TCR_Public/120122.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, January 22, 2012, Vol. 16, No. 21

                            Headlines

ANTARTICA CFO: S&P Lowers Class E Note Rating From 'CCC-' to 'CC'
ARCAP 2004-RR3: S&P Lowers Ratings on 3 Classes of Certs. to 'D'
ARROYO CDO: S&P Removes 2 Classes 'CCC' Ratings From Watch Neg
ATRIUM II: S&P Affirms 'BB-' Ratings on 2 Classes of Notes
AVENUE CLO: S&P Raises Class B-2L Note Rating From 'CCC+' to 'B+'

BEAR STEARNS 2007-PWR18: S&P Cuts 2 Cert Classes Ratings to 'CCC-'
CANADIAN CAPITAL: Moody's Assigns Provisional Ratings
CARBON CAPITAL: S&P Lowers Ratings on 5 Classes to 'D'
CARLYLE HIGH: S&P Raises Rating on Class C Notes From 'BB+' to 'A'
CENT CDO: S&P Raises Rating on Class C Notes From 'B-' to 'BB+'

CENT CDO: S&P Raises Rating on Class D Notes From 'B' to 'BB'
CENTERLINE 2007-1: S&P Lowers Rating on Class F From 'CC' to 'D'
CREDIT SUISSE: S&P Affirms 'CCC-' Rating on Class G Certs.
CREST 2002-1: S&P Cuts Rating on Preferred Share From 'CC' to 'D'
DRYDEN XXII: S&P Gives 'BB' Class D Deferrable Notes

EMPORIA II: Fitch Affirms 'CCC' Rating on Class E Notes
EMPORIA III: Fitch Affirms 'CCC' Rating on $18.5 Mil. Notes
FLAGSHIP CLO: S&P Raises Class D Note Rating From 'CCC-' to 'B+'
FORD CREDIT: Moody's Assigned Provisional Ratings
FOXE BASIN: S&P Affirms 'CCC-' Ratings on 2 Classes of Notes

FULTON STREET: Moody's Lowers Rating of Class A-1B Notes to 'Ca'
G-STAR 2002-2: S&P Lowers Rating on Class C Notes to 'CCC+'
GMAC COMM: Fitch Affirms Junk Rating on Three Class Certificates
GOLDMAN SACHS: Fitch to Rate Two Note Classes at Low-B
IBIS RE: S&P Gives 'B-' Rating on Series 2012-1 Class B Notes

INDYMAC MANUFACTURED: S&P Lowers Class A-3 Cert. Rating to 'D'
KLIO STRUCTURED: S&P Lowers Rating on Class C Notes to 'D'
LANDMARK IV: S&P Raises Rating on Class B-2L Notes to 'B'
LB-UBS 2006-C1: S&P Lowers Rating on Class H Certificates to 'D'
LB-UBS 2007-C6: S&P Lowers 2 Classes of Certificate Ratings to 'D'

LB-UBS 2007-C7: S&P Lowers Class E Certificate Rating to 'CCC-'
LEASE INVESTMENT: S&P Withdraws 'B+' Rating on Class A-3 Notes
LEGG MASON: S&P Affirms Class G Rating at 'CCC+'
LENOX CDO: Moody's Confirms Rating of Class A-1 Notes at 'Ca'
LIGHTPOINT CLO: S&P Raises Rating on Class D Notes to 'BB'

LNR III: S&P Lowers Ratings on 2 Classes of Notes to 'D'
MAPS CLO: S&P Raises Rating on Class E Notes From 'B+' to 'BB+'
MERRILL LYNCH: Fitch Affirms Junk Rating on 10 Class Certificates
MILLENNIUM PARK: S&P Affirms 'CC' Rating on Class D Notes
MORGAN STANLEY: S&P Lowers Rating on Class IA Notes to 'D'

MORGAN STANLEY: S&P Withdraws 'CCC-' Ratings on 3 Classes
MORGAN STANLEY: S&P Withdraws 'CCC-' Class I Note Rating
N-STAR REAL: S&P Lowers Ratings on 4 Classes of Notes to 'CCC'
OCTAGON INVESTMENT: S&P Raises rating on Class B-2L to 'BB+'
RENAISSANCE HOME: S&P Puts 'BB' Rating on Class M-1 on Watch Neg

ROSEDALE CLO: Moody's Lowers Rating of Class D Notes to 'B1'
SCLA SUBORDINATE: Moody's Lowers Rating on Non-Housing Tabs to B3
SEQUOIA MORTGAGE: Fitch Plans Rate $5 Million Certs. at 'BBsf'
SILVERLEAF FINANCE: S&P Affirms Rating on Class C Notes at 'BB'
SPF CDO: S&P Affirms 'B' Rating on Class D Notes

STONE TOWER: S&P Raises Rating on Class D Notes to 'CCC+'
SUFFIELD CLO: Fitch Affirms 'C' Ratings on Three Note Classes
SYMPHONY CLO: S&P Cuts Rating on Class E Notes From 'CCC+' to 'BB'
UBS-CITIGROUP: DBRS Assigns 'BB' Rating to Class F Notes
VITALITY RE: S&P Puts 'BB+' Class B Note Rating on Watch Positive

WACHOVIA BANK: Fitch Junks Rating on Nine Class Certificates
WAMU 2007-SL3: S&P Lowers Rating on Class N Certificate to 'D'
ZOO HF: S&P Gives 'CC' Ratings on Classes D and E

* Fitch Lowers Rating on 40 Bonds to 'D'
* S&P Lowers Ratings on 26 Classes of Repackaged Securities
* S&P Lowers Ratings on 67 Classes From 28 RMBS Transactions
* S&P Lowers Ratings on 175 Classes From 46 Transactions
* S&P Lowers Ratings on 368 Classes of Certificates to 'D'

* S&P Withdraws Ratings on 25 Classes From 12 RMBS Transactions
* S&P Lowers Ratings on 15 Classes From Seven US Transactions
* S&P Takes Rating Actions on 19 Bank of America LOC Bonds



                            *********

ANTARTICA CFO: S&P Lowers Class E Note Rating From 'CCC-' to 'CC'
-----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on the
class D and E notes from Antarctica CFO I Ltd., a collateralized
fund obligation transaction managed by Antarctica Asset Management
Ltd. "At the same time, we affirmed our ratings on the class B and
C notes," S&P said.

Antarctica CFO I Ltd. is backed by diversified pools of hedge
funds. This investment vehicle type is often referred to as a
"fund of funds."

The downgrades of the class D and E notes reflect an erosion of
credit protection, and the affirmed ratings on the class B and C
notes reflect existing credit support and overcollateralization.

"The transaction has sent redemption notices to all of its
underlying hedge fund investments and is using all of the amounts
it receives (from the redemptions) to pay down the liabilities in
a sequential manner after it pays interest and other expenses. The
transaction fully paid off the class A notes since our last rating
action on Sept. 1, 2010, and the class B notes received a paydown
on the October 2011 payment period; the class B balance is
currently $19.18 million, which is approximately 65.6% of its
original balance," S&P said.

"Though the class D and E notes continue to receive their
scheduled interest payments, their coverage ratios have declined
since our September 2010 rating actions, reflecting both the
performance of the underlying hedge fund investments and the
structural features of the transaction. The lowered ratings
reflect this decline in the credit support at the prior rating
level," S&P said.

"We believe the extent to which the rated classes of notes receive
full principal and accrued but unpaid interest will depend on the
amount of cash proceeds they ultimately receive from the
redemption process. However, if the timing of the redemption
process differs materially from our current assumptions, the
amount of cash flow available to repay the rated liabilities
may also differ from our assumptions, which could negatively
affect our ratings on the liabilities. We will continue to monitor
our rated CFO transactions and take rating actions as we determine
appropriate," 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 Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

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

           http://standardandpoorsdisclosure-17g7.com

Ratings Lowered

Antarctica CFO I Ltd.
             Rating                  Current. par amount
Class    To           From           (mil. Eur)
D        CCC- (sf)    CCC (sf)        26.00
E        CC (sf)      CCC- (sf)       4.42

Ratings Affirmed

Antarctica CFO I Ltd.
Class   Rating         Current par amount (mil. Eur)
B       A-  (sf)                              19.178
C       B+  (sf)                              29.250


ARCAP 2004-RR3: S&P Lowers Ratings on 3 Classes of Certs. to 'D'
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on seven
classes of commercial mortgage-backed securities (CMBS) pass-
through certificates from ARCap 2004-RR3 Resecuritization Inc.
(ARCap 2004-RR3), a U.S. resecuritized real estate mortgage
investment conduit (re-REMIC) transaction

"The downgrades primarily reflect our analysis of the interest
shortfalls affecting the transaction. Class E and all of the
classes subordinate to it have outstanding interest shortfalls
according to the Dec. 21, 2011 remittance report. We downgraded
classes E, F, and G to 'D (sf)' from 'CCC- (sf)' due to interest
shortfalls that we expect will occur for the foreseeable future,"
S&P said.

"The downgrades also reflect the transaction's exposure to three
rated CMBS classes ($18.7 million, 5.3% of the collateral pool)
that have experienced negative rating actions. We also revised our
credit estimates on a portion of the CMBS collateral that we do
not rate ($49.3 million, 13.9%)," S&P said.

"According to the Dec. 21, 2011 remittance report, remaining
outstanding interest shortfalls to the transaction totaled
$5.0 million, which affected class E and all of the classes
subordinate to it. The interest shortfalls resulted from interest
shortfalls on eight of the underlying CMBS transactions primarily
due to the master servicer's recovery of prior advances, appraisal
subordinate entitlement reductions, servicers' nonrecoverability
determinations for advances, and special servicing fees," S&P
said.

According to the Dec. 21, 2011 trustee report, ARCap 2004-RR3 is
collateralized by 44 CMBS classes ($353.9 million, 100%) from 17
distinct transactions issued between 1999 and 2004. ARCap 2004-RR3
has exposure to these CMBS transactions that Standard & Poor's has
downgraded:

    JPMorgan Chase Commercial Mortgage Securities Corp. series
    2001-CIBC2 (class H; $7.2 million, 2%);

    Morgan Stanley Capital I Trust series 2003-IQ6 (class H;
    $6.2 million, 1.8%); and

    Merrill Lynch Mortgage Trust series 2003-KEY1 (class J;
    $5.3 million, 1.5%).

Standard & Poor's analyzed ARCap 2004-RR3 according to its current
criteria. "Our analysis is consistent with the lowered ratings,"
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 Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

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

            http://standardandpoorsdisclosure-17g7.com

Ratings Lowered

ARCap 2004-RR3 Resecuritization Inc.
Commercial mortgage-backed securities pass-through certificates
                  Rating
Class    To                   From
A-2      B+ (sf)              BB- (sf)
B        CCC+ (sf)            B- (sf)
C        CCC- (sf)            CCC+ (sf)
D        CCC- (sf)            CCC (sf)
E        D (sf)               CCC- (sf)
F        D (sf)               CCC- (sf)
G        D (sf)               CCC- (sf)


ARROYO CDO: S&P Removes 2 Classes 'CCC' Ratings From Watch Neg
--------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on the
class A, B, C-1, and C-2 notes from Arroyo CDO I Ltd., a cash flow
collateralized debt obligation (CDO) transaction backed primarily
by residential mortgage-backed securities (RMBS) managed by
Western Asset Management Co., and removed the C-1 and C-2 ratings
from CreditWatch with negative implications, where S&P placed them
on Nov. 14, 2011.

"The transaction continues to paydown the class A notes
because it is failing some coverage tests. The balance
of the class A notes, as per the December 2011 monthly
trustee report, was $2.64 million, which is 0.84% of its
original balance. As a result of the reduced balance, both
the class A and B overcollateralization (O/C) ratios have
increased. The trustee calculated the O/C ratios in December
2011 to be 2,150.09% and 138.14% respectively, up from
229.03% and 115.21% in April 2010, which we used for our
analysis in May 2010 when we last downgraded the class B
notes. Both O/C ratios are currently higher than their
minimum requirements of 112.84% and 106.55%," S&P said.

The class C notes continue to defer their interest because the
class B notes were failing their interest coverage (I/C) test in
August 2011 -- the last note payment period. This failure diverted
the remaining cash -- after payment of class B interest -- to pay
down the class A notes.

"The class B IC test was passing as of December 2011. If the
transaction continues to pass this test on the next payment period
(February 2012) and the transaction has sufficient cash available
after paying the class B interest, we expect the class C notes
to receive their current interest on the February 2012 payment
period. Since the transaction is failing its class C O/C and I/C
tests, it will divert any cash available after payment of class C
current interest to pay down the notes in a sequential manner. The
class C notes will not receive their deferred interest until they
pass their coverage tests," S&P said.

"Based on the improved credit support for the class A and B notes,
we affirmed the ratings. We affirmed our ratings on the class C-1
and C-2 notes and removed them from CreditWatch negative because
of our view that the classes have sufficient subordination to
maintain the current ratings," 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.

              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 Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

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

            http://standardandpoorsdisclosure-17g7.com

Rating Actions

Arroyo CDO I Ltd.
                      Rating
Class             To          From
C-1               CCC (sf)    CCC (sf)/Watch Neg
C-2               CCC (sf)    CCC (sf)/Watch Neg

Ratings Affirmed

Arroyo CDO I Ltd.
Class             Rating
A                 AAA (sf)
B                 BBB (sf)


ATRIUM II: S&P Affirms 'BB-' Ratings on 2 Classes of Notes
----------------------------------------------------------
Standard & Poor's Ratings Services raised and removed from
CreditWatch its rating on the class B note from Atrium II, a
collateralized loan obligation (CLO) transaction managed by
CSFB Alternative Capital Inc. "At the same time, we affirmed
our ratings on five classes from this transaction and removed
two of them from CreditWatch positive," S&P said.

"The upgrade reflects improvements in the overcollateralization
(O/C) available to support the rated notes and the paydowns to the
class A-1 notes since our last rating action on Feb. 9, 2011, for
which we referenced the January 2011 trustee report. As of the
December 2011 trustee report, the class A par value test increased
to 143.5% from 123.5% in January 2011, while the class A-1 note
balance decreased to $71.4 million from $144.9 million," S&P said.

"The affirmations reflect the availability of sufficient credit
support at the current rating levels. The transaction holds
roughly 28% long-dated securities that have maturities beyond the
legal maturity of the transaction, which could potentially expose
the junior notes to market value risk. We will continue to review
our ratings on the notes and assess whether, in our view, the
ratings remain consistent with the credit enhancement available,"
S&P 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 Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

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

       http://standardandpoorsdisclosure-17g7.com

Rating Action

Atrium II

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

Ratings Affirmed And Removed From Creditwatch Positive

Atrium II

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

Ratings Affirmed

Atrium II

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


AVENUE CLO: S&P Raises Class B-2L Note Rating From 'CCC+' to 'B+'
-----------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
B-1L and B-2L notes from Avenue CLO II Ltd., a collateralized loan
obligation (CLO) transaction managed by Avenue Capital Management
II L.P. "At the same time, we affirmed our ratings on the A-1L, A-
2L, and A-3L notes," S&P said.

"The upgrades reflect the improved performance we have observed
in the deal's underlying asset portfolio since our February 2011
rating actions. According to the Dec. 20, 2011 trustee report, the
transaction's asset portfolio held about $14 million in defaulted
assets, down from the $18 million noted in the
December 2010 trustee report," S&P said.

"We affirmed our ratings on the A-1L, A-2L, and A-3L notes to
reflect the sufficient credit support available at the classes'
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.

               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 Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

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

          http://standardandpoorsdisclosure-17g7.com

Rating Actions

Avenue CLO II Ltd.
                         Rating
Class                To           From
B-1L                 BBB+ (sf)    BBB (sf)
B-2L                 B+ (sf)      CCC+ (sf)

Ratings Affirmed

Avenue CLO II Ltd.
Class                Rating
A-1L                 AAA (sf)
A-2L                 AA (sf)
A-3L                 A+ (sf)


BEAR STEARNS 2007-PWR18: S&P Cuts 2 Cert Classes Ratings to 'CCC-'
------------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 10
classes of commercial mortgage pass-through certificates from
Bear Stearns Commercial Mortgage Securities Trust 2007-PWR18,
a commercial mortgage-backed securities (CMBS) transaction. "In
addition we affirmed our ratings on 11 other classes from the
same transaction," S&P said.

"Our rating actions follow our analysis of the transaction
primarily using our U.S. conduit/fusion criteria, the
transaction structure, and the liquidity available to the
trust. The downgrades reflect credit support erosion we
anticipate will occur upon the eventual resolution of 21
($226.3 million, 9.7%) of the transaction's specially serviced
assets, including one loan ($21.7 million, 0.93%) that was
transferred to the special servicer subsequent to the December
2011 trustee remittance report's record date. In addition, we
considered the monthly interest shortfalls that are affecting
the trust and the potential for additional interest shortfalls
associated with loan modifications and/or revised appraisal
reduction amounts (ARAs) on the specially serviced assets. Our
analysis also considered 52 ($683.8 million, 29.4%) loans in
the pool that have a reported DSC of less than 1.10x, 36 of
which ($466.2 million, 20.1%) have a reported DSC below 1.00x,"
S&P said.

"The affirmed ratings on the principal and interest certificates
reflect subordination and liquidity support levels that are
consistent with the outstanding ratings. We affirmed our 'AAA
(sf)' ratings on the class X-1 and X-2 interest-only (IO)
certificates based on our current criteria," S&P said.

"Our analysis included a review of the credit characteristics of
all of the remaining assets in the pool. Using servicer-provided
financial information, we calculated an adjusted debt service
coverage (DSC) of 1.29x and a loan-to-value (LTV) ratio of 110.8%.
We further stressed the loans' cash flows under our 'AAA' scenario
to yield a weighted average DSC of 0.86x and an LTV ratio of
155.2%. The implied defaults and loss severity under the 'AAA'
scenario were 85.9% and 39.3%. All of the DSC and LTV calculations
we noted exclude 21 ($226.3 million, 9.7%) of the transaction's
specially serviced assets. We separately estimated losses for
the excluded specially serviced assets and included them in the
'AAA' scenario implied default and loss severity figures," S&P
said.

"As of the Dec. 13, 2011, trustee remittance report, the trust
experienced monthly interest shortfalls totaling $20,580 affecting
the class N certificates. The trust had $656,584 in accumulated
interest shortfalls from the liquidation of the Mix at Southridge
asset causing a recovered appraisal subordinate entitlement
reduction (ASER) amount of $915,962. We expect this recovered ASER
amount to be nonrecurring. Previous to the liquidation, the
trust had experienced interest shortfalls affecting all classes
subordinate to and including the class H certificates. We
considered the potential for interest shortfalls to increase going
forward, primarily related to ASER amounts totaling $258,592
associated with 13 of the specially serviced assets and a
prospective rate modification for the Norfolk Marriot loan.
Therefore, we downgraded the class H and J certificates to 'CCC-
(sf)' due to our expectations that those classes will most likely
experience interest shortfalls in the near future. Also, we
lowered our ratings on class F to 'CCC+ (sf)' and class G to 'CCC
(sf)' due to the potential reduction in liquidity support
available to these classes and their susceptibility to interest
shortfalls in the future relating to the specially serviced
assets," S&P said.

                          Credit Considerations

As of the Dec. 13, 2011 remittance report, 20 ($204.6 million,
8.8%) assets in the pool were with the special servicer, C-III
Asset Management LLC. (C-III). The payment status of the
specially serviced assets is: six ($50.5 million, 2.2%) are
real estate owned (REO), three ($28.3 million, 1.2%) are in
foreclosure, eight ($56.7 million, 2.4%) are 90-plus-days
delinquent, two ($7.1 million, 0.3%) are 60-plus-days delinquent,
and one ($62.0 million, 2.7%) is current. "Appraisal reduction
amounts (ARAs) totaling $50.1 million were in effect for 14
specially serviced assets. Also, on Dec. 5, 2011, C-III notified
us that the Outpost loan ($21.7 million, 0.9%) was transferred to
the special servicer. The payment status of this loan is 60-plus-
days delinquent," S&P said. The three largest specially serviced
assets are:

"The Norfolk Marriot loan is the largest asset with the special
servicer and the seventh-largest loan in the pool with a trust
balance of $62.0 million (2.7%). The loan is secured by a 24-
story, 405-room full-service hotel in downtown Norfolk, Va. The
loan is IO and is due to mature on Aug. 1, 2012. The loan was
transferred to the special servicer on Sept. 17, 2010, due to
imminent payment default. The special servicer has notified us
that it is currently discussing a loan modification with the
borrower that is expected to close by year-end 2011. The terms
of the modification include: a bifurcation of the loan into a
$46.5 million A-note and a $15.5 million B note, the maturity date
to be extended by one year from the close of the modification, and
a reduced interest rate to 4.50% from the 6.41% contract rate. We
expect the interest payment difference to accrue and be deferred
until maturity, resulting in interest shortfalls to the trust. The
most recent reported DSC and occupancy were 0.76x and 65.0% as of
Dec. 31, 2009," S&P said.

The Outpost loan ($21.7 million, 0.9%) is secured by a 195-
unit student apartment complex in Waco, Texas. The asset was
transferred to the special servicer on Dec. 5, 2011, due to
payment default. The reported payment status of the loan is 60-
plus-days delinquent. The loan debt service payment converted
to fully amortizing from IO on Oct. 31, 2010. The most recent
reported DSC and occupancy were 0.90x and 90.0% as of June 30,
2011. "We expect a moderate loss upon the resolution of this
asset," S&P said.

The ANC - Tech Park I & II asset ($19.6 million, 0.8%) is secured
by a 112,216-sq.-ft. office building in Henderson, Nev. The asset
was transferred to the special servicer on Oct. 5, 2010, after the
master servicer received a hardship letter from the borrower
stating that the property cash flow could no longer support the
debt service. The asset became REO on May 6, 2011. The special
servicer indicated that the asset is being marketed for sale. An
ARA totaling $11.0 million is in effect against this loan. "We
expect a significant loss upon resolution," S&P said.

"The 18 remaining assets with the special servicer have individual
balances that represent less than 0.62% of the total pool balance.
ARAs totaling $39.1 million are in effect against 13 of these
assets. We estimated losses for all 18 of these assets, arriving
at a weighted average loss severity of 40.2%," S&P said.

"According to the master servicers, three loans totaling $204.8
(8.8%) were previously with the special servicer and have since
been returned to the master servicer. Pursuant to the transaction
documents, the special servicer is entitled to a workout fee that
is 1% of all future principal and interest payments should the
loans perform and remain with the master servicer," S&P said.

                        Transaction Summary

As of the Dec. 13, 2011 trustee remittance report, the collateral
pool had a trust balance of $2.3 billion, down from $2.5 billion
at issuance. The pool currently includes 172 loans and six REO
assets. The master servicer, Wells Fargo Bank N.A., and Prudential
Asset Resources, Inc., provided information for 94.3% of the loans
in the pool: 10.6% was partial-year 2011 data, 81.1% was full or
partial-year 2010 data, while 2.7% was 2009 data.

"We calculated a weighted average DSC of 1.27x for the pool
based on the reported figures. Our adjusted DSC and LTV ratio
were 1.29x and 111.9%, which exclude 21 ($226.3 million, 9.7%)
of the transaction's specially serviced assets. We separately
estimated losses for these assets. The servicers provided
recent financial information for 11 of the 22 specially serviced
assets for which we estimated losses. The weighted average DSC
for these loans is 0.85x. To date, the trust has experienced
$65.6 million in principal losses relating to 10 assets. Sixty-
one loans ($1.1 billion, 46.2%), including six of the top 10
loans in the pool, are on the master servicers' watchlist," S&P
said.

                        Summary of Top 10 Loans

"The top 10 loans have an aggregate outstanding trust balance
of $940.8 million (40.5%). Using servicer-reported numbers, we
calculated a weighted average DSC of 1.33x for nine of the top 10
loans. Our adjusted DSC and LTV ratio for the top 10 loans were
1.30x and 113.8%. Six of the top loans in the pool are on the
master servicers' watchlist and one is with the special servicer,
as discussed above. The two largest loans on the watchlist are set
forth," S&P said.

The GGP portfolio loan ($151.1 million, 6.5%), the second-largest
loan in the pool, appeared on the master servicers' combined
watchlist due to a book retailers tenant exposure. The loan is
secured by two crossed collateralized and cross defaulted malls:
Marketplace Shopping Center (796,718 sq. ft.) in Champagne, Ill.
and Columbia Mall (399,211 sq. ft.) in Columbia, Mo. The reported
DSC and occupancy were 1.99x and 97.0% as of Dec. 31, 2010.

"The Hunters Branch I & II loan ($88.0 million, 3.79%), the
fourth-largest loan in the pool, appeared on the master servicers'
combined watchlist because more than 30% of the tenants' leases in
the net rentable area expire within the next 12 months. However,
the master servicers have notified us that tenant ICF Consulting,
(289,610 sq. ft.; 74% of net-rentable area) whose lease expires in
October 2012, recently renewed through 2022. The loan is secured
by two 12-story office buildings in Fairfax, Va., 14 miles west of
Washington, D.C. The reported DSC and occupancy were 1.57x and
99.0% as of Dec. 31, 2010," S&P said.

Standard & Poor's stressed the assets in the pool according to its
current criteria, and the analysis is consistent with the lowered
and affirmed ratings.

               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 Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

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

          http://standardandpoorsdisclosure-17g7.com

Ratings Lowered

Bear Stearns Commercial Mortgage Securities Trust 2007-PWR18
Commercial mortgage pass-through certificates

             Rating
Class  To              From           Credit enhancement (%)
A-J    BB- (sf)        BB (sf)                         9.42
A-JA   BB- (sf)        BB (sf)                         9.42
B      B+ (sf)         BB- (sf)                        8.35
C      B (sf)          BB- (sf)                        7.27
D      B (sf)          BB- (sf)                        6.46
E      B- (sf)         B+ (sf)                         5.39
F      CCC+ (sf)       B+ (sf)                         4.58
G      CCC (sf)        B  (sf)                         3.50
H      CCC- (sf)       B (sf)                          2.56
J      CCC- (sf)       B- (sf)                         1.76

Ratings Affirmed

Bear Stearns Commercial Mortgage Securities Trust 2007-PWR18
Commercial mortgage pass-through certificates

Class    Rating                Credit enhancement (%)
A-2      AAA (sf)                              29.47
A-3      AAA (sf)                              29.47
A-AB     AAA (sf)                              29.47
A-4      AA- (sf)                              29.47
A-1A     AA- (sf)                              29.47
A-M      BBB+ (sf)                             18.71
AM-A     BBB+ (sf)                             18.71
K        CCC- (sf)                              0.68
L        CCC- (sf)                              0.28
X-1      AAA (sf)                               N/A
X-2      AAA (sf)                               N/A

N/A -- Not applicable.


CANADIAN CAPITAL: Moody's Assigns Provisional Ratings
-----------------------------------------------------
Moody's Investors Service has assigned provisional ratings to the
notes to be issued by Canadian Capital Auto Receivables Asset
Trust II (CCARAT II), Series 2012-1. CCARAT II is administered by
Ally Credit Canada Limited (B1), who is also the originator and
servicer of the auto loan collateral pool which supports the
Series 2012-1 notes. Ally Credit Canada Limited is the Canadian
subsidiary of Ally Financial Inc. (B1)

The complete rating actions are:

Issuer: Canadian Capital Auto Receivables Asset Trust II, Series
2012-1

Class A-1 Auto Loan Receivables-Backed Notes, rated (P)Aaa (sf)

Class A-2 Auto Loan Receivables-Backed Notes, rated (P)Aaa (sf)

Class A-3 Auto Loan Receivables-Backed Notes, rated (P)Aaa (sf)

Class B Auto Loan Receivables-Backed Notes, rated (P)Aa3 (sf)

Class C Auto Loan Receivables-Backed Notes, rated (P)A2 (sf)

RATINGS RATIONALE

The principal methodology used in this rating was Moody's Approach
to Rating U.S. Auto Loan-Backed Securities published in May 2011.

Moody's median cumulative net loss expectation for Series
2012-1 pool is 1.25% and the Volatility Proxy Aaa Level is 7.50%.
Moody's net loss expectation and Aaa proxy for the Series 2012-1
transaction are derived from an analysis of the credit quality
of the underlying pool of fixed rate retail installment sales
contracts, the collateral's historical performance, the servicing
ability of Ally Credit Canada Limited, the performance guarantee
provided by parent company Ally Financial Inc., and expectations
for future economic conditions.

All classes of notes are enhanced by 2.25% overcollateralization,
a 1.0% cash reserve account and the minimum 2.0% in excess spread.
The Class A Notes are further enhanced by subordinate Class B and
Class C Notes which constitute 2.00% and 0.75% respectively of the
net discounted pool balance of receivables.

