TCR_Public/120129.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 29, 2012, Vol. 16, No. 28

                            Headlines

ABACUS 2005-4: Moody's Affirms Rating of Cl. B Notes at 'Ba2'
ABACUS 2006-13: Moody's Affirms Rating of Cl. A Notes at 'Ca'
ABACUS 2007-18: Moody's Lowers Rating of Cl. A-1 to 'C'
ACAS BUSINESS: S&P Lowers Rating on Class D Notes to 'CC'
ACAS CRE CDO: Moody's Affirms Rating of Cl. A Notes at 'C'

ALBA 2006: Fitch Affirms Ratings on All Tranches
ALPINE SECURITIZATION: DBRS Confirms Low-B Ratings on 3 Facilities
ANTHRACITE CDO: Fitch Affirms Rating on 10 Classes of Notes
ASSET 2003-HE4: S&P Removes 'B-' Rating on Class M2 on Watch Neg
BANC OF AMERICA: S&P Cuts Class O Cert. Rating to 'CCC-'

BANC OF AMERICA: S&P Cuts Ratings on 4 Classes to 'D'
BANC OF AMERICA: S&P Downgrades 5 Cert. Class Ratings to 'CCC-'
BAYVIEW COMMERCIAL: S&P Raises Rating on Class B-2 to 'B'
BEAR STEARNS: Fitch Junks Rating on Nine Note Classes
BEAR STEARNS: S&P Lowers Rating on Class L to 'D'

BLACKROCK IV: S&P Raises Rating on Class D Notes to 'BB+'
CALCULUS 2006-9: S&P Puts 'B+' Rating on Trust Units on Watch Neg
CALCULUS CMBS: Moody's Lowers Rating of Series 2006-1 Notes to Ca
CANADA MORTGAGE: DBRS Confirms Class E Rating at 'BB'
CANADA MORTGAGE: DBRS Confirms Rating on Class F Notes at 'B'

CAPFA CAPITAL: Moody's Confirms Underlying Rating at 'Caa3'
CCRF 2007-MF1: Moody's Lowers Rating of Cl. A Notes to 'Ba2'
CEDARWOODS CRE: Moody's Lowers Rating of Cl. A-1 Notes to 'B1'
CHARLES SCHWAB: Fitch To Rate Perpetual Pref. Stock at 'BB+'
CIFC 2011-I: S&P Gives 'BB' Rating on Class D Deferrable Notes

CITY OF PONTIAC, MI: Fitch Affirms Junk Rating on 2002 Bonds
COMMODORE CDO: Moody's Lowers Rating of Class A-1MM Notes to Caa3
CREDIT AND REPACKAGED: S&P Ups Series 2006-14 Note Rating to 'BB+'
CREDIT SUISSE: S&P Cuts Rating on Class D Certs. to 'CCC'
CSFB 2004-C4: Moody's Affirms Rating of Cl. C Notes at 'Ba1'

CSFB 2007-TFL1: Moody's Reviews 'Ba1' Rating of Cl. F Notes
CSFB MORTGAGE: Moody's Confirms Cl. III-A-16 Notes Rating at 'B1'
CSMC 2006-C3: Moody's Lowers Rating of Cl. B Notes to 'Ba2'
CSMC 2007-C1: Moody's Reviews 'Ba1' Rating of Cl. A-M Notes
CT CDO III: Fitch Affirms Junk Rating on Five Note Classes

CW CAPITAL: Moody's Lowers Rating of Cl. A Notes to 'C'
DENALI CLO VII: S&P Raises Rating on Class B-2L Notes to 'BB+'
DILLON READ: Moody's Lowers Rating of Cl. A-S1VF Notes to 'C'
DLJCM 1999-CG3: Moody's Raises Rating of Cl. B-4 Notes to 'Caa2'
EMBARCADERO RE: S&P Gives 'BB-' Rating on Series 2012-1 Notes

G-FORCE 2005: Fitch Junks Rating on Three Note Classes
GE COMMERCIAL 2004-C3: S&P Lowers Class N Certificate to 'D'
GECMC 2005-C4: Moody's Lowers Rating of Cl. B Notes to 'Ba1'
GOLDMAN SACHS: Moody's Confirms Rating of Cl. 2A-1 Notes at 'B3'
GREENWICH 2005-FL3: S&P Affirms 'B+' Rating on Class M Certs.

GRESHAM STREET: S&P Cuts Rating on Preferred Shares to 'CC'
GS MORTGAGE: S&P Withdraws 'D' Ratings on 19 Classes of Certs.
GSMS 2012-GC6: Moody's Assigns (P)Ba2 (sf) Rating to Cl. E Notes
INNER HARBOR: S&P Lowers Rating on Class B-2 Notes to 'D'
JP MORGAN: Deterioration of Loan Cues Fitch to Lower Ratings

JPMCC 2005-LDP3: Moody's Affirms Rating of Cl. E Notes at 'B1'
JPMCC 2005-LDP5: Moody's Affirms Rating of Cl. G Notes at 'Ba1'
JPMCC 2006-LDP8: Moody's Lowers Rating of Cl. C Notes to 'Ba2'
JPMCC 2007-FL1: Moody's Lowers Rating of Cl. D Notes to 'Ba3'
JPMCC 2007-LDP10: Moody's Lowers Rating of Cl. A-J Notes to 'B1'

JPMORGAN 2001-CIBC1: S&P Cuts Rating on Class H Certificate to 'D'
JPMORGAN CHASE 2006-LDP8: S&P Cuts Ratings on 3 Classes to 'D'
LB-UBS 2003-C3: Moody's Affirms Cl. L Notes Rating at 'Ba1'
LB-UBS 2005-C7: S&P Cuts Rating on Class K Certificate to 'D'
LCM I: Moody's Raises Rating of $20-Mil Notes to 'Baa3' From 'Ba2'

LENOX STREET: Moody's Affirms Rating of Cl. A Notes at 'C'
LNR CDO: Fitch Lowers Rating on Two Note Classes to 'Dsf'
LONG GROVE: S&P Removes 'B+' Rating on Class D Notes From Watch
MADISON SQUAREL Fitch Junks Rating on $15.3 Million Class S Notes
ML-CFC 2007-7: Moody's Lowers Rating of Cl. AJ Notes to 'Caa2'

ML-CFC COMMERCIAL: Fitch Junks Rating on Nine Class Certificates
MLFA 2006-CANADA 20: Moody's Affirms Rating of Cl. E Notes at Ba2
MLFA 2007-CAN21: Moody's Lowers Rating of Cl. F Notes to 'Ba2'
MORGAN 2007-IQ15: S&P Cuts Rating on Class F Certificates to 'D'
MORGAN STANLEY: Fitch Cuts Rating on Two Series Notes to 'Dsf'

