% and 105.9%, respectively,
versus August 2009 levels of 125.7%, 115.7%, 108.6% and 103.5%,
respectively, and all related overcollateralization tests are
currently in compliance.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" 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 $309.7 million,
defaulted par of $8.9 million, a weighted average default
probability of 21.4% (implying a WARF of 3103), a weighted average
recovery rate upon default of 49.9%, and a diversity score of 48.
These default and recovery properties of the collateral pool are
incorporated in cash flow model analysis where they are subject to
stresses as a function of the target rating of each CLO liability
being reviewed. The default probability is derived from the credit
quality of the collateral pool and Moody's expectation of the
remaining life of the collateral pool. The average recovery rate
to be realized on future defaults is based primarily on the
seniority of the assets in the collateral pool. In each case,
historical and market performance trends and collateral manager
latitude for trading the collateral are also factors.

Sargas CLO I, issued in August 2006, is a collateralized loan
obligation backed primarily by a portfolio of senior secured
loans, with significant exposure to loans of middle market
issuers.

The principal methodology used in this rating was "Moody's
Approach to Rating Collateralized Loan Obligations" published in
June 2011. In addition, the rating methodology "Using the
Structured Note Methodology to Rate CDO Combo-Notes" published in
February 2004 was also used.

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) 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.

2) 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
generally analyzes 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 a spread
level higher than the covenant level due to the large difference
between the reported and covenant level.


STONEHEALTH RE: Fitch Withdraws Preferred Securities BB+ Rating
---------------------------------------------------------------
Fitch Ratings has withdrawn the 'BBB+' Issuer Default Rating
of Stoneheath Re and the 'BB+' rating of Stoneheath Re's
preferred securities.  The Rating Outlook was Stable prior
to the withdrawal.  The ratings are withdrawn due to the
reorganization of the rated entity.  Stoneheath Re is being
wound up, with the holders of the non-cumulative perpetual
preferred securities issued by Stoneheath Re in December 2006
receiving on Nov. 16, 2011 one XLIT Ltd. (formerly XL Group Ltd.)
series D preference ordinary share (rated 'BB+' by Fitch), which
were issued on Oct. 15, 2011, in exchange for each Stoneheath Re
security.

Fitch has withdrawn these Stoneheath Re ratings:

  -- IDR at 'BBB+';
  -- $350 million non-cumulative perpetual preferred at 'BB+'.


STUDENT LOAN: S&P Puts 'BB' Ratings on 2 Cert. Classes on Watch
---------------------------------------------------------------
Standard & Poor's Ratings Services placed its 'BB' ratings on
Student Loan ABS Repackaging Trust Series 2007-1's class 5-A-l
and 5-A-IO certificates on CreditWatch with negative implications.

"The ratings on the class 5-A-l and 5-A-IO certificates are
dependent on the lower of (i) the higher of our ratings on the
underlying securities, NCF Grantor Trust 2005-1's class A-5-1 and
A-5-2 certificates due March 26, 2035 ('BB (sf)/Watch Neg'), and
Ambac Assurance Corp. (not rated), which provides a financial
guarantee insurance policy on the underlying securities; and (ii)
our long-term rating on Deutsche Bank AG (A+/Stable/A-1), which
provides an interest rate hedge," S&P said.

"The rating actions follow the Nov. 11, 2011, placement of our
'BB' ratings on the underlying securities on CreditWatch negative.
We may take subsequent rating actions on the certificates due to
changes in our ratings on the swap counterparty or the underlying
securities," S&P said.


T2 INCOME: S&P Raises Rating on Class E Notes From 'BB'
-------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the
class B, C, D, and E notes from T2 Income Fund CLO I Ltd., a
collateralized loan obligation (CLO) transaction managed by T2
Advisors LLC, and removed the ratings from CreditWatch with
positive implications. "At the same time, we affirmed our rating
on the class A notes," S&P said.