Ally Credit Canada Limited (formerly GMAC of Canada Limited) has
issued 11 previous publicly registered retail loan transactions
and has securitization experience that dates back to 1993 in
Canada. This transaction is Ally Credit Canada's first public
retail loan issuance of 2012. All 2012 series share similar
collateral characteristics including similar percentages of
contracts with original terms greater than 60 months. The most
notable difference between this Series 2012-1 and CCARAT II series
issued during 2010 is the higher percentage of contracts with
original terms greater than 60 months (44% in this deal compared
to 22% for CCARAT II 2010-1). A higher percentage of contracts
with original terms greater than 60 months typically has a
negative impact on pool performance. Nonetheless, a weighted
average FICO score of 756 for the Series 2012-1 pool is indicative
of a prime quality obligor base. In addition to conducting a deal-
by-deal comparison of collateral, the historical performance of
Ally Credit Canada's retail loan securitizations have been
favorable and were an important ratings consideration.

Moody's Parameter Sensitivities: If the net loss used in
determining the initial rating were changed from 1.25% to 2.75%
the initial model-indicated output might change from Aaa to Aa1
for the Class A notes, from Aa3 to Baa3 for the Class B notes and
from A2 to Ba3 for the Class C notes. If the net loss were changed
to 3.50% the initial model-indicated output might change to Aa2
for the Class A notes, to Ba3 for the Class B notes and to B3 for
the Class C notes. If the net loss were changed to 5.25% the
initial model-indicated output might change to A2 for the Class A
notes and below B3 for the Class B and Class C notes.

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

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


CARBON CAPITAL: S&P Lowers Ratings on 5 Classes to 'D'
------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on seven
classes from Carbon Capital II Real Estate CDO 2005-1 Ltd. (Carbon
Capital 2005-1), a commercial real estate collateralized debt
obligation (CRE CDO) transaction. "At the same time, we affirmed
our ratings on three other classes from the same transaction," S&P
said.

"The downgrades follow our analysis of the transaction due to the
decrease in performing collateral backing the notes since our
previous review in January 2011. There are no additional impaired
assets in the pool, which currently consists of six loan assets
($117.9 million, 70.4%). However, the decrease in performing
assets has led to a subsequent decrease in the transaction's
collateralization, which fell to 46.6% as of the Dec. 21, 2011,
trustee report, from 66.9% as of the Jan. 31, 2011, trustee
report. We lowered our ratings on classes F through J to 'D (sf)'
from 'CCC- (sf)' because we determined that the classes are
unlikely to be repaid in full," S&P said.

According to the Dec. 21, 2011, trustee report, the transaction's
collateral totaled $167.5 million, while the transaction's
liabilities totaled $359.8 million, resulting in a
collateralization of 46.6%. The transaction's current
asset pool includes:

    Three whole loans ($88.4 million, 52.8% of the collateral
    pool);

    Six subordinate-interest loans ($61.1 million, 36.5%); and

    One commercial mortgage-backed security (CMBS) tranche
    ($18.0 million, 10.7%).

"Standard & Poor's reviewed the credit estimates for the
nondefaulted loan assets. We based the analyses on our adjusted
net cash flow, which we derived from the most recent financial
data provided by the collateral manager, BlackRock Financial
Management Inc., and trustee, U.S. Bank N.A., as well as
market and valuation data from third-party providers," S&P
said.

"The reported impaired assets include six loan assets
($118.0 million, 70.4%). Standard & Poor's estimated asset-
specific recovery rates for these impaired loan assets with a
weighted average recovery rate of 53.9%. We based the recovery
rates on information from the collateral manager, special
servicer, and third-party data providers," S&P said. The
defaulted assets are:

    Hilton Pittsburgh whole loan ($44.1 million, 26.4%);

    200 Lafayette whole loan ($29.8 million, 17.8%);

    San Francisco Multifamily Portfolio subordinated loan
    ($15.0 million, 9.0%);

    Highwoods Office Park whole loan ($14.5 million, 8.7%);

    Lembi Mezz 3 subordinated loan ($8.5 million, 5.0%); and

    Lembi Open Pool 8 subordinated loan ($6.0 million, 3.6%).

According to the trustee report, the deal is failing all three par
value coverage tests. The deal is passing the class A/B interest
coverage test and failing the other two interest coverage tests.

"We analyzed the transaction and its underlying collateral assets
in accordance with our current criteria. Our analysis is
consistent with the lowered and affirmed ratings," 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 Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

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

         http://standardandpoorsdisclosure-17g7.com

Ratings Lowered

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

                  Rating
Class     To                   From
D         CCC (sf)             B- (sf)
E         CCC- (sf)            CCC+ (sf)
F         D (sf)               CCC- (sf)
G         D (sf)               CCC- (sf)
H         D (sf)               CCC- (sf)
I         D (sf)               CCC- (sf)
J         D (sf)               CCC- (sf)

Ratings Affirmed

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

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


CARLYLE HIGH: S&P Raises Rating on Class C Notes From 'BB+' to 'A'
------------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-1, A-3, B, and C notes from Carlyle High Yield Partners VI Ltd.,
a collateralized loan obligation (CLO) transaction with an APEX
revolver and APEX spread facility feature, managed by Carlyle
Investment Management LLC. "At the same time, we removed our
ratings on the class A-1 and A-3 notes from CreditWatch, where we
placed them with positive implications on Oct. 6, 2011," S&P said.

"The upgrades reflect a paydown to the class A notes and the
improved performance we have observed in the deal's underlying
asset portfolio since our March 2010 rating actions. Since that
time, the transaction has paid down the class A-1 and A-3 notes
by approximately $161 million and $16 million reducing the balance
to about 45% of the original balance. According to the Nov. 26,
2011, trustee report, the transaction's asset portfolio held about
$2 million in defaulted assets, down from the $9 million noted in
the February 2010 trustee report," 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.

               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 Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

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

            http://standardandpoorsdisclosure-17g7.com

Rating And CreditWatch Actions

Carlyle High Yield Partners VI Ltd.
                         Rating
Class                To           From
A-1                  AA+ (sf)     AA (sf)/Watch Pos
A-3                  AA+ (sf)     AA (sf)/Watch Pos
B                    AA (sf)      A+ (sf)
C                    A (sf)       BB+ (sf)


CENT CDO: S&P Raises Rating on Class C Notes From 'B-' to 'BB+'
---------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-1, A-2, B, and C notes from Cent CDO XI Ltd., a collateralized
loan obligation (CLO) transaction managed by Columbia Management
Investment Advisors LLC, and removed the ratings from CreditWatch
with positive implications.

"The upgrades reflect improved performance we have observed in the
deal's underlying asset portfolio since we downgraded all of the
classes in October 2009. As of the Nov. 16, 2011, trustee report,
the transaction held $3.7 million in defaulted assets. This was
down from the $46.1 million in defaulted assets noted in the
September 2009 trustee report, which we referenced for our
October 2009 rating actions," S&P said.

As of the November 2011 trustee report, each of the transaction's
overcollateralization (O/C) ratios has improved since September
2009:

    The class A O/C ratio is 121.1%, compared with 119.0%;
    The class B O/C ratio is 115.1%, compared with 113.2%; and
    The class C O/C ratio is 108.2%, compared with 106.3%.

The transaction is still in its reinvestment period, and all of
the rated classes have their original principal balances
outstanding.

"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.

                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 Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

If applicable, the Standard & Poor's 17g-7 Disclosure
Report included in this credit rating report is available
at http://standardandpoorsdisclosure-17g7.com

Rating Actions

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


CENT CDO: S&P Raises Rating on Class D Notes From 'B' to 'BB'
-------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the
class A-1, A-2b, A-3, B, C, and D notes from Cent CDO 15 Ltd.,
a collateralized loan obligation (CLO) transaction managed
by Columbia Management Investment Advisors LLC. "At the same
time, we affirmed our rating on the class A-2a notes," S&P
said.

"The upgrades reflect improved performance we have observed
in the deal's underlying asset portfolio since our October
2009 rating actions, when we lowered our ratings on all of the
notes. As of the Nov. 4, 2011 trustee report, the transaction
held $5.8 million in defaulted assets. This was down from
the $39.8 million in defaulted assets noted in the September
2009 trustee report, which we referenced for our October 2009
rating actions. Also, as of November 2011, the transaction held
$29.6 million in assets from underlying obligors with ratings in
the 'CCC' range compared with the $65.5 million in 'CCC' rated
assets it held in September 2009," S&P said.

As of the November 2011 trustee report, each of the transaction's
overcollateralization (O/C) ratios has improved since September
2009:

    The class A O/C ratio is 122.0% compared with 120.2%;

    The class B O/C ratio is 114.2% compared with 112.5%;

    The class C O/C ratio is 109.4% compared with 107.8%; and

    The class D O/C ratio is 105.7% compared with 104.2%.

"We affirmed our rating on the class A-2a notes to reflect the
availability of credit support at the current rating level," S&P
said.

The transaction is still in its reinvestment period and all of the
rated classes have their original principal balances outstanding.

"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.

             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 Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

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

           http://standardandpoorsdisclosure-17g7.com

Rating Actions

Cent CDO 15 Ltd.
                              Rating
Class                   To           From
A-1                     AA+ (sf)     AA- (sf)
A-2b                    AA+ (sf)     AA- (sf)
A-3                     AA- (sf)     A (sf)
B                       BBB+ (sf)    BBB (sf)
C                       BBB- (sf)    BB+ (sf)
D                       BB (sf)      B (sf)

Rating Affirmed
                        Rating
A-2a                    AA+ (sf)


CENTERLINE 2007-1: S&P Lowers Rating on Class F From 'CC' to 'D'
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating to
'D (sf)' from 'CC (sf)' on class F from Centerline 2007-1
Resecuritization Trust (Centerline 2007-1), a U.S. commercial
real estate collateralized debt obligation (CRE CDO) transaction.
"At the same time, we affirmed four 'CC (sf)' ratings from the
same transaction," S&P said.

The downgrade reflects principal losses of $26.4 million sustained
by class F that have reduced the principal balance of class F to
$16.8 million from $43.1 million at issuance.

"We affirmed our 'CC (sf)' ratings on classes B through E to
reflect our expectations that the transaction will defer interest
payments on these classes for an extended period of time due to a
termination payment owed to the hedge counterparty," S&P said.

The principal losses are due to losses on the underlying
commercial mortgage-backed securities (CMBS) collateral per the
trustee reports. Seven distinct transactions experienced aggregate
principal losses in the amount of $38 million. Standard & Poor's
determined that the CMBS classes that experienced principal losses
include:

    Morgan Stanley Capital I 2007-T25 (classes J through P;
    $28.3 million loss);

    Bears Stearns Commercial Mortgage Securities 2006-PWR11 (class
    P; $3.0 million loss);

    JPMorgan Chase Commercial Mortgage Securities Trust 2007-
    CIBC18 (class K; $2.6 million loss);

    Bear Stearns Commercial Mortgage Securities 2007-TOP26(class
    L; $2.2 million loss); and

    Credit Suisse Commercial Mortgage Trust Series 2006-C2
    (classes O and P; $1.8 million loss).

According to the Dec. 21, 2011, remittance report, Centerline
2007-1 was collateralized by 71 CMBS and three resecuritized
real estate mortgage investment conduit (re-REMIC) certificates
($492.4 million, 100%) from 15 distinct transactions issued
between 2000 and 2007.

Standard & Poor's analyzed Centerline 2007-1 according to its
current criteria. The analysis is consistent with the lowered and
affirmed ratings.

             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 Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

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

          http://standardandpoorsdisclosure-17g7.com

Ratings Lowered

Centerline 2007-1 Resecuritization Trust
                  Rating
Class    To                   From
F        D (sf)               CC (sf)

Ratings Affirmed

Centerline 2007-1 Resecuritization Trust
Class    Rating
B        CC (sf)
C        CC (sf)
D        CC (sf)
E        CC (sf)


CREDIT SUISSE: S&P Affirms 'CCC-' Rating on Class G Certs.
----------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on 13
classes of commercial mortgage pass-through certificates from
Credit Suisse Commercial Mortgage Trust Series 2006-C3, a U.S.
commercial mortgage-backed securities (CMBS) transaction.

"The affirmations follow our analysis of the transaction primarily
using our U.S. CMBS conduit/fusion criteria. Our analysis also
included a review of the credit characteristics of the remaining
assets in the pool, the transaction structure, and the liquidity
available to the trust," S&P said.

"The affirmed ratings on the principal and interest certificates
reflect subordination and liquidity levels that are consistent
with the outstanding ratings. We affirmed our 'AAA (sf)' rating on
the A-X interest-only (IO) certificate based on our current
criteria," S&P said.

"Using servicer-provided financial information, we calculated
an adjusted debt service coverage (DSC) of 1.35x and a loan-to-
value (LTV) ratio of 107.9% for the loans in the pool. We further
stressed the loans' cash flows under our 'AAA' scenario to yield
a weighted average DSC of 0.88x and an LTV ratio of 143.6%. The
implied defaults and loss severity under the 'AAA' scenario
were 88.6% and 37.5%. The DSC and LTV calculations exclude 13
($160.0 million, 8.8%) of the 15 ($163.5 million, 9.0%) specially
serviced assets and two loans that we determined to be credit-
impaired ($18.6 million, 1.0%). We separately estimated losses for
these specially serviced and credit-impaired assets and included
them in our 'AAA' scenario implied default and loss severity
figures," S&P said.

                    Credit Considerations

As of the Dec. 16, 2011, trustee remittance report, 15 assets
($163.5 million, 9.0%) in the pool were with the special servicer,
C-III Asset Management LLC (C-III). The reported payment status
of these loans as of the December 2011 trustee remittance report
is: one ($23.3 million, 1.3%) is real estate-owned (REO), one
($10.8 million, 0.6%) is in foreclosure, nine ($109.5 million,
6.0%) are 90-plus-days delinquent, one ($7.8 million, 0.4%) is 60
days delinquent, one ($8.5 million, 0.5%) is a matured balloon
loan, one ($1.2 million, 0.1%) is in its grace period, and one
($2.4 million, 0.1%) is current. C-III indicated that one of the
specially serviced assets, the Village at Hamilton Mill asset
($2.9 million, 0.2%), which had a reported payment status of
90-plus-days delinquent, became REO subsequent to the December
reporting date. Appraisal reduction amounts (ARAs) totaling
$49.5 million were in effect against 12 of the specially
serviced assets. Details of the two largest assets with the
special servicer, one of which is a top 10 loan are set forth.

The 1900 Market Street loan ($62.8 million 3.5%), is the largest
asset with the special servicer and the fifth-largest loan in the
pool. The loan has a reported trust exposure of $65.2 million. The
loan is secured by a 456,922-sq.-ft. office property built in 1981
in Philadelphia. The loan was transferred to the special servicer
on Oct. 25, 2010, due to imminent monetary default, and the
reported payment status is 90-plus-days delinquent. An ARA of
$9.6 million is in effect against this loan. The special servicer
stated that it is currently pursuing foreclosure, while the
transfer tax issue settlement continues. "We expect a moderate
loss upon the resolution of this loan," S&P said.

The Capital Center asset ($23.3 million, 1.3%), the second-largest
asset with the special servicer, consists of a 295-225-sq.-ft.
office property built in 1983 in Tallahassee, Fla. The asset has a
reported trust exposure of $24.2 million. The loan was transferred
to the special servicer on Jan. 24, 2011, due to imminent monetary
default, and the property became REO on Aug. 12, 2011. C-III
indicated that the asset will be listed for sale in the next 30
days. An ARA of $16.9 million is in effect against the asset. "We
expect a significant loss upon the resolution of this asset," S&P
said.

"The remaining 13 assets with the special servicer individually
represent less than 0.7% of the total pool balance. ARAs totaling
$23.0 million are in effect for 10 of these assets. We estimated
losses for 11 of these assets and arrived at a weighted average
loss severity of 45.0%. Of the two remaining loans, C-III
indicated that one was recently transferred and has a current
payment status, while we expect the other loan to be returned
to the master servicer," S&P said.

"In addition to the assets with the special servicer, we
determined two loans ($18.6 million, 1.0%) to be credit-impaired
primarily because of their reported payment statuses and low
reported DSCs. As a result, we believe that these two loans are at
an increased risk of default and loss to the trust. The Residence
Inn Chesapeake Greenbrier loan ($13.5 million, 0.7%) is secured
by a 122-room limited service hotel in Chesapeake, Va., and is
reported to be in its grace period. The master servicer indicated
that the borrower has not yet remitted its December 2011 debt
service payment. The reported DSC for this loan was 1.18x as of
year-end 2010. The other loan, the Redwood and Tuolomne loan
($5.1 million, 0.3%), is secured by a 23,334-sq.-ft. retail
property in Vallejo, Calif., and has a reported payment status
of 30 days delinquent. The reported DSC for the loan was 0.34x
as of year-end 2010," S&P said.

                     Transaction Summary

"As of the Dec. 16, 2011, trustee remittance report, the
transaction had an aggregate trust balance of $1.8 billion (145
loans and one REO asset), compared with $1.9 billion (157 loans)
at issuance. The master servicer, Midland Loan Services (Midland),
provided financial information for 96.6% of the pool (by balance),
which was primarily partial- or full-year 2010 and partial-year
2011 information. We calculated a weighted average DSC of 1.43x
for the loans in the pool based on the reported figures. Our
adjusted DSC and LTV were 1.35x and 107.9%, which exclude 13
($160.0 million, 8.8%) of the 15 ($163.5 million, 9.0%) assets
with the special servicer and two loans that we determined to be
credit-impaired ($18.6 million, 1.0%). The trust has experienced
principal losses to date totaling $27.2 million from 10 assets.
Forty loans ($269.3 million, 14.8%) are on the master servicer's
watchlist, including one of the top 10 loans. Thirty-two loans
($207.5 million, 11.4%) have a reported DSC below 1.10x, 30
($200.1 million, 11.0%) of which have reported DSCs of less than
1.00x," S&P said.

                    Summary of Top 10 Loans

"The top 10 loans have an aggregate outstanding trust balance
of $1.0 billion (57.1%). Using servicer-reported information,
we calculated a weighted average DSC of 1.56x for nine of the
top 10 loans. The remaining top 10 loan ($62.8 million, 3.5%)
is with the special servicer. Our adjusted DSC and LTV figures
for nine of the top 10 loans, excluding the one loan currently
with the special servicer, were 1.33x and 113.0%. One of the
top 10 loans, the Towne Center at Cedar Lodge loan, is on the
master servicer's watchlist because of insufficient storm
insurance coverage. The loan is the sixth-largest loan in the
pool ($53.3 million, 2.9%) and is secured by a 302,665-sq.-ft.
lifestyle retail center in Baton Rouge, La. The reported DSC
for the loan was 1.24x for year-end 2010, and occupancy at the
property was 96.7%, according to the October 2011 rent roll,"
S&P said.

"We stressed the assets in the pool according to our criteria and
the resultant credit enhancement levels are consistent with our
affirmed ratings," 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 Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

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

            http://standardandpoorsdisclosure-17g7.com

Ratings Affirmed

Credit Suisse Commercial Mortgage Trust Series 2006-C3
Commercial mortgage pass-through certificates

Class      Rating   Credit enhancement (%)
A-2        AAA (sf)                  30.42
A-AB       AAA (sf)                  30.42
A-3        A (sf)                    30.42
A-1-A      A (sf)                    30.42
A-M        BBB- (sf)                 19.78
A-J        B+ (sf)                   12.20
B          B (sf)                     9.81
C          B- (sf)                    8.88
D          B- (sf)                    7.15
E          CCC+ (sf)                  6.08
F          CCC (sf)                   4.75
G          CCC- (sf)                  3.42
A-X        AAA (sf)                    N/A

N/A -- Not applicable.


CREST 2002-1: S&P Cuts Rating on Preferred Share From 'CC' to 'D'
------------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on three
classes of notes issued by Crest 2002-1 Ltd., a collateralized
debt obligation (CDO) transaction collateralized by commercial
mortgage-backed securities (CMBS) and real estate investment trust
(REIT) securities, and removed two of them from CreditWatch
negative. "We affirmed our ratings on the class A and class C
notes," S&P said.

"The downgrades mainly reflect a decline in the performance of the
transaction's underlying asset portfolio, since our May 31, 2011,
review when we lowered all the ratings. As of the November 2011
trustee report, the transaction had $30.3 million of defaulted
assets. This was up from $23.8 million noted in the March 2011
trustee report, which we referenced for our May 2011 rating
actions," S&P said.

"The class C O/C ratio has been failing the minimum requirement of
107.00%, with 103.74% as of November 2011 since July 2011 and as
result, the preferred shares did not received any distributions on
August 2011 and November 2011 payment dates. Due to the decline in
the credit support and our expectation that the tranche will not
receive full principal, we lowered the rating on the preferred
shares to 'D (sf)'," S&P said.

"The class A balance continues to decline due to paydowns. The
balance as per the November 2011 trustee report was $53.4 million,
which was about 16.4% of the original balance. We affirmed the
rating on the class A note based on its existing credit support.
We also affirmed the rating on class C at 'CC (sf)' due to the
class' 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.

           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 Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

If applicable, the Standard & Poor's 17g-7 Disclosure Reports
included in this credit rating report are available at:

           http://standardandpoorsdisclosure-17g7.com

Rating And Creditwatch Actions
Crest 2002-1 Ltd.
                    Rating
Class            To          From
B-1              CCC- (sf)   B+ (sf)/Watch Neg
B-2              CCC- (sf)   B+ (sf)/Watch Neg
Pref Shares      D (sf)      CC (sf)

Ratings Affirmed

Crest 2002-1 Ltd.

Class            Rating
A                AA+ (sf)
C                CC (sf)


DRYDEN XXII: S&P Gives 'BB' Class D Deferrable Notes
----------------------------------------------------
Standard & Poor's Ratings Services assigned its ratings to
Dryden XXII Senior Loan Fund/Dryden XXII Senior Loan Fund
Corp.'s $271.8 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 0.34%-13.83%," 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.

           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/1111359.pdf

Ratings Assigned

Dryden XXII Senior Loan Fund/Dryden XXII Senior Loan Fund Corp.

Class                   Rating       Amount (mil. $)
A-1                     AAA (sf)              195.00
A-2                     AA (sf)                26.85
B-1 (deferrable)        A (sf)                 17.30
B-2 deferrable)         A (sf)                  7.00
C (deferrable)          BBB (sf)               13.65
D (deferrable)          BB (sf)                12.00
Equity                  NR                     33.05

NR -- Not rated.


EMPORIA II: Fitch Affirms 'CCC' Rating on Class E Notes
-------------------------------------------------------
Fitch Ratings has affirmed seven classes of notes issued
by Emporia Preferred Funding II, Ltd./Corp. (Emporia II) and
revised Outlooks:

-- $87,978,657 class A-1 notes affirmed at 'AAAsf'; Outlook
    Stable;

-- $29,003,953 class A-2 notes affirmed at 'AAAsf'; Outlook
    Stable;

-- $116,015,811 class A-3 notes affirmed at 'AAAsf'; Outlook
    Stable;

-- $30,000,000 class B notes affirmed at 'AAsf'; Outlook Stable;

-- $22,000,000 class C notes affirmed at 'BBBsf'; Outlook to
    Positive from Stable;

-- $22,000,000 class D notes affirmed at 'Bsf'; Outlook to
    Positive from Stable;

-- $14,500,000 class E notes affirmed at 'CCCsf'; RE 100%.

The rating actions reflect the overall stability in credit quality
of the underlying loan portfolio.  Since Fitch's last rating
action in January 2011, the portfolio has experienced a slightly
improved weighted average rating quality with reduced exposure to
assets rated 'CCC+' or below.  The amount of performing assets
Fitch considers rated 'CCC+' or below has decreased to 10.7% from
16.7% at the last review.  Fitch currently considers the weighted
average rating of the $293.2 million performing portfolio to be
'B/B-', within the same rating category as the portfolio in
January 2011.

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'.  While Fitch's cash flow analysis indicates higher
passing rating levels for the class B, C, D and E notes, the
currently assigned ratings appropriately reflect this risk profile
for the remaining portfolio while it remains in its reinvestment
period.  The Positive Outlooks assigned to the class C and D notes
reflect Fitch's expectations that these classes will perform at
even higher rating levels over the next one to two years,
particularly following the end of the reinvestment period.

Emporia II is a cash flow collateralized loan obligation (CLO)
that closed on June 21, 2006 and is managed by Ivy Hill Asset
Management, a portfolio management company of Ares Capital
Corporation.  Emporia II has a revolving portfolio primarily
composed of U.S. middle market loans, approximately 95.3% of which
are senior secured positions and approximately 4.7% of which are
second lien loans.  The transaction is scheduled to exit its
reinvestment period in July 2012.


EMPORIA III: Fitch Affirms 'CCC' Rating on $18.5 Mil. Notes
-----------------------------------------------------------
Fitch Ratings has affirmed seven classes of notes issued by
Emporia Preferred Funding III, Ltd./Corp. (Emporia III):

-- $100,000,000 class A-1 notes affirmed at 'AAAsf'; Outlook
    Stable;

-- $40,000,000 class A-2 notes affirmed at 'AAAsf'; Outlook
    Stable;

-- $132,580,000 class A-3 notes affirmed at 'AAAsf'; Outlook
    Stable;

-- $26,845,000 class B notes affirmed at 'AAsf'; Outlook Stable;

-- $37,170,000 class C notes affirmed at 'BBBsf'; Outlook
    Stable;

-- $20,650,000 class D notes affirmed at 'Bsf'; Outlook Stable;

-- $18,585,000 class E notes affirmed at 'CCCsf'; RE 100%.

The rating actions reflect the overall stability in credit quality
of the underlying loan portfolio.  Since Fitch's last rating
action in January 2011, the portfolio has experienced an improved
weighted average rating quality, positive credit migration and
reduced exposure to assets rated 'CCC+' or below.  The amount of
performing assets Fitch considers rated 'CCC+' or below has
decreased to 9.9% from 14.2% at the last review.  Fitch currently
considers the weighted average rating of the $341.8 million
performing portfolio to be 'B/B-', within the same rating category
as the portfolio in January 2011.

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'.  While Fitch's cash flow analysis indicates higher
passing rating levels for the class B, C, D and E notes, the
currently assigned ratings appropriately reflect this risk profile
for the portfolio while in its reinvestment period.

Emporia III is a cash flow collateralized loan obligation (CLO)
that closed on March 15, 2007 and is managed by Ivy Hill Asset
Management, a portfolio management company of Ares Capital
Corporation.  Emporia III has a revolving portfolio primarily
composed of U.S. middle market loans, approximately 90.5% of which
are senior secured positions and approximately 6.9% of which are
second lien loans.  The transaction remains in its reinvestment
period through April 2013.


FLAGSHIP CLO: S&P Raises Class D Note Rating From 'CCC-' to 'B+'
----------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A Funded N, A Rev Note, B, and D notes from Flagship CLO IV, a
U.S. collateralized loan obligation (CLO) transaction managed by
Deutsche Asset Management Inc. "At the same time, we affirmed our
rating on the class C notes. Additionally, we removed all five of
these ratings from CreditWatch, where we placed them with positive
implications on Dec. 20, 2011," S&P said.

"The upgrades mainly reflect the improved performance of the
transaction's underlying asset portfolio since we lowered our
ratings on all of the notes in November 2009, following the
application of our September 2009 collateralized debt obligation
(CDO) criteria," S&P said.

"As of the November 2011 trustee report, the transaction had
$3.59 million of defaulted assets. This was down from the
$25.95 million of defaulted assets noted in the September 2009
trustee report, which we used for our November 2009 rating
actions. Additionally, the trustee reported $24.75 million in
assets from obligors rated in the 'CCC' category in November
2011, compared with $49.96 million in September 2009," S&P said.

The upgrades also reflect an improvement in the
overcollateralization (O/C) available to support the
notes since the November 2009 rating actions. The trustee
reported these O/C ratios in the November 2011 monthly report:

    The class A O/C ratio was 123.80%, compared with a reported
    ratio of 120.41% in September 2009;

    The class B O/C ratio was 113.57%, compared with a reported
    ratio of 110.47% in September 2009;

    The class C O/C ratio was 107.86%, compared with a reported
    ratio of 104.91% in September 2009; and

    The class D O/C ratio was 104.48%, compared with a reported
    ratio of 101.63% in September 2009.

"We affirmed our rating on the class C notes to reflect the
availability of credit support at the current rating level," S&P
said.

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

             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 Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

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

          http://standardandpoorsdisclosure-17g7.com

Rating And Creditwatch Actions

Flagship CLO IV
                   Rating
Class         To           From
A Funded N    AA (sf)      AA- (sf)/Watch Pos
A Rev Note    AA (sf)      AA- (sf)/Watch Pos
B             A- (sf)      BBB+ (sf)/Watch Pos
C             BB+ (sf)     BB+ (sf)/Watch Pos
D             B+ (sf)      CCC- (sf)/Watch Pos

Transaction Information
Issuer:             Flagship CLO IV
Coissuer:           Flagship CLO IV Corp.
Underwriter:        Banc of America Securities LLC
Collateral manager: Deutsche Asset Management Inc.
Trustee:            U.S. Bank N.A.
Transaction type:   Cash flow CDO


FORD CREDIT: Moody's Assigned Provisional Ratings
-------------------------------------------------
Moody's Investors Service has assigned provisional ratings to the
notes to be issued by Ford Credit Auto Owner Trust 2012-A (FCAOT
2012-A). This is the first public prime retail auto loan
transaction of the year for Ford Motor Credit Company LLC.