MORGAN STANLEY: Fitch Downgrades Rating on 10 Note Classes
MORGAN STANLEY: Fitch Junks Rating on Five Note Classes
NORTHWESTERN INVESTMENT: Fitch Withdraws 'Dsf' Rating on Two Notes
NYLIM FLATIRON: S&P Raises Class D Note Rating From 'CCC+' to 'BB'
OLYMPIC CLO: Moody's Raises Rating of Class B-1L Notes to 'Ba2'

PEGASUS 2007-1: Moody's Affirms Rating of Cl. A1 Notes at 'Ba1'
PONTIAC TAX: Fitch Affirms Junk Rating on $3.5 Million TIFA Bonds
SANTANDER 2012-1: S&P Gives 'BB+' Rating on Class E Auto Notes
SANTANDER DRIVE: Moody's Assigns 'Ba2' Rating to Cl. E notes
SATURNS 2003-1: S&P Cuts Rating on $60.192 Mil. Units to 'CCC+'

SATURNS 2003-8: S&P Raises Ratings on 2 Classes of Units to 'B'
SATURNS 2003-15: S&P Raises Ratings on 2 Classes of Units to 'B-'
SCSC 2005-3: Moody's Affirms Rating of Cl. F Notes at 'Ba1'
SRRSPOKE 2007-IA: Moody's Affirms Rating of Class I Notes at 'C'
SRRSPOKE 2007-IB: Moody's Affirms Rating of Class I Notes at 'C'

SPF CDO: S&P Raises Rating on Class D Notes From 'B'
STARTS 2007-12: S&P Lowers Rating on Notes From 'CCC-' to 'D'
STONE TOWER: Moody's Raises Rating of Class D Notes From 'Ba1'
SYMPHONY CLO: S&P Gives 'BB' Rating on Class E Notes
SYMPHONY CLO: S&P Gives 'BB' Rating on Class E $349MM Notes

VALEO INVESTMENT: Moody's Lowers Rating of $10-Mil. Notes to 'Ca'
WBCMT 2002-C1: Moody's Affirms Rating of Cl. J Notes at 'Ba1'
WESTWOOD CDO I: S&P Raises Rating on Class D Notes to 'CCC+'
WILBRAHAM CBO: Fitch Withdraws Rating on Two Note Classes at 'Dsf'
WINDSOR FINANCING: S&P Cuts Rating on $268.5-Mil. Sr. Bonds to 'B'

* Fitch Lowers Rating on 489 Distressed Bonds to 'Dsf'
* S&P Lowers Ratings on 408 Classes from US RMBS Deals to 'D'



                            *********

ABACUS 2005-4: Moody's Affirms Rating of Cl. B Notes at 'Ba2'
-------------------------------------------------------------
Moody's has affirmed the ratings of eight classes of Notes
issued by Abacus 2005-4, Ltd. The affirmations are due to
the key transaction parameters performing within levels
commensurate with the existing ratings levels. The rating
action is the result of Moody's on-going surveillance of
commercial real estate collateralized debt obligation (CRE
CDO Synthetic) transactions.

Cl. A-1, Affirmed at A2 (sf); previously on Apr 6, 2011 Downgraded
to A2 (sf)

Cl. A-2, Affirmed at Baa3 (sf); previously on May 5, 2010
Downgraded to Baa3 (sf)

Cl. B, Affirmed at Ba2 (sf); previously on Apr 6, 2011 Downgraded
to Ba2 (sf)

Cl. C, Affirmed at Ba2 (sf); previously on Apr 6, 2011 Downgraded
to Ba2 (sf)

Cl. D, Affirmed at Ba2 (sf); previously on May 5, 2010 Downgraded
to Ba2 (sf)

Cl. E-1, Affirmed at Ba3 (sf); previously on Apr 6, 2011
Downgraded to Ba3 (sf)

Cl. E-2, Affirmed at Ba3 (sf); previously on Apr 6, 2011
Downgraded to Ba3 (sf)

Cl. E-3, Affirmed at Ba3 (sf); previously on Apr 6, 2011
Downgraded to Ba3 (sf)

RATINGS RATIONALE

Abacus 2005-4, Ltd. is a static synthetic CRE CDO transaction
backed by a portfolio of credit default swaps on commercial
mortgage backed securities (CMBS) (100% of the reference
obligation balance). As of the December 28, 2011 Trustee report,
the aggregate issued Note balance of the transaction, including
preferred shares, was $600.0 million, the same as that at
issuance.

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

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's has completed updated credit estimates for the non-Moody's
rated reference obligations. The bottom-dollar WARF is a measure
of the default probability within a reference obligation pool.
Moody's modeled a bottom-dollar WARF of 20 compared to 16 at last
review. The distribution of current ratings and credit estimates
is as follows: Aaa-Aa3 (86.6% compared to 90.0% at last review)
and A1-A3 (13.4% compared to 10.0% at last review).

WAL acts to adjust the probability of default of the reference
obligations in the pool for time. Moody's modeled to a WAL of 2.6
years compared to 3.4 years at last review.

WARR is the par-weighted average of the mean recovery values for
the reference obligations in the pool. Moody's modeled a variable
WARR with a mean of 65.1% compared to 70.0% at last review.

MAC is a single factor that describes the pair-wise asset
correlation to the default distribution among the instruments
within the reference obligation pool (i.e. the measure of
diversity). Moody's modeled a MAC of 56.4% compared to 59.6% at
last review.

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

Changes in any one or combination of the key parameters may have
rating implications on certain classes of rated notes. However, in
many instances, a change in key parameter assumptions in certain
stress scenarios may be offset by a change in one or more of the
other key parameters. In general, the rated Notes are particularly
sensitive to rating changes within the reference obligation pool.
Holding all other key parameters static, changing the current
ratings and credit estimates of the reference obligations by one
notch downward or by one notch upward affects the model results by
approximately 0.9 to 1.9 notches downward and 1.1 to 1.4 notches
upward, respectively.

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

Primary sources of assumption uncertainty are the extent of the
slowdown in growth in the current macroeconomic environment and
the commercial real estate property markets. While commercial real
estate property markets are gaining momentum, a consistent upward
trend will not be evident until the volume of transactions
increases, distressed properties are cleared from the pipeline and
job creation rebounds. The hotel and multifamily sectors are in
recovery and improvements in the office sector continue, with
fundamentals in gateway cities outperforming their suburban
counterparts. However, office demand is closely tied to
employment, where fundamentals remain weak, so significant
improvement may be delayed. Performance in the retail sector has
been mixed with on-going rent deflation and leasing challenges.
Across all property sectors, the availability of debt capital
continues to improve with monetary policy expected to remain
supportive and interest rate hikes postponed. Moody's central
global macroeconomic scenario reflects an overall downward
revision of forecasts since last quarter, amidst ongoing fiscal
consolidation efforts, household and banking sector deleveraging,
persistently high unemployment levels, and weak housing markets
that will continue to constrain growth.