"The transaction is in its reinvestment period and its performance
has improved since our last rating action in March 2010, when we
affirmed the ratings on the notes. As per the most recent trustee
report as of November 2011, the transaction has only one defaulted
asset that has a par value of $3.19 million. This has declined
from $8.34 million in February 2010, which we used for our March
2010 analysis. Some of the defaulted assets were disposed at
values higher than our assumed recovery rates," S&P said.

As a result, all the tranches experienced an increase in their
overcollateralization (O/C) ratios. The trustee reported these O/C
ratios in the November 2011 monthly report:

   The A/B O/C ratio was 145.94%, compared with a reported ratio
   of 140.76% in February 2010;

   The C O/C ratio was 131.85%, compared with a reported ratio of
   127.17% in February 2010;

   The D O/C ratio was 126.84%, compared with a reported ratio of
   122.34% in February 2010; and

   The E O/C ratio was 120.73%, compared with a reported ratio of
   116.44% in February 2010.

In addition, the transaction's credit quality has improved during
this period. As per the November 2011 monthly report, the trustee
disclosed that the transaction had $20.98 million in 'CCC' rated
collateral; the corresponding number in February 2010 was nearly
double at $39.56 million. The decline in this number points to the
higher quality of the assets that currently back the notes.

Standard & Poor's also notes that the trustee calculates the
weighted average spread of the transaction at 5.01% as of November
2011; this has increased from 4.18% in February 2010.

"Due to the improvement in the credit support, we raised our
ratings on the class B, C, D, and E notes and removed them from
CreditWatch. We affirmed our rating on the class A note based on
its existing credit support," 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 Actions

T2 Income Fund CLO I Ltd.
                 Rating
Class       To            From
B           AA+ (sf)      AA (sf)/Watch Pos
C           AA- (sf)      A (sf)/Watch Pos
D           A+ (sf)       BBB (sf)/Watch Pos
E           BBB+ (sf)     BB (sf)/Watch Pos

Rating Affirmed

T2 Income Fund CLO I Ltd.
Class       Rating
A           AAA (sf)


TRAPEZA CDO: Moody's Raises Rating of Class A-2 Notes to 'B3'
-------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on these notes
issued by Trapeza CDO XII, Ltd.

US$250,000,000 Class A-1 First Priority Senior Secured Floating
Rate Notes Due 2042, (current balance of $231,964,018.77 ),
Upgraded to Baa1; previously on July 13, 2010 Downgraded to Baa3;

US$68,000,000 Class A-2 Second Priority Senior Secured Floating
Rate Notes Due 2042, Upgraded to B3; previously on July 13, 2010
Downgraded to Caa1.

RATINGS RATIONALE

According to Moody's, the rating upgrade action taken is primarily
the result of the improvement in the credit quality of the
underlying portfolio. The improvement in credit quality of the
portfolio is indicated by a weighted average rating factor (WARF)
decrease to 1383, from 2320, as of the last rating action date.

Trapeza CDO XII, Ltd, issued on March 15, 2007, is a
collateralized debt obligation backed by a portfolio of bank and
insurance trust preferred securities (the 'TRUP CDO'). On July 13,
2010, the date of the last rating action, 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 some of the previously deferring
banks have resumed interest payment on their trust preferred
securities.

The portfolio of this CDO is mainly composed of trust preferred
securities issued by small to medium sized U.S. community banks
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 Q2-2011.
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. The sensitivity of
the model results to changes in the WARF (representing a slight
improvement and a slight deterioration in the credit quality of
the collateral pool) was examined. If WARF is increased by 463 to
1850 from the base case of 1387, the model results in an expected
loss that is one notch worse than the result of the base case for
the Senior Notes. Similarly, if the WARF is decreased by 137 to
1250, expected losses are one notch better than the base case
results. Moody's also took into consideration, both quantitatively
and qualitatively, the possibility that some of the deferring
banks in the portfolio may resume interest payments on their trust
preferred securities.

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 the 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 this rating was "Moody's
Approach to Rating TRUP CDOs" published in May 2011.

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.