The complete rating actions are:

Issuer: Ford Credit Auto Owner Trust 2012-A

Cl. A-1, Assigned (P)P-1 (sf)

Cl. A-2, Assigned (P)Aaa (sf)

Cl. A-3, Assigned (P)Aaa (sf)

Cl. A-4, Assigned (P)Aaa (sf)

Cl. B, Assigned (P)Aa1 (sf)

Cl. C, Assigned (P)Aa3 (sf)

Cl. D, Assigned (P)A3 (sf)

RATINGS RATIONALE

Moody's said the ratings are based on the quality of the
underlying auto loans and their expected performance, the strength
of the structure, the availability of excess spread over the life
of the transaction, and the experience and expertise of Ford Motor
Credit Company LLC as the servicer.

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

Moody's median cumulative net loss expectation for the FCAOT 2012-
A pool is 1.00% and total credit enhancement required to achieve
Aaa rating (i.e. Aaa proxy) is 7.50%. The loss expectation was
based on an analysis of Ford Credit Motor Company's portfolio
vintage performance as well as performance of past
securitizations, and current expectations for future economic
conditions.

The Assumption Volatility Score for this transaction is Low/Medium
the same as for the sector. This is driven by the a Low/Medium
assessment for Governance due to the Ford Motor Credit Company
(Ba1 positive outlook), in addition to the size and strength of
the Ford Motor Credit Company LLC's servicing platform.

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

Moody's Parameter Sensitivities: If the net loss used in
determining the initial rating were changed to 3.00%, 5.00%, or
7.00%, the initial model output for the Class A notes might change
from Aaa to Aa1, Aa2, and A3, respectively; Class B notes might
change from Aa1 to A3, B1, and below B3, respectively; Class C
notes might change from Aa3 to Ba1, below B3, and below B3,
respectively; and Class D notes might change from A3 to B3, below
B3, and below B3, respectively.

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

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


FOXE BASIN: S&P Affirms 'CCC-' Ratings on 2 Classes of Notes
------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the
class A-3 and B notes from Foxe Basin CLO 2003 Ltd., a U.S.
collateralized loan obligation (CLO) transaction managed by GSO
Capital Partners LP. "At the same time, we removed these ratings
from CreditWatch, where we placed them with positive implications
on Oct. 6, 2011. We also affirmed our ratings on the class C and D
notes," S&P said.

"The upgrades reflect a paydown to the class A-3 notes and
improved performance we have observed in the deal's underlying
asset portfolio since we last upgraded the notes on Jan. 31, 2011.
As of the Dec. 5, 2011 trustee report, the transaction's asset
portfolio had $6.73 million in 'CCC' rated obligations. This was
down from the $18.41 million in 'CCC' rated obligations noted in
the Dec. 6, 2010 trustee report, which we used for our January
2011 rating actions. In addition, over the same time period, the
class A-3 notes were paid down by $28.72 million, reducing them
to approximately 10.25% of their original outstanding balance.
Moreover, class A-1 and A-2 notes were paid down on April 20,
2011, and Nov. 1, 2011," S&P said.

"We also observed an increase in the overcollateralization (O/C)
available to support the rated notes," S&P said. The trustee
reported these O/C ratios in the Dec. 5, 2011 monthly report:

    The class A O/C ratio was 505.91%, compared with a reported
    ratio of 138.09% in December 2010;

    The class B O/C ratio was 156.76%, compared with a reported
    ratio of 115.74% in December 2010; and

    The class C O/C ratio was 106.57%, compared with a reported
    ratio of 104.22% in December 2010.

"We affirmed our ratings on the class C and D 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.

             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 Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

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

           http://standardandpoorsdisclosure-17g7.com

Rating And CreditWatch Actions

Foxe Basin CLO 2003 Ltd.
                        Rating
Class              To           From
A-3                AAA (sf)     AA+ (sf)/Watch Pos
B                  A+ (sf)      BBB (sf)/Watch Pos

Ratings Affirmed

Foxe Basin CLO 2003 Ltd.
Class        Rating
C            CCC- (sf)
D            CCC- (sf)


FULTON STREET: Moody's Lowers Rating of Class A-1B Notes to 'Ca'
----------------------------------------------------------------
Moody's Investors Service has downgraded the rating of one class
of Notes issued by Fulton Street CDO. The class of notes affected
by the rating action is:

US$148,000,000 Class A-1B Floating Rate Notes Due April 20, 2032
(current balance of $64,239,728), Downgraded to Ca (sf);
previously on April 9, 2010 Downgraded to Caa3 (sf).

RATINGS RATIONALE

The rating downgrade on the Class A-1B Notes is the result of
deterioration in the credit quality of the underlying portfolio.
Such credit deterioration is observed through numerous factors,
including a decrease in the transaction's overcollateralization
ratios. Based on the latest trustee report dated December 2011,
the Class A-1 overcollateralization ratio is reported at 54.5%
versus a March 2010 level of 70.3%. All overcollateralization and
interest coverage ratio tests are currently failing.

Moody's did not model the transaction, and instead, evaluated the
likelihood of repayment of the notes based on the available
principal proceeds and expected proceeds from the remaining
collateral.

Fulton Street CDO is a collateralized debt obligation issuance
backed by a portfolio of Residential Mortgage-Backed Securities
(RMBS), Commercial Mortgage-Backed Securities (CMBS) and Asset
Backed Securities (ABS) of which the majority was originated from
2000-2005.

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


G-STAR 2002-2: S&P Lowers Rating on Class C Notes to 'CCC+'
-----------------------------------------------------------
Standard & Poor's Ratings Services lowered and removed from
CreditWatch negative its ratings on the class BFL, BFX, and C
notes from G-Star 2002-2 Ltd., a U.S. collateralized debt
obligation (CDO) transaction of commercial mortgage backed
securities (CMBS), managed by CWCapital Investments LLC.
"Concurrently, we affirmed our ratings on class A-1MM-a, A-1MM-b,
A-2, and A-3 notes. At the same time, we removed our rating on the
class A-3 notes from CreditWatch, where we placed it with negative
implications on Oct. 6, 2011. We also withdrew our short-term
ratings on the class A-1MM-a and A-1MM-b notes," S&P said.

"The downgrades mainly reflect deterioration in the performance of
the transaction's underlying asset portfolio since Oct. 6, 2010,
when we last downgraded some of the notes. As of the November 2011
trustee report, the transaction had $10.4 million in defaulted
assets. This was up from the August 2010 trustee report (which we
referenced for our October 2010 rating actions), in which no
defaults were reported," S&P said.

The transaction has also experienced a decrease in the
overcollateralization (O/C) available to support the rated notes
lower down the capital structure. The trustee reported these O/C
ratios in the Nov. 17, 2011, monthly report:

    The class A O/C ratio was 191.23%, compared with a reported
    ratio of 137.58% in August 2010;

    The class B O/C ratio was 101.74%, compared with a reported
    ratio of 108.67% in August 2010; and

    The class C O/C ratio was 89.69%, compared with a reported
    ratio of 102.89% in August 2010.

"We affirmed our ratings on the class A-1MM-a, A-1MM-b, A-2, and
A-3 notes to reflect the availability of credit support at the
current rating levels," S&P said.

"We withdrew our short-term ratings on the class A-1MM-a and A-
1MM-b notes because the remarketing agreement associated with the
short-term ratings has been terminated, according to the trustee.
Short-term notes can no longer be issued," 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.

              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 Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

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

             http://standardandpoorsdisclosure-17g7.com

Rating And Creditwatch Actions

G-Star 2002-2 Ltd.
                   Rating
Class       To              From
A-1MM-a     AAA (sf)/NR     AAA (sf)/A-1 (sf)
A-1MM-b     AAA (sf)/NR     AAA (sf)/A-1 (sf)
A-3         AA (sf)         AA (sf)/Watch Neg
BFL         BB (sf)         BBB- (sf)/Watch Neg
BFX         BB (sf)         BBB- (sf)/Watch Neg
C           CCC+ (sf)       BB- (sf)/Watch Neg

Rating Affirmed

G-Star 2002-2 Ltd.
Class       Rating
A-2         AAA (sf)

NR -- Not rated.

Transaction Information
Issuer:             G-Star 2002-2 Ltd.
Coissuer:           G-Star 2002-2 (Delaware) Corp.
Collateral manager: CWCapital Investments LLC
Underwriter:        Goldman Sachs & Co.
Trustee:            Bank of America N.A.
Transaction type:   Cash flow CDO


GMAC COMM: Fitch Affirms Junk Rating on Three Class Certificates
----------------------------------------------------------------
Fitch Ratings has upgraded one class and affirmed 14 classes of
GMAC Commercial Mortgage Securities, Inc., series 2003-C2 (GMAC
2003-C2) commercial mortgage pass-through certificates.

The upgrade is due to stable performance of the remaining pool and
defeasance.  As of the December 2011 distribution date, the pool's
aggregate principal balance has reduced by 41.1% to $760.2 million
from $1.29 billion at issuance.  In addition, 23 loans (37.9%)
have been fully defeased.

Fitch has identified 11 loans (17.6%) as Fitch Loans of Concern.
Fitch's modeled losses are 3.67% of the remaining pool; modeled
losses of the original pool are at 4.19%, including losses already
incurred to date.  Interest shortfalls totaling $3,837,056 are
currently affecting class K through P.

The largest contributor to Fitch modeled losses is a 420 unit
apartment complex (5.7%) located in Novi, MI, 30 miles northwest
of downtown Detroit.  The loan was modified in June 2011 and
transferred back to the master servicer in November 2011.  The
modification split the note into an A ($21 million) and B
($22.6 million) tranche with debt service being interest-only
on the A piece and interest waived on the B piece.

Fitch has upgraded the following class and assigned an Outlook as
indicated:

  -- $11.3 million class G to 'Asf' from 'BBBsf'; Outlook to
     Stable from Positive.

Fitch has affirmed these classes and maintained Outlooks as
indicated:

  -- $85.7 million class A-1 at 'AAAsf'; Outlook Stable;
  -- $471.6 million class A-2 at 'AAAsf'; Outlook Stable;
  -- $40.3 million class B at 'AAAsf'; Outlook Stable;
  -- $16.1 million class C at 'AAAsf'; Outlook Stable;
  -- $30.7 million class D at 'AAAsf'; Outlook Stable;
  -- $16.1 million class E at 'AAAsf'; Outlook Stable;
  -- $21 million class F at 'AAsf'; Outlook Positive;
  -- $16.1 million class H at 'BBsf'; Outlook Stable;
  -- $21 million class J at 'B-sf'; Outlook Stable;
  -- $8.1 million class K at 'CCCsf'; RE 95%;
  -- $8.1 million class L at 'CCsf'; RE 0%;
  -- $9.7 million class M at 'Csf'; RE 0%;
  -- $4.5 million class N at 'Dsf'; RE 0%.


GOLDMAN SACHS: Fitch to Rate Two Note Classes at Low-B
------------------------------------------------------
Fitch Ratings has issued a presale report on Goldman Sachs
Mortgage Company's GS Mortgage Securities Trust 2012-GC6.
Fitch expects to rate the transaction and assign Outlooks:

  -- $65,525,000 class A-1 'AAAsf'; Outlook Stable;
  -- $82,190,000 class A-2 'AAAsf'; Outlook Stable;
  -- $570,467,000 class A-3 'AAAsf'; Outlook Stable;
  -- $89,850,000 class A-AB 'AAAsf'; Outlook Stable;
  -- $927,794,000*a class X-A 'AAAsf'; Outlook Stable;
  -- $119,762,000a class A-S 'AAAsf'; Outlook Stable;
  -- $63,489,000a class B 'AA-sf'; Outlook Stable;
  -- $44,730,000a class C 'A-sf'; Outlook Stable;
  -- $49,059,000a class D 'BBB-sf'; Outlook Stable;
  -- $21,644,000a class E 'BBsf'; Outlook Stable;
  -- $11,543,000a class F 'Bsf'; Outlook Stable.

* Notional amount and interest only.
  Privately placed pursuant to Rule 144A.

The expected ratings are based on information provided by the
issuer as of Jan. 12, 2012.  Fitch does not expect to rate the
$226,538,646 interest-only class X-B or the $36,073,646 class G.

The certificates represent the beneficial ownership in the trust,
primary assets of which are 80 loans secured by 127 commercial
properties having an aggregate principal balance of approximately
$1.15 billion as of the cutoff date.  The loans were contributed
to the trust by Goldman Sachs Mortgage Company, Citigroup Global
Markets Realty Corp., and Archetype Mortgage Funding I LLC.

Fitch reviewed a comprehensive sample of the transaction's
collateral, including site inspections on 71.5% of the properties
by balance, cash flow analysis of 85.4% of the pool and asset
summary reviews of 85.4% of the pool.

The transaction has a Fitch stressed debt service coverage ratio
(DSCR) of 1.22 times (x), a Fitch stressed loan-to value (LTV) of
96.4%, and a Fitch debt yield of 10.2%.  Fitch's aggregate net
cash flow represents a variance of 8.3% to issuer cash flows.

The Master Servicer and Special Servicer will be KeyCorp Real
Estate Capital Markets, Inc. and CWCapital Asset Management LLC,
rated 'CMS1' and 'CSS1-', respectively, by Fitch.


IBIS RE: S&P Gives 'B-' Rating on Series 2012-1 Class B Notes
-------------------------------------------------------------
Standard & Poor's Ratings Services assigned preliminary issue
credit ratings of 'BB-(sf)' and 'B-(sf)' to the Series 2012-1
Class A and Class B notes issued by Ibis Re II Ltd. that are
exposed to losses from U.S. hurricanes in the covered area.
Ibis Re II is a Cayman Islands exempted company licensed as a
Class B insurer.

"Our views of the transaction's credit risk reflect the
counterparty credit ratings on all of the parties involved that
can affect the timely payment of interest and the ultimate payment
of principal on the notes. Our preliminary ratings on the notes
take into account the rating on Assurant Inc., which will make
quarterly premium payments to Ibis Re II; the implied rating on
the catastrophe risk ('BB-') for the Class A notes; and ('B-') for
the Class B notes and the rating on the assets in the reinsurance
trust accounts (currently treasury money market funds rated 'AAAm'
or 'Am' if the U.S. sovereign rating is below 'A-1+'). For each
class of notes the preliminary ratings reflect the lowest of these
three ratings, which is currently the rating on the catastrophe
risk. We do not currently rate Standard Guaranty Insurance Co.
However, the reinsurance agreement between Assurant and Ibis Re
II will indicate that at least one of the two rated companies will
be responsible for the entire quarterly payment due to Ibis Re II
from the cedents," S&P said.

The Class A notes will cover pro-rata share losses in excess of
$1.050 billion (Class A attachment level) up to $1.855 billion
(Class A exhaustion level), on a per-occurrence basis. The Class B
notes will cover pro-rata share losses in excess of $610 million
(Class B attachment level) up to $1.050 billion (Class B
exhaustion level), also on a per-occurrence basis.

Ibis Re II Ltd.
Preliminary Ratings
  Series 2012-1 Class A notes             'BB-(sf)'
  Series 2012-1 Class B notes             'B-(sf)'


INDYMAC MANUFACTURED: S&P Lowers Class A-3 Cert. Rating to 'D'
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on the class
A-2 certificates issued by IndyMac Manufactured Housing Contract
Pass-Through Certificates series 1998-2 to 'D (sf)' from 'CC
(sf)'. "We subsequently withdrew the rating on the A-2 notes," S&P
said.

The lowered rating reflects the transaction's nonpayment of full
principal on the class A-2 certificates by Dec. 27, 2011, which
was the next business day following the stated final distribution
date of Dec. 25, 2011. Standard & Poor's ratings reflect the
probability of default of timely interest each month and full
principal by the certificate's stated final distribution date
or legal final distribution date.

"Due to cumulative net losses that have been higher than initially
expected, the transaction is not generating enough collections
each month to pay the complete scheduled principal amount due to
all outstanding class A certificates as per the transaction
documents. As such, all class A certificates have accumulated an
unpaid principal shortfall. According to the transaction
documents, the payment waterfall specifies that prior to the
normal sequential principal payment distribution, the transaction
is to pay any unpaid principal shortfall amount pro rata among all
the class A certificates that are still outstanding (in this case,
the class A-2, A-3, and A-4 certificates). Accordingly, the class
A-2 certificates are receiving an amount that is equal to their
pro rata share of available monthly collections," S&P said.

Over the past 12 months, principal payments to the class A-2
certificates have averaged approximately $54,000 per month. The
class A-2 certificates had an outstanding principal balance of
approximately $2.2 million as of the December 2011 distribution
period. As such, the class A-2 certificates were not paid in
full by their stated final maturity date (Dec. 25, 2011).

Standard & Poor's will continue to monitor the outstanding ratings
associated with this transaction and will take any rating actions
that it considers appropriate based on its criteria.

             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 Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

If applicable, the Standard & Poor's 17g-7 Disclosure Reports
included in this credit rating report are available at:

           http://standardandpoorsdisclosure-17g7.com


KLIO STRUCTURED: S&P Lowers Rating on Class C Notes to 'D'
----------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on
four classes of notes from Klio Structured Investments 2005-1,
Coriolanus Ltd. series 41, Senior ABS Repack Trust 2002-1,
and CBO Holdings III Ltd.-Spirit CBO 2004-3.

Klio Structured Investments 2005-1 is a cash flow CDO retranche
backed by the class C notes of Klio Funding Ltd.

The class A-2 notes of Senior ABS Repack Trust Series 2002-1 are
backed by the class A-2 notes of E*Trade ABS CDO I Ltd.

The class A notes from CBO Holdings III Ltd.-Spirit CBO 2004-3 is
backed by an $18 million 1% coupon bond due June 1, 2019.

The rating of Coriolanus Ltd. series 41 is directly linked to the
class D notes of Hamilton Gardens CDO Ltd.

The rating actions follow the downgrade of the linked instruments
and now reflect the rating based on the credit support available
to these dependent tranches.

              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 Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

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

            http://standardandpoorsdisclosure-17g7.com

Ratings Lowered

Klio Structured Investments 2005-1
                Rating
Class       To          From
C           D (sf)      CC (sf)

Coriolanus Limited series 41
                Rating
Class       To          From
Combo Nts   D (sf)      CC (sf)

Senior ABS Repack Trust 2002-1
                Rating
Class       To          From
A-2         B (sf)      BB+ (sf)

CBO Holdings III Ltd.-Spirit CBO 2004-3
                Rating
Class       To          From
A           A (sf)      A+ (sf)


LANDMARK IV: S&P Raises Rating on Class B-2L Notes to 'B'
---------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-1L B, A-1L, A-2L, A-3L, B-1L, and B-2L notes from Landmark IV
CDO Ltd., a U.S. collateralized loan obligation (CLO) transaction
managed by Aladdin Capital Management LLC. "At the same time, we
removed the ratings of the class A-2L, A-3L, B-1L, and B-2L notes
from CreditWatch, where we placed them with positive implications
on Oct. 6, 2011. We also affirmed our rating on the class A-1L A
notes," S&P said.

"The upgrades reflect a $117.34 million paydown to the A-1L A and
A-1L notes since our review on Jan., 29, 2010. Additionally, we
have observed improved performance in the deal's underlying asset
portfolio since the last downgrade action. As of the Dec. 7, 2011,
trustee report, the transaction had $11 million in defaulted
assets, compared with $29.94 million noted in the Dec. 7, 2009
trustee report, which we referenced for our January 2010 rating
actions. The affirmation reflects the credit support available to
the class A-1L A notes at the current rating levels," 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 the O/C ratios in the Dec. 7, 2011 monthly
report:

    The A-2L O/C ratio was 142.53%, compared with a reported ratio
    of 124.46% in December 2009;

    The A-3L O/C ratio was 124.53%, compared with a reported ratio
    of 114.93% in December 2009;

    The B-1L O/C ratio was 112.90%, compared with a reported ratio
    of 108.17% in December 2009; and

    The B-2L O/C ratio was 106.43%, compared with a reported ratio
    of 103.05% 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.

            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 Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

If applicable, the Standard & Poor's 17g-7 Disclosure Reports
included in this credit rating report are available at:

           http://standardandpoorsdisclosure-17g7.com

Rating And CreditWatch Actions

Landmark IV CDO Ltd.
                     Rating
Class            To          From
A-1L B           AAA (sf)    AA+ (sf)
A-1L             AAA (sf)    AA+ (sf)
A-2L             AAA (sf)    A+ (sf) /Watch Pos
A-3L             AA- (sf)    BBB+ (sf) /Watch Pos
B-1L             BBB- (sf)   BB+ (sf) /Watch Pos
B-2L             B (sf)      CCC+ (sf) /Watch Pos

Rating Affirmed

Landmark IV CDO Ltd.
Class         Rating
A-1L A        AAA (sf)

TRANSACTION INFORMATION

Issuer:               Landmark IV CDO Ltd.
Coissuer:             Landmark IV CDO (Delaware) Corp.
Collateral manager:   Aladdin Capital Management LLC
Trustee:              Deutsche Bank Trust Co. Americas
Transaction type:     Cash flow CLO


LB-UBS 2006-C1: S&P Lowers Rating on Class H Certificates to 'D'
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on nine
classes of commercial mortgage pass-through certificates from LB-
UBS Commercial Mortgage Trust 2006-C1, a U.S. commercial mortgage-
backed securities (CMBS) transaction. "Concurrently, we affirmed
our 'AAA (sf)' ratings on six other classes from the same
transaction," S&P said.

"Our rating actions follow our analysis of the transaction
primarily using our U.S. conduit/fusion CMBS criteria. Our
analysis also included a review of the deal structure and
the liquidity available to the trust. The downgrades reflect
credit support erosion that we anticipate will occur upon the
eventual resolution of four ($46.2 million, 2.7%) of the six
($68.4 million, 3.4%) assets that are with the special servicer,
as well as one loan ($1.1 million, 0.1%) that we determined to
be credit-impaired. We also considered the monthly interest
shortfalls affecting the trust. We lowered our rating to 'D
(sf)' on the class H certificates because we believe the
accumulated interest shortfalls will remain outstanding for
the foreseeable future," S&P said.

"The rating affirmations on the principal and interest
certificates reflect subordination and liquidity support levels
that we consider to be consistent with our outstanding ratings on
these classes. We affirmed our 'AAA (sf)' ratings on the class X-
CL and X-CP interest-only (IO) certificates based on our current
criteria," S&P said.

"Our analysis included a review of the credit characteristics of
all the remaining loans in the pool. Using servicer-provided
financial information, we calculated an adjusted debt service
coverage (DSC) of 1.84x and a loan-to-value (LTV) ratio of 92.0%.
We further stressed the loans' cash flows under our 'AAA' scenario
to yield a weighted-average DSC of 1.10x and an LTV ratio of
133.9%. The implied defaults and loss severity under the 'AAA'
scenario were 50.4% and 46.1%, respectively. The DSC and LTV
calculations noted above exclude four ($46.2 million, 2.7%) of
the six ($68.4 million, 3.4%) specially serviced assets, one
($1.1 million, 0.1%) loan that we determined to be credit-
impaired, and one defeased loan ($8.2 million, 0.4%). We
separately estimated losses for the excluded specially serviced
and credit-impaired assets and included them in our 'AAA' scenario
implied default and loss severity figures," S&P said.

"As of the Dec. 16, 2011, trustee remittance report, the trust
experienced a net recovery of previous interest shortfalls
totaling $81,117. This was primarily due to the recovery of
appraisal subordinate entitlement reduction (ASER) amounts
totaling $221,633, due to the receipt of loan liquidation proceeds
of $1,913,123 during this reporting period. Excluding the one-time
ASER recovery, we believe that, going forward, interest shortfalls
will resume in the next reporting period. While the class H
certificates received a portion of these ASER recoveries, the
class has experienced cumulative interest shortfalls for five
consecutive months and we expect these shortfalls to remain
outstanding for the foreseeable future. Consequently, we
downgraded class H to 'D (sf)'. The class J, K, L, M, N, P, Q, and
S certificates, which we previously downgraded to 'D (sf)', due to
cumulative interest shortfalls, have all experienced a 100%
principal loss to their respective original certificate balances,"
S&P said.

                     Credit Considerations

As of the Dec. 16, 2011, trustee remittance report, six
assets ($68.4 million, 3.4%) in the pool were with the
special servicer, LNR Partners LLC (LNR). The reported
payment status of the specially serviced assets is: three
are in foreclosure ($24.3 million, 1.2%); one is a matured
balloon loan ($27.2 million, 1.3%); one is 90-plus-days
delinquent ($11.3 million, 0.6%); and one is less than 30
days delinquent ($5.7 million, 0.3%). Appraisal reduction
amounts (ARAs) totaling $22.1 million are in effect against
five ($51.9 million, 2.5%) of the six specially serviced
assets. Details on the three largest assets with the special
servicer are:

The Highwoods II Portfolio loan ($27.2 million, 1.3%) is the
largest specially serviced asset, and was transferred to special
servicing on Oct. 26, 2010, due to imminent maturity default. The
loan matured on Jan. 11, 2011, and the loan's payment status is
reported as a matured balloon loan. The loan is secured by a
portfolio of ten office properties totaling 798,984 sq. ft. in
the Tampa and Atlanta metropolitan areas. LNR indicated that they
are moving forward with foreclosure. As of Sept. 30, 2010, DSC was
reported as 1.54x. An ARA of $4.9 million is in effect for this
asset. Standard & Poor's anticipates a moderate loss upon the
eventual resolution of this loan.

The second-largest specially serviced asset, the Intel Corporate
Building loan ($16.6 million, 0.8%), is secured by a 288,742 sq.
ft. suburban office building located in Parsippany, N.J. The loan
was transferred to the special servicer on Jan. 6, 2011, due to
imminent maturity default as the loan matured on Jan. 11, 2011.
LNR indicated that principal and interest for the loan is being
paid through a lockbox that is in place, which is receiving all of
the property's cash flow. The most recent DSC information
indicated a DSC of 1.97x as of Sept. 30, 2010. Reported occupancy
was 100.0% as of Dec. 31, 2010," S&P said.

The Waldbaums - Farmingdale loan ($11.3 million, 0.6%) is the
third-largest specially serviced asset, comprising a vacant,
42,000 sq. ft. single-tenant, retail building in Farmingdale, N.Y.
The Waldbaums lease was rejected in the A&P bankruptcy in April
2011. The loan was transferred to the special servicer on Dec. 22,
2010, due to imminent payment default after the single tenant
parent, A&P, filing bankruptcy. The payment status of the loan is
90-plus-days delinquent. LNR is exploring various liquidation
strategies. An ARA of $8.5 million is in effect against this
asset. Standard & Poor's anticipates a significant loss upon the
eventual resolution of this asset.

The remaining three specially serviced loans have individual
balances that represent less than 0.5% of the total pool balance.
ARAs totaling $8.7 million were in effect against these three
remaining specially serviced assets. One loan is expected to be
returned to the master servicer. Standard & Poor's estimated a
weighted-average loss severity of 87.3% for the other two assets
that are with the special servicer.

"We determined one loan in the pool to be credit-impaired. The
Horn Lake Station loan ($1.1 million, 0.1%) is secured by a
13,800-sq.-ft. retail center in Horn Lake, Miss., about 17 miles
south of Memphis, Tenn. The master servicer, Wells Fargo Bank N.A.
(Wells), placed the loan on its watchlist due to a decline in DSC.
As of the Dec. 16, 2011, remittance date, the loan's payment
status was reported as 30 days delinquent. Wells has indicated
that both the November and December payments are now due. Reported
DSC declined to 0.24x as of Sept. 30, 2011 compared with 0.71x as
of year-end 2010. Occupancy remained the same at 47.1% for these
two reporting periods. Given the reported poor performance, we
consider this loan to be at an increased risk of default and
loss," S&P said.

                       Transaction Summary

As of the Dec. 16, 2011, trustee remittance report, the collateral
pool balance was $2.0 billion, which is 82.2% of the balance at
issuance. The pool includes 127 loans, down from 145 loans at
issuance. Wells provided financial information for 96.5% of the
loan balance, 68.5% of which was interim- or full-year 2010 data,
and the remainder reflected full-year 2009 or
interim-2011 data.

"We calculated a weighted average DSC of 1.86x for the loans
in the pool based on the servicer-reported figures. Our
adjusted DSC and LTV ratio were 1.84x and 91.7%. Our adjusted
DSC and LTV figures exclude four ($46.2 million, 2.7%) of the
transaction's six ($68.4 million, 3.4%) specially serviced
assets, one ($1.1 million, 0.1%) loan that we determined to be
credit-impaired, and one defeased loan ($8.2 million, 0.4%). The
transaction has experienced $117.8 million in principal losses to
date from 17 assets. Thirty-eight loans ($380.6 million, 18.6%) in
the pool are on the master servicer's watchlist, including the
eighth-largest loan ($55.8 million, 2.7%), ninth-largest loan
($48.4 million, 2.4%), and the 10th-largest loan ($48.1 million,
2.4%), in the pool. Nineteen loans ($223.7 million, 11.0%) have a
reported DSC of less than 1.10x, 10 of which ($172.5 million,
8.5%) have reported a DSC below 1.00x," S&P said.