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


ABACUS 2006-13: Moody's Affirms Rating of Cl. A Notes at 'Ca'
-------------------------------------------------------------
Moody's has affirmed the ratings of eleven classes of Notes
issued by Abacus 2006-13, Ltd. The affirmations are due to the key
transaction parameters performing within levels commensurate with
the existing ratings levels. The rating action is the result of
Moody's on-going surveillance of commercial real estate
collateralized debt obligation (CRE CDO Synthetic) transactions.

Cl. A, Affirmed at Ca (sf); previously on Mar 26, 2010 Downgraded
to Ca (sf)

Cl. B, Affirmed at C (sf); previously on Mar 26, 2010 Downgraded
to C (sf)

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

Cl. D, Affirmed at C (sf); previously on Mar 26, 2010 Downgraded
to C (sf)

Cl. E, Affirmed at C (sf); previously on Mar 26, 2010 Downgraded
to C (sf)

Cl. F, Affirmed at C (sf); previously on Mar 26, 2010 Downgraded
to C (sf)

Cl. G, Affirmed at C (sf); previously on Mar 26, 2010 Downgraded
to C (sf)

Cl. H, Affirmed at C (sf); previously on Mar 26, 2010 Downgraded
to C (sf)

Cl. K, Affirmed at C (sf); previously on Mar 26, 2010 Downgraded
to C (sf)

Cl. L, Affirmed at C (sf); previously on Mar 26, 2010 Downgraded
to C (sf)

Cl. M, Affirmed at C (sf); previously on Mar 26, 2010 Downgraded
to C (sf)

RATINGS RATIONALE

Abacus 2006-13, Ltd. is a static synthetic CRE CDO transaction
backed by a portfolio of credit default swaps on commercial
mortgage backed securities (CMBS) (100% of the reference
obligation balance). As of the December 28, 2011 Trustee
report, the aggregate issued Note balance of the transaction,
including preferred shares, has decreased to $230.3 million
from $323.0 million at issuance, due to redemption of the
Class B and the Class D through Class N Notes.

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

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's has completed updated credit estimates for the non-Moody's
rated reference obligations. The bottom-dollar WARF is a measure
of the default probability within a reference obligation pool.
Moody's modeled a bottom-dollar WARF of 6,911 compared to 6,867 at
last review. The distribution of current ratings and credit
estimates is as follows: Baa1-Baa3 (10.3% compared to 10.8% at
last review), Ba1-Ba3 (7.7% compared to 8.3% at last review), B1-
B3 (11.9% compared to 12.5% at last review), and Caa1-C (70.0%
compared to 68.4% at last review).

WAL acts to adjust the probability of default of the reference
obligations in the pool for time. Moody's modeled to a WAL of 4.7
years compared to 4.9 years at last review.

WARR is the par-weighted average of the mean recovery values for
the reference obligations in the pool. Moody's modeled a variable
WARR with a mean of 3.4% compared to 3.7% at last review.

MAC is a single factor that describes the pair-wise asset
correlation to the default distribution among the instruments
within the reference obligation pool (i.e. the measure of
diversity). Moody's modeled a MAC of 99.9%, the same as that at
last review.

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

Changes in any one or combination of the key parameters may have
rating implications on certain classes of rated notes. However, in
many instances, a change in key parameter assumptions in certain
stress scenarios may be offset by a change in one or more of the
other key parameters. In general, the rated Notes are particularly
sensitive to rating changes within the reference obligation pool.
However, in light of the performance indicators noted above,
Moody's believes that it is unlikely that the ratings announced
are sensitive to further change.

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

Primary sources of assumption uncertainty are the extent of the
slowdown in growth in the current macroeconomic environment and
the commercial real estate property markets. While commercial real
estate property markets are gaining momentum, a consistent upward
trend will not be evident until the volume of transactions
increases, distressed properties are cleared from the pipeline and
job creation rebounds. The hotel and multifamily sectors are in
recovery and improvements in the office sector continue, with
fundamentals in Gateway cities outperforming their suburban
counterparts. However, office demand is closely tied to
employment, where fundamentals remain weak, so significant
improvement may be delayed. Performance in the retail sector has
been mixed with on-going rent deflation and leasing challenges.
Across all property sectors, the availability of debt capital
continues to improve with monetary policy expected to remain
supportive and interest rate hikes postponed. Moody's central
global macroeconomic scenario reflects an overall downward
revision of forecasts since last quarter, amidst ongoing fiscal
consolidation efforts, household and banking sector deleveraging,
persistently high unemployment levels, and weak housing markets
that will continue to constrain growth.

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


ABACUS 2007-18: Moody's Lowers Rating of Cl. A-1 to 'C'
-------------------------------------------------------
Moody's has downgraded the ratings of one and affirmed the
ratings of one class of Notes issued by Abacus 2007-18, Ltd due
to increased writedown to the notional amount of the reference
obligations. The affirmations are due to the key transaction
parameters performing within levels commensurate with the existing
ratings levels. The rating action is the result of Moody's on-
going surveillance of commercial real estate collateralized debt
obligation (CRE CDO Synthetic) transactions.

Cl. A-1, Downgraded to C (sf); previously on Mar 17, 2010
Downgraded to Ca (sf)

Cl. A-3, Affirmed at C (sf); previously on Mar 17, 2010 Downgraded
to C (sf)

RATINGS RATIONALE

Abacus 2007-18, Ltd., is a static synthetic CRE CDO transaction
backed by a portfolio of credit default swaps on commercial
mortgage backed securities (CMBS) (91.7% of the reference
obligation balance) and CRE CDOs (8.3%). As of the December 28,
2011 Trustee report, the aggregate issued Note balance of the
transaction has decreased to $91.5 million from $146.5 million at
issuance, due to optional redemption of the Class A-2 and the
Class B Notes.

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

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's has completed updated credit estimates for the non-Moody's
rated reference obligations. The bottom-dollar WARF is a measure
of the default probability within a reference obligation pool.
Moody's modeled a bottom-dollar WARF of 9,550 compared to 9,629 at
last review. The distribution of current ratings and credit
estimates is as follows: Caa1-C (100.0%, the same as that at last
review).

WAL acts to adjust the probability of default of the reference
obligations in the pool for time. Moody's modeled to a WAL of 6.8
years compared to 6.0 years at last review.

WARR is the par-weighted average of the mean recovery values for
the reference obligations in the pool. Moody's modeled a variable
WARR with a mean of 0.0%, the same as that at last review.

MAC is a single factor that describes the pair-wise asset
correlation to the default distribution among the instruments
within the reference obligation pool (i.e. the measure of
diversity). Moody's modeled a MAC of 0.0%, the same as that at
last review.

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

Changes in any one or combination of the key parameters may have
rating implications on certain classes of rated notes. However, in
many instances, a change in key parameter assumptions in certain
stress scenarios may be offset by a change in one or more of the
other key parameters. In general, the rated Notes are particularly
sensitive to rating changes within the reference obligation pool.
However, in light of the performance indicators noted above,
Moody's believes that it is unlikely that the ratings announced
are sensitive to further change.