US RMBS: Fitch Cuts Rating on 243 Distressed Bonds to 'Dsf'
-----------------------------------------------------------
Fitch Ratings has downgraded 243 distressed bonds in 132 U.S. RMBS
transactions to 'Dsf'.  The downgrades indicate that the bonds
have incurred a principal write-down. Of the bonds downgraded to
'Dsf', all classes were previously rated 'Csf'.  All ratings below
'Bsf' indicate a default is expected.  As part of this review, the
Recovery Ratings of the defaulted bonds were not revised.

Additionally, the review only focused on the bonds which defaulted
and did not include any other bonds in the affected transactions.
Of the 243 classes affected by these downgrades, 116 are Alt-A, 83
are Prime and 33 are Subprime.  The remaining transaction types
are other sectors.  The majority of the bonds (53%) have Recovery
Ratings of either 'RR5' or 'RR6' indicating that minimal recovery
is expected, while 45% have Recovery Ratings of either 'RR2' or
'RR3', which indicates anywhere from 50%-90% of the outstanding
balance is expected to be recovered.

The spreadsheet also details Fitch's assignment of Recovery
Ratings (RRs) to the transactions.  The Recovery Rating scale is
based upon the expected relative recovery characteristics of an
obligation.  For structured finance, Recovery Ratings are designed
to estimate recoveries on a forward-looking basis while taking
into account the time value of money.


VISTA LEVERAGED: S&P Puts 'BB+' Sr. Notes Rating on Watch Neg
-------------------------------------------------------------
Standard & Poor's Ratings Services placed on CreditWatch with
negative implications its rating on the senior notes from Vista
Leveraged Income Fund, a U.S. collateralized loan obligation (CLO)
transaction managed by MJX Asset Management LLC.

Based on the Nov. 1, 2011, trustee report, the transaction held
$55.97 million in principal cash and $154.59 million in underlying
collateral. Approximately 99% of the underlying collateral held in
the deal has a maturity date after legal final maturity date and
final payment date of the transaction, Jan. 26, 2012. As of the
November 2011 trustee report, the outstanding balance remaining on
the senior notes is $153.60 million.

"We are placing our rating on the senior notes on CreditWatch with
negative implications as the transaction is subject to potential
market value risks due to the remaining collateral that will need
to be liquidated and proceeds used to pay down the senior notes,"
S&P said.

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

Rating And CreditWatch Actions

Vista Leveraged Income Fund
                        Rating
Class              To                     From
Senior notes       BB+ (sf)/Watch Neg     BB+ (sf)


WACHOVIA CRE: Moody's Raises Cl. A-1B Notes Rating to Ba1 (sf)
--------------------------------------------------------------
Moody's has upgraded the ratings of ten classes and affirmed the
ratings of seven classes of Notes issued by Wachovia CRE CDO 2006-
1, Ltd. due to improvement in the underlying collateral as
evidenced by the Moody's weighted average rating factor (WARF) and
weighted average recovery rate (WARR). The manager has invested
the cash balance available as of Moody's last review in higher
quality loan collateral. The affirmations are due to the key
transaction parameters performing within levels commensurate with
the existing ratings levels. The rating action is the result of
Moody's on-going surveillance of commercial real estate
collateralized debt obligation (CRE CDO) transactions.

Moody's rating action is:

Cl. A-1A, Upgraded to Aa3 (sf); previously on Apr 7, 2009
Downgraded to A2 (sf)

Cl. A-1B, Upgraded to Ba1 (sf); previously on Apr 7, 2009
Downgraded to Ba3 (sf)

Cl. A-2A, Affirmed at Aaa (sf); previously on Apr 7, 2009
Confirmed at Aaa (sf)

Cl. A-2B, Upgraded to Baa1 (sf); previously on Apr 7, 2009
Downgraded to Baa3 (sf)

Cl. B, Upgraded to Ba3 (sf); previously on Apr 7, 2009 Downgraded
to B2 (sf)

Cl. C, Upgraded to B1 (sf); previously on Apr 7, 2009 Downgraded
to Caa1 (sf)