                    Summary of The Top 10 Loans

"The top 10 loans have an aggregate outstanding balance of
$1.24 billion (61.0%). Using servicer-reported numbers, we
calculated a weighted average DSC of 2.15x for the top 10 loans.
Our adjusted DSC and LTV ratio, were 2.11x and 82.0% for the top
10 loans," S&P said.

The eighth-largest, ninth-largest, and 10th-largest loans in the
pool are on the master servicer's watchlist.

The DHL Center loan ($55.8 million, 2.7%) is the eighth-
largest loan in the pool and is secured by a 490,000-sq.-ft.
warehouse/distribution center in Breinigsville, Pa., just
outside Allentown, that was fully occupied by DHL Express
(USA) Inc. until January 2009. The loan was placed on the
master servicer's watchlist because DHL Express (USA)
vacated the premises. The lease, which may be terminated
in 2021, is guaranteed by Deutsche Post AG. Rent continues
to be paid. The loan matures Jan. 11, 2016. Servicer-reported
DSC was 1.28x for the nine months ended Sept. 30, 2011.

The Sterling Portfolio loan ($48.4 million, 2.4%) is the ninth-
largest loan in the pool and is secured by a portfolio of four
office properties totaling 401,067 sq. ft. located in Farmingdale,
Melville, and Plainview, in Long Island, N.Y., about 45 miles west
of New York City. The loan was placed on the master servicer's
watchlist due to a decline in DSC. The property in Farmingdale
experienced a decline in occupancy to 59.4% as of Sept. 30, 2011,
from 87.7% as of Dec. 31, 2010. As a result, the servicer-reported
combined DSC and occupancy decreased to 0.71x and 79.6% as of the
nine months ended Sept. 30, 2011, compared with 1.26x and 88.7% as
of the year-end 2010.

The River Valley Mall loan ($48.1 million, 2.4%) is the 10th-
largest loan in the pool and is secured by a 577,570-sq.-ft.
retail center in Lancaster, Ohio, about 20 miles outside of
Columbus. The loan was placed on the master servicer's watchlist
due to a decline in DSC. Servicer-reported DSC and occupancy were
0.86x and 81.8% as of the nine months ended Sept. 30, 2011,
compared with 0.88x and 82.2% as of the year-end 2010.

Standard & Poor's stressed the loans in the pool according to its
current criteria. The resultant credit enhancement levels are
consistent with its rating actions.

            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 Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

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

          http://standardandpoorsdisclosure-17g7.com

Ratings Lowered

LB-UBS Commercial Mortgage Trust 2006-C1
Commercial mortgage pass-through certificates series 2006-C1

               Rating
Class         To          From        Credit enhancement (%)
A-M           A- (sf)     A (sf)            18.53
A-J           BB (sf)     BBB (sf)           7.56
B             BB- (sf)    BBB (sf)           6.80
C             B+ (sf)     BBB- (sf)          5.43
D             B (sf)      BB+ (sf)           4.21
E             B- (sf)     BB (sf)            3.30
F             CCC+ (sf)   B (sf)             2.23
G             CCC- (sf)   CCC (sf)           1.16
H             D (sf)      CCC- (sf)          0.00

Ratings Affirmed

LB-UBS Commercial Mortgage Trust 2006-C1
Commercial mortgage pass-through certificates series 2006-C1

Class        Rating              Credit enhancement (%)
A-2          AAA (sf)               30.72
A-3          AAA (sf)               30.72
A-AB         AAA (sf)               30.72
A-4          AAA (sf)               30.72
X-CL         AAA (sf)                 N/A
X-CP         AAA (sf)                 N/A

N/A -- Not applicable.


LB-UBS 2007-C6: S&P Lowers 2 Classes of Certificate Ratings to 'D'
------------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on two
classes of commercial mortgage pass-through certificates to 'D
(sf)' from LB-UBS Commercial Mortgage Trust 2007-C6, a U.S.
commercial mortgage-backed securities (CMBS) transaction due
to outstanding accumulated interest shortfalls.

"We lowered our ratings on the class J and K certificates to 'D
(sf)' due to accumulated interest shortfalls that have been
outstanding for 15 months. We expect these accumulated interest
shortfalls to remain outstanding for the foreseeable future.
According to the Dec. 16, 2011, trustee remittance report, the
current interest shortfalls resulted primarily from appraisal
subordinate entitlement reduction (ASER) amounts of $218,552 from
nine ($107.7 million, 3.8%) specially serviced assets, as well as
special servicing fees of $63,878, and recovery of prior master
servicer's advances of $420,657 this period for the Innkeepers
Portfolio loan. The interest shortfalls this period was offset by
ASER recoveries of $142,604," S&P said.

"The Innkeepers Portfolio loan, the largest loan in the pool, is
the largest loan with the special servicer. The loan has a whole-
loan balance of $675.0 million that is split into two pari passu
pieces, $337.5 million of which makes up 11.9% of the trust
balance. The loan is secured by 45 hotel properties totaling 5,683
rooms (35 upscale extended stay hotels totaling 4,446 rooms, nine
mid-scale hotels totaling 1,101 rooms, and one 136-room
full-service hotel) in 16 U.S. states. The loan was transferred to
the special servicer on April 19, 2010, due to imminent
cancellation of the franchise agreement with Marriott
International," S&P said.

"According to the master servicer, Wells Fargo Bank N.A. (Wells
Fargo), the Innkeepers Portfolio loan was assumed and modified.
The loan modification terms included, but not limited to, a
write-down of the $825.4 million original whole-loan balance to
$675.0 million. The trust incurred a $75.2 million principal loss
that was reflected in the December 2011 trustee remittance report.
Wells Fargo also indicated to us that servicer advances totaling
$26.3 million and accumulated interest shortfalls of $8.1 million
remain outstanding. Wells Fargo has also communicated to us that
it intends to recover these outstanding advances over time
primarily from principal distributions to the trust, as well from
interest distributions. The recovery of the master servicer's
advances and the outstanding accumulated interest shortfalls will
result in principal losses and interest shortfalls to the
trust. The Dec. 16, 2011, trustee remittance report noted that
Wells Fargo recouped $1.8 million of prior advances for the
Innkeepers Portfolio loan, $420,657 of which was from interest
distribution, and the remainder was from principal distribution,"
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 Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

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

            http://standardandpoorsdisclosure-17g7.com

LB-UBS Commercial Mortgage Trust 2007-C6
Commercial mortgage pass-through certificates
                              Credit        Reported
          Rating         enhancement   interest shortfalls ($)
Class  To        From            (%)     Current  Accumulated
J      D (sf)    CCC- (sf)     2.47       71,781   (1,870,709)
K      D (sf)    CCC- (sf)     1.42     (154,987)  (2,355,456)


LB-UBS 2007-C7: S&P Lowers Class E Certificate Rating to 'CCC-'
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on six
classes of commercial mortgage pass-through certificates from LB-
UBS Commercial Mortgage Trust 2007-C7, a U.S. commercial mortgage-
backed securities (CMBS) transaction. "In addition we affirmed our
ratings on eight other classes from the same transaction," S&P
said.

"Our rating actions follow our analysis of the transaction
primarily using our U.S. conduit/fusion criteria, the
transaction structure, and the liquidity available to the
trust. The downgrades reflect credit support erosion that
we anticipate will occur upon the eventual resolution of 10
($379.3 million, 12.4%) of the transaction's 11 ($716.8 million,
23.5%) assets with the special servicer. In addition, we
considered the monthly interest shortfalls that are affecting
the trust and the potential for additional interest shortfalls
associated with loan modifications and/or revised appraisal
reduction amounts (ARAs) on the specially serviced assets. Our
analysis also considered that 23 ($858.9 million, 28.1%) loans
in the pool have a reported DSC of less than 1.10x, 13 of which
($528.0 million, 17.3%) have a reported DSC below 1.00x," S&P
said.

"The affirmed ratings on the principal and interest certificates
reflect subordination and liquidity support levels that are
consistent with the outstanding ratings. We affirmed our 'AAA
(sf)' ratings on the class X-CP, X-W, and X-CL interest-only (IO)
certificates based on our current criteria," S&P said.

"Our analysis included a review of the credit characteristics of
all of the remaining assets in the pool. Using servicer-provided
financial information, we calculated an adjusted debt service
coverage (DSC) of 1.50x and a loan-to-value (LTV) ratio of
105.6%. We further stressed the loans' cash flows under our 'AAA'
scenario to yield a weighted average DSC of 0.96x and an LTV ratio
of 144.9%. The implied defaults and loss severity under the 'AAA'
scenario were 75.0% and 47.0%. All of the DSC and LTV calculations
exclude 10 ($379.3 million, 12.4%) of the transaction's 11
($716.8 million, 23.5%) assets with the special servicer and one
defeased loan ($3.3 million, 0.1%). We separately estimated losses
for the excluded specially serviced assets and included them in
the 'AAA' scenario implied default and loss severity figures,"
S&P said.

"As of the Dec. 16, 2011 trustee remittance report, the trust
experienced monthly interest shortfalls totaling $607,315.
The interest shortfalls were primarily related to ASER amounts
totaling $412,966, special servicing fees of $131,448 and
recovery of prior master servicer's advances of $62,901 this
period for the Innkeepers Portfolio loan. The current interest
shortfalls affected all classes subordinate to and including class
F. Class E had accumulated interest shortfalls outstanding for
eight months. If the accumulated interest shortfalls on this class
continue to be outstanding, we may lower the rating on this class
to 'D (sf)'," S&P said.

                       Credit Considerations

As of the Dec. 16, 2011 trustee remittance report, 11
($716.8 million, 23.5%) assets in the pool were with the
special servicers, LNR Partners LLC (LNR) and Five Mile
Capital Real Estate Advisors LLC (Five Miles). The payment
status of the specially serviced assets as of the December 2011
trustee remittance report is: two ($27.5 million, 0.9%) are real
estate owned (REO), seven ($435.5 million, 14.3%) are 90-plus-days
delinquent, one ($137.0 million, 4.5%) are 60 days delinquent, and
one ($116.8 million, 3.8%) is less than 30 days delinquent. ARAs
totaling $76.7 million were in effect for eight of the specially
serviced assets. The three largest specially serviced assets,
all of which are top 10 loans, are:

The Innkeepers Portfolio loan is the largest loan with the special
servicer and the second-largest loan in the pool. The loan has a
whole-loan balance of $675.0 million that is split into two pari
passu pieces, $337.5 million of which makes up 11.1% of the trust
balance. The other pari passu piece is in the LB-UBS Commercial
Mortgage Trust 2007-C6 transaction. The loan is secured by 45
hotel properties totaling 5,683 rooms, (35 upscale extended stay
hotels totaling 4,446 rooms, nine mid-scale hotels totaling 1,101
rooms, and one 136-room full-service hotel), in 16 U.S. states.
The loan was transferred to the special servicer on April 19,
2010, due to imminent cancellation of the franchise agreement with
Marriot International. The Residence Inn brand of this hotel was
the primary flag for the hotel properties in the portfolio. The
borrower subsequently filed for Chapter 11 bankruptcy.

"According to the master servicer, Wells Fargo Bank N.A. (Wells
Fargo), the Innkeepers Portfolio loan was assumed and modified.
The loan modification terms included, but were not limited to,
a write-down of the $825.4 million original whole-loan balance
to $675.0 million. The trust incurred a $75.2 million principal
loss, which the December 2011 trustee remittance report reflected.
Wells Fargo also indicated to us that servicer's advances totaling
$24.9 million and accumulated interest shortfalls of $8.1 million
remain outstanding. Wells Fargo has communicated to us that it
intends to recover these outstanding advances over time primarily
from principal distributions to the trust as well from interest
distributions. The recovery of the master servicer's advances and
the outstanding accumulated interest shortfalls will result in
principal losses and interest shortfalls to the trust. In the
Dec. 16, 2011 trustee remittance report, Wells Fargo recouped
$755,193 of prior advances for the Innkeepers Portfolio loan,
$692,293 of which was recovered from principal distribution and
$62,899 from interest distribution," S&P said.

"It is our understanding that the Innkeepers Portfolio loan will
be returned to the master servicer in the near future, as the loan
modification is completed. Pursuant to the transaction documents,
the special servicer is entitled to a workout fee that is 1% of
all future principal and interest payments if the loan performs
and remains with the master servicer. The reported DSC and
occupancy were 2.45x and 69.2% as of Dec. 31, 2009. No updated
financial data was available for this loan," S&P said.

"The Legends at Village West loan ($137.0 million, 4.5%) is
the seventh-largest loan in the pool and is secured by a class
A open-air lifestyle center containing specialty and unique
retail stores, entertainment, and dining totaling 658,453 sq.
ft. in Kansas City. The loan was transferred to the special
servicer, LNR, on Nov. 9, 2011, because the borrower requested
to restructure the loan. The reported payment status of the
loan is 60 days delinquent. LNR stated that an appraisal has
been ordered and it has not yet received the borrower's loan
restructuring proposal. The reported DSC and occupancy were 0.81x
and 82.0% as of Dec. 31, 2010. We expect a moderate loss upon the
resolution of this loan," S&P said.

"The Nashville Multifamily Portfolio loan ($116.8 million, 3.8%)
is the eighth-largest loan in the pool and is secured by four
garden style apartment complexes totaling 1,593 units located in
and around Nashville, Tenn. The loan was transferred to the
special servicer, LNR, on Dec. 28, 2009, due to imminent default.
The loan matures on Aug. 11, 2012. The reported payment status of
the loan is less than 30 days delinquent. According to the special
servicer, the lock box has been used to make the debt service
payments. No recent reported financials were available for this
loan. We expect a moderate loss upon the resolution of the loan,"
S&P said.

"The eight remaining loans with the special servicer have
individual balances that represent less than 2.0% of the total
pool balance. ARAs totaling $76.7 million are in effect against
these eight assets. We estimated losses for these eight assets,
arriving at a weighted average loss severity of 58.3%," S&P said.

                      Transaction Summary

As of the Dec. 16, 2011, trustee remittance report, the collateral
pool had a trust balance of $3.05 billion, down from $3.17 billion
at issuance. The pool currently includes 93 loans and two REO
assets. Wells Fargo provided financial information for 83.3% of
the loans in the pool: 13.0% was partial-year 2011 data, while
70.3% was full- or partial-year 2010 data.

"We calculated a weighted average DSC of 1.48x for the pool based
on the reported figures. Our adjusted DSC and LTV ratio were 1.50x
and 105.6%, which exclude 10 ($379.3 million, 12.4%) of the
transaction's 11 ($716.8 million, 23.5%) assets with the special
servicer and one defeased loan ($3.3 million, 0.1%). We separately
estimated losses for the excluded specially serviced assets. To
date, the trust has experienced $94.7 million in principal losses
relating to five assets. Twenty-seven loans ($724.8 billion,
23.7%), including three of the top 10 loans in the pool, are on
the master servicer's watchlist," S&P said.

                        Summary of Top 10 Loans

"The top 10 loans have an aggregate outstanding trust balance
of $2.1 billion (67.4%). Using servicer-reported numbers, we
calculated a weighted average DSC of 1.75x for seven of the top 10
loans. The remaining three loans ($591.3 million, 19.4%) are with
the special servicer. Our adjusted DSC and LTV ratio for seven of
the top 10 loans were 1.61x and 98.7%, excluding the specially
serviced assets. Three of the top loans ($467.6 million, 15.3%) in
the pool are on the master servicer's watchlist," S&P said.

The District at Tustin Legacy loan ($206.0 million, 6.7%), the
fourth-largest loan in the pool, appeared on the master servicer's
watchlist due to a low reported DSC, which was 0.94x for year-end
2010. The loan is secured by 985,684-sq.-ft. anchored retail
center in Tustin, Calif. Occupancy was 94.0%, according to the
Sept. 30, 2011, rent roll.

The Miami Center loan ($170.0 million, 5.6%), the sixth-largest
loan in the pool, appeared on the master servicer's watchlist
because of a low reported DSC, which was 1.06x for the trailing-
12-months ended March 31, 2011. The loan is secured by a 35-story,
784,040-sq.-ft. office building in Miami, Fla. Occupancy was
87.0%, according to the Sept. 30, 2011, rent roll.

The Meyerland Plaza loan ($91.6 million, 3.0%), the ninth-largest
loan in the pool, appeared on the master servicer's watchlist
because of a low reported DSC, which was 1.11x for year-end 2010.
The loan is secured by a 936,543-sq.-ft. regional mall in Houston,
Texas. Occupancy was 90.0%, according to the Nov. 10, 2011, rent
roll.

Standard & Poor's stressed the assets in the pool according to its
current criteria, and the analysis is consistent with the lowered
and affirmed ratings.

               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 Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

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

            http://standardandpoorsdisclosure-17g7.com

Ratings Lowered

LB-UBS Commercial Mortgage Trust 2007-C7
Commercial mortgage pass-through certificates

             Rating
Class  To              From           Credit enhancement (%)
A-M    BBB- (sf)       BBB (sf)                       17.65
A-J    B (sf)          BB (sf)                         8.83
B      B- (sf)         BB- (sf)                        7.28
C      CCC+ (sf)       B+ (sf)                         6.11
D      CCC (sf)        B+ (sf)                         5.33
E      CCC- (sf)       CCC (sf)                        4.42

Ratings Affirmed

LB-UBS Commercial Mortgage Trust 2007-C7
Commercial mortgage pass-through certificates

Class    Rating                Credit enhancement (%)
A-1      AAA (sf)                              28.03
A-2      AAA (sf)                              28.03
A-AB     AAA (sf)                              28.03
A-3      A  (sf)                               28.03
A-1A     A  (sf)                               28.03
X-CP     AAA (sf)                                N/A
X-W      AAA (sf)                                N/A
X-CL     AAA (sf)                                N/A

N/A -- Not applicable.


LEASE INVESTMENT: S&P Withdraws 'B+' Rating on Class A-3 Notes
--------------------------------------------------------------
Standard & Poor's Ratings Services withdrew its rating on the
class A-3 notes from Lease Investment Flight Trust's (LIFT's)
series 2001-1. The rating withdrawal follows the complete paydown
of the notes on their most recent payment date on Dec. 15, 2011.

LIFT Series 2001-1 is a securitization of aircraft that originated
in June 2001.

            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 Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

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

      http://standardandpoorsdisclosure-17g7.com

Rating Actions

Lease Investment Flight Trust Series 2001-1

                       Rating
Class               To           From
A-3                 NR (sf)      B+ (sf)


LEGG MASON: S&P Affirms Class G Rating at 'CCC+'
------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on 10
classes from Legg Mason Real Estate CDO I Ltd. (Legg Mason I), a
commercial real estate collateralized debt obligation (CRE CDO)
transaction. "We subsequently withdrew our class F-2 rating," S&P
said.

"According to the Nov. 25, 2011, trustee report, as well as
a notice from the trustee, Wells Fargo Bank N.A., certain
subordinate notes were cancelled before they were repaid
through the transaction's payment waterfall. The affirmations
primarily reflect our assessment that the risks and credit
stability considerations regarding the subordinate note
cancellations would not affect the affirmed classes," S&P
said.

The notes cancelled without payment are:

Tranche           Cancelled (US$)
F-2*                    5,000,000
G                       2,000,000

*The class F-2 note cancellation affected all of the outstanding
tranche principal balances.

To assess the risks and credit stability considerations regarding
certain subordinate note cancellations, S&P applied these stresses
it deemed appropriate:

    "We generated a cash flow analysis using two scenarios. The
    first scenario utilized the current balances of the notes,
    including any note cancellations, when modeling the interest
    or principal diversion mechanisms. The second scenario
    recognized only the balance of the senior notes in the
    calculation of any interest or principal diversion
    mechanisms," S&P said.

    "Using the two scenarios, we then applied the lower of the
    rating levels as the starting point for our rating analysis
    for each class of notes," S&P said.

    "Finally, we reviewed the level of cushion relative to our
    credit stability criteria and made further adjustments to the
    ratings that we believed were appropriate," S&P said.

"For additional details on our assessment of the rated
transactions with note cancellations, see '42 Ratings Lowered On
Nine U.S. CLO Transactions That Experienced Note Cancellations;
$4.95 Billion Of Issuance Affected,' published April 26, 2010, on
RatingsDirect on the Global Credit Portal, at
www.globalcreditportal.com," S&P said.

"In addition to our assessment of the subordinate note
cancellations, we also analyzed the transaction and its underlying
collateral," S&P said.

According to the Nov. 25, 2011, trustee report, Legg Mason I's
current asset pool includes:

    Thirty-three whole and senior participation loans
    ($479.3 million, 91.1%);

    Two subordinate interest loans ($26.0 million, 4.9%); and

    Four commercial mortgage-backed securities (CMBS) tranches
    ($20.9 million, 4.0%).

"Standard & Poor's reviewed and updated its credit estimates for
all of the nondefaulted loan assets in the transaction. We based
the analyses primarily on our adjusted net cash flows, which we
derived from the most recent financial data primarily provided by
the collateral manager, Legg Mason Real Estate Capital II," S&P
said.

"The transaction includes four defaulted loan assets
($49.5 million, 9.4%). Standard & Poor's estimated asset-specific
recovery rates for these assets range from 53.4% to 82.2%. We
based the recovery rates primarily on information from the
collateral manager, special servicer, and third-party data
providers," S&P said. The defaulted assets include:

    The 200 Building senior interest loan ($19.6 million, 3.7%);

    The Taylors Crossing senior interest loan ($15.2 million,
    2.9%);

    The Hamilton senior interest loan ($7.9 million, 1.5%); and

    The Stanford Business Center senior interest loan
    ($6.8 million, 1.3%).

"We subsequently withdrew our rating on class F-2 following the
full redemption of the principal balance," S&P said.

"Standard & Poor's analyzed the transaction and its underlying
collateral according to our current criteria. Our analysis is
consistent with the affirmed and withdrawn ratings," 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 Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

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

           http://standardandpoorsdisclosure-17g7.com

Ratings Affirmed

Legg Mason Real Estate CDO I Ltd.
Collateralized debt obligation

Class     Rating
A-R       BBB+ (sf)
A1-T      BBB+ (sf)
A-2       BB+ (sf)
B         BB+ (sf)
C         BB (sf)
D         B+ (sf)
E         B (sf)
F-1       B- (sf)
G         CCC+ (sf)

Rating Affirmed And Withdrawn

Legg Mason Real Estate CDO I Ltd.
Collateralized debt obligation
             Rating
Class     To       From
F-2       B- (sf)  B- (sf)
          NR       B- (sf)


LENOX CDO: Moody's Confirms Rating of Class A-1 Notes at 'Ca'
-------------------------------------------------------------
Moody's Investors Service has confirmed the ratings of one class
of notes issued by Lenox CDO, Ltd. The class of notes affected by
the rating actions are:

US$70,000,000 Class A-1S First Priority Senior Secured Floating
Rate Delayed Draw Notes due 2043-1 (current balance: 48,600,000),
Confirmed at Ca (sf); previously on June 24, 2011 Ca (sf) Placed
Under Review for Possible Upgrade.

RATINGS RATIONALE

According to Moody's, the rating action taken on the notes results
primarily from an ongoing diversion of cashflows away from an
exclusive application to the principal reduction of the Class A-1S
First Priority Senior Secured Floating Rate Delayed Draw Notes.
Such diversion can be attributed to the required hedge payments
and interest distributions on the Class A-1J Notes, Class B Notes,
and Class C Notes.

Notwithstanding the cashflow risks, Moody's notes that the credit
quality of the underlying portfolio has improved since the rating
action in June 2011. In particular, the weighted average rating
factor is currently 1719 compared to 4784 in June 2011.

On August 18, 2011 the trustee declared an Event of Default in
accordance with Section 5.1(a) of the Indenture, based upon the
default in the payment, when due and payable, of interest on the
Class B-2 Notes and Class C Notes, which default continued for a
period of three business days.

Lenox CDO, Ltd., is a collateralized debt obligation backed
primarily by a portfolio of CLOs, SME CLOs, and EM CDOs.

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

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

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

Moody's rating action factors in a number of sensitivity analyses
and stress scenarios, discussed below. Results are shown in terms
of the number of notches' difference versus the current model
output, where a positive difference corresponds to lower expected
loss, assuming that all other factors are held equal:

Moody's Performing Assets notched up by 1 rating notch (WARF:
1308)

Class A-1S: +1

Moody's Performing Assets notched down by 1 rating notch (WARF:
2071)

Class A-1S: 0

Moody's notes that in arriving at its ratings of SF CDOs, there
exist a number of sources of uncertainty, operating both on a
macro level and on a transaction-specific level. Among the general
macro uncertainties are those surrounding future housing prices,
pace of residential mortgage foreclosures, loan modification and
refinancing, unemployment rate and interest rates.


LIGHTPOINT CLO: S&P Raises Rating on Class D Notes to 'BB'
----------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the
class A-2, B, C, and D notes from LightPoint CLO V Ltd., a U.S.
collateralized loan obligation (CLO) transaction managed by
Neuberger Berman Inc. "At the same time, we affirmed the 'AA+
(sf)' rating on the class A-1 note," S&P said.

"The upgrades reflect improved credit support for the notes since
we last downgraded them in December 2009 following the application
of our September 2009 corporate collateralized debt obligation
(CDO) criteria. We affirmed the rating on the class A-1 note based
on its current levels of available credit support," S&P said.

"The trustee's December 2011 reported zero defaults in the
transaction's collateral pool, compared with $21.5 million in
defaulted assets in the October 2009 monthly report that we used
for the December 2009 downgrades. Notably, the collateral manager
sold many of the defaulted assets at prices that were higher than
their assumed recovery," S&P said.

In addition, the December 2011 trustee report reveals that the
trustee did not "haircut" -- or reduce -- the numerator for excess
'CCC' asset exposure when calculating the overcollateralization
(O/C) ratios. The numerator in the O/C ratios was reduced by 1.01%
in October 2009 due to exposure to 'CCC' obligations that exceeded
the levels specified in the transaction documents.

"The transaction documents also provide for a supplemental
diversion test to be measured at the class D O/C level during the
CLO's reinvestment period. When triggered, the transaction diverts
the available interest proceeds subject to a maximum of either the
required cure amount or 50% of the available interest proceeds
toward reinvestment. The CLO was failing this test in October 2009
and effectively diverted funds toward reinvestment. The
transaction is currently passing this test," S&P said.

The factors increased the transaction's O/C ratios. The trustee
reported the O/C ratios in its December 2011 monthly report:

    The class A O/C ratio was 122.25%, compared with a reported
    ratio of 117.23% in October 2009;

    The class B O/C ratio was 114.05%, compared with a reported
    ratio of 109.36% in October 2009;

    The class C O/C ratio was 109.68%, compared with a reported
    ratio of 105.18% in October 2009; and

    The class D O/C ratio test was 105.92%, compared with a
    reported ratio of 101.57% in October 2009;

"The obligor concentration supplemental test (which is part of
our criteria for rating corporate CDO transactions) affected our
rating on the class D notes at the time of our December 2009
downgrades. The obligor concentration supplemental test did not
affect the ratings in the rating actions," 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.

            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 Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

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

           http://standardandpoorsdisclosure-17g7.com

Rating Actions

LightPoint CLO V Ltd.
                        Rating
Class              To           From
A-2                AA (sf)      A+ (sf)
B                  A (sf)       BBB+ (sf)
C                  BBB (sf)     BB+ (sf)
D                  BB (sf)      CCC+ (sf)

Rating Affirmed

LightPoint CLO V Ltd.
Class              Rating
A-1                AA+ (sf)


LNR III: S&P Lowers Ratings on 2 Classes of Notes to 'D'
--------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings to 'D (sf)'
on the class A and B notes from LNR CDO III Ltd., a commercial
real estate collateralized debt obligation (CRE CDO) transaction.
"At the same time, we affirmed our 'CCC- (sf)' ratings on seven
other classes from the same transaction," S&P said.

"The rating actions reflect our analysis of the transaction
following interest shortfalls to two nondeferrable classes,
which caused an event of default (EOD) in the transaction. The
nondeferrable class A and B notes experienced interest shortfalls
according to the Dec. 21, 2011, trustee remittance report, which
prompted us to downgrade these classes to 'D (sf)'," S&P said.

"On Jan. 5, 2012, we received a notice from the trustee, U.S.
Bank N.A., that LNR CDO III had experienced an EOD under section
5.1 (a) of its indenture. This notice indicates a default in
the payment of interest accrued on the class A and B notes that
continued for a period of four business days, which resulted in
an EOD," S&P related.

The interest shortfalls primarily resulted from the failure of the
underlying commercial mortgage-backed securities (CMBS) collateral
for LNR CDO III to produce sufficient interest proceeds to pay the
full interest amounts due to the classes. According to the most
recent trustee report, LNR CDO III was collateralized by 164 CMBS
certificates ($658.1 million, 100%) from 46 distinct transactions
issued between 1997 and 2004.

"If the interest shortfalls affecting LNR CDO III causes a
swap default and triggers any termination payments to the swap
counterparty for the transaction, we may lower the 'CCC- (sf)
ratings on the seven subordinate classes to 'CC (sf)' if we
determine the interest due to the classes may be deferred for
many years. According to the Dec. 21, 2011, trustee report,
$1.6 million in total collateral proceeds was available to LNR
CDO III, $1.5 million of which was paid to the swap counterparty,"
S&P said.