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

Primary sources of assumption uncertainty are the extent of the
slowdown in growth in the current macroeconomic environment and
the commercial real estate property markets. While commercial real
estate property markets are gaining momentum, a consistent upward
trend will not be evident until the volume of transactions
increases, distressed properties are cleared from the pipeline and
job creation rebounds. The hotel and multifamily sectors are in
recovery and improvements in the office sector continue, with
fundamentals in Gateway cities outperforming their suburban
counterparts. However, office demand is closely tied to
employment, where fundamentals remain weak, so significant
improvement may be delayed. Performance in the retail sector has
been mixed with on-going rent deflation and leasing challenges.
Across all property sectors, the availability of debt capital
continues to improve with monetary policy expected to remain
supportive and interest rate hikes postponed. Moody's central
global macroeconomic scenario reflects an overall downward
revision of forecasts since last quarter, amidst ongoing fiscal
consolidation efforts, household and banking sector deleveraging,
persistently high unemployment levels, and weak housing markets
that will continue to constrain growth.

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


ACAS BUSINESS: S&P Lowers Rating on Class D Notes to 'CC'
---------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on the
class A, C, and D notes from ACAS Business Loan Trust 2007-2, a
U.S. collateralized loan obligation (CLO) transaction managed by
American Capital Ltd. "At the same time, we affirmed our rating on
the class B notes," S&P said.

"The downgrades of the class A and C notes reflect the
transaction's increased concentration risk due to a relatively
low number of loans remaining. As of the Nov. 30, 2011, trustee
report, 15 loans remain in the pool with a total principal
balance of $175 million and $1.6 million in principal cash backing
$184.7 million in rated liabilities -- classes A through D. All
15 of the loans had ratings in the 'B' or 'CCC' rating category.
Given the transaction's increased concentration of securities,
there is a potential for event risk as the default of even a
select number of obligors could erode available credit support
to the rated notes," S&P said.

"When we applied the largest obligor test, one of the supplement
tests, as part of our rating analysis, to the class A notes, the
transaction failed to withstand the specified combination of
underlying asset defaults at the 'AA (sf)' rating level Similarly
for the class C notes, the transaction was unable to withstand the
specified combination of underlying asset defaults at the 'CCC
(sf)' rating level," S&P said.

"The downgrade of the D notes to 'CC (sf)' reflects our view that
there is insufficient collateral remaining to pay the D notes in
full," S&P said.

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

"We will continue to review our ratings on the notes and assess
whether, in our view, the ratings remain consistent with the
credit enhancement available to support them and take rating
actions as we deem necessary," S&P said.

            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

ACAS Business Loan Trust 2007-2
                              Rating
Class                   To           From
A                       A+ (sf)      AA- (sf)
C                       CCC- (sf)    CCC+ (sf)
D                       CC (sf)      CCC- (sf)

Rating Affirmed

ACAS Business Loan Trust 2007-2
Class                   Rating
B                       BBB+ (sf)


ACAS CRE CDO: Moody's Affirms Rating of Cl. A Notes at 'C'
----------------------------------------------------------
Moody's has affirmed the ratings of all classes of Notes
issued by ACAS CRE CDO 2007-1 LTD. The affirmations are due to
key transaction parameters performing within levels commensurate
with the existing ratings levels. The rating action is the result
of Moody's on-going surveillance of commercial real estate
collateralized debt obligation (CRE CDO and Re-Remic)
transactions.

Cl. A, Affirmed at C (sf); previously on Feb 16, 2011 Downgraded
to C (sf)

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

RATINGS RATIONALE

ACAS CRE CDO 2007-1 LTD is a static CRE CDO transaction backed by
a portfolio commercial mortgage backed securities (CMBS). As of
the December 30, 2011 Trustee report, the collateral par amount is
$858.5 million, representing a $382.6 million decrease since
securitization due to realized losses to the collateral pool.

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

WARF is a primary measure of the credit quality of a CRE CDO
pool. Moody's has updated credit estimates for the non-Moody's
rated collateral. The bottom-dollar WARF is a measure of the
default probability within a collateral pool. Moody's modeled
a bottom-dollar WARF of 9,980 compared to 9,830 at last review.
The distribution of current ratings and credit estimates is as
follows: Caa1-Caa3 (0.6% compared to 5.4% at last review) and
Ca-C (99.4% compared to 94.6% at last review).

WAL acts to adjust the probability of default of the collateral in
the pool for time. Moody's modeled to a WAL of 6.0 years compared
to 7.3 at last review.

WARR is the par-weighted average of the mean recovery values for
the collateral assets in the pool. Due to the ratings of all of
the collateral currently within the Caa and below buckets, Moody's
modeled a fixed zero WARR, the same as last review.

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

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

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

Changes in any one or combination of the key parameters may have
rating implications on certain classes of rated notes. However, in
many instances, a change in key parameter assumptions in certain
stress scenarios may be offset by a change in one or more of the
other key parameters. In general, the rated notes are particularly
sensitive to changes in recovery rate assumptions. However, in
light of the performance indicators noted above, Moody's believes
that it is unlikely that the ratings are sensitive to further
change.

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

Primary sources of assumption uncertainty are the extent of the
slowdown in growth in the current macroeconomic environment and
the commercial real estate property markets. While commercial
real estate property markets are gaining momentum, a consistent
upward trend will not be evident until the volume of transactions
increases, distressed properties are cleared from the pipeline
and job creation rebounds. The hotel and multifamily sectors
are in recovery and improvements in the office sector continue,
with fundamentals in Gateway cities outperforming their
suburban counterparts. However, office demand is closely tied
to employment, where fundamentals remain weak, so significant
improvement may be delayed. Performance in the retail sector has
been mixed with on-going rent deflation and leasing challenges.
Across all property sectors, the availability of debt capital
continues to improve with monetary policy expected to remain
supportive and interest rate hikes postponed. Moody's central
global macroeconomic scenario reflects an overall downward
revision of forecasts since last quarter, amidst ongoing fiscal
consolidation efforts, household and banking sector deleveraging,
persistently high unemployment levels, and weak housing markets
that will continue to constrain growth.

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


ALBA 2006: Fitch Affirms Ratings on All Tranches
------------------------------------------------
Fitch Ratings has affirmed all tranches of three ALBA
transactions, a series of UK-non conforming transactions.  The
loans in the ALBA 2006-1 were originated by GMAC and Kensington,
the loans in ALBA 2006-2 were originated by GMAC, Kensington and
Money Partners, whereas the loans in ALBA 2007-1 were solely
originated by GMAC.

The affirmations reflect each transaction's stable performance
over the past year.  The loans in arrears by three months or more
is less than 12% of the outstanding collateral balance in each
transaction, which is low compared to the majority of other UK
non-conforming transactions.  These levels have been assisted by
the limited amount of time that borrowers were subject to higher
interest rates.  All borrowers are now on floating-rate mortgages,
many of whom are on low mortgage rates, even when compared to
prime standards.  The rate paid by GMAC borrowers tends to be
lower than for the Kensington and Money Partners borrowers, and is
one of the factors that has led to the GMAC portions of the pool
outperforming loans originated by the other two originators.