Cl. D, Upgraded to B2 (sf); previously on Apr 7, 2009 Downgraded
to Caa1 (sf)

Cl. E, Upgraded to B2 (sf); previously on Apr 7, 2009 Downgraded
to Caa2 (sf)

Cl. F, Upgraded to B3 (sf); previously on Apr 7, 2009 Downgraded
to Caa2 (sf)

Cl. G, Upgraded to Caa1 (sf); previously on Apr 7, 2009 Downgraded
to Caa2 (sf)

Cl. H, Upgraded to Caa2 (sf); previously on Apr 7, 2009 Downgraded
to Caa3 (sf)

Cl. J, Affirmed at Caa3 (sf); previously on Apr 7, 2009 Downgraded
to Caa3 (sf)

Cl. K, Affirmed at Caa3 (sf); previously on Apr 7, 2009 Downgraded
to Caa3 (sf)

Cl. L, Affirmed at Caa3 (sf); previously on Apr 7, 2009 Downgraded
to Caa3 (sf)

Cl. M, Affirmed at Caa3 (sf); previously on Apr 7, 2009 Downgraded
to Caa3 (sf)

Cl. N, Affirmed at Caa3 (sf); previously on Apr 7, 2009 Downgraded
to Caa3 (sf)

Cl. O, Affirmed at Caa3 (sf); previously on Apr 7, 2009 Downgraded
to Caa3 (sf)

RATINGS RATIONALE

Wachovia CRE CDO 2006-1, Ltd. is a currently static cash CRE CDO
CLO transaction (the reinvestment period ended on September 26,
2011) backed by a portfolio of a-notes and whole loans (92.1% of
the pool balance), commercial mortgage backed securities (CMBS)
(4.8%), real estate investment trust (REIT) debt (1.5%), b-notes
(0.8%) and mezzanine loans (0.8%). As of the September 26,
2011 Note Valuation report, the aggregate Note balance of the
transaction, including preferred shares, has declined to
$1,299.1 million from $1,300.0 million at issuance, with the
paydown directed to the Class A-1A and Class A-2A Notes, as a
result of amortization of the underlying collateral.

There are three assets with a par balance of $32.3 million (2.4%
of the current pool balance) that are considered Defaulted
Securities as of the October 17, 2011 Trustee report. While there
have been no losses to the trust to date, Moody's does expect low
to moderate losses to occur once they are realized.

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

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's has completed updated credit estimates for the non-Moody's
rated collateral. The bottom-dollar WARF is a measure of the
default probability within a collateral pool. Moody's modeled a
bottom-dollar WARF of 3,476 compared to 5,474 at last review. The
distribution of current ratings and credit estimates is as
follows: Aaa-Aa3 (3.3% compared to 5.8% at last review), A1-A3
(2.9% compared to 2.6% at last review), Baa1-Baa3 (3.3% compared
to 2.7% at last review), Ba1-Ba3 (23.6% compared to 3.8% at last
review), B1-B3 (49.7% compared to 29.2% at last review), and Caa1-
C (17.2% compared to 55.9% at last review).

WAL acts to adjust the probability of default of the collateral in
the pool for time. Moody's modeled to a WAL of 5.0 years compared
to 8.0 years at last review. The modeled WAL includes current
assumptions about extensions on the underlying loan collateral.

WARR is the par-weighted average of the mean recovery values for
the collateral assets in the pool. Moody's modeled a fixed WARR of
54.4% compared to 50.6% at last review.

MAC is a single factor that describes the pair-wise asset
correlation to the default distribution among the instruments
within the collateral pool (i.e. the measure of diversity).
Moody's modeled a MAC of 18.8% compared to 14.4% at last review.

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

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

Changes in any one or combination of the key parameters may have
rating implications on certain classes of rated notes. However, in
many instances, a change in key parameter assumptions in certain
stress scenarios may be offset by a change in one or more of the
other key parameters. Rated notes are particularly sensitive to
changes in recovery rate assumptions. Holding all other key
parameters static, changing the recovery rate assumption down from
54.4% to 44.4% or up to 64.4% would result in average modeled
rating movement on the rated tranches of 0 to 4 notches downward
and 0 to 7 notches upward, respectively.