Standard & Poor's analyzed LNR CDO III according to its current
criteria. The analysis is consistent with the lowered and affirmed
ratings.

             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 Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

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

            http://standardandpoorsdisclosure-17g7.com

Ratings Lowered

LNR CDO III Ltd.
                  Rating
Class    To                   From
A        D (sf)               B+ (sf)
B        D (sf)               CCC- (sf)

Ratings Affirmed

LNR CDO III Ltd.
Class   Rating
C       CCC- (sf)
D       CCC- (sf)
E-FL    CCC- (sf)
E-FX    CCC- (sf)
F-FL    CCC- (sf)
F-FX    CCC- (sf)
G       CCC- (sf)


MAPS CLO: S&P Raises Rating on Class E Notes From 'B+' to 'BB+'
---------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
B, C, D-1, D-2, and E notes from Maps CLO Fund I LLC, a U.S.
collateralized loan obligation (CLO) transaction managed by
GSO/Blackstone Debt Funds Management. "At the same time, we
removed
these ratings from CreditWatch, where we placed them with positive
implications on Oct. 6, 2011. We affirmed our ratings on the class
A-1, A-2, and A-3 notes," S&P said.

"The upgrades reflect a $124 million paydown to the A-1, A-2,
and A-3 notes since we downgraded the notes on Dec. 8, 2009.
Additionally, we have observed improved performance in the deal's
underlying asset portfolio since the last downgrades. As of the
Nov. 11, 2011 trustee report, the transaction had $2.63 million in
defaulted assets, compared with $22.49 million noted in the Oct.
9, 2009, trustee report, which we referenced for our December 2009
rating actions. The affirmations reflect the credit support
available to the class A-1, A-2, and A-3 notes at the current
rating levels," 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 the O/C ratios in the Nov. 11, 2011, monthly
report:

    The A/B O/C ratio was 172.85%, compared with a reported ratio
    of 139.31% in October 2009;

    The C O/C ratio was 143.54%, compared with a reported ratio of
    125.17% in October 2009;

    The D O/C ratio was 124.62%, compared with a reported ratio of
    114.74% in October 2009; and

    The E O/C ratio was 115.31%, compared with a reported ratio of
    109.17% in October 2009.

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

             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 Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

If applicable, the Standard & Poor's 17g-7 Disclosure Reports
included in this credit rating report are available at:

            http://standardandpoorsdisclosure-17g7.com

Rating And CreditWatch Actions

Maps CLO Fund I LLC
                     Rating
Class            To          From
B                AAA (sf)    AA (sf)/Watch Pos
C                AA+ (sf)    A (sf)/Watch Pos
D-1              A+ (sf)     BB+ (sf)/Watch Pos
D-2              A+ (sf)     BB+ (sf)/Watch Pos
E                BB+ (sf)    B+ (sf)/Watch Pos

Ratings Affirmed

Maps CLO Fund I LLC
Class         Rating
A-1           AAA (sf)
A-2           AAA (sf)
A-3           AAA (sf)

Transaction Information

Issuer:               Maps CLO Fund I LLC
Collateral manager:   GSO/Blackstone Debt Funds Management
Trustee:              The Bank of New York Mellon
Transaction type:     Cash flow CLO


MERRILL LYNCH: Fitch Affirms Junk Rating on 10 Class Certificates
-----------------------------------------------------------------
Fitch Ratings has downgraded four and affirmed 17classes of
Merrill Lynch Mortgage Trust (MLMT), series 2006-C1, commercial
mortgage pass through certificates.

The downgrades are due to additional certainty of expected losses
on the loans in special servicing.  The Fitch modeled losses of 9%
(8.8% cumulative transaction losses which includes losses realized
to date), is an increase from 8.2% as of the last review due to an
increase in expected losses of loans in special servicing.

Fitch expects classes G thru Q to be fully depleted by losses on
specially serviced loans and class F to be significantly impacted.
As of December 2011, there are cumulative interest shortfalls in
the amount of $3.7 million currently affecting classes F through
Q.

As of the December 2011 distribution date, the pool's aggregate
principal balance has been paid down by 11.4% to $2.2 billion from
$2.5 billion at issuance.  There is one defeased loans within the
pool representing 0.4% of the transaction.

Fitch has identified 76 loans (26.6%) as Fitch Loans of Concern,
which includes 25 specially serviced loans (9.8%).

The specially serviced loans consists of 16 loans (6.6%) as real
estate owned (REO), three loans (1.5%) in foreclosure, three loans
(0.7%) that are 30 to 90 days delinquent and three loans (1%) that
are current.

At Fitch's last review there were 25 loans (9.5%) in special
servicing consisting of 11 loans (3.7%) that were REO, eight loans
(3.5%) in foreclosure, five loans (2.1%) that were 30 to 90 days
delinquent and one loan (2.1%) that was current.

The largest contributor to losses (2.5% of pool balance) is a
298,865 sf real estate owned asset consisting of two three-story
office buildings located in Scottsdale, AZ.  The loan transferred
to special servicing in October 2009 when a large tenant fully
occupying one of the buildings (50% of the total NRA) exercised
its early termination option and vacated.  Occupancy for both
buildings as of September 2011 is 62%. The special servicer
continues to work to stabilize the asset.

The second largest contributor to losses (1.2%) is a 360 key
independent hotel located in Tampa, FL.  The facility was master-
leased for use as corporate housing for training events and
conferences.  The loan transferred to special servicing in
November 2010 when the master lease expired and was not renewed.
The special servicer strategy is to pursue foreclosure.

The third largest contributor to losses (1.1%) is a 356,061 sf
real estate owned office building located in downtown Cincinnati,
OH . The loan transferred to special servicing in June 2008 for
imminent default and became real estate owned in March 2010.  The
special servicer is continuing leasing efforts to improve
occupancy.

Fitch downgrades, assigns Recovery Estimates and revises Outlooks
on these classes as indicated:

  -- $217.9 million class A-J to 'BBB-sf' from 'BBBsf'; Outlook
     Stable;

  -- $56 million class B to 'Bsf' from 'BBsf'; Outlook to Negative
     from Stable;

  -- $26 million class C to 'CCCsf, RE 90%' from 'Bsf';

  -- $16.2 million class D to 'CCCsf, RE 0%' from 'B-sf'.

Additionally, Fitch affirms and revises Recovery Estimates on
these classes as indicated:

  -- $260.9 million class A-2 at 'AAAsf'; Outlook Stable;
  -- $134 million class A-3 at 'AAAsf'; Outlook Stable;
  -- $25 million class A-3B at 'AAAsf'; Outlook Stable;
  -- $98.8 million class A-SB at 'AAAsf'; Outlook Stable;
  -- $753.4 million class A-4 at 'AAAsf'; Outlook Stable;
  -- $208.4 million class A-1A at 'AAAsf'; Outlook Stable;
  -- $249 million class A-M at 'AAAsf'; Outlook Stable;
  -- $18.7 million class E at 'CCCsf'; RE to 0% from 100%;
  -- $28 million class F at 'CCsf', RE to 0% from 95%;
  -- $21.8 million class G at 'Csf', RE 0%;
  -- $24.9 million class H at 'Csf, RE 0%';
  -- $6.2 million class J at 'Csf, RE 0%';
  -- $9.3 million class K at 'Csf, RE 0%';
  -- $6.2 million class L at 'Csf, RE 0%';
  -- $6.2 million class M at 'Csf, RE 0%';
  -- $6.2 million class N at 'Csf, RE 0%';
  -- $6.2 million class P at 'Csf, RE 0%'.


MILLENNIUM PARK: S&P Affirms 'CC' Rating on Class D Notes
---------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on five
notes from Millennium Park CDO I Ltd., a U.S. corporate bond
collateralized debt obligation (CDO).

"We affirmed our ratings on the class A-1, A-2, B, C, and D 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 currently assigned to the notes remain consistent with
the credit enhancement available to support them and take rating
actions as it deems necessary.

            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 Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

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

           http://standardandpoorsdisclosure-17g7.com

Ratings Affirmed

Millennium Park CDO I Ltd.
Class         Rating
A-1           BB- (sf)
A-2           CCC (sf)
B             CCC- (sf)
C             CCC- (sf)
D             CC (sf)


MORGAN STANLEY: S&P Lowers Rating on Class IA Notes to 'D'
----------------------------------------------------------
Standard & Poor's Ratings Services lowered to 'D (sf)' its rating
on the class IA notes issued by Morgan Stanley Managed ACES SPC's
series 2006-12, a synthetic corporate investment-grade
collateralized debt obligation (CDO) transaction.

"We lowered our rating on the notes to 'D (sf)' because the class
experienced a principal loss following a credit default swap
credit event, according to the Oct. 31, 2011 trustee report," 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 Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

If applicable, the Standard & Poor's 17g-7 Disclosure Report
included in this credit rating report is available at:
      http://standardandpoorsdisclosure-17g7.com

Rating Lowered

Morgan Stanley Managed ACES SPC
Series 2006-12
                      Rating
Class         To                  From
IA            D (sf)              CCC- (sf)

Other Ratings Outstanding

Morgan Stanley Managed ACES SPC
Series 2006-12
Class                    Rating
IIA                      D (sf)
IIIA                     D (sf)


MORGAN STANLEY: S&P Withdraws 'CCC-' Ratings on 3 Classes
---------------------------------------------------------
Standard & Poor's Ratings Services withdrew its 'CCC- (sf)'
ratings on the class IA, IB, and IIA notes issued by Morgan
Stanley ACES SPC 2006-23.

"The rating withdrawals follow the cancellation of the notes as
detailed in an unwind notice we received from the transaction's
trustee," 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 Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

If applicable, the Standard & Poor's 17g-7 Disclosure Reports
included in this credit rating report are available at:

           http://standardandpoorsdisclosure-17g7.com


MORGAN STANLEY: S&P Withdraws 'CCC-' Class I Note Rating
--------------------------------------------------------
Standard & Poor's Ratings Services withdrew its rating on the
class I notes from Morgan Stanley ACES SPC's series 2007-21, a
synthetic corporate investment-grade collateralized debt
obligation (CDO) transaction.

"The rating withdrawal follows the notes' complete redemption
pursuant to the redemption notice we received Nov. 23, 2011," 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 Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

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

         http://standardandpoorsdisclosure-17g7.com

Rating Withdrawn

Morgan Stanley ACES SPC
Series 2007-21

              Rating
Class       To      From
I           NR      CCC- (sf)

NR -- Not rated.


N-STAR REAL: S&P Lowers Ratings on 4 Classes of Notes to 'CCC'
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on the
notes from N-Star Real Estate CDO V Ltd., a collateralized debt
obligation (CDO) transaction backed by commercial mortgage-backed
securities (CMBS) and managed by NS Advisors LLC. "We removed
these ratings from CreditWatch with negative implications, where
we placed them on Oct. 6, 2011, due to deterioration in the credit
quality of the underlying assets," S&P said.

"The downgrades reflect a decline in the overall credit support
available to the rated notes since we last downgraded all the
notes in May 2011," S&P said.

"As per the October 2011 monthly report, the transaction's
defaults have increased to $179.2 million, up from $73.8 million
as of April 2011 trustee report, which we used in our May 2011
analysis," S&P related. As a result, the O/C ratios declined for
all classes, and all class are currently failing:

    The class A/B O/C ratio was 104.22% in October 2011, compared
    to 112.90% in April 2011;

    The class C O/C ratio was 101.54% in October 2011, compared to
    108.23% in April 2011;

    The class D O/C ratio was 97.57% in October 2011, compared to
    104.60% in April 2011;

    The class E O/C ratio was 96.34% in October 2011, compared to
    103.46% in April 2011; and

    The class F O/C ratio was 93.28% in October 2011, compared to\
    100.66% in April 2011.

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.

           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 Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

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

          http://standardandpoorsdisclosure-17g7.com

Rating And Creditwatch Actions

N-Star Real Estate CDO V Ltd.
              Rating
Class     To           From
A-1       BB+ (sf)     BBB (sf)/Watch Neg
A-2       B (sf)       BB+ (sf)/Watch Neg
B         CCC- (sf)    B+ (sf)/Watch Neg
C         CC (sf)      B- (sf)/Watch Neg
D         CC (sf)      CCC+ (sf)/Watch Neg
E         CC (sf)      CCC (sf)/Watch Neg
F         CC (sf)      CCC- (sf)/Watch Neg

Transaction Information

Issuer:              N-Star Real Estate CDO V Ltd.
Co-issuer:           N-Star Real Estate CDO V Corp.
Collateral manager:  NS Advisors LLC
Trustee:             Bank of America N.A.
Transaction type:    Cash flow CDO of CMBS


OCTAGON INVESTMENT: S&P Raises rating on Class B-2L to 'BB+'
------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-1L, A-2L, A-3L, B-1L, and B-2L from Octagon Investment Partners
VII Ltd., a U.S. collateralized loan obligation (CLO) transaction
managed by Octagon Credit Investors LLC. "At the same time, we
removed our ratings on the class A-1L, A-2L, A-3L, B-1L, and B-2L
from CreditWatch, where we placed them with positive implications
on Oct. 6, 2011," S&P said.

"The upgrade reflects a pay down to classes A-1L and X, and
improved performance we have observed in the deal's underlying
asset portfolio since our last rating actions on Oct. 23, 2009,
following the application of 2009 corporate collateralized debt
obligation (CDO) criteria. As of the Nov. 25, 2011, trustee
report, the transaction's asset portfolio had no defaulted
obligations. This compares to $12.10 million in defaulted
obligations reflected in the Sept. 25, 2009, trustee report,
which we used for our October 2009 rating actions. In addition,
over the same time period, the class A-1L notes were paid down
by 152.95 million leaving them at approximately 44.14% of their
original balance. The class X notes were completely paid off in
December 2009," S&P said.

"We also observed an increase in the overcollateralization
available to support the rated notes," S&P said. The trustee
reported the overcollateralization (O/C) ratios in the Nov. 7,
2011 monthly report:

    The senior A O/C ratio was 140.29%, compared with a reported
    ratio of 122.40% in September 2009;

    The class A O/C ratio was 128.59%, compared with a reported
    ratio of 116.10% in September 2009;

    The class B-1L O/C ratio was 115.33%, compared with a reported
    ratio of 108.40% in September 2009; and

    The class B-2L O/C ratio was 110.21%, compared with a reported
    ratio of 105.30% in September 2009.

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.

             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 Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

If applicable, the Standard & Poor's 17g-7 Disclosure
Report included in this credit rating report is available
at http://standardandpoorsdisclosure-17g7.com

Rating And CreditWatch Actions

Octagon Investment Partners VII Ltd.
                        Rating
Class              To           From
A-1L               AAA (sf)     AA+ (sf)/Watch Pos
A-2L               AAA (sf)     AA (sf)/Watch Pos
A-3L               AA+ (sf)     A- (sf)/Watch Pos
B-1L               BBB+ (sf)    BBB- (sf)/Watch Pos
B-2L               BB+ (sf)     BB (sf)/Watch Pos


RENAISSANCE HOME: S&P Puts 'BB' Rating on Class M-1 on Watch Neg
----------------------------------------------------------------
Standard & Poor's Ratings Services placed its ratings on nine
classes from six U.S. residential mortgage-backed securities
(RMBS) transactions on CreditWatch with negative implications.
"In addition, our ratings on two classes from one of these
transactions and one other transaction remain on CreditWatch
negative," S&P said.

"The CreditWatch placements reflect our view of the current
interest shortfalls we observed based on our recently-released
criteria, which impose a maximum rating threshold on classes
that have incurred interest shortfalls. For those classes we
placed on CreditWatch and those remaining on CreditWatch, the
interest shortfalls varied in size, cause, and recoverability.
The shortfalls varied from as low as a few basis points of the
outstanding principal balance to more than one debt service
payment. Reported shortfalls may have resulted from loan
modifications, servicer reimbursements, insufficient servicer
advances, and undercollateralization, among other credit-related
causes, as well as non-credit-related basis risk or net prepayment
interest shortfalls. All of the affected classes are currently
rated 'BB' or higher," S&P said.

"Over the next several months, we plan to evaluate the nature of
the interest shortfalls and resolve the CreditWatch placements. We
will take any rating actions that we consider appropriate based on
our criteria," 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 Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

If applicable, the Standard & Poor's 17g-7 Disclosure Reports
included in this credit rating report are available at:

            http://standardandpoorsdisclosure-17g7.com

Rating Actions

CHL Mortgage Pass-Through Trust 2004-7
Series    2004-7
                               Rating
Class      CUSIP       To                   From
6-A-1      12669FXS7   A- (sf)/Watch Neg    A- (sf)

Citigroup Mortgage Loan Trust 2010-7
Series    2010-7
                               Rating
Class      CUSIP       To                   From
3A2        17317EAG6   AAA (sf)/Watch Neg   AAA (sf)

CSMC Series 2010-9R
Series    2010-9R
                               Rating
Class      CUSIP       To                   From
72-A-8     12644PJE2   AAA (sf)/Watch Neg   AAA (sf)
66-A-9     12644PDM0   AAA (sf)/Watch Neg   AAA (sf)
66-A-8     12644PDL2   AAA (sf)/Watch Neg   AAA (sf)
72-A-9     12644PJF9   AAA (sf)/Watch Neg   AAA (sf)

MASTR Adjustable Rate Mortgages Trust 2004-14
Series    2004-14
                               Rating
Class      CUSIP       To                   From
M-1        576433VB9   AA (sf)/Watch Neg    AA (sf)

RBSGC Mortgage Loan Trust
Series    2005-RP1
                               Rating
Class      CUSIP       To                   From
II-B-2     74927UAM0   A (sf)/Watch Neg     A (sf)

Renaissance Home Equity Loan Trust 2002-3
Series    2002-3
                               Rating
Class      CUSIP       To                   From
M-1        75970NAB3   BB (sf)/Watch Neg    BB (sf)

Ratings Remaining On Creditwatch Negative

RBSGC Mortgage Loan Trust
Series    2005-RP1
Class      CUSIP       Rating
I-B-1      74927UAD0   AA (sf)/Watch Neg

Structured Asset Securities Corp.
Series    2006-RF1
Class      CUSIP       Rating
1-A        86359DXP7   AAA (sf)/Watch Neg


ROSEDALE CLO: Moody's Lowers Rating of Class D Notes to 'B1'
------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of these
notes issued by Rosedale CLO II Ltd.:

US$13,400,000 Class D Fourth Priority Mezzanine Deferrable
Floating Rate Notes due 2022, Downgraded to B1 (sf) and Placed
Under Review for Possible Downgrade; previously on August 29, 2011
Upgraded to Ba1 (sf);

US$12,500,000 Class E Fifth Priority Mezzanine Deferrable Floating
Rate Notes due 2022, Downgraded to C (sf); previously on August
29, 2011 Upgraded to B2 (sf).

In addition, Moody's placed under review for possible downgrade
the rating of the following notes:

US$15,000,000 Class C Third Priority Senior Secured Deferrable
Floating Rate Notes due 2022, A3 (sf) Placed Under Review for
Possible Downgrade; previously on August 29, 2011 Upgraded to A3
(sf).

RATINGS RATIONALE

According to Moody's, the downgrade rating actions taken on the
notes are primarily driven by the liquidation of the underlying
portfolio at below par prices which resulted in reduced
overcollateralization for the Class D notes and insufficient
overcollateralization for the Class E notes as compared to the
last rating action in August 2011. In addition, Moody's placed the
Class C notes under review for possible downgrade amid
uncertainties arising from the liquidation of the remaining
collateral and the timing of future payments of interest on the
notes.

On December 6, 2011, the transaction documents were amended and
supplemented by a supplemental indenture, which allowed the
noteholders to direct a liquidation of the collateral and
redemption of the notes at any time with no requirement for full
repayment of the rated notes, if such affected class voted in
favor of receiving less than par. The supplemental indenture was
executed under Section 8.2 of the Indenture which does not require
satisfaction of the Rating Condition with respect to Moody's.

Following the amendment, a substantial proportion of the
underlying collateral was liquidated in December at the direction
of the noteholders. On December 29, 2011, proceeds from the
liquidation were applied to the principal balance of the Class A
notes, which was reduced by $176.34 million or 82% since the last
rating action in August 2011. The liquidation of the collateral
was executed at below par prices and resulted in reduced
overcollateralization for the Class D notes and insufficient
overcollateralization for the Class E notes since the last rating
action in August 2011.

The ratings of the Class C and Class D notes are placed under
review for possible downgrade in reflection of a potential market
value and execution risk arising from the liquidation of the
remaining portfolio.

Moody's analyzed the underlying collateral pool to have a
performing par of $38.6 million and principal proceeds balance of
approximately $64.0 million based on the information provided by
the collateral manager and confirmed by the trustee. The manager
indicated that as of January 11, 2012 $34.8 million of the
performing par has been traded and is pending settlement. The
expected principal proceeds from these trades amount to about
$29.0 million. Based on this information, Moody's estimates that
the Class E notes will suffer a substantial principal loss while
the overcollateralization of the Class D notes will decline
materially from the August 2011 levels.

Rosedale CLO II 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 did not model the transaction, and instead, evaluated the
likelihood of repayment of the notes based on the available
principal proceeds and expected proceeds from the sale of the
remaining collateral.

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.

A source of additional performance uncertainties is liquidation
of the remaining collateral. The liquidation of the remaining
collateral entails potential market value and execution risk which
may adversely affect the repayment of some of the rated notes.


SCLA SUBORDINATE: Moody's Lowers Rating on Non-Housing Tabs to B3
-----------------------------------------------------------------
Moody's has downgraded to B3 from B1 the rating on Southern
California Logistics Airport Authority's Subordinate Tax
Allocation Revenue Bonds (Southern California Logistics Airport
Project), Series 2007 and 2008. The bonds are secured solely by
allocated incremental revenues from all twelve sub-areas of Victor
Valley Economic Development Authority's (VVEDA) Project Area, net
of housing set-asides, debt service on senior lien bonds, and
other senior pass-throughs. The downgrade affects approximately
$51 million in subordinate bonds.

RATING RATIONALE

The downgrade of the subordinate bonds is primarily based on the
earlier than anticipated debt service payment default, and the
high likelihood that defaults will continue for multiple years.
On December 1, 2011, the Authority defaulted on $535,000 in
principal payments owing to a collapse in recent years of real
estate values and related revenues pledged to debt service. The
revenue shortfall was compounded by a defect in the debt service
reserve fund, which prevented its use for principal payments even
though it was funded with cash equal to the maximum annual
principal and interest payment.

Also contributing to this downgrade is the uncertainty brought
about by the state's new legislation eliminating redevelopment
agencies. The legislation is unclear with regard to future
repayment of defaulted bonds if and when additional revenues
become available from assessed valuation (AV) growth, raising
questions about ultimate recovery. The pledged annual incremental
revenues securing the defaulted bonds have not been sufficient to
cover total debt service since 2011, and fiscal 2011 debt service
payments were made in full by relying on previously collected
incremental revenues.

While AV trends for the near term indicated high probability of
shortfall in meeting debt service requirements after exhausting
available borrowable resources and debt service reserves, the
Authority expected to make fiscal 2012 debt service payments from
these sources. In light of the new state legislation prohibiting
redevelopment agencies from entering into new agreements, the
issuer was unable to rely on borrowable resources to bridge an
expected liquidity shortfall for full repayment of debt service
due on December 1, 2011. Also, as noted above, the trustee
subsequently discovered it was unable to use the debt service
reserve fund for principal payments owing to an apparent editing
error limiting their use to just interest payments.

The rating also reflects the various project areas' long-run
potential for sufficient assessed valuation growth to recover
unpaid debt service in full, but the potentially long timeframe
for that recovery. In a scenario assuming 1% annual assessed
valuation growth, pledged revenues would be expected to reach sum
sufficient debt service coverage by 2022, and full recovery of
missed principal payments would occur by 2029. The B3 rating
reflects the current defaulted status of the bonds, the likelihood
of continuing future defaults, and ultimate bondholder recovery
estimated at 95%.

Key Credit Strengths

* In the long run assessed values and incremental revenues likely
  to increase

* Defaulted debt service will likely remain an obligation of the
  redevelopment agency's "successor agency", with previously
  unpaid debt service recovered over time

Key Credit Challenges

* Cash funded reserves not currently available for principal
  payments

* Continued AV declines possible

* Incremental AV to total AV ratio is very low and any future AV
  declines would accelerate revenue decline

Outlook

The rating remains under review for a possible downgrade. This
reflects the uncertainties associated with the future pledged
revenue trends as well as recent state legislation which creates
substantial uncertainty over the tax allocation bonds issued by
California redevelopment agencies.

What could move the rating UP

* Long-term growth of project area AV

What could move the rating DOWN

* Inability to use future excess tax increments to repay
  outstanding defaulted debt.

* Decline in incremental revenues

* Decline in AV

The principal methodology used in this rating was Moody's Analytic
Approach To Rating California Tax Allocation Bonds published in
December 2003.


SEQUOIA MORTGAGE: Fitch Plans Rate $5 Million Certs. at 'BBsf'
--------------------------------------------------------------
Fitch Ratings expects to rate Sequoia Mortgage Trust 2012-1.
Fitch's stress and rating sensitivity analysis are discussed in
the presale report titled 'Sequoia Mortgage Trust 2012-1', dated
Jan. 12, 2012, which is available on Fitch's web site.

Fitch expects to assign these ratings:

  -- $179,733,000 class 1-A1 certificate 'AAAsf'; Outlook Stable;

  -- $179,733,000 class 1-AX notional certificate 'AAAsf'; Outlook
     Stable;

  -- $201,698,000 class 2-A1 certificate 'AAAsf'; Outlook Stable;

  -- $201,698,000 class 2-AX notional certificate 'AAAsf'; Outlook
     Stable;

  -- $11,016,000 class B-1 certificate 'AAsf'; Outlook Stable;

  -- $8,315,000 class B-2 certificate 'Asf'; Outlook Stable;

  -- $5,197,000 class B-3 certificate 'BBBsf'; Outlook Stable;

  -- $5,404,000 non-offered class B-4 certificate 'BBsf'; Outlook
     Stable.

The non-offered class B-5 certificate will not be rated.


SILVERLEAF FINANCE: S&P Affirms Rating on Class C Notes at 'BB'
---------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on the
class A, B, and C notes issued by Silverleaf Finance VII LLC's
$151.5 million vacation timeshare loan-backed notes series
2010-A.

"The affirmations reflect our opinion of the available credit
enhancement including overcollateralization, reserve account,
and excess spread. The securitization's performance has been in
accordance with our original expectations and has amortized down
to a 49.6% pool factor in the 19 months since issuance," S&P said.

Silverleaf Finance VII LLC's series 2010-A aggregate loan
balance was approximately $90.4 million as of the November 2011
pay period. The class A notes have an outstanding balance of
$33.95 million; the class B notes have a balance of $12.9 million,
and the class C notes have a balance of $22.7 million. Currently
the transaction has more than 22% overcollateralization and
$6.78 million in a general reserve account. This reserve account
represents 7.5% of the series' outstanding loan balance. The
reserve account has a floor of the greater of 7.5% of outstanding
loan balance or 3% of original loan balance to prevent the reserve
account from dropping below 7.5% of outstanding loan amount. In
the event a cash accumulation event occurs, the general reserve
account's required balance increases to 20% of the outstanding
loan balance.

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.

             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 Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

If applicable, the Standard & Poor's 17g-7 Disclosure Reports
included in this credit rating report are available at:

           http://standardandpoorsdisclosure-17g7.com

Ratings Affirmed

Silverleaf Finance VII LLC
Series 2010-A
Class    Rating
A        A (sf)
B        BBB (sf)
C        BB (sf)


SPF CDO: S&P Affirms 'B' Rating on Class D Notes
------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on the
class A-1, A-2, B, C, and D notes from SPF CDO I Ltd., a cash flow
collateralized loan obligation (CLO) transaction managed by Silver
Point Capital L.P.

"Our ratings on the class A-1, A-2, B, C, and D notes were
capped by the application of the largest obligor default test,
a supplemental stress test that we introduced in our 2009
criteria update for corporate collateralized debt obligations
(CDOs). According to the Nov. 15, 2011, trustee report, the
largest single obligor consisted of 5.64% (about $39.97 million)
of the collateral pool," S&P said.

"We affirmed our ratings on all the classes to reflect the
sufficient credit support available at the classes' 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.

               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 Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

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

         http://standardandpoorsdisclosure-17g7.com

Ratings Affirmed

SPF CDO I Ltd.

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


STONE TOWER: S&P Raises Rating on Class D Notes to 'CCC+'
---------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-1, A-2b, A-3, B, C-1, C-2, and D notes from Stone Tower CLO V
Ltd., a U.S. collateralized loan obligation (CLO) transaction
managed by Stone Tower Debt Advisors LLC. "We also affirmed our
ratings on the class A-2a I, A-2a NV, and A-2a V notes," S&P said.