Within the last three quarters, the reserve funds in each
transaction have concluded their replenishment process, and now
stand at their respective target levels.  This has assisted the
build-up of credit enhancement, and also caused the notes in the
first two transactions to switch to pro-rata amortisation.  The
notes in ALBA 2007-1 still follow a sequential amortisation, as
the class A notes have not deleveraged by a sufficient amount yet,
and are unlikely to do so in the near future.  In addition, due to
breaches on cumulative losses and cumulative foreclosures, each
reserve fund is not permitted to amortise in the future.

The balances of unsold repossessions remain at relatively low
levels, at less than 1% of the outstanding collateral balance in
each transaction.  Loss severities have recently averaged around
35%, and provided the sale of unsold stock is not concentrated in
one or two periods, Fitch expects the current levels of excess
spread to be sufficient to cover any losses in the near-term.

The rating actions are:

Alba 2006-1 PLC:

  -- Class A3a (ISIN XS0254830499): affirmed at 'AAAsf'; Outlook
     Stable

  -- Class A3b (ISIN XS0254831893): affirmed at 'AAAsf'; Outlook
     Stable

  -- Class B (ISIN XS0254833089): affirmed at 'AAsf'; Outlook
     Stable

  -- Class C (ISIN XS0254833758): affirmed at 'Asf'; Outlook
     Stable

  -- Class D (ISIN XS0254834053): affirmed at 'BBsf'; Outlook
     Stable

  -- Class E (ISIN XS0254834301): affirmed at 'CCCsf'; Recovery
     Estimate 50%

Alba 2006-2 PLC:

  -- Class A3a (ISIN XS0271529967): affirmed at 'AAAsf'; Outlook
     Stable

  -- Class A3b (ISIN XS0272876623): affirmed at 'AAAsf'; Outlook
     Stable

  -- Class B (ISIN XS0271530114): affirmed at 'AAAsf'; Outlook
     Stable

  -- Class C (ISIN XS0271530544): affirmed at 'AAsf'; Outlook
     Stable

  -- Class D (ISIN XS0271530973): affirmed at 'BBB+sf'; Outlook
     Stable

  -- Class E (ISIN XS0271531435): affirmed at 'Bsf'; Outlook
     Stable

  -- Class F (ISIN XS0272877514): affirmed at 'CCCsf'; Recovery
     Estimate 30%

Alba 2007-1 PLC

  -- Class A2 (ISIN XS0301704747): affirmed at 'AA+sf'; Outlook
     Stable

  -- Class A3 (ISIN XS0301721832): affirmed at 'AA+sf'; Outlook
     Stable

  -- Class B (ISIN XS0301706288): affirmed at 'AA-sf'; Outlook
     Stable

  -- Class C (ISIN XS0301707096): affirmed at 'BBBsf'; Outlook
     Stable

  -- Class D (ISIN XS0301708060): affirmed at 'BBsf'; Outlook
     Stable

  -- Class E (ISIN XS0301708573): affirmed at 'Bsf'; Outlook
     Stable

  -- Class F (ISIN XS0301708813): affirmed at 'CCCsf'; Recovery
     Estimate 30%


ALPINE SECURITIZATION: DBRS Confirms Low-B Ratings on 3 Facilities
------------------------------------------------------------------
DBRS, Inc., has confirmed the rating of R-1 (high) (sf) for the
Commercial Paper issued by Alpine Securitization Corp., an asset-
backed commercial paper (ABCP) vehicle administered by Credit
Suisse, New York branch.  In addition, DBRS has confirmed the
ratings and revised the trance sizes of the aggregate liquidity
facilities provided to Alpine by Credit Suisse.

The $7,910,914,506 aggregate liquidity facilities are tranched as:

  -- $7,629,441,795 rated AAA (sf)
  -- $65,027,717 rated AA (sf)
  -- $34,349,191 rated A (sf)
  -- $52,712,797 rated BBB (sf)
  -- $45,934,725 rated BB (sf)
  -- $51,474,264 rated B (sf)
  -- $31,974,017 unrated (sf)

The ratings are based on August 31, 2011 data.

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

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

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

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

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

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


ANTHRACITE CDO: Fitch Affirms Rating on 10 Classes of Notes
-----------------------------------------------------------
Fitch Ratings has affirmed 10 classes issued by Anthracite CDO I
Ltd./Corp. (Anthracite CDO I).  The rating actions are a result of
de-leveraging of the capital structure offsetting the negative
credit migration of the underlying collateral.

Since Fitch's last rating action in February 2011, approximately
25.7% of the collateral has been downgraded and 19% has been
upgraded. Currently, 39.9% of the portfolio has a Fitch derived
rating below investment grade and 25.7% has a rating in the 'CCC'
category and below, compared to 36.9% and 15.8%, respectively, at
the last rating action.  Additionally, the class A notes have
received $18.7 million in paydowns since the last rating action
for a total of $120.2 million in principal repayment since
issuance.

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

The Stable Outlook on the class A through C notes is primarily
driven by the significant cushion in the modeling results, which
serve to mitigate potential further deterioration in the
portfolio.  The Negative Outlook on the class D through F notes
reflects the potential for further negative migration. Fitch does
not assign outlooks to classes rated 'CCC' and below.

Anthracite CDO I is a static cash flow commercial real estate
collateralized debt obligation (CRE CDO) that closed on May 29,
2002.  The collateral is composed of 94.6% of commercial mortgage
backed securities (CMBS) from the 1998 through 2003 vintages and
5.4% of real estate investment trusts (REITs).

Fitch has affirmed and revised Outlooks for these classes:

  -- $93,918,211 class A-FL at 'AAAsf'; Outlook to Stable from
     Negative;

  -- $22,000,000 class B at 'AAAsf'; Outlook to Stable from
     Negative;

  -- $24,433,000 class B-FL at 'AAAsf'; Outlook to Stable from
     Negative;

  -- $29,331,000 class C at 'Asf'; Outlook to Stable from
     Negative;

  -- $30,000,000 class C-FL at 'Asf'; Outlook to Stable from
     Negative;

  -- $16,000,000 class D at 'BBBsf'; Outlook Negative;

  -- $14,955,000 class D-FL at 'BBBsf'; Outlook Negative;

  -- $20,506,000 class E at 'BBsf'; Outlook Negative;

  -- $4,000,000 class E-FL at 'BBsf'; Outlook Negative;

  -- $45,178,457 class F at 'Bsf'; Outlook Negative.


ASSET 2003-HE4: S&P Removes 'B-' Rating on Class M2 on Watch Neg
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 103
classes from 35 U.S. residential mortgage-backed securities (RMBS)
transactions and removed 20 of them from CreditWatch with negative
implications. "Concurrently, we affirmed our ratings on 151
classes from 35 of the reviewed transactions and removed 12 of
them from CreditWatch negative. We raised our rating on one class
from a single transaction. We also withdrew our ratings on 10
interest-only classes from three transactions, two of which were
on CreditWatch negative," S&P said.