The performance expectations for a given variable indicate Moody's
forward-looking view of the likely range of performance over the
medium term. From time to time, Moody's may, if warranted, change
these expectations. Performance that falls outside the given range
may indicate that the collateral's credit quality is stronger or
weaker than Moody's had anticipated when the related securities
ratings were issued. Even so, a deviation from the expected range
will not necessarily result in a rating action nor does
performance within expectations preclude such actions. The
decision to take (or not take) a rating action is dependent on an
assessment of a range of factors including, but not exclusively,
the performance metrics. Primary sources of assumption uncertainty
is the extent of the slowdown in growth in the current
macroeconomic environment and performance in the commercial real
estate property markets. While commercial real estate property
markets are gaining momentum, a consistent upward trend will not
be evident until the volume of transactions increases, distressed
properties are cleared from the pipeline and job creation
rebounds. The hotel and multifamily sectors are continuing to show
signs of recovery through the third quarter of 2011. Improvements
in the office sector continue, with fundamentals in Gateway cities
the strongest. However the sector is closely tied to employment
with currently weak fundamentals. The retail sector has been at a
standstill following eleven consecutive quarters of rent
deflation. The availability of debt capital continues to improve
with monetary policy expected to remain supportive and interest
rate hikes postponed. Moody's central global macroeconomic
scenario reflects an overall downward revision of forecasts since
last quarter, amidst ongoing fiscal consolidation efforts,
household and banking sector deleveraging, persistently high
unemployment levels, and weak housing markets that will continue
to constrain growth.

The methodologies used in this rating were "Moody's Approach to
Rating SF CDOs" published in November 2010, and "Moody's Approach
to Rating Commercial Real Estate CDOs" published in July 2011.


WELLS FARGO: Fitch Puts Rating on Two Note Classes at Low-B
-----------------------------------------------------------
Fitch Ratings has assigned these ratings to Wells Fargo Bank, N.A.
WFRBS Commercial Mortgage Trust 2011-C5 commercial mortgage pass-
through certificates:

  -- $66,527,000 class A-1 'AAAsf'; Outlook Stable;
  -- $118,410,000 class A-2 'AAAsf'; Outlook Stable;
  -- $107,908,000 class A-3 'AAAsf'; Outlook Stable;
  -- $470,955,000 class A-4 'AAAsf'; Outlook Stable;
  -- $849,728,000* class X-A 'AAAsf'; Outlook Stable;
  -- $85,928,000 class A-S 'AAAsf'; Outlook Stable;
  -- $54,557,000 class B 'AAsf'; Outlook Stable;
  -- $40,918,000 class C 'Asf'; Outlook Stable;
  -- $25,915,000 class D 'BBB+sf'; Outlook Stable;
  -- $49,101,000 class E 'BBB-sf'; Outlook Stable;
  -- $17,731,000 class F 'BBsf'; Outlook Stable;
  -- $16,367,000 class G 'Bsf'; Outlook Stable.

Fitch does not rate the $241,415,970 interest-only class X-B, or
the $36,826,970 class H.


* S&P Lowers Ratings on 387 Classes of Certificates to 'D'
----------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 387
classes of mortgage pass-through certificates from 259 U.S.
residential mortgage-backed securities (RMBS) transactions
to 'D (sf)' and removed one of them from CreditWatch with
negative implications. "In addition, we placed our ratings
on seven other classes from two of these transactions on
CreditWatch with negative implications. The transactions
within this review were issued between 2001 and 2009," S&P
related.

The complete rating list is available for free at:

    http://bankrupt.com/misc/S&P_1123RMBSRatingsList.pdf

"The downgrades reflect our assessment of the impact that
principal write-downs had on the affected classes during recent
remittance periods. Prior to the rating actions, we rated 1.03% of
these classes 'B- (sf)' or higher, and we rated 98.97% 'CCC (sf)'
or 'CC (sf)'. We placed our ratings on certain classes on
CreditWatch negative if they were within a loan group that
included a class with ratings we lowered from 'B- (sf)' or
higher," S&P said.