"The upgrades reflect an improved performance in the deal's
underlying asset portfolio since we last downgraded the notes
on Nov. 9, 2009. As of the Nov. 10, 2011, trustee report, the
transaction had $3.5 million in defaulted assets, compared
with $19.9 million noted in the Sept. 10, 2009, trustee report,
which we referenced for our November 2009 rating actions. The
affirmations reflect the credit support available to the class A-
2a I, A-2a NV, and A-2a V notes at the current rating levels," 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 the O/C ratios in the Nov. 10, 2011 monthly
report:

    The class A-3 O/C ratio was 118.84%, compared with a reported
    ratio of 117.43% in September 2009;

    The class B O/C ratio was 112.56%, compared with a reported
    ratio of 111.22% in September 2009;

    The class C-2 O/C ratio was 107.58%, compared with a reported
    ratio of 106.30% in September 2009; and

    The class D O/C ratio was 104.07%, compared with a reported
    ratio of 102.83% in September 2009.

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

               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 Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

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

            http://standardandpoorsdisclosure-17g7.com

Rating Actions

Stone Tower CLO V Ltd.
                     Rating
Class            To          From
A-1              AA (sf)     AA- (sf)
A-2b             AA (sf)     AA- (sf)
A-3              AA- (sf)    A+ (sf)
B                A- (sf)     BBB+ (sf)
C-1              BB+ (sf)    B+ (sf)
C-2              BB+ (sf)    B+ (sf)
D                CCC+ (sf)   CCC- (sf)

Ratings Affirmed

Stone Tower CLO V Ltd.
Class         Rating
A-2a I        AA+ (sf)
A-2a NV       AA+ (sf)
A-2a V        AA+ (sf)

Transaction Information

Issuer:               Stone Tower CLO V Ltd.
Collateral manager:   Stone Tower Debt Advisors LLC
Trustee:              U.S. Bank N.A.
Transaction type:     Cash flow CLO


SUFFIELD CLO: Fitch Affirms 'C' Ratings on Three Note Classes
-------------------------------------------------------------
Fitch Ratings has upgraded two classes and affirmed four classes
of notes issued by Suffield CLO, Ltd./Corp. (Suffield CLO):

-- $15,407,653 class III-A notes upgraded to 'AAAsf' from
    'AAsf'; Outlook Stable;

-- $5,502,733 class III-B notes upgraded to 'AAAsf' from 'AAsf';
    Outlook Stable;

-- $35,000,000 class IV notes affirmed at 'Bsf'; Outlook Stable;

-- $5,607,983 class V-A notes affirmed at 'Csf'; Recovery
    Estimate RE 0%;

-- $14,019,957 class V-B notes affirmed at 'Csf'; Recovery
    Estimate RE 0%;

-- $14,700,000 class L combination securities affirmed at 'Csf'.

The portfolio performance has been relatively stable since Fitch's
last rating action in February 2011.  Fitch calculates the
weighted average rating of the performing portfolio as 'B/B-',
unchanged from the last rating action, and defaults have been
limited over this time.

The upgrades of the class III-A and class III-B (collectively,
class III) notes reflect the stable portfolio performance and the
increasing credit enhancement available to these notes via
continued amortization of the underlying collateral.  The Rating
Outlook on the class III notes is Stable, reflecting Fitch's
expectation of stable rating performance over the next one to two
years.

At the time of the last rating action, the class II notes had an
outstanding balance of approximately $12 million.  They have since
been paid in full, leaving the class III notes as the senior-most
remaining class of notes.  As of the Dec. 20, 2011 trustee
report the remaining total par of the class III notes stands
at approximately $20.9 million, and the notes are supported
by a performing loan balance considered to be approximately
$55.6 million by Fitch.  The notes are also collateralized
by a reported principal cash balance of $11.4 million, in
addition to expected cash proceeds of approximately $1 million
from the sale of a defaulted loan earlier in the month, as has
been represented to Fitch by the asset manager.

While the class IV notes also benefit from improved coverage
levels due to the collateral and capital structure amortization,
these notes are also exposed to remaining risks in the portfolio.
In particular, approximately 33.4% of the performing loans
are scheduled to mature after the scheduled maturity date of
the transaction in September 2014, introducing a dimension of
market value risk to the transaction if the loans have not been
amortized or sold by that time.  Also, due to increasing obligor
concentration in the portfolio Fitch stressed these notes in a
modeling scenario that incorporated Fitch's obligor concentration
uplift (OCU).  The notes displayed a degree of sensitivity to this
stress.  Fitch believes the current 'Bsf' rating of the class IV
notes remains appropriate.  The Outlook remains Stable.

The class V-A and V-B (collectively, class V) notes are
undercollateralized, as displayed by a reported class V
overcollateralization (OC) ratio of 89.6%.  These notes have
begun to partially defer interest since Fitch's last rating
action, and Fitch expects these notes to experience a principal
loss at maturity.  Their recovery estimates (REs) indicated above
reflect Fitch's expectation of no future principal payments being
received by these notes.

The rating of the class L combination securities addresses the
likelihood that investors will receive the stated balance of
principal by the final maturity date, as well as a yield of 8.4%
on the original investment. The class L combination notes receive
approximately 4.8% of distributions to the class III-A notes,
28.6% of distributions to the class IV notes, and 7.4% of
distributions to the preferred shares. The floating-rate class
III-A and class IV notes have historically received coupons
significantly lower than the required 8.4% yield on the class L
combination securities, which has been exacerbated by the low
interest rate environment.  As a result, the class L combination
securities are not expected to be able to achieve this yield, and
are affirmed at 'Csf'.

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 III notes passed the various stress scenarios at rating
levels consistent with the ratings assigned above.  The class IV
notes passed the stress scenarios at a rating level higher than
the rating assigned above; however, Fitch's rating considers the
additional risk factors to these notes as described above.  The
class V notes and class L combination notes did not pass the
stress scenarios at any rating level.

Suffield CLO is a cash flow collateralized loan obligation (CLO)
that closed on Sept. 13, 2000 and is managed by Babson Capital
Management LLC.  Suffield CLO exited its reinvestment period in
September 2005 and currently has a portfolio primarily consisting
of senior secured loans.  The CLO is scheduled to mature in
September 2014.


SYMPHONY CLO: S&P Cuts Rating on Class E Notes From 'CCC+' to 'BB'
------------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the
class A, B, C, D, and E notes from Symphony CLO IV Ltd., a U.S.
collateralized loan obligation (CLO) transaction managed by
Symphony Asset Management LLC. "At the same time, we removed our
ratings on the upgraded notes from CreditWatch, where we placed
them with positive implications on Oct. 6, 2011," S&P said.

"The upgrades reflect improved performance we have observed
in the deal's underlying asset portfolio since we downgraded
the notes on Oct. 23, 2009, following the application of our
September 2009 corporate collateralized debt obligation
(CDO) criteria. As of the Nov. 7, 2011 trustee report, the
transaction's asset portfolio had $4.07 million in defaulted
obligations. This was a decrease from $15.84 million in
defaulted obligations noted in the Sept. 8, 2009 trustee
report, which we used for our October 2009 rating actions,"
S&P said.

"We have also observed an increase in the overcollateralization
available to support the rated notes," S&P said. The trustee
reported these overcollateralization (O/C) ratios in the Nov. 7,
2011 monthly report:

    The class A/B O/C ratio was 123.24%, compared with a reported
    ratio of 119.58% in September 2009;

    The class C O/C ratio was 114.93%, compared with a reported
    ratio of 111.52% in September 2009;

    The class D O/C ratio was 111.03%, compared with a reported
    ratio of 107.73% in September 2009; and

    The class E O/C ratio was 107.25%, compared with a reported
    ratio of 104.06% in September 2009.

    The class A O/C ratio was 136.38%, compared with a reported
    ratio of 132.33% in September 2009.

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.

             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 Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

If applicable, the Standard & Poor's 17g-7 Disclosure Reports
included in this credit rating report are available at:

           http://standardandpoorsdisclosure-17g7.com

Rating And CreditWatch Actions

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


UBS-CITIGROUP: DBRS Assigns 'BB' Rating to Class F Notes
--------------------------------------------------------
DBRS has assigned provisional ratings to the classes of
Commercial Mortgage Pass-Through Certificates, Series 2011-C1
(the Certificates) to be issued by UBS-Citigroup Commercial
Mortgage Trust, Series 2011-C1.  The trends are Stable.

  -- Class A-1 at AAA (sf)
  -- Class A-2 at AAA (sf)
  -- Class A-3 at AAA (sf)
  -- Class A-AB at AAA (sf)
  -- Class A-S at AAA (sf)
  -- Class X-A at AAA (sf)
  -- Class X-B at AAA (sf)
  -- Class B at AA (sf)
  -- Class C at "A" (sf)
  -- Class D at BBB (high) (sf)
  -- Class E at BBB (low) (sf)
  -- Class F at BB (sf)
  -- Class G at B (sf)

The collateral consists of 32 fixed-rate loans secured by 38
multifamily, mobile home parks and commercial properties.  The
portfolio has a balance of $673,920,599.  The pool consists of
moderate leverage financing, with a DBRS weighted-average term
debt service coverage ratio and debt yield of 1.35 times and
10.0%, respectively.  Of the collateral, 87.5% is located in
suburban or urban locations and benefits from relatively diverse
economies. Underwriting was generally prudent, and the average
DBRS net cash flow variance was -5.6%.

The pool suffers from concentrations of both number of loans and
loan size among the top ten.  The 32-loan pool is approximately
half the size of the average conduit deal brought to market in
2011, and the top ten loans represent 63.2% of the pool by cutoff
date balance. DBRS has accounted for these concentration concerns
by applying a pool-wide upward adjustment of probability of
default at each rating category of approximately 10%.  The deal
is further challenged by the concentration of hotel loans,
representing 15.4% of the pool balance, including three of the
largest 15 loans in the pool.  These riskier property types are
mitigated by applying hotel-specific cash flow volatiles, which
assume between a 31% and 40% cash flow decline for a BBB stress
and a 67% to 85% cash flow decline for a AAA stress.

The ratings assigned to the Certificates by DBRS are based
exclusively on the credit provided by the transaction structure
and underlying trust assets.  All classes will be subject to
ongoing surveillance, upgrades or downgrades by DBRS after the
date of issuance.

Finalization of ratings is contingent upon receipt of final
documents conforming to information already received.


VITALITY RE: S&P Puts 'BB+' Class B Note Rating on Watch Positive
-----------------------------------------------------------------
Standard & Poor's Ratings Services placed its 'BBB-(sf)' issue
credit rating on Vitality Re Ltd.'s Series 2010-1 Class A notes,
and its 'BBB(sf)' and 'BB+(sf)' issue credit ratings on
Vitality Re II Ltd.'s Series 2011-1 Class A and B notes,
respectively, on CreditWatch with positive implications.

The CreditWatch listing reflects the improved claims experience
on the covered business that Health Re Inc. ceded to Vitality
Re Ltd. and to Vitality Re II Ltd. The medical benefit ratio
(MBR) attachment for the Series 2010-1 Class A notes is 104%.
For the Series 2011-1 Class A and B notes, it is 105% and 100%,
respectively. "When calculating the updated MBR for the upcoming
resets, we expect the positive claims trends over the past two
years to lower the probability of attachment at the related MBR.
The initial MBR for each of the issues was weighted more heavily
on the 2009 MBR, which had been less favorable than the MBR for
2010 and the first nine months of 2011," S&P said.

"We are awaiting updated modeling results from Milliman Inc.,
which developed the model used to calculate the probability of
attachment. We expect to raise the ratings on the notes one or two
notches and intend to resolve the CreditWatch within 30 days," S&P
said.

Ratings List
CreditWatch Action
                               To                      From
Vitality Re Ltd.
Series 2010-1 Class A Notes   BBB-(sf)/Watch Pos      BBB-(sf)

Vitality Re II Ltd.
Series 2011-1 Class A Notes   BBB(sf)/Watch Pos       BBB(sf)
Series 2011-1 Class B Notes   BB+(sf)/Watch Pos       BB+(sf)


WACHOVIA BANK: Fitch Junks Rating on Nine Class Certificates
------------------------------------------------------------
Fitch Ratings has affirmed the super senior and AM classes of
Wachovia Bank Commercial Mortgage Trust 2006-C25 (WBCMT 2006-C25)
commercial mortgage pass-through certificates and downgraded 14
other classes.

The downgrades reflect an increase in Fitch expected losses across
the pool, largely attributed to increased losses on specially
serviced assets based on recent valuations obtained by the special
servicer.  Fitch modeled losses of 8.5% for the remaining pool;
expected losses of the original pool are at 8.4%, including losses
already incurred to date.  Fitch has designated 39 loans (29.4%)
as Fitch Loans of Concern, which includes 12 specially serviced
loans (9.2%).  Fitch expects classes G through P may be fully
depleted from losses associated with the specially serviced
assets.

As of the December 2011 distribution date, the pool's aggregate
principal balance has been reduced by approximately 10.8% to
$2.55 billion from $2.86 billion at issuance.  Three loans are
currently defeased. Interest shortfalls are affecting classes L
through S.

The largest contributor to losses (3.3% of the pool balance) is
secured by a 650,000 sf office property located in Jacksonville,
FL. The loan was modified by the special servicer in August 2011
after the largest tenant vacated the property.  While the borrower
had a replacement tenant lined up, which has since taken
occupancy; the loan was bifurcated into an A/B structure with the
borrower also infusing new equity to fund related leasing costs.
The b-note is subordinate to the newly funded borrower equity.

The next largest contributor to losses (3.3% of the pool balance)
is secured by a portfolio of office properties located in
Cincinnati, OH.  The loan is currently in special servicing.
While the trust loan is performing, mezzanine debt is currently
delinquent.  The borrower is in discussions with the special
servicer regarding a possible modification.

The third largest contributor to losses (1.8% of the pool balance)
is an office property located in Campbell, CA. The property
experienced a significant vacancy loss in 2009, which carried over
into 2010.  While recent leasing has improved occupancy to 82%,
cash flow is still not sufficient to support debt service.

Fitch downgrades these classes, and revises Outlooks and Recovery
Estimates as indicated:

  -- $218.3 million class A-J to 'Asf' from 'AAsf'; Outlook
     Stable;

  -- $10.7 million class B to 'BBBsf' from 'AAsf'; Outlook Stable;

  -- $35.8 million class C to 'BBB-sf' from 'Asf'; Outlook Stable;

  -- $32.2 million class D to 'BBsf' from 'Asf'; Outlook Stable;

  -- $17.9 million class E to 'BBsf' from 'BBBsf; Outlook to
     Negative from Stable;

  -- $32.2 million class F to 'CCCsf' from 'BBB-sf'; RE90%;

  -- $32.2 million class G to 'CCCsf' from 'BBsf'; RE0%;

  -- $32.2 million class H to 'CCCsf' from 'Bsf'; RE0%;

  -- $32.2 million class J to 'CCsf' from 'B-sf'; RE0%;

  -- $32.2 million class K to 'CCsf' from 'CCCsf'; RE0%;

  -- $10.7 million class L to 'Csf' from 'CCCsf'; RE0%;

  -- $10.7 million class M to 'Csf' from 'CCCsf'; RE0%;

  -- $10.7 million class N to 'Csf' from 'CCCsf'; RE0%;

  -- $7.2 million class O to 'Csf' from 'CCsf'; RE0%.

Fitch also affirms these classes as indicated:

  -- $10.9 million class A-2 at 'AAAsf'; Outlook Stable;
  -- $57.7 million class A-3 at 'AAAsf'; Outlook Stable;
  -- $36 million class A-PB1 at 'AAAsf'; Outlook Stable;
  -- $75.8 million class A-PB2 at 'AAAsf'; Outlook Stable;
  -- $723.7 million class A-4 at 'AAAsf'; Outlook Stable;
  -- $500 million class A-5 at 'AAAsf'; Outlook Stable;
  -- $307.2 million class A-1A at 'AAAsf'; Outlook Stable;
  -- $286.3 million class AM at 'AAAsf'; Outlook Stable;
  -- $7.2 million class P at 'Csf', RE0%;
  -- $7.2 million class Q at 'Csf', RE0%.




WAMU 2007-SL3: S&P Lowers Rating on Class N Certificate to 'D'
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on the
class N commercial mortgage pass-through certificates from WaMu
Commercial Mortgage Securities Trust 2007-SL3, a U.S. commercial
mortgage-backed securities (CMBS) transaction, to 'D (sf)' from
'CCC- (sf)'.

"The downgrade reflects principal losses that class N incurred, as
detailed in the Dec. 23, 2011, trustee remittance report. We
attribute the aggregate principal losses, which totaled $746,508,
primarily to two assets. These two assets had an aggregate
beginning scheduled principal balance of $2.2 million and
were liquidated in December at a weighted average loss severity
of 41.9%. Consequently, class N incurred a 6.1% loss to its
beginning principal balance of $6.4 million. According to the
December 2011 trustee remittance report, the class O certificate
also experienced a principal loss that reduced its outstanding
principal balance to zero. We previously lowered our rating on
class O to 'D (sf)'," 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 Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

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

           http://standardandpoorsdisclosure-17g7.com


ZOO HF: S&P Gives 'CC' Ratings on Classes D and E
-------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on all
classes from Zoo HF 3 PLC, a collateralized fund obligation (CFO)
transaction backed by diversified pools of hedge funds, managed by
P&G SGR SpA.

Since the transaction is in its liquidation phase, it uses the
amounts it receives from the redemption of its underlying hedge
fund investments to pay down the liabilities in a sequential
manner after it pays certain expenses and payments, as specified
in the transaction's payment structure. As a result, the
outstanding balance of the class A notes continues to decline.

"We based the affirmations on the classes' existing credit support
and overcollateralization levels," S&P said.

"Standard & Poor's notes that the class B notes, along with the
other classes beneath it, continue to defer its interest. However,
based on the redemption profile of the underlying funds as
reported by the manager, we expect the class A notes to be fully
paid down and the class B notes to receive their accrued interest
amount in full on the February 2012 payment date," S&P said.

"We believe the extent to which the rated classes of notes receive
full principal and accrued but unpaid interest will depend on the
amount of cash proceeds they ultimately receive from the
redemption process. However, if the timing of the redemption
process differs materially from our current assumptions, the
amount of cash flow available to repay the rated liabilities
may also differ from our assumptions, which could negatively
affect our ratings on the liabilities. We will continue to monitor
our rated CFO transactions and take rating actions as we determine
appropriate," 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 Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

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

          http://standardandpoorsdisclosure-17g7.com

Ratings Affirmed

Zoo HF 3 PLC

Class   Rating         Current par amount (mil. Eur)
A       AA  (sf)                               8.880
B       AA  (sf)                               8.698
C       BB+ (sf)                               7.185
D       CC (sf)                               14.300
E       CC (sf)                                6.977


* Fitch Lowers Rating on 40 Bonds to 'D'
----------------------------------------
Fitch Ratings has downgraded 40 bonds in 25 U.S. commercial
mortgage-backed securities (CMBS) transactions to 'D', as the
bonds have incurred a principal write-down.  The bonds were all
previously rated 'CCC', 'CC' or 'C' which indicates that Fitch
expected a default.

The action is limited to just the bonds with write-downs.  The
remaining bonds in these transactions have not been analyzed as
part of this review.  Fitch has downgraded the bonds to 'D' as
part of the ongoing surveillance process and will continue to
monitor these transactions for additional defaults.


* S&P Lowers Ratings on 26 Classes of Repackaged Securities
-----------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 26
classes of repackaged securities affected by the recent downgrades
of various banks and certain subsidiaries. "At the same time, we
removed one class of securities from CreditWatch, where we had
placed it with negative implications on Sept. 20, 2011," S&P said.

"The ratings on each class are generally dependent on the lower of
our ratings on the underlying security and the derivative
counterparty or guarantor," S&P said.

The lowered ratings reflect the recent downgrades of the
transaction's underlying security, support provider (that is, a
derivative counterparty or guarantor), or both.

"We lowered our ratings on 24 of the affected classes to the
rating on the underlying security or support provider, as
applicable. At the same time, we lowered our ratings on the two
other affected classes to the rating on the support provider plus
one notch, which reflects our criteria for transactions that
require the replacement of such support provider upon breach of a
ratings trigger," S&P said.

"The rating actions follow our Nov. 29, 2011, downgrades of
various banks and certain subsidiaries. We may take subsequent
rating actions on these securities due to changes in the ratings
we have assigned to the underlying securities or derivative
counterparties or guarantors," S&P said.

The complete ratings list is available for free at:

    http://bankrupt.com/misc/S&P_RepackagedSecurities_122811.pdf

            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 Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

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

            http://standardandpoorsdisclosure-17g7.com


* S&P Lowers Ratings on 67 Classes From 28 RMBS Transactions
------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 67
classes from 28 U.S. residential mortgage-backed securities (RMBS)
transactions and removed 17 of them from CreditWatch with negative
implications. "Concurrently, we affirmed our ratings on 183
classes from 59 of the reviewed transactions and removed 87 of
them from CreditWatch negative," S&P said.

The 63 RMBS transactions in this review are backed by subprime
mortgage loan collateral issued from 1997 through 2004.

"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 previous rating levels. For
certain classes, the downgrade incorporated our interest shortfall
criteria. In addition, we downgraded classes from Cityscape Home
Equity Loan Trust 1997-B and Cityscape Home Equity Loan Trust
1997-C to 'D (sf)' due to the trustee suspending distributions of
interest and principal to the noteholders," S&P said.

"The affirmations reflect our belief that projected credit
enhancement for these classes will be sufficient to cover our
projected losses at these rating levels," S&P said.

"To assess the creditworthiness of each class, we reviewed each
transaction's ability to withstand additional credit deterioration
and the effect that projected losses will have on each class," S&P
said.

The tables provide additional structure-level information
regarding delinquencies and cumulative losses for the transactions
S&P reviewed for this release. The tables include data through the
October 2011 remittance period.

Losses And Delinquencies

Aames Mortgage Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2001-2        150    5.00   10.56          43.61          36.17

Accredited Mortgage Loan Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2002-2        113    1.42    1.52          15.14           9.41
2002-2        250    1.43    0.99          21.37          12.51
2002-2        179    9.92    1.53          14.10           8.50

ACE Securities Corp. Home Equity Loan Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
1999-LB2      417    1.60    4.71          42.13          28.94
2001-HE1      724    2.18    1.97          28.91          24.11
2003-FM1      454    3.01    2.37          34.69          24.69
2003-HE1      574    6.19    3.44          23.69          17.54
2003-HS1      408    6.92    4.13          39.67          27.49
2003-TC1      296    5.74    1.11          22.08          16.51
2004-HE1      356    7.89    9.99          22.52          12.36
2004-HE2      540    6.20    3.11          19.97           9.38
2004-HS1      449    9.48    4.68          27.12          20.31
2004-IN1      325   12.52    3.01          20.99          15.85

Ameriquest Mortgage Securities Inc.
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2001-2        611    1.62    2.04          48.73          31.95
2003-AR1      400    4.06    2.19          23.26          17.91
2004-FR1      700   26.60    2.63          19.94          15.45

Amortizing Residential Collateral Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2002-BC5      836    2.59    3.36          17.95          11.43
2002-BC7      827    3.07    3.64          34.10          24.17

Amresco Residential Securities Corp Mtg Loan Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
1997-3        684    0.91    4.98           8.51           4.37
1997-3        266    1.65    6.33          20.40          12.21

Argent Securities Inc.
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2003-W2       400    4.30    2.33          30.84          23.54
2004-W9       500    9.47    4.18          17.78          13.04

Asset Backed Securities Corporation Home Equity Loan Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2001-HE3    1,171    2.42    2.81          29.59          24.30

Bear Stearns Asset Backed Securities I Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2004-HE4      296    7.25    4.48          41.25          37.59

CDC Mortgage Capital Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2003-HE1      661    3.52    0.59          27.34          19.95

CSFB Home Equity Asset Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2002-2        525    2.71    3.42          25.16          17.33

CWABS
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2004-BC2      400    1.83    1.50          45.32          33.62

Delta Funding Home Equity Loan Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
1997-2        260    1.55    6.46          33.40          27.10
1998-1        308    2.97    5.38          29.71          19.67
1998-1         92    0.87    5.96          31.57           8.19
1999-2        420    3.72    6.85          26.93          13.34

DLJ ABS Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2000-5        133    2.09    3.76          36.78          28.81

First Franklin Mortgage Loan Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2001-FF2      423    2.11    2.31          23.91          20.05
2002-FF1      634    2.31    1.53          18.96          16.72
2003-FF5    1,150    3.83    2.27          19.12          15.22
2003-FFH2   1,050    4.41    5.85          20.67          16.25
2004-FFH2   1,200    6.47    7.82          32.87          26.29

GSAA Home Equity Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2004-9        411    2.58    2.78          76.77          73.94

MASTR Asset Backed Securities Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2003-OPT2     663    5.47    1.72          28.28          19.43
2004-WMC1     769    4.51    2.49          16.97          10.43

Meritage Mortgage Loan Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2004-2      1,011    4.05    5.36          35.59          28.94

Merrill Lynch Mortgage Investors Inc.
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2002-AFC1     377    7.45    0.00          38.57          17.24
2002-AFC1     196    6.09    0.00          52.41          26.51

Merrill Lynch Mortgage Investors Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2003-WMC3     898    3.39    2.04          27.09          19.24

New Century Home Equity Loan Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2001-NC1      380    3.13    3.17          26.38          25.36
2001-NC2      518    2.77    3.52          12.01          12.01
2003-2      1,174    4.52    2.68          22.63          15.64

Option One Mortgage Loan Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2001-4        450    1.15    1.83          45.86          43.67
2002-1        650    2.90    2.04          28.43          14.67
2002-2        375    2.15    1.92          34.70          18.98

Renaissance Home Equity Loan Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2002-1        175    6.10    7.02          31.34          19.25
2004-4        480   27.69    4.08          23.53          17.14
2004-4        120   12.06    9.23          39.21          26.96

Residential Mortgage Loan Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
1998-1        267    1.88    4.93          27.24          19.03

Saxon Asset Securities Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2001-2        650    3.93    6.62          26.63          20.55
2002-3      1,000    5.21    3.23          25.34          22.10
2003-1        750    6.50    2.45          19.30          15.84
2004-1      1,100    8.11    3.14          19.31          15.42
2004-2        743    8.59    2.58          20.88          17.81
2004-2        457   27.45    2.17          15.29          11.70

Securitized Asset Backed Receivables LLC Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2004-NC3      301    2.93    2.09          46.41          35.23

Soundview Home Equity Loan Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2001-2         76    6.01    4.01          31.88          25.24

Soundview Home Loan Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2004-1        487    5.87    3.54          21.71          17.54

Structured Asset Investment Loan Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2003-BC2    1,557    3.34    2.72          27.71          20.63

Structured Asset Securities Corp.
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
1998-2        600    1.18    4.56          32.31          23.89
1999-SP1      581    2.84    9.77          25.39          15.08
2003-39EX      84    6.13    7.11          19.43          15.07

Notes: Original balance represents the original collateral balance
for the structure represented. Pool factor represents the
percentage of the original pool balance remaining. Cumulative
losses represent 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 for pre-2005 vintage
subprime collateral as of the November 2011 distribution period.

Subprime
    Average     Average            Average            Average
pool factor  cumulative              total             severe
        (%)  losses (%)  delinquencies (%)  delinquencies (%)
      6.72        4.14              28.81              15.71

Subordination, any applicable overcollateralization, bond
insurance, and excess spread provide credit support for the
transactions in this review.