The 48 RMBS transactions in this review are of mixed collateral
and issued from 2001 through 2008.

"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 due
to increased delinquencies. For class 3-A from SACO I Trust 2000-
3, the downgrade incorporated our interest shortfall criteria,"
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.

"Among other factors, the upgrade reflects our view of decreased
delinquencies within the structure associated with the affected
class. This has reduced the remaining projected loss for this
structure, allowing this class to withstand more stressful
scenarios. In addition, the upgrade reflects our assessment that
the projected credit enhancement for this class will be more than
sufficient to cover the projected loss at the revised rating
level; however, we are limiting the extent of the upgrade to
reflect our view of ongoing market risk," S&P said.

"The rating withdrawals reflect the application of our interest-
only (IO) criteria, which can be found in 'Global Methodology For
Rating Interest-Only Securities,' published on April 15, 2010,"
S&P said.

"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, a 'BB' rating should withstand 127% of our base-case
loss assumptions, while a class with a 'BBB' rating is assessed to
withstand approximately 154% of the base-case. Each prime jumbo
class with an affirmed 'AAA' rating can withstand approximately
235% of our base-case loss assumptions," S&P said.

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

Asset Backed Securities Corporation Home Equity Loan Trust, Series
2003-HE4
Series      2003-HE4
                               Rating
Class      CUSIP       To                   From
M2         04541GEV0   B- (sf)              B- (sf)/Watch Neg

Bear Stearns Asset Backed Securities I Trust 2006-HE2
Series      2006-HE2
                               Rating
Class      CUSIP       To                   From
M-1        07387UEM9   B- (sf)              AA- (sf)/Watch Neg
M-4        07387UEQ0   CC (sf)              CCC (sf)
M-5        07387UER8   D (sf)               CCC (sf)

Bear Stearns Asset Backed Securities Trust 2001-3
Series      2001-3
                               Rating
Class      CUSIP       To                   From
M-1        07384YBQ8   CCC (sf)             B (sf)/Watch Neg
M-2        07384YBR6   CC (sf)              CCC (sf)

Bear Stearns Asset Backed Securities Trust 2006-3
Series      2006-3
                               Rating
Class      CUSIP       To                   From
A-2        07388GAB7   A- (sf)              AAA (sf)
A-3        07388GAC5   A- (sf)              AAA (sf)
M-1        07388GAD3   CCC (sf)             B (sf)/Watch Neg
M-2        07388GAE1   CC (sf)              CCC (sf)
M-3        07388GAF8   CC (sf)              CCC (sf)

CHL Mortgage Pass-Through Trust 2005-16
Series      2005-16
                               Rating
Class      CUSIP       To                   From
A-2        12669G2U4   A+ (sf)              AAA (sf)/Watch Neg

CSFB Mortgage-Backed Trust Series 2002-34
Series      2002-34
                               Rating
Class      CUSIP       To                   From
D-B-2      2254W0EZ4   BB+ (sf)             BBB (sf)/Watch Neg

CSFB Mortgage-Backed Trust Series 2005-4
Series      2005-4
                               Rating
Class      CUSIP       To                   From
III-A-16   225458QN1   BBB (sf)             AA- (sf)
III-A-17   225458QP6   BBB- (sf)            AA- (sf)
III-A-20   225458QS0   BBB- (sf)            AA- (sf)
III-A-25   225458QX9   BBB- (sf)            AA- (sf)
III-X      225458RA8   NR                   AA- (sf)
II-A-6     225458PT9   NR                   AAA (sf)/Watch Neg
II-A-7     225458PU6   BBB- (sf)            AAA (sf)/Watch Neg
II-X       225458QZ4   NR                   AA- (sf)
D-B-1      225458RF7   CC (sf)              CCC (sf)
II-A-2     225458PP7   NR                   AAA (sf)/Watch Neg

EMC Mortgage Loan Trust 2003-A
Series      2003-A
                               Rating
Class      CUSIP       To                   From
A-1        268668BS8   BBB- (sf)            A (sf)
A-2        268668BU3   B+ (sf)              BBB (sf)
M-1        268668BW9   CC (sf)              BB (sf)
M-2        268668BY5   CC (sf)              B (sf)/Watch Neg
B          268668CA6   CC (sf)              CCC (sf)

EMC Mortgage Loan Trust 2005-A
Series      2005-A
                               Rating
Class      CUSIP       To                   From
A          268668EK2   B+ (sf)              B+ (sf)/Watch Neg
M-1        268668EM8   CC (sf)              CCC (sf)

GSAA Home Equity Trust 2005-2
Series      2005-2
                               Rating
Class      CUSIP       To                   From
B-1        36242DTU7   A (sf)               A (sf)/Watch Neg
B-2        36242DTV5   BB (sf)              CCC (sf)

GSAMP Trust 2002-NC1
Series      2002-NC1
                               Rating
Class      CUSIP       To                   From
M-1        36228FEW2   B- (sf)              B- (sf)/Watch Neg

JPMorgan Mortgage Acquisition Trust 2007-CH1
Series      2007-CH1
                               Rating
Class      CUSIP       To                   From
MF-3       46630LAK0   CC (sf)              CCC (sf)
MF-4       46630LAL8   CC (sf)              CCC (sf)
MF-5       46630LAM6   CC (sf)              CCC (sf)
MF-6       46630LAN4   CC (sf)              CCC (sf)
MF-7       46630LAP9   CC (sf)              CCC (sf)

MASTR Adjustable Rate Mortgages Trust 2004-14
Series      2004-14
                               Rating
Class      CUSIP       To                   From
M-1        576433VB9   AA (sf)              AA (sf)/Watch Neg
B-1        576433VD5   BBB (sf)             BBB+ (sf)

Merrill Lynch Mortgage Investors Trust, Series 2006-OPT1
Series      2006-OPT1
                               Rating
Class      CUSIP       To                   From
A-1        59022VAA9   B (sf)               BBB- (sf)/Watch Neg

Park Place Securities, Inc.
Series      2005-WHQ4
                               Rating
Class      CUSIP       To                   From
M-3        70069FMU8   CC (sf)              CCC (sf)

RAMP Series 2003-RZ2 Trust
Series      2003-RZ2
                               Rating
Class      CUSIP       To                   From
M-2        760985SL6   BBB- (sf)            BBB (sf)

RAMP Series 2003-RZ5 Trust
Series      2003-RZ5
                               Rating
Class      CUSIP       To                   From
M-2        760985J28   CC (sf)              B (sf)

RAMP Series 2004-RZ2 Trust
Series      2004-RZ2
                               Rating
Class      CUSIP       To                   From
A-II       7609854V0   CCC (sf)             B (sf)

RAMP Series 2005-RZ1 Trust
Series      2005-RZ1
                               Rating
Class      CUSIP       To                   From
M-9        76112BMG2   CC (sf)              B+ (sf)