Approximately 74.42% of the defaulted classes were from
transactions backed by Alternative-A (Alt-A) or subprime mortgage
loan collateral. The 387 defaulted classes consist of:

* 216 classes from Alt-A transactions (55.81% of all defaults);
* 84 from prime jumbo transactions (21.71%);
* 72 from subprime transactions (18.60%);
* Six from resecuritized real estate mortgage investment conduit
  (re-REMIC) transactions;
* Five from reperforming transactions;
* One from a small balance commercial loan transaction;
* One from an RMBS home equity line of credit (HELOC)
   transaction;
* One from a closed-end second-lien transaction; and
* One from a seasoned loan transaction.

"We lowered our ratings on four classes to 'D (sf) from 'B-
(sf)' or higher. These classes were from transactions backed by
prime jumbo, RMBS closed-end second-lien, RMBS HELOC, and RMBS
reperforming collateral. A combination of subordination, excess
spread, and overcollateralization (where applicable) provide
credit enhancement for all of the transactions in this review,"
S&P said.

"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.


* S&P Lowers Ratings on 201 Classes From 87 US RMBS Transactions
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 201
classes from 87 U.S. residential mortgage-backed securities (RMBS)
transactions and removed one of them from CreditWatch with
negative implications. "Concurrently, we raised our rating on
class IV-M-2 from one of the downgraded transactions -- Credit
Suisse First Boston Mortgage Securities Corp. Series 2003-AR20.
Additionally, we affirmed our ratings on 644 classes from the
transactions with downgrades and three additional transactions and
removed one of them from CreditWatch negative. We also withdrew
our ratings on nine classes from six transactions based on our
interest-only (IO) criteria," S&P said.

The complete rating list is available for free at:

        http://bankrupt.com/misc/S&P_RMBS_111811.pdf

The 90 RMBS transactions in this review are backed by Alternative-
A (Alt-A) mortgage loan collateral issued from 2001 through 2003.

"The downgrades reflect our belief that projected credit
enhancement for the affected classes will be insufficient to cover
the projected losses we applied at the applicable rating stresses.
For certain classes, the downgrade incorporated our interest
shortfall criteria (refer to 'Methodology for Assessing The Impact
Of Interest Shortfalls On U.S. RMBS,' published Sept. 23, 2011),"
S&P said.

"The upgrade of class IV-M-2 from Credit Suisse First Boston
Mortgage Securities Corp.'s series 2003-AR20 reflects our belief
that the amount of projected credit enhancement available for this
class is sufficient to cover our projected losses at this rating
level," S&P related.

"The affirmations reflect our belief that the amount of projected
credit enhancement available for these classes is sufficient to
cover our projected losses at these rating levels," S&P said.

"The rating withdrawals reflect the application of our interest-
only criteria," S&P said.

"In order to maintain a 'B' rating on a class, we assessed
whether, in our view, a class could absorb the remaining 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 our remaining base-case loss
assumptions at a percentage specific to each rating category, up
to 150% for a 'AAA' rating. For example, in general, we would
assess whether one class could withstand approximately 110% of our
remaining base-case loss assumptions to maintain a 'BB' rating,
while we would assess whether a different class could withstand
approximately 120% 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% of our
remaining base-case loss assumptions under our analysis," S&P
stated.