           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 Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

If applicable, the Standard & Poor's 17g-7 Disclosure Reports
included in this credit rating report are available at:

            http://standardandpoorsdisclosure-17g7.com

Rating Actions

Aames Mortgage Trust 2001-2
Series      2001-2
                               Rating
Class      CUSIP       To                   From
M-1        00253CGV3   D (sf)               CCC (sf)

Accredited Mortgage Loan Trust 2002-2
Series      2002-2
                               Rating
Class      CUSIP       To                   From
A-2        004375AH4   AA- (sf)             AA- (sf)/Watch Neg

ACE Securities Corp. Home Equity Loan Trust, Series 1999-LB2
Series      1999-LB2
                               Rating
Class      CUSIP       To                   From
A          004421AD5   AAA (sf)             AAA (sf)/Watch Neg
M-1        004421AE3   AA (sf)              AA (sf)/Watch Neg
M-2        004421AF0   A (sf)               A (sf)/Watch Neg

ACE Securities Corp. Home Equity Loan Trust, Series 2003-FM1
Series      2003-FM1
                               Rating
Class      CUSIP       To                   From
M-1        004421BR3   AA (sf)              AA (sf)/Watch Neg
M-3        004421BT9   D (sf)               CC (sf)
M-4        004421BU6   D (sf)               CC (sf)
M-5        004421BV4   D (sf)               CC (sf)
M-6        004421BW2   D (sf)               CC (sf)

ACE Securities Corp. Home Equity Loan Trust, Series 2003-HE1
Series      2003-HE1
                               Rating
Class      CUSIP       To                   From
M-1        004421DA8   AA (sf)              AA (sf)/Watch Neg

ACE Securities Corp. Home Equity Loan Trust, Series 2003-HS1
Series      2003-HS1
                               Rating
Class      CUSIP       To                   From
M-2        004421CG6   AA (sf)              AA (sf)/Watch Neg
M-3        004421CH4   BBB (sf)             BBB (sf)/Watch Neg
M-4        004421CJ0   B (sf)               B (sf)/Watch Neg

ACE Securities Corp. Home Equity Loan Trust, Series 2004-HE1
Series      2004-HE1
                               Rating
Class      CUSIP       To                   From
M-2        004421EM1   A- (sf)              A- (sf)/Watch Neg
M-3        004421EN9   CC (sf)              CCC (sf)

Ace Securities Corp. Home Equity Loan Trust, Series 2004-HE2
Series      2004-HE2
                               Rating
Class      CUSIP       To                   From
M-5        004421GX5   D (sf)               CC (sf)

ACE Securities Corp. Home Equity Loan Trust, Series 2004-HS1
Series      2004-HS1
                               Rating
Class      CUSIP       To                   From
M-1        004421EA7   BB- (sf)             BB- (sf)/Watch Neg
M-2        004421EB5   D (sf)               CC (sf)
M-3        004421EC3   D (sf)               CC (sf)

ACE Securities Corp. Home Equity Loan Trust, Series 2004-IN1
Series      2004-IN1
                               Rating
Class      CUSIP       To                   From
M-1        004421FG3   AA+ (sf)             AA+ (sf)/Watch Neg
M-2        004421FH1   BB- (sf)             BB- (sf)/Watch Neg
M-3        004421FJ7   B- (sf)              B- (sf)/Watch Neg

Ameriquest Mortgage Securities Inc.
Series      2001-2
                               Rating
Class      CUSIP       To                   From
M-3        03072SBE4   BB- (sf)             BB- (sf)/Watch Neg

Ameriquest Mortgage Securities Inc.
Series      2003-AR1
                               Rating
Class      CUSIP       To                   From
M-3        03072SEL5   BBB (sf)             BBB (sf)/Watch Neg
M-4        03072SEM3   D (sf)               CCC (sf)

Ameriquest Mortgage Securities Inc.
Series      2004-FR1
                               Rating
Class      CUSIP       To                   From
M-2        03072SQS7   A (sf)               AA (sf)
M-3        03072SQT5   BB+ (sf)             AA- (sf)
M-4        03072SQU2   B- (sf)              A+ (sf)
M-5        03072SQV0   CCC (sf)             BBB- (sf)
M-6        03072SQW8   CC (sf)              B- (sf)/Watch Neg
M-7        03072SQX6   CC (sf)              CCC (sf)
M-8        03072SQY4   D (sf)               CCC (sf)
M-9        03072SQZ1   D (sf)               CC (sf)

Amortizing Residential Collateral Trust 2002-BC5
Series      2002-BC5
                               Rating
Class      CUSIP       To                   From
M1         86358RZ67   AA (sf)              AA (sf)/Watch Neg

Amortizing Residential Collateral Trust 2002-BC7
Series      2002-BC7
                               Rating
Class      CUSIP       To                   From
A1         86358R7H4   AAA (sf)             AAA (sf)/Watch Neg
M1         86358R7M3   CC (sf)              CCC (sf)

Amresco Residential Securities Corp Mtg Loan Trust 1997-3
Series      1997-3
                               Rating
Class      CUSIP       To                   From
A-8        03215PCV9   AAA (sf)             AAA (sf)/Watch Neg
A-9        03215PCW7   AAA (sf)             AAA (sf)/Watch Neg
M-1A       03215PDD8   AAA (sf)             AAA (sf)/Watch Neg
M-2F       03215PCZ0   D (sf)               BB+ (sf)/Watch Neg
M-1F       03215PCY3   A (sf)               AA+ (sf)/Watch Neg

Argent Securities Inc.
Series      2003-W2
                               Rating
Class      CUSIP       To                   From
M-3        040104AN1   A- (sf)              A- (sf)/Watch Neg
M-4        040104AP6   BBB+ (sf)            BBB+ (sf)/Watch Neg
M-5        040104AQ4   BBB (sf)             BBB (sf)/Watch Neg

Argent Securities Inc.
Series      2004-W9
                               Rating
Class      CUSIP       To                   From
A-1        040104LH2   AAA (sf)             AAA (sf)/Watch Neg

Bear Stearns Asset Backed Securities I Trust 2004-HE4
Series      2004-HE4
                               Rating
Class      CUSIP       To                   From
M-2        073879BA5   BBB+ (sf)            BBB+ (sf)/Watch Neg

CDC Mortgage Capital Trust 2003-HE1
Series      2003-HE1
                               Rating
Class      CUSIP       To                   From
M-1        12506YAY5   AA (sf)              AA (sf)/Watch Neg
M-2        12506YAZ2   B (sf)               B (sf)/Watch Neg

Cityscape Home Equity Loan Trust 1997-B
Series      1997-B
                               Rating
Class      CUSIP       To                   From
A-6        178779BV5   D (sf)               AAA (sf)
A-7        178779BW3   D (sf)               AAA (sf)
M-1F       178779BY9   D (sf)               AA+ (sf)
M-2F       178779BZ6   D (sf)               BB (sf)
B-1F       178779CN2   D (sf)               CCC (sf)
M-2A       178779CB8   D (sf)               BBB (sf)

Cityscape Home Equity Loan Trust 1997-C
Series      1997-C
                               Rating
Class      CUSIP       To                   From
A-3        178779CR3   D (sf)               AAA (sf)
A-4        178779CS1   D (sf)               AAA (sf)
M-1F       178779CU6   D (sf)               AA (sf)
M-2F       178779CV4   D (sf)               CCC (sf)
M-1A       178779CX0   D (sf)               AAA (sf)
M-2A       178779CY8   D (sf)               AA (sf)
B-1A       178779CZ5   D (sf)               BBB (sf)

CWABS, Inc.
Series      2004-BC2
                               Rating
Class      CUSIP       To                   From
M-4        1266713M6   B+ (sf)              B+ (sf)/Watch Neg
M-5        1266713N4   D (sf)               CCC (sf)
B          1266713P9   D (sf)               CC (sf)

Delta Funding Home Equity Loan Trust 1997-2
Series      1997-2
                               Rating
Class      CUSIP       To                   From
A-5        24763LBM1   BBB (sf)             AAA (sf)/Watch Neg
A-6        24763LBN9   BBB+ (sf)            AAA (sf)/Watch Neg
A-7        24763LBP4   BBB+ (sf)            AAA (sf)/Watch Neg

Delta Funding Home Equity Loan Trust 1998-1
Series      1998-1
                               Rating
Class      CUSIP       To                   From
A-5F       24763LDB3   B (sf)               B (sf)/Watch Neg
A-6F       24763LDC1   B (sf)               B (sf)/Watch Neg
M-1F       24763LDE7   D (sf)               CC (sf)

Delta Funding Home Equity Loan Trust 1999-2
Series      1999-2
                               Rating
Class      CUSIP       To                   From
A-6F       24763LFM7   AAA (sf)             AAA (sf)/Watch Neg
A-7F       24763LFN5   AAA (sf)             AAA (sf)/Watch Neg

DLJ ABS Trust Series 2000-5
Series      2000-5
                               Rating
Class      CUSIP       To                   From
A-1        23323CBW4   AAA (sf)             AAA (sf)/Watch Neg
A-2        23323CBX2   AAA (sf)             AAA (sf)/Watch Neg
A-3        23323CBY0   AAA (sf)             AAA (sf)/Watch Neg
M-1        23323CCA1   B- (sf)              BBB (sf)/Watch Neg

First Franklin Mortgage Loan Trust 2001-FF2
Series      2001-FF2
                               Rating
Class      CUSIP       To                   From
M-1        32027NAK7   B- (sf)              B- (sf)/Watch Neg

First Franklin Mortgage Loan Trust 2003-FF5
Series      2003-FF5
                               Rating
Class      CUSIP       To                   From
M-1        32027NFD8   AA (sf)              AA (sf)/Watch Neg

First Franklin Mortgage Loan Trust 2003-FFH2
Series      2003-FFH2
                               Rating
Class      CUSIP       To                   From
M-1A       32027NES6   B (sf)               B (sf)/Watch Neg
M-1B       32027NET4   B (sf)               B (sf)/Watch Neg

First Franklin Mortgage Loan Trust 2004-FFH2
Series      2004-FFH2
                               Rating
Class      CUSIP       To                   From
M-1        32027NHY0   AA+ (sf)             AA+ (sf)/Watch Neg
M-2        32027NHZ7   BB (sf)              BB (sf)/Watch Neg
M-3        32027NJA0   B- (sf)              B (sf)/Watch Neg
M-4        32027NJB8   CC (sf)              CCC (sf)
M-5        32027NJC6   D (sf)               CC (sf)

GSAA Home Equity Trust 2004-9
Series      2004-9
                               Rating
Class      CUSIP       To                   From
M-5        36242DJG9   A- (sf)              A- (sf)/Watch Neg
B-1        36242DJK0   D (sf)               B- (sf)/Watch Neg
B-2        36242DJL8   D (sf)               CC (sf)

Home Equity Asset Trust 2002-2
Series      2002-2
                               Rating
Class      CUSIP       To                   From
M-1        22541NCU1   BB+ (sf)             BB+ (sf)/Watch Neg

MASTR Asset Backed Securities Trust 2003-OPT2
Series      2003-OPT2
                               Rating
Class      CUSIP       To                   From
M-2        57643LBG0   A (sf)               A (sf)/Watch Neg
M-3        57643LBH8   BBB+ (sf)            BBB+ (sf)/Watch Neg
M-4        57643LBJ4   B- (sf)              BB- (sf)/Watch Neg
M-5        57643LBK1   D (sf)               CC (sf)

MASTR Asset Backed Securities Trust 2004-WMC1
Series      2004-WMC1
                               Rating
Class      CUSIP       To                   From
M-1        57643LCW4   AA (sf)              AA (sf)/Watch Neg
M-2        57643LCX2   A (sf)               A (sf)/Watch Neg
M-3        57643LCY0   A- (sf)              A- (sf)/Watch Neg
M-4        57643LCZ7   B (sf)               BB- (sf)/Watch Neg

Meritage Mortgage Loan Trust 2004-2
Series      2004-2
                               Rating
Class      CUSIP       To                   From
M-2        59001FBF7   AA+ (sf)             AA+ (sf)/Watch Neg
M-3        59001FBG5   BB (sf)              BB (sf)/Watch Neg
M-4        59001FBH3   D (sf)               CCC (sf)
M-5        59001FBJ9   D (sf)               CC (sf)

Merrill Lynch Mortgage Investors Inc.
Series      2002-AFC1
                               Rating
Class      CUSIP       To                   From
MF-2       589929XZ6   A (sf)               A (sf)/Watch Neg

Merrill Lynch Mortgage Investors Trust, Series 2003-WMC3
Series      2003-WMC3
                               Rating
Class      CUSIP       To                   From
M-3        5899292D9   A+ (sf)              A+ (sf)/Watch Neg
M-4        5899292E7   CC (sf)              CCC (sf)

New Century Home Equity Loan Trust, Series 2001-NC1
Series      2001-NC1
                               Rating
Class      CUSIP       To                   From
M-2        64352VBZ3   AA (sf)              AA (sf)/Watch Neg

New Century Home Equity Loan Trust, Series 2001-NC2
Series      2001-NC2
                               Rating
Class      CUSIP       To                   From
M-2        79548K6C7   AA (sf)              AA (sf)/Watch Neg

Option One Mortgage Loan Trust 2001-4
Series      2001-4
                               Rating
Class      CUSIP       To                   From
A          68389FBW3   A (sf)               A (sf)/Watch Neg
M-1        68389FBX1   B (sf)               B (sf)/Watch Neg

Option One Mortgage Loan Trust 2002-1
Series      2002-1
                               Rating
Class      CUSIP       To                   From
M-1        68389FCC6   BB- (sf)             BB- (sf)/Watch Neg

Option One Mortgage Loan Trust 2002-2
Series      2002-2
                               Rating
Class      CUSIP       To                   From
M-1        68400XAG5   BBB (sf)             BBB (sf)/Watch Neg

Renaissance Home Equity Loan Trust 2002-1
Series      2002-1
                               Rating
Class      CUSIP       To                   From
M-1        759950AD0   AAA (sf)             AAA (sf)/Watch Neg

Renaissance Home Equity Loan Trust 2004-4
Series      2004-4
                               Rating
Class      CUSIP       To                   From
MV-1       759950ED6   A+ (sf)              AA (sf)/Watch Neg
MV-2       759950EE4   D (sf)               CC (sf)

Residential Mortgage Loan Trust 1998-1
Series      1998-1
                               Rating
Class      CUSIP       To                   From
A          76110NAA4   AAA (sf)             AAA (sf)/Watch Neg
M-1        76110NAF3   AA+ (sf)             AA+ (sf)/Watch Neg

Saxon Asset Securities Trust 2001-2
Series      2001-2
                               Rating
Class      CUSIP       To                   From
AF-5       805564JL6   AAA (sf)             AAA (sf)/Watch Neg
AF-6       805564JM4   AAA (sf)             AAA (sf)/Watch Neg

Saxon Asset Securities Trust 2002-3
Series      2002-3
                               Rating
Class      CUSIP       To                   From
AF-6       805564MG3   AAA (sf)             AAA (sf)/Watch Neg
M-1        805564MK4   AA- (sf)             AA (sf)/Watch Neg
M-2        805564ML2   CCC (sf)             B- (sf)

Saxon Asset Securities Trust 2003-1
Series      2003-1
                               Rating
Class      CUSIP       To                   From
M-1        805564NB3   AA (sf)              AA (sf)/Watch Neg
M-2        805564NC1   BBB+ (sf)            A (sf)/Watch Neg
M-3        805564ND9   B (sf)               BBB+ (sf)/Watch Neg
BF         805564NE7   D (sf)               CC (sf)
BV         805564NF4   D (sf)               CC (sf)

Saxon Asset Securities Trust 2004-1
Series      2004-1
                               Rating
Class      CUSIP       To                   From
M-1        805564PN5   AA+ (sf)             AA+ (sf)/Watch Neg
M-2        805564PP0   B- (sf)              B- (sf)/Watch Neg

Saxon Asset Securities Trust 2004-2
Series      2004-2
                               Rating
Class      CUSIP       To                   From
AF-3       805564PX3   AAA (sf)             AAA (sf)/Watch Neg
AF-4       805564PY1   AAA (sf)             AAA (sf)/Watch Neg
AF-5       805564PZ8   AAA (sf)             AAA (sf)/Watch Neg
MF-1       805564QA2   AA (sf)              AA (sf)/Watch Neg

Securitized Asset Backed Receivables LLC Trust 2004-NC3
Series      2004-NC3
                               Rating
Class      CUSIP       To                   From
M-1        81375WCJ3   BB- (sf)             BB- (sf)/Watch Neg

Soundview Home Equity Loan Trust 2001-2
Series      2001-2
                               Rating
Class      CUSIP       To                   From
M-1        83611PAR2   BB- (sf)             BB+ (sf)/Watch Neg
M-2        83611PAS0   D (sf)               CCC (sf)
M-3        83611PAT8   D (sf)               CC (sf)

Soundview Home Loan Trust 2004-1
Series      2004-1
                               Rating
Class      CUSIP       To                   From
M-1        83611MBB3   AAA (sf)             AAA (sf)/Watch Neg
M-2        83611MBC1   AA+ (sf)             AA+ (sf)/Watch Neg
M-3        83611MBD9   AA- (sf)             AA- (sf)/Watch Neg
M-4        83611MBE7   A+ (sf)              A+ (sf)/Watch Neg
M-5        83611MBF4   BB+ (sf)             BB+ (sf)/Watch Neg
M-6        83611MBG2   B- (sf)              B- (sf)/Watch Neg
M-8        83611MBJ6   D (sf)               CC (sf)
M-9        83611MBK3   D (sf)               CC (sf)

Structured Asset Investment Loan Trust 2003-BC2
Series      2003-BC2
                               Rating
Class      CUSIP       To                   From
A1         86358EAJ5   AAA (sf)             AAA (sf)/Watch Neg
A2         86358EAK2   AAA (sf)             AAA (sf)/Watch Neg
A3         86358EAL0   AAA (sf)             AAA (sf)/Watch Neg

Structured Asset Securities Corp.
Series      1998-2
                               Rating
Class      CUSIP       To                   From
M-1        863572SF1   AA (sf)              AA (sf)/Watch Neg

Structured Asset Securities Corp.
Series      1999-SP1
                               Rating
Class      CUSIP       To                   From
A1         863572A94   AAA (sf)             AAA (sf)/Watch Neg
A2         863572B28   AAA (sf)             AAA (sf)/Watch Neg
M1         863572B69   BB (sf)              BB (sf)/Watch Neg
M2         863572B77   D (sf)               CCC (sf)

Structured Asset Securities Corp.
Series      2003-39EX
                               Rating
Class      CUSIP       To                   From
M3         86359BEA5   BBB (sf)             BBB (sf)/Watch Neg
B          86359BEB3   D (sf)               B- (sf)/Watch Neg

Ratings Affirmed

Aames Mortgage Trust 2001-2
Series      2001-2
Class      CUSIP       Rating
A-1        00253CGS0   AAA (sf)
A-2        00253CGT8   AAA (sf)

Accredited Mortgage Loan Trust 2002-2
Series      2002-2
Class      CUSIP       Rating
A-3        004375AJ0   A (sf)

ACE Securities Corp. Home Equity Loan Trust, Series 2001-HE1
Series      2001-HE1
Class      CUSIP       Rating
M-2        004427AM2   BB (sf)
M-3        004427AN0   CCC (sf)

ACE Securities Corp. Home Equity Loan Trust, Series 2003-FM1
Series      2003-FM1
Class      CUSIP       Rating
M-2        004421BS1   CC (sf)

ACE Securities Corp. Home Equity Loan Trust, Series 2003-HE1
Series      2003-HE1
Class      CUSIP       Rating
M-2        004421DB6   CC (sf)
M-3        004421DC4   CC (sf)
M-4        004421DD2   CC (sf)
M-5        004421DE0   CC (sf)

ACE Securities Corp. Home Equity Loan Trust, Series 2003-HS1
Series      2003-HS1
Class      CUSIP       Rating
M-5        004421CK7   CCC (sf)
M-6        004421CL5   CC (sf)

ACE Securities Corp. Home Equity Loan Trust, Series 2003-TC1
Series      2003-TC1
Class      CUSIP       Rating
M-1        004421BZ5   AA+ (sf)
M-2        004421CA9   CC (sf)
M-3        004421CB7   CC (sf)

Ace Securities Corp. Home Equity Loan Trust, Series 2004-HE2
Series      2004-HE2
Class      CUSIP       Rating
M-1        004421GT4   AA+ (sf)
M-2        004421GU1   CC (sf)
M-3        004421GV9   CC (sf)
M-4        004421GW7   CC (sf)

ACE Securities Corp. Home Equity Loan Trust, Series 2004-HS1
Series      2004-HS1
Class      CUSIP       Rating
A-2        004421DY6   AAA (sf)
A-3        004421DZ3   AAA (sf)

ACE Securities Corp. Home Equity Loan Trust, Series 2004-IN1
Series      2004-IN1
Class      CUSIP       Rating
A-1        004421FD0   AAA (sf)
M-4        004421FK4   CCC (sf)
M-5        004421FL2   CCC (sf)
M-6        004421FM0   CCC (sf)
B          004421FN8   CC (sf)

Ameriquest Mortgage Securities Inc.
Series      2004-FR1
Class      CUSIP       Rating
A-5        03072SQN8   AAA (sf)
A-6        03072SQP3   AAA (sf)
A-7        03072SQQ1   AAA (sf)
M-1        03072SQR9   AA+ (sf)

Amortizing Residential Collateral Trust 2002-BC5
Series      2002-BC5
Class      CUSIP       Rating
M2         86358RZ75   CCC (sf)

Amortizing Residential Collateral Trust 2002-BC7
Series      2002-BC7
Class      CUSIP       Rating
M2         86358R7N1   CC (sf)

Argent Securities Inc.
Series      2003-W2
Class      CUSIP       Rating
M-2        040104AU5   A (sf)

Argent Securities Inc.
Series      2004-W9
Class      CUSIP       Rating
A-2        040104LA7   AAA (sf)
M-1        040104LB5   AA (sf)
M-2        040104LC3   CCC (sf)
M-3        040104LD1   CCC (sf)
M-4        040104LE9   CC (sf)
M-5        040104LF6   CC (sf)
M-6        040104LG4   CC (sf)
M-7        040104LJ8   CC (sf)

Asset Backed Securities Corporation Home Equity Loan Trust Series
2001-HE3
Series      2001-HE3
Class      CUSIP       Rating
A1         04541GBU5   AAA (sf)
M1         04541GBW1   CCC (sf)
M2         04541GCC4   CCC (sf)
B          04541GBX9   CC (sf)

Bear Stearns Asset Backed Securities I Trust 2004-HE4
Series      2004-HE4
Class      CUSIP       Rating
M-3        073879BB3   CC (sf)
M-4        073879BC1   CC (sf)
M-5        073879BD9   CC (sf)
M-6        073879BE7   CC (sf)

CDC Mortgage Capital Trust 2003-HE1
Series      2003-HE1
Class      CUSIP       Rating
M-3        12506YBA6   CCC (sf)

CWABS, Inc.
Series      2004-BC2
Class      CUSIP       Rating
M-2        1266713K0   A+ (sf)
M-3        1266713L8   A- (sf)

Delta Funding Home Equity Loan Trust 1999-2
Series      1999-2
Class      CUSIP       Rating
A-1A       24763LFS4   AAA (sf)

DLJ ABS Trust Series 2000-5
Series      2000-5
Class      CUSIP       Rating
A-IO       23323CBZ7   AAA (sf)

First Franklin Mortgage Loan Trust 2001-FF2
Series      2001-FF2
Class      CUSIP       Rating
A-1        32027NAH4   AAA (sf)

First Franklin Mortgage Loan Trust 2002-FF1
Series      2002-FF1
Class      CUSIP       Rating
I-A-2      32027NAP6   AAA (sf)
M-1        32027NAR2   CC (sf)

First Franklin Mortgage Loan Trust 2003-FF5
Series      2003-FF5
Class      CUSIP       Rating
M-2        32027NFE6   CCC (sf)
M-3        32027NFF3   CC (sf)

Home Equity Asset Trust 2002-2
Series      2002-2
Class      CUSIP       Rating
A-2        22541NCP2   AAA (sf)
A-3        22541NCQ0   AAA (sf)
A-4        22541NCR8   AAA (sf)
M-2        22541NCV9   CC (sf)

MASTR Asset Backed Securities Trust 2004-WMC1
Series      2004-WMC1
Class      CUSIP       Rating
M-5        57643LDA1   CCC (sf)

New Century Home Equity Loan Trust, Series 2003-2
Series      2003-2
Class      CUSIP       Rating
M-1        64352VCR0   AAA (sf)
M-2        64352VCS8   CC (sf)

Option One Mortgage Loan Trust 2002-1
Series      2002-1
Class      CUSIP       Rating
A          68389FCB8   AAA (sf)
M-2        68389FCD4   CCC (sf)
M-3        68389FCE2   CC (sf)

Option One Mortgage Loan Trust 2002-2
Series      2002-2
Class      CUSIP       Rating
A          68400XAE0   AAA (sf)
M-2        68400XAH3   CCC (sf)

Saxon Asset Securities Trust 2001-2
Series      2001-2
Class      CUSIP       Rating
M-1        805564JR3   CCC (sf)
M-2        805564JS1   CC (sf)
X-IO       805564JU6   AAA (sf)

Saxon Asset Securities Trust 2002-3
Series      2002-3
Class      CUSIP       Rating
B          805564MM0   CC (sf)

Saxon Asset Securities Trust 2003-1
Series      2003-1
Class      CUSIP       Rating
AF-5       805564MT5   AAA (sf)
AF-6       805564MU2   AAA (sf)
AF-7       805564MV0   AAA (sf)

Saxon Asset Securities Trust 2004-1
Series      2004-1
Class      CUSIP       Rating
A          805564PL9   AAA (sf)
S          805564PU9   AAA (sf)
M-3        805564PQ8   CCC (sf)
M-4        805564PR6   CCC (sf)
B-1        805564PS4   CCC (sf)
B-2        805564PT2   CCC (sf)

Saxon Asset Securities Trust 2004-2
Series      2004-2
Class      CUSIP       Rating
MF-2       805564QB0   CCC (sf)
MF-3       805564QC8   CCC (sf)
MF-4       805564QD6   CCC (sf)
MF-5       805564QE4   CCC (sf)
MF-6       805564QF1   CC (sf)

Soundview Home Equity Loan Trust 2001-2
Series      2001-2
Class      CUSIP       Rating
AF         83611PAP6   AAA (sf)

Soundview Home Loan Trust 2004-1
Series      2004-1
Class      CUSIP       Rating
M-7        83611MBH0   CCC (sf)

Structured Asset Investment Loan Trust 2003-BC2
Series      2003-BC2
Class      CUSIP       Rating
M1         86358EAN6   CC (sf)
M2         86358EAP1   CC (sf)
M3         86358EAQ9   CC (sf)
B          86358EAS5   CC (sf)

Structured Asset Securities Corp.
Series      1998-2
Class      CUSIP       Rating
A          863572SE4   AAA (sf)


* S&P Lowers Ratings on 175 Classes From 46 Transactions
--------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 175
classes from 46 U.S. residential mortgage-backed securities (RMBS)
transactions and removed 60 of them from CreditWatch with negative
implications. "Concurrently we raised our ratings on two classes
from two additional transactions. Additionally, we affirmed our
ratings on 364 classes from 38 of the downgraded transactions and
two other transactions and removed two of them from CreditWatch
negative. We also withdrew our rating on one class from one of the
reviewed transactions," S&P said.

The complete rating list is available for free at:

     http://bankrupt.com/misc/S&P_RMBS_RatingList_122311.pdf

Forty-one of the transactions in this review are backed by prime
jumbo mortgage loan collateral issued from 1997 through 2005, six
are backed by agency mortgage loan collateral and the other is
CSMC Mortgage Backed-Backed Trust 2007-5, which is backed by Alt-A
mortgage collateral.

"We lowered our ratings on classes 5-A-1, 5-A-2, 5-A-3, and 5-A-5
to 'CCC (sf)' from CSMC Mortgage-Backed Trust 2007-5 because the
loans backing these securities have balloon payments that have
defaulted because the borrowers failed to make the final balloon
payment. These classes are cross-collateralized by loans from
other loan groups within the transaction, but in all cases the
cross-collateralization was insufficient to pay off these
classes," S&P said.

"On May 11, 2011, we placed 56 ratings from CSMC Mortgage-
Backed Trust 2007-5 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 said.

"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 interest shortfall
criteria (refer to 'Methodology for Assessing The Impact Of
Interest Shortfalls On U.S. RMBS,' published Sept. 23, 2011)," 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 reduced the remaining projected losses for these
structures, allowing these classes to withstand more stressful
scenarios. In addition, each upgrade reflects our assessment that
the projected credit enhancement for each affected class will be
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 said.

"The affirmations reflect our belief that the amount of projected
credit enhancement available for these classes is sufficient to
cover projected losses associated with these rating levels," S&P
said.