RAMP Series 2005-RZ2 Trust
Series      2005-RZ2
                               Rating
Class      CUSIP       To                   From
M-5        76112BWL0   CCC (sf)             BB- (sf)
M-6        76112BWM8   CC (sf)              CCC (sf)

RAMP Series 2005-RZ3 Trust
Series      2005-RZ3
                               Rating
Class      CUSIP       To                   From
A-2        76112BZY9   AAA (sf)             AAA (sf)/Watch Neg
A-3        76112BZZ6   AAA (sf)             AAA (sf)/Watch Neg
M-1        76112BA26   AA+ (sf)             AA+ (sf)/Watch Neg
M-2        76112BA34   BBB (sf)             AA+ (sf)/Watch Neg
M-3        76112BA42   B- (sf)              BBB (sf)/Watch Neg
M-4        76112BA59   CC (sf)              BB (sf)/Watch Neg
M-5        76112BA67   CC (sf)              BB- (sf)/Watch Neg

RAMP Series 2005-RZ4 Trust
Series      2005-RZ4
                               Rating
Class      CUSIP       To                   From
A-2        76112BM72   AAA (sf)             AAA (sf)/Watch Neg
A-3        76112BM80   AAA (sf)             AAA (sf)/Watch Neg
M-1        76112BM98   AA+ (sf)             AA+ (sf)/Watch Neg
M-2        76112BN22   BBB- (sf)            BBB (sf)/Watch Neg
M-3        76112BN30   CCC (sf)             BB (sf)/Watch Neg
M-4        76112BN48   D (sf)               B (sf)/Watch Neg

RAMP Series 2006-RZ1 Trust
Series      2006-RZ1
                               Rating
Class      CUSIP       To                   From
A-2        76112BY87   CC (sf)              AAA (sf)
M-1        76112BZ29   AA (sf)              AA+ (sf)
M-2        76112BZ37   B (sf)               AA- (sf)
M-3        76112BZ45   CCC (sf)             BBB (sf)
M-4        76112BZ52   CC (sf)              B (sf)
M-5        76112BZ60   CC (sf)              CCC (sf)

RAMP Series 2006-RZ2 Trust
Series      2006-RZ2
                               Rating
Class      CUSIP       To                   From
A-2        75156UAB3   CCC (sf)             BB+ (sf)
A-3        75156UAC1   CCC (sf)             BB (sf)
M-1        75156UAD9   CC (sf)              CCC (sf)

RAMP Series 2006-RZ3 Trust
Series      2006-RZ3
                               Rating
Class      CUSIP       To                   From
A-2        75156MAB1   BB+ (sf)             AAA (sf)
A-3        75156MAC9   BB+ (sf)             AAA (sf)

RAMP Series 2006-RZ4 Trust
Series      2006-RZ4
                               Rating
Class      CUSIP       To                   From
A-2        75156XAB7   B- (sf)              AAA (sf)
A-3        75156XAC5   B- (sf)              AAA (sf)

RAMP Series 2006-RZ5 Trust
Series      2006-RZ5
                               Rating
Class      CUSIP       To                   From
A-2        749239AD1   BB (sf)              BBB (sf)
A-3        749239AE9   BB- (sf)             BBB (sf)

SASCO Mortgage Loan Trust 2003-HEL1
Series      2003-GEL1
                               Rating
Class      CUSIP       To                   From
M3         80382UAF0   B (sf)               BBB (sf)
M4         80382UAG8   CC (sf)              B (sf)/Watch Neg

Saxon Asset Securities Trust 2005-4
Series      2005-4
                               Rating
Class      CUSIP       To                   From
M-4        805564TM3   CC (sf)              CCC (sf)
M-5        805564TN1   CC (sf)              CCC (sf)
M-6        805564TP6   CC (sf)              CCC (sf)

Saxon Asset Securities Trust 2006-2
Series      2006-2
                               Rating
Class      CUSIP       To                   From
M-3        80556XAJ6   CC (sf)              CCC (sf)
M-4        80556XAK3   CC (sf)              CCC (sf)
M-5        80556XAL1   CC (sf)              CCC (sf)

Security National Mortgage Loan Trust 2005-2
Series      2005-2
                               Rating
Class      CUSIP       To                   From
A-3        81441PCP4   B- (sf)              AAA (sf)/Watch Neg
A-4        81441PCT6   CCC (sf)             AA+ (sf)/Watch Neg
M-1        81441PCQ2   CC (sf)              CCC (sf)

Soundview Home Loan Trust 2006-EQ2
Series      2006-EQ2
                               Rating
Class      CUSIP       To                   From
M-1        83611XAE4   CC (sf)              CCC (sf)

Soundview Home Loan Trust 2008-1
Series      2008-1
                               Rating
Class      CUSIP       To                   From
A-M-1      83613GAE9   CCC (sf)             B- (sf)/Watch Neg
A-M-2      83613GAU3   CCC (sf)             B- (sf)/Watch Neg
M-2        83613GAG4   CC (sf)              CCC (sf)
M-3        83613GAH2   CC (sf)              CCC (sf)

Structured Asset Securities Corp.
Series      2002-10H
                               Rating
Class      CUSIP       To                   From
1-A        86358RJ57   CCC (sf)             AAA (sf)
1-AP       86358RJ65   CCC (sf)             AAA (sf)
1-AX       86358RJ73   NR                   AAA (sf)

Structured Asset Securities Corp.
Series      2003-23H
                               Rating
Class      CUSIP       To                   From
1B1        86359AC68   BB (sf)              AA (sf)
1B2        86359AC76   CC (sf)              CCC (sf)
2B2        86359AC92   CC (sf)              CCC (sf)

Structured Asset Securities Corp.
Series      2003-33H
                               Rating
Class      CUSIP       To                   From
2B1        86359BAH4   BB (sf)              AA (sf)
2B2        86359BAJ0   CC (sf)              CCC (sf)

Structured Asset Securities Corp.
Series      2003-40A
                               Rating
Class      CUSIP       To                   From
4-A        86359BEP2   A- (sf)              A- (sf)/Watch Neg

Structured Asset Securities Corp.
Series      2004-18H
                               Rating
Class      CUSIP       To                   From
B1         86359BF30   CC (sf)              CCC (sf)