For additional structure-level information regarding delinquencies
and cumulative losses for these transactions through the September
2011 remittance period please see:

Losses and Delinquencies*

Alternative Loan Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2002-23       400    5.16    0.23          14.17          13.54
2002-24       500    4.30    0.15          26.76          18.76
2002-28       460    8.45    2.16          33.18          20.30
2002-29       300    4.90    0.47           7.58           7.59
2002-37     1,050    6.66    0.30          16.09          10.97
2003-12       685   15.31    0.36          12.11           8.47
2003-13       500    6.37    0.87          23.15          18.37
2003-16       400    9.42    0.66          24.33          16.44
2003-17       300   15.65    0.22          14.87          10.42
2003-19       698   18.40    0.32          10.19           6.60
2003-22       264   16.37    0.17          10.08           5.36
2003-23       725   19.99    0.26           9.09           6.28
2003-25       364   11.71    0.05          11.45           8.19
2003-30       890   20.00    0.38          11.34           7.97
2003-31       350   17.04    0.10          14.85          10.79
2003-32       250   14.28    0.00          12.99           9.41
2003-36       263   23.28    0.72          26.01          16.79
2003-38       300   15.50    0.31          17.88          15.37
2003-45       845   28.38    0.19          10.02           6.79
2003-47       787   29.94    0.27           9.11           5.32
2003-5        315    9.80    0.16          14.09          10.52
2003-6        531   12.45    0.38          13.41           9.16

Banc of America Alternative Loan Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2003-1        325   18.57    0.38           5.19           3.51
2003-2        604   21.34    0.27           7.17           4.42

Bear Stearns Asset Backed Securities Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2002-AC1      557    2.57    0.68          27.13          21.38
2003-AC3      245    9.35    1.35          17.03          10.81

CitiGroup Mortgage Loan Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2003-UP2      310    7.83    0.38           8.78           6.77

Credit Suisse First Boston Mortgage Securities Corp.
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2001-33     1,088    0.00    0.00           0.00           0.00
2001-33       160    1.67    0.00          44.01          24.88
2002-26        72    4.69    0.75           6.35           6.35
2002-26       602    2.82    1.82          28.68          22.28
2002-26       804    1.56    0.04           2.72           2.72
2002-26       176    0.00    0.00           0.00           0.00
2002-9        564    4.07    1.02          19.59          13.82
2002-9        430    1.24    0.63          25.96          20.47
2002-AR13     334    0.72    0.05          14.90          14.90
2002-AR13     190    1.28    0.88          16.64          14.39
2002-AR2      140    0.87    0.36          39.58          33.15
2002-AR2      185    1.56    1.20           6.63           6.63
2002-AR25     218    0.87    0.81          48.52          41.83
2002-AR25     478    1.19    0.14          16.77          16.77
2002-AR31     803    1.46    0.02           5.37           5.37
2002-AR31      82    0.71    0.61          36.33          36.33
2003-AR12     176    1.61    1.46          54.35          50.35
2003-AR12     669    5.59    0.25          13.90          13.56
2003-AR15     277    1.91    0.74          24.49          22.82
2003-AR15     494    5.32    0.08          13.45           8.98
2003-AR2      238    3.68    0.53          13.19           8.40
2003-AR2      462    3.95    0.04           3.42           2.89
2003-AR20     408    8.19    0.13          14.50          14.16
2003-AR20     231    4.19    1.39          17.00           7.11
2003-AR22     464    8.58    0.40           2.49           2.49
2003-AR22     205    3.46    0.92           6.61           6.61
2003-AR5      319    2.79    0.73          22.31          22.31
2003-AR5      197    1.88    0.06          26.96          26.96
2003-AR9      291    2.73    0.09           6.86           6.86
2003-AR9      257    2.70    1.00          25.42          16.18

Deutsche Alt-A Securities
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2003-1        247   13.20    0.30          10.29           9.47

Impac CMB Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2003-2F       265   14.19    0.23           3.37           2.55
2003-4         13    5.16    0.00           0.00           0.00
2003-4        300   14.60    0.55           7.00           4.63
2003-4        270    2.17    0.21          26.91          25.31

Impac Secured Assets Corp.
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2003-1        287   13.65    0.42           4.69           3.93
2003-2        200   18.15    0.48          11.15           9.39
2003-3        400   22.75    0.36           7.44           4.87

MASTR Adjustable Rate Mortgages Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2003-3        306    9.86    0.15          19.07          15.99