"The rating actions take transaction specific loss projections
where applicable and the criteria associated for additional
transactions 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
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 November
2011 remittance period please see:

Losses and Delinquencies*

ABN AMRO Mortgage Corp.
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies

Series   (mil. $)     (%)     (%)            (%)            (%)
2003-11       303   23.49    0.00           5.19           3.06

Bear Stearns ARM Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies

Series   (mil. $)     (%)     (%)            (%)            (%)
2004-4      1,054   19.40    0.17           4.56           3.01
2004-7        502   11.28    1.36          24.85          20.25

Cendant Mortgage Capital LLC
         Original    Pool    Cum.          Total         Severe

          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2003-4        210   14.53    0.00           8.86           3.23

Chase Mortgage Finance Trust
         Original    Pool    Cum.          Total         Severe

          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2003-S2       275    6.86    0.00           1.05           1.05
2003-S7       400   10.77    0.00           1.95           0.84

CHL Mortgage Pass-Through Trust

         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)

2002-19       850    3.03    0.10          10.45           8.58
2003-56     1,630   13.12    0.20          12.16           9.31
2003-J3       324    7.88    0.00           0.86           0.86
2004-10       250   30.13    0.11           7.65           6.51
2004-J8       245   26.03    0.18          11.58           6.88

Credit Suisse First Boston Mortgage Securities Corp.
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies

Series   (mil. $)     (%)     (%)            (%)            (%)
1997-2         87    2.21    0.83          15.34           5.46
2003-21       201   10.31    1.87          17.02          12.49
2003-21       185   17.35    0.11           8.37           7.31
2003-21       408   16.67    0.05           6.82           6.26

CSFB Mortgage-Backed Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies

Series   (mil. $)     (%)     (%)            (%)            (%)
2003-11       604    8.64    0.02           3.91           3.91

CSMC Mortgage Backed Trust

         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)

2007-5        681   69.24    0.16          18.21          15.16
2007-5        378   54.91   20.39          39.37          33.65


Fannie Mae REMIC Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies

Series   (mil. $)     (%)     (%)            (%)            (%)
2004-W6       956   31.26    0.01          15.57          12.24

First Horizon Mortgage Pass-Through Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies

Series   (mil. $)     (%)     (%)            (%)            (%)
2003-5        684   12.79    0.00           2.51           2.00

GMACM Mortgage Loan Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies

Series   (mil. $)     (%)     (%)            (%)            (%)
2003-AR1      536   12.79    0.30           5.93           3.36
2003-J5       230   11.08    0.07           1.52           0.00
2004-AR1      130   20.83    0.48          22.85           9.73
2004-AR1      505   15.64    0.63           5.57           2.78

GS Mortgage Securities Corp.
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies

Series   (mil. $)     (%)     (%)            (%)            (%)
2000-1        337    4.27    0.06          12.44           6.68

MASTR Adjustable Rate Mortgages Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies

Series   (mil. $)     (%)     (%)            (%)            (%)
2004-5        788   15.34    0.36           9.50           7.87

Merrill Lynch Mortgage Investors Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies

Series   (mil. $)     (%)     (%)            (%)            (%)
2003-E      1,004    9.39    0.02           5.35           0.12

MRFC Mortgage Pass-Through Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies

Series   (mil. $)     (%)     (%)            (%)            (%)
2001-TBC1   1,344    8.01    0.02           3.68           2.87

Prime Mortgage Trust

         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2003-2        315   23.06    0.00           4.14           1.69

RFMSI Trust

         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2003-S5       305    7.53    0.01           2.60           1.36

Sequoia Mortgage Trust 6

         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)

6             514   10.10    0.03           3.66           1.74

Structured Adjustable Rate Mortgage Loan Trust

         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)

2004-16     1,882   23.88    2.09          14.13           9.65
2004-20       926   22.90    3.32          14.35          11.59

Structured Asset Mortgage Investments II Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies

Series   (mil. $)     (%)     (%)            (%)            (%)
2004-AR6    1,016    6.32    0.37          22.05          14.87

Structured Asset Mortgage Investments Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies

Series   (mil. $)     (%)     (%)            (%)            (%)
2002-AR4      500    8.91    0.49          23.73          13.65
2003-AR3      500   10.34    0.75          22.86          13.10

Structured Asset Securities Corp.
         Original    Pool    Cum.          Total         Severe

          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2003-10       364   17.20    0.04          10.59           6.02
2003-34A    1,404   14.72    0.40           8.95           6.46
2003-37A    1,534   13.38    0.44          10.20           7.66

WaMu Mortgage Pass-Through Certificates Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies

Series   (mil. $)     (%)     (%)            (%)            (%)
2003-AR10   2,150   18.99    0.11           6.28           4.40
2003-AR9    1,191   17.29    0.10           6.48           5.71
2003-AR9      309   18.12    0.05           3.29           2.43
2003-S1       448    9.33    0.04           5.85           2.19
2003-S7       404   11.95    0.00           0.96           0.96
2004-AR9      856   28.81    0.27           8.52           5.19

Washington Mutual MSC Mortgage Pass-Through Certificates Trust

         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2003-MS3      753    5.03    0.00           8.99           3.69

Wells Fargo Mortgage Backed Securities Trust

         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)

2003-13       600   17.33    0.00           1.12           0.19
2003-14       401   17.45    0.04           0.96           0.96
2004-S      1,777   33.43    0.19           3.11           2.11


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

Subordination provides credit support for the affected
transactions.

            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 Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

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

            http://standardandpoorsdisclosure-17g7.com


* S&P Lowers Ratings on 368 Classes of Certificates to 'D'
----------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 368
classes of mortgage pass-through certificates from 257 U.S.
residential mortgage-backed securities (RMBS) transactions to 'D
(sf)', and removed one of them from CreditWatch with negative
implications. The transactions within this review were issued
between 2002 and 2009.

The complete rating list is available for free at:

      http://bankrupt.com/misc/S&P_RMBS_Downgrade_122711.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 one
class 'BBB-(sf)' and we rated all other classes in this review
'CCC (sf)' or 'CC (sf)'," S&P said.

Approximately 73.64% of the defaulted classes were from
transactions backed by Alternative-A (Alt-A) or prime jumbo
mortgage loan collateral. The 368 defaulted classes consist of:

    187 classes from Alt-A transactions (50.82% of all defaults);

    84 from prime jumbo transactions (22.83%);

    75 from subprime transactions (20.38%);

    Eight from resecuritized real estate mortgage investment
    conduit (re-REMIC) transactions;

    Four from risk transfer transactions;

    Three from small balance commercial loan transactions;

    Three from reperforming transactions;

    Two from RMBS seasoned loan transactions;

    One from a RMBS second-lien high loan-to-value (LTV)
    transaction; and

    One from a RMBS document deficient transaction.

"We lowered our rating on one class to 'D (sf)' from 'BBB- (sf)'.
This class was from a transaction backed by RMBS second-lien high
LTV 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.

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.

               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 Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

If applicable, the Standard & Poor's 17g-7 Disclosure Reports
included in this credit rating report are available at:

            http://standardandpoorsdisclosure-17g7.com


* S&P Withdraws Ratings on 25 Classes From 12 RMBS Transactions
---------------------------------------------------------------
Standard & Poor's Ratings Services withdrew its ratings on 25
classes from 12 U.S. residential mortgage-backed securities (RMBS)
transactions due to lack of sufficient information to maintain
ratings on these classes. "Prior to withdrawal, we lowered our
ratings on 19 classes from 11 of these transactions and removed
one class from CreditWatch with negative implications and affirmed
our ratings on six classes from three of the transactions with
downgrades prior to withdrawal, as well as one additional
transaction. The 12 transactions are backed by prime jumbo
mortgage loans and issued in 1988-2001," S&P said.

"To review these transactions prior to withdrawing our ratings,
we applied the assumptions we discussed in 'Methodology And
Assumptions For U.S. RMBS Issued Before 2005,' published on
March 12, 2009, on RatingsDirect, at www.ratingsdirect.com,
and on Standard & Poor's Web site, at www.standardandpoors.com,"
S&P said.

Each of the transactions or separate structures within a
transaction in this review contain a small population of mortgage
loans remaining in the related mortgage pools (some as little as
one loan), which amplifies the impact that one loan can have on a
given transaction. This limits the ability to maintain stable
ratings for the classes associated with these transactions, which
was a contributing factor in the ratings withdrawals.

"The ratings that have been lowered prior to withdrawal reflect
our opinion that projected credit support for the affected classes
may be insufficient to maintain the previous ratings. Although
some pools may have exhibited low delinquencies, the limited
number of loans remaining in the pools could exasperate losses
should only a few additional loans default. Therefore, ratings
levels prior to withdrawal may have been limited based on such
inherent risk associated with a small number of assets, as well as
the growing reliance on the creditworthiness of individual loans
as the pools continue to become smaller. In addition, credit
provided for the existence of mortgage pool insurance may have
also been limited as a result of either the insurer rating or
significant dependency on such insurance in conjunction with a
limited number of assets in the mortgage pool," S&P said.

"The ratings affirmations prior to withdrawal reflect our belief
that the amount of credit enhancement available for these classes
will be sufficient to cover losses associated with such rating
levels based on the structural features of the transactions in
conjunction with the number of mortgage loans," S&P said.

"Subordination provides credit support for the affected
transactions. The underlying collateral for these deals
consists of fixed- and adjustable-rate U.S. prime jumbo
mortgage loans secured by first liens on one- to four-
family residential properties," S&P said.

"Standard & Poor's will continue to monitor its ratings on
securities with a small population of mortgage loans remaining
and we will adjust our ratings as we consider appropriate in
accordance with our criteria," 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 Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

If applicable, the Standard & Poor's 17g-7 Disclosure Reports
included in this credit rating report are available at:

            http://standardandpoorsdisclosure-17g7.com

Ratings Lowered And Withdrawn

Citicorp Mortgage Securities Inc.
Series      1989-19
                              Rating
Class   CUSIP       To        Interim       From
A-1     172921EQ7   NR        A- (sf)       A (sf)

Credit Suisse First Boston Mortgage Securities Corp.
Series      2001-2
                               Rating
                              Rating
Class   CUSIP       To        Interim       From
I-A-1   30253MAA0   NR        A (sf)        AAA (sf)
I-B-1   30253MAR3   NR        BB (sf)       AAA (sf)
I-B-2   30253MAS1   NR        BB (sf)       AA+ (sf)

Credit Suisse First Boston Mortgage Securities Corp.
Series      2001-3
                              Rating
Class   CUSIP       To        Interim       From
I-A-1   22540A3S5   NR        BBB (sf)      AAA (sf)
I-B-1   22540A3Z9   NR        BB (sf)       AAA (sf)
I-B-2   22540A4A3   NR        BB (sf)       AAA (sf)
I-B-3   22540A4B1   NR        BB (sf)       AAA (sf)

Imperial S&L Assn.
Series      1988- 1
                              Rating
Class   CUSIP       To        Interim       From
A       453083LR6   NR        B (sf)        AA (sf)

Prudential Securities Secured Financing Corp.
Series      1992- 1
                              Rating
Class   CUSIP       To        Interim       From
A-1     74436JAL1   NR        B (sf)        BBB- (sf)

Ryland Mortgage Securities Corp.
Series      1991-14
                              Rating
Class   CUSIP       To        Interim       From
14B-1   783766GG7   NR        B (sf)        BBB+ (sf)/Watch Neg

Ryland Mortgage Securities Corp.
Series      1991-19
                              Rating
Class   CUSIP       To        Interim       From
B       783766HF8   NR        B (sf)        BBB- (sf)

Ryland Mortgage Securities Corp.
Series      1992- 4
                              Rating
Class   CUSIP       To        Interim       From
B       783766JT6   NR        B (sf)        B+ (sf)

Structured Asset Securities Corp.
Series      2001-6
                              Rating
Class   CUSIP       To        Interim       From
1-AP    86358RAV9   NR        BBB (sf)      AAA (sf)
B1      86358RBE6   NR        BBB (sf)      AA+ (sf)
B2      86358RBF3   NR        B (sf)        BBB (sf)

Structured Asset Securities Corp.
Series      2001-21A
                              Rating
Class   CUSIP       To        Interim       From
B1      86358RSJ7   NR        B (sf)        B+ (sf)


Structured Mortgage Asset Residential Trust, Series 93-2
Series      1993- 2
                              Rating
Class   CUSIP       To        Interim       From
BX      863573RY9   NR        B (sf)        B+ (sf)
R-1     863573SB8   NR        B (sf)        B+ (sf)

Ratings Affirmed And Withdrawn

Credit Suisse First Boston Mortgage Securities Corp.
Series      2001-2
                              Rating
Class   CUSIP       To        Interim       From
I-B-3   30253MAT9   NR        B (sf)        B (sf)

Guardian S&L Assn, Huntington Beach, CA
Series      1989-10
                              Rating
Class   CUSIP       To        Interim       From
A       40145CAW5   NR        BB (sf)       BB (sf)

Structured Asset Securities Corp.
Series      2001-6
                              Rating
Class   CUSIP       To        Interim       From
B3      86358RBG1   NR        CCC (sf)      CCC (sf)

Structured Asset Securities Corp.
Series      2001-21A
                              Rating
Class   CUSIP       To        Interim       From
1-A1    86358RSE8   NR        BBB (sf)      BBB (sf)
B2      86358RSK4   NR        CCC (sf)      CCC (sf)
B3      86358RSL2   NR        CC (sf)       CC (sf)

NR -- Not rated.


* S&P Lowers Ratings on 15 Classes From Seven US Transactions
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 15
classes from seven U.S. residential mortgage-backed securities
(RMBS) transactions issued from 1995 through 2004 and removed
one of them from CreditWatch with negative implications.
"Concurrently, we raised our ratings on five classes from four
of the transactions in this review. Additionally, we affirmed
our ratings on 152 classes from 37 of these transactions and
removed four of them from CreditWatch negative. We also withdrew
our rating on one class from one of the reviewed transactions
based on application of our interest-only (IO) criteria. The 38
transactions in this review were backed by various types of
mortgage loan collateral," S&P said.

"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 downgrades incorporated our interest
shortfall criteria," S&P said.

"Among other factors, the upgrades reflect our view of decreased
delinquencies within the structures associated with the affected
classes. The decreased delinquencies have reduced the remaining
projected losses for these structures, allowing the upgraded
classes to withstand more stressful scenarios. In addition, each
upgrade reflects our assessment that the projected credit
enhancement for each affected class 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
ongoing market risk," S&P said.

"The affirmations reflect our belief that projected credit
enhancement available for the affected classes is sufficient to
cover our projected losses at the current rating levels," S&P
said.

The rating withdrawal reflects the application of S&P's IO
criteria.

"In order to maintain a 'B' rating on a class for nonprime jumbo
collateral, 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. In the case of
prime jumbo collateral, a 'BB' rating should withstand 127% of
our remaining base-case loss assumptions, while a class with a
'BBB' rating is assessed to withstand approximately 154% of the
remaining base-case. Each prime jumbo class with an affirmed 'AAA'
rating can withstand approximately 235% of our remaining base-case
loss assumptions," S&P said.

The information shows average pool factor, cumulative loss, and
total and severe delinquency information for pre-2005 vintage for
Alt-A, subprime, and prime jumbo collateral as of the November
2011 distribution period.

Alt-A
    Average     Average            Average            Average
pool factor  cumulative              total             severe
        (%)  losses (%)  delinquencies (%)  delinquencies (%)
      13.76        0.30               9.76                5.10

Subprime
    Average     Average            Average            Average
pool factor  cumulative              total             severe
        (%)  losses (%)  delinquencies (%)  delinquencies (%)
      7.25         4.10               29.53              16.45

Prime jumbo
    Average     Average            Average            Average
pool factor  cumulative              total             severe
        (%)  losses (%)  delinquencies (%)  delinquencies (%)
      13.76        0.30               9.76                5.10

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

             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 Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

If applicable, the Standard & Poor's 17g-7 Disclosure Reports
included in this credit rating report are available at:

            http://standardandpoorsdisclosure-17g7.com\

Rating Actions

Accredited Mortgage Loan Trust 2002-2
Series      2002-2
                               Rating
Class      CUSIP       To                   From
A-2        004375AH4   AA- (sf)             AA- (sf)/Watch Neg

AFC Mortgage Loan Asset-Backed Certs Ser 1997-3
Series      1997-3
                               Rating
Class      CUSIP       To                   From
1A-4       00105HDA1   CC (sf)              B (sf)
2-A        00105HDC7   B- (sf)              CCC (sf)

Alternative Loan Trust 2002-11
Series      2002-17
                               Rating
Class      CUSIP       To                   From
A-3        12669C2L3   NR                   AAA (sf)

Bear Stearns ARM Trust 2002-12
Series      2002-12
                               Rating
Class      CUSIP       To                   From
II-A-3     07384MRL8   BBB+ (sf)            AAA (sf)
II-B-1     07384MRQ7   B (sf)               A+ (sf)
II-B-2     07384MRR5   CC (sf)              B (sf)

Credit Suisse First Boston Mortgage Securities Corp.
Series      2002-AR21
                               Rating
Class      CUSIP       To                   From
C-B-1      22540V5C2   B- (sf)              CC (sf)

Credit Suisse First Boston Mortgage Securities Corp.
Series      2002-AR28
                               Rating
Class      CUSIP       To                   From
C-B-1      22541NPA1   B (sf)               CC (sf)
C-B-2      22541NPB9   B (sf)               CC (sf)

Credit Suisse First Boston Mortgage Securities Corp.
Series      2002-AR33
                               Rating
Class      CUSIP       To                   From
I-A-1      22541NXT1   CC (sf)              CCC (sf)
II-A-1     22541NXU8   CC (sf)              CCC (sf)
III-A-1    22541NXV6   CC (sf)              CCC (sf)
III-A-2    22541NXW4   CC (sf)              CCC (sf)
III-A-3    22541NXX2   CC (sf)              CCC (sf)
III-A-4    22541NXY0   CC (sf)              CCC (sf)
IV-A-1     22541NXZ7   CC (sf)              CCC (sf)

Delta Funding Home Equity Loan Trust 1998-1
Series      1998-1
                               Rating
Class      CUSIP       To                   From
A-5F       24763LDB3   B (sf)               B (sf)/Watch Neg
A-6F       24763LDC1   B (sf)               B (sf)/Watch Neg
M-1F       24763LDE7   D (sf)               CC (sf)

Impac Secured Assets Corp.
Series      2002-2
                               Rating
Class      CUSIP       To                   From
M-3        45254TLN2   B+ (sf)              A (sf)

Salomon Home Equity Loan Trust, Series 2001-1
Series      2001-1
                               Rating
Class      CUSIP       To                   From
MV-2       79550DAJ8   A (sf)               A (sf)/Watch Neg
MV-3       79550DAK5   B- (sf)              A- (sf)/Watch Neg

Sequoia Mortgage Trust 2004-12
Series      2004-12
                               Rating
Class      CUSIP       To                   From
X-A2       81744FGC5   NR                   AAA (sf)
B-2        81744FGG6   B- (sf)              B (sf)

WMC Mortgage Loan Trust 1997-1
Series      1997-1
                               Rating
Class      CUSIP       To                   From
B          22540ABN7   BB (sf)              B (sf)

RATINGS AFFIRMED

Accredited Mortgage Loan Trust 2002-2
Series      2002-2
Class      CUSIP       Rating
A-1        004375AG6   AA- (sf)
A-3        004375AJ0   A (sf)

Accredited Mortgage Loan Trust 2003-1
Series      2003-1
Class      CUSIP       Rating
A-1        004375AK7   AA+ (sf)
A-2        004375AL5   AA+ (sf)
A-3        004375AM3   AA+ (sf)

Accredited Mortgage Loan Trust 2003-2
Series      2003-2
Class      CUSIP       Rating
A-1        004375AN1   AA (sf)
A-2        004375AP6   AA (sf)
A-3        004375AQ4   AA (sf)

Accredited Mortgage Loan Trust 2003-3
Series      2003-3
Class      CUSIP       Rating
A-1        004375AR2   BB (sf)
A-2        004375AS0   BB (sf)
A-3        004375AT8   BBB (sf)

AFC Mortgage Loan Asset Backed Certs Ser 1997-4
Series      1997-4
Class      CUSIP       Rating
1A-1       00105HDD5   BBB- (sf)
1A-2       00105HDE3   BBB- (sf)
2A-1       00105HDF0   BBB (sf)
2A-2       00105HDG8   BBB (sf)

Alternative Loan Trust 2002-11
Series      2002-17
Class      CUSIP       Rating
A-4        12669C2M1   AAA (sf)
A-6        12669C2P4   AAA (sf)
PO         12669C2U3   AAA (sf)
M          12669C2W9   AAA (sf)
B-1        12669C2X7   AAA (sf)
B-2        12669C2Y5   CCC (sf)

Alternative Loan Trust 2002-12
Series      2002-20
Class      CUSIP       Rating
A-8        12669DCF3   AAA (sf)
PO         12669DCG1   AAA (sf)

Bear Stearns ARM Trust 2002-12
Series      2002-12
Class      CUSIP       Rating
I-A-1      07384MQX3   AAA (sf)
I-A-7      07384MRE4   AAA (sf)
I-X-1      07384MRF1   AAA (sf)
I-X-2      07384MRG9   AAA (sf)
II-A-1     07384MRH7   AAA (sf)
II-A-2     07384MRJ3   AAA (sf)
II-X-1     07384MRK0   AAA (sf)
I-B-1      07384MRM6   AAA (sf)
I-B-2      07384MRN4   A+ (sf)
I-B-3      07384MRP9   B+ (sf)
II-B-3     07384MRS3   CC (sf)

ContiMortgage Home Equity Loan Trust 1996-1
Series      1996-1
Class      CUSIP       Rating
A-7        21075WCJ2   CC (sf)
A-8        21075WCK9   BBB (sf)

Credit Suisse First Boston Mortgage Securities Corp.
Series      2001-4
Class      CUSIP       Rating
M-2        22540AZU5   BBB (sf)

Credit Suisse First Boston Mortgage Securities Corp.
Series      2001-11
Class      CUSIP       Rating
III-M-1    22540AY44   BBB (sf)

Credit Suisse First Boston Mortgage Securities Corp.
Series      2002-7
Class      CUSIP       Rating
M-1        22540VVP4   AAA (sf)
M-2        22540VVQ2   AA+ (sf)
B          22540VVR0   BBB (sf)

Credit Suisse First Boston Mortgage Securities Corp.
Series      2002-AR17
Class      CUSIP       Rating
1-A-1      22540VS78   AAA (sf)
2-A-1      22540VS94   AAA (sf)
1-X        22540VS86   AAA (sf)
2-X        22540VT36   AAA (sf)
C-B-1      22540VT51   AAA (sf)
C-B-2      22540VT69   AAA (sf)
C-B-3      22540VT77   AA+ (sf)

Credit Suisse First Boston Mortgage Securities Corp.
Series      2002-AR21
Class      CUSIP       Rating
I-A-1      22540V4R0   AAA (sf)
II-A-1     22540V4S8   AAA (sf)
III-A-3    22540V4V1   AAA (sf)
I-X        22540V4X7   AAA (sf)
II-X       22540V4Y5   AAA (sf)
III-X      22540V4Z2   AAA (sf)
C-B-2      22540V5D0   CC (sf)
C-B-3      22540V5E8   CC (sf)
IV-M-2     22540V5B4   AA+ (sf)

Credit Suisse First Boston Mortgage Securities Corp.
Series      2002-AR28
Class      CUSIP       Rating
I-A-1      22541NNM7   AAA (sf)
I-A-2      22541NNN5   AAA (sf)
II-A-1     22541NNP0   AAA (sf)
II-A-2     22541NNQ8   AAA (sf)
II-A-3     22541NNR6   AAA (sf)
II-A-4     22541NPJ2   AAA (sf)
I-X        22541NNV7   AAA (sf)
II-X       22541NNW5   AAA (sf)
C-B-3      22541NPC7   CC (sf)
III-M-2    22541NNZ8   CC (sf)

Credit Suisse First Boston Mortgage Securities Corp.
Series      2002-AR33
Class      CUSIP       Rating
V-A-1      22541NYA1   AAA (sf)
V-M-2      22541NYE3   A (sf)

Equity One Mortgage Pass-Through Trust 2001-3
Series      2001-3
Class      CUSIP       Rating
AF-4       294754AL0   B- (sf)
AV-1       294754AM8   BBB (sf)

EquiVantage Home Equity Loan Trust 1995-2
Series      1995-2
Class      CUSIP       Rating
A-3        29476YAE9   BBB+ (sf)

EquiVantage Home Equity Loan Trust 1996-3
Series      1996-3
Class      CUSIP       Rating
A-3        29476YAN9   BBB (sf)

EquiVantage Home Equity Loan Trust 1996-4
Series      1996-4
Class      CUSIP       Rating
A          29476YAP4   BBB+ (sf)

EquiVantage Home Equity Loan Trust 1997-1
Series      1997-1
Class      CUSIP       Rating
A-3        29476YAS8   A- (sf)
A-4        29476YAT6   A- (sf)
A-5        29476YAU3   BBB (sf)

Home Equity Mortgage Loan Asset-Backed Trust, Series SPMD 2000-A
Series      SPMD2000-A
Class      CUSIP       Rating
AF-3       456606AF9   AAA (sf)
MV-1       456606AL6   BBB+ (sf)
MV-2       456606AM4   B- (sf)
BV         456606AN2   CCC (sf)

Impac CMB Trust 2004-3
Series      2004-3
Class      CUSIP       Rating
3-A        45254NHN0   AAA (sf)
3-M-1      45254NHP5   AA (sf)
3-M-2      45254NHQ3   A (sf)
3-B        45254NHR1   BBB (sf)

Impac Secured Assets Corp.
Series      2002-2
Class      CUSIP       Rating
A-3        45254TLD4   AAA (sf)
A-IO       45254TLH5   AAA (sf)
A-PO       45254TLJ1   AAA (sf)
M-1        45254TLL6   AAA (sf)
M-2        45254TLM4   AA+ (sf)

Impac Secured Assets Corp.
Series      2002-3
Class      CUSIP       Rating
M-2        45254TMA9   AA (sf)
B          45254TMB7   BB (sf)

Mid-State Trust VIII
Series
Class      CUSIP       Rating
Nts        595497AA6   BBB (sf)

New South Home Equity Trust 2001-1
Series      2001-1
Class      CUSIP       Rating
A-1        64880MAQ5   B (sf)
A-2        64880MAR3   BBB (sf)

RALI Series 2002-QS4 Trust
Series      2002-QS4
Class      CUSIP       Rating
A-1        76110GXL0   AAA (sf)
A-4        76110GXP1   AAA (sf)
A-P        76110GXQ9   AAA (sf)
A-V        76110GXR7   AAA (sf)

RALI Series 2002-QS8 Trust
Series      2002-QS8
Class      CUSIP       Rating
A-5        76110GA27   AAA (sf)
A-P        76110GA43   AAA (sf)
A-V        76110GA50   AAA (sf)

Salomon Home Equity Loan Trust, Series 2001-1
Series      2001-1
Class      CUSIP       Rating
AF-3       79550DAC3   AAA (sf)
MF-1       79550DAD1   B- (sf)

Sequoia Mortgage Trust 2004-12
Series      2004-12
Class      CUSIP       Rating
A-1        81744FFY8   AAA (sf)
A-2        81744FFZ5   AAA (sf)
A-3        81744FGA9   AAA (sf)
X-A1       81744FGB7   AAA (sf)
X-B        81744FGD3   AAA (sf)
B-1        81744FGF8   AA+ (sf)
B-3        81744FGH4   CCC (sf)

Structured Asset Securities Corp.
Series      1995-2
Class      CUSIP       Rating
II-A       863572GE7   AAA (sf)
II-AX      863572GG2   AAA (sf)

Structured Asset Securities Corp.
Series      1997-2
Class      CUSIP       Rating
2-A-4      863572QM8   AAA (sf)
2-AP       863572QN6   AAA (sf)

Structured Asset Securities Corp.
Series      2002-14A
Class      CUSIP       Rating
1-A1       86358RR41   BB- (sf)
B1-I       86358RR82   CCC (sf)
B2-I       86358RS24   CC (sf)
2-A1       86358RR66   A- (sf)
B1-II      86358RS40   CC (sf)
B2-II      86358RS73   CC (sf)
B3         86358RS57   CC (sf)

WaMu Mortgage Pass-Through Certificates Series 2002-AR17 Trust
Series      2002-AR17
Class      CUSIP       Rating
I-A        929227XB7   A (sf)
I-B-1      929227XD3   B+ (sf)
I-B-2      929227XE1   CCC (sf)
I-B-3      929227XF8   CC (sf)
II-A       929227XC5   AAA (sf)
II-B-1     929227XG6   AAA (sf)
II-B-2     929227XH4   AA- (sf)
II-B-3     929227XJ0   BBB+ (sf)

WMC Mortgage Loan Trust 1997-1
Series      1997-1
Class      CUSIP       Rating
M-1        22540ABL1   AAA (sf)
M-2        22540ABM9   A (sf)


* S&P Takes Rating Actions on 19 Bank of America LOC Bonds
----------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on one bond
that is fully supported by a letter of credit (LOC) from Bank of
America N.A. "At the same time, we affirmed our ratings on 18
other bonds fully supported by LOCs from Bank of America N.A.,"
S&P said

"The rating actions reflect the Nov. 29, 2011, downgrade of our
issuer credit rating (ICR) on Bank of America N.A. to 'A/A-1' from
'A+/A-1' and the application of our joint support criteria," S&P
said.

"We downgraded one bond after applying our joint-support
criteria using our lowered rating on Bank of America N.A.,
the LOC provider, and our rating on the obligor, Rayonier Inc.
('BBB+'). For this transaction, the long-term component of our
rating is based on our long-term issuer credit rating on, as well
as the joint support provided by, Bank of America N.A. and the
obligor. The short-term component of our rating is based on our
short-term issuer credit rating on Bank of America N.A.," S&P
said.

"We affirmed our ratings on 18 other bonds. The ratings on the
other supporting parties for these bonds were sufficient to
maintain the current ratings," S&P said.

"For 15 of the affirmations, both the long- and short-term
components of our ratings on these bonds are based on the joint
support provided by Bank of America and the relevant obligor or
guarantor," S&P said.

"For three of the affirmations, the long-term components of our
ratings on these bonds are based on the joint support provided by
Bank of America and the relevant obligor or guarantor while the
short-term components are based solely on our short-term rating on
Bank of America N.A.," S&P said

"The long-term components of our ratings on the bonds address full
and timely payments of interest and principal when the bondholders
have not exercised the put option. The short-term components of
our ratings address full and timely payments of interest and
principal when the bondholders have exercised the put option," S&P
said.

"Changes to our ratings on any of these LOC-backed bonds can
result from, among other things, changes to our ratings on the
LOC providers or other supporting parties, revisions to our
correlation assumptions, termination of the LOCs, or amendments
to the transactions' terms," S&P said.

The complete ratings list is available for free at:

     http://bankrupt.com/misc/S&P_BofA_LOC_List_12_29_11.pdf

               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 Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

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

           http://standardandpoorsdisclosure-17g7.com

                           *********

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 2012.  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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