Structured Asset Securities Corp.
Series      2004-20
                               Rating
Class      CUSIP       To                   From
1-A1       86359BH20   A (sf)               A+ (sf)
1-A3       86359BH46   A (sf)               AA- (sf)
1-A4       86359BH53   A (sf)               A+ (sf)
2-A1       86359BH79   BBB (sf)             A (sf)
3-A1       86359BH87   A- (sf)              A+ (sf)
4-A1       86359BH95   BBB (sf)             A+ (sf)
5-A1       86359BJ28   A- (sf)              AA- (sf)
5-A2       86359BJ36   A- (sf)              AA- (sf)
5-A3       86359BJ44   A- (sf)              AA- (sf)
6-A1       86359BJ51   BBB (sf)             A (sf)
7-A1       86359BJ69   BBB+ (sf)            A (sf)
8-A1       86359BJ77   A (sf)               AA (sf)
8-A2       86359BJ85   A (sf)               AA- (sf)
8-A3       86359BJ93   A (sf)               AA- (sf)
8-A4       86359BK26   A (sf)               AA- (sf)
8-A5       86359BK34   NR                   AA- (sf)
8-A6       86359BK42   A (sf)               AA- (sf)
8-A7       86359BK59   A (sf)               AA- (sf)
AP         86359BK67   BBB (sf)             A (sf)
AX         86359BK75   NR                   AA (sf)
AX         86359BK83   NR                   AA- (sf)
PAX        86359BK91   NR                   AA (sf)
PAX        86359BL25   NR                   AA- (sf)
B1         86359BL33   CC (sf)              CCC (sf)

Ratings Affirmed

Asset Backed Securities Corporation Home Equity Loan Trust, Series
2003-HE4
Series      2003-HE4
Class      CUSIP       Rating
M1         04541GEU2   AA (sf)
M3         04541GEW8   CCC (sf)
M4         04541GEX6   CC (sf)
M5-A       04541GEY4   CC (sf)

Bear Stearns Asset Backed Securities Trust 2001-3
Series      2001-3
Class      CUSIP       Rating
A-1        07384YBL9   AAA (sf)
A-2        07384YBM7   AAA (sf)
A-3        07384YBN5   AAA (sf)
B          07384YBS4   CC (sf)

Bear Stearns Asset Backed Securities Trust 2006-3
Series      2006-3
Class      CUSIP       Rating
A-1        07388GAA9   AAA (sf)
M-4        07388GAG6   CC (sf)

CHL Mortgage Pass-Through Trust 2005-16
Series      2005-16
Class      CUSIP       Rating
A-1        12669G2T7   CC (sf)

CSFB Mortgage-Backed Trust Series 2005-4
Series      2005-4
Class      CUSIP       Rating
I-A-1      225458PM4   BB- (sf)
A-P        225458RB6   CC (sf)
III-A-1    225458PX0   BB- (sf)
III-A-2    225458PY8   BB- (sf)
III-A-3    225458PZ5   BB- (sf)
III-A-4    225458QA9   BB- (sf)
III-A-5    225458QB7   BB- (sf)
III-A-6    225458QC5   BB- (sf)
III-A-7    225458QD3   BB- (sf)
III-A-8    225458QE1   BB- (sf)
III-A-14   225458QL5   BB (sf)
III-A-15   225458QM3   BB- (sf)
III-A-18   225458QQ4   BB- (sf)
C-B-2      225458RD2   CC (sf)
III-A-19   225458QR2   BB- (sf)
III-A-21   225458QT8   BB- (sf)
III-A-22   225458QU5   BB- (sf)
III-A-23   225458QV3   BB- (sf)
III-A-24   225458QW1   BB- (sf)
II-A-1     225458PN2   CC (sf)
II-A-3     225458PQ5   CC (sf)
II-A-4     225458PR3   CC (sf)
II-A-5     225458PS1   CC (sf)
II-A-9     225458PW2   CC (sf)
C-B-1      225458RC4   CC (sf)

EMC Mortgage Loan Trust 2005-A
Series      2005-A
Class      CUSIP       Rating
M-2        268668EP1   CC (sf)

GSAA Home Equity Trust 2005-2
Series      2005-2
Class      CUSIP       Rating
B-3        36242DTW3   CCC (sf)

JPMorgan Mortgage Acquisition Trust 2007-CH1
Series      2007-CH1
Class      CUSIP       Rating
MF-2       46630LAJ3   CCC (sf)

MASTR Adjustable Rate Mortgages Trust 2004-14
Series      2004-14
Class      CUSIP       Rating
M-2        576433VC7   A (sf)
B-2        576433VE3   CC (sf)

Morgan Stanley Mortgage Loan Trust 2006-15XS
Series      2006-15XS
Class      CUSIP       Rating
A-1        61750YAA7   CCC (sf)
A-2-A      61750YAB5   CCC (sf)
A-2-B      61750YAC3   B (sf)
A-3        61750YAD1   CCC (sf)
A-4-A      61750YAE9   CCC (sf)
A-4-B      61750YAF6   B (sf)
A-5-A      61750YAG4   CCC (sf)
A-5-B      61750YAH2   B (sf)
A-6-A      61750YAJ8   CCC (sf)
A-6-B      61750YAK5   B (sf)

RAMP Series 2002-RZ2 Trust
Series      2002-RZ2
Class      CUSIP       Rating
M-2        760985KX8   A (sf)

RAMP Series 2002-RZ3 Trust
Series      2002-RZ3
Class      CUSIP       Rating
M-2        760985ND9   A (sf)

RAMP Series 2002-RZ4 Trust
Series      2002-RZ4
Class      CUSIP       Rating
A          760985PE5   A+ (sf)

RAMP Series 2003-RZ1 Trust
Series      2003-RZ1
Class      CUSIP       Rating
A-I-5      760985RN3   A (sf)
A-I-6      760985RP8   A (sf)
A-I-7      760985RQ6   A (sf)
A-II       760985RR4   A (sf)

RAMP Series 2003-RZ2 Trust
Series      2003-RZ2
Class      CUSIP       Rating
A-1        760985SH5   AAA (sf)
M-1        760985SK8   AA (sf)
M-3        760985SM4   CCC (sf)

RAMP Series 2003-RZ3 Trust
Series      2003-RZ3
Class      CUSIP       Rating
A-5A       760985WM9   AAA (sf)
A-5B       760985WN7   AAA (sf)
A-6        760985WP2   AAA (sf)
M-1        760985WR8   AA (sf)
M-2        760985WS6   BB (sf)
M-3        760985WT4   CCC (sf)

RAMP Series 2003-RZ5 Trust
Series      2003-RZ5
Class      CUSIP       Rating
A-6-A      760985H61   AAA (sf)
A-6-B      760985J44   AAA (sf)
A-7        760985H79   AAA (sf)
M-1        760985H95   AA (sf)

RAMP Series 2004-RZ4 Trust
Series      2004-RZ4
Class      CUSIP       Rating
A-3        76112BHF0   AAA (sf)
M-1        76112BHG8   AA+ (sf)
M-2        76112BHH6   AA- (sf)
M-3        76112BHJ2   A (sf)
M-4        76112BHK9   A- (sf)
M-5        76112BHL7   BBB+ (sf)
M-6        76112BHM5   BBB (sf)
M-7        76112BHN3   BBB- (sf)
B          76112BHQ6   B- (sf)

RAMP Series 2005-RZ1 Trust
Series      2005-RZ1
Class      CUSIP       Rating
A-3        76112BLX6   AAA (sf)
M-1        76112BLY4   AA+ (sf)
M-2        76112BLZ1   AA (sf)