MASTR Alternative Loan Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2002-1        285    3.13    0.30          17.44           8.97
2002-2        493    4.51    0.73          19.85          11.23
2003-2        578   10.97    0.39          11.08           7.69
2003-3        437    7.43    0.43          21.98          15.77
2003-4        455   12.49    0.19          12.99           8.18
2003-5        264   20.91    0.20           4.73           3.21
2003-5        796   21.32    0.64           9.09           5.76
2003-6        371   23.90    0.62           4.59           2.68

Nomura Asset Acceptance Corporation Alternative Loan Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2003-A1       210    8.24    0.61          16.45          12.66
2003-A2       231    6.85    2.19          28.41          22.59

RALI Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2002-QS10     211    2.04    0.19           6.64           6.64
2002-QS11     240    8.42    0.88          14.19           7.72
2002-QS12     372    6.80    0.59          15.16          11.45
2002-QS14     265    7.37    0.46          13.69           6.94
2002-QS17     421    9.95    0.76          12.71           8.10
2002-QS19     685    9.64    0.52          13.00           7.92
2002-QS3      507    4.38    0.52          17.75          11.57
2002-QS9      426    4.46    0.63          12.71           4.71
2003-QS1      476   11.25    0.68          13.41           6.84
2003-QS10     687   17.61    0.57           7.70           3.58
2003-QS11     636   19.43    0.84           9.27           5.48
2003-QS13     637   22.59    0.57           9.66           5.65
2003-QS15     530   24.96    0.91           7.50           4.47
2003-QS2      422   13.09    0.57          11.31           6.83
2003-QS4      452   14.40    0.58          11.85           7.36
2003-QS6      373   14.28    0.58          10.79           6.28
2003-QS7      323   18.13    0.67           7.15           4.33

Residential Asset Securitization Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2002-L        217    2.96    0.02          20.82           8.10
2002-L        183    2.66    0.07          22.41          11.71
2002-M        245    2.63    0.02           6.25           0.32
2002-N        401    4.76    0.01           9.72           3.49
2002-O        400    4.14    0.14          25.61          14.22
2002-P        351    5.55    0.12          12.76           8.08
2003-A        401    6.38    0.19          14.10           4.92
2003-B        452    8.58    0.29          10.62           5.39
2003-D        350   10.09    0.39          23.52          14.95
2003-E        302   19.01    0.12          12.31           8.61
2003-H        475   10.55    0.02           2.53           1.98
2003-I        303   20.01    0.22          11.41           7.16

Structured Asset Securities Corp.
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2002-23XS     538    5.02    0.63          23.70          22.58
2003-12XS     291    4.15    1.31          20.99          14.19
2003-25XS     273    9.51    1.42          21.76          16.22
2003-3XS      312    4.84    1.24          26.05          22.14

WaMu Mortgage Backed Pass-Through Certificates
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2001-AR5      835    1.78    0.00          19.30          15.38

*Original balance represents the original collateral balance for
the structure represented. Pool factor represents the percentage
of the original pool balance remaining. Cumulative losses are a
percentage of the original pool balance, and total and severe
delinquencies are percentages of the current pool balance.

The information shows average pool factor, cumulative loss, and
total and severe delinquency information by vintage for pre-2005
vintage Alt-A collateral as of the September 2011 distribution
period.

Pre-2003 Vintage
    Average     Average            Average            Average
pool factor  cumulative              total             severe
        (%)  losses (%)  delinquencies (%)  delinquencies (%)
      3.37        0.52              17.02              6.82

2003 Vintage
    Average     Average            Average            Average
pool factor  cumulative              total             severe
        (%)  losses (%)  delinquencies (%)  delinquencies (%)
      14.67       0.48              10.72              6.97

2004 Vintage
    Average     Average            Average            Average
pool factor  cumulative              total             severe
        (%)  losses (%)  delinquencies (%)  delinquencies (%)
      17.09       1.67              19.43              9.26

Subordination, overcollateralization (prior to its depletion), and
excess spread, when applicable, provide credit support for the
affected transactions.


                           *********

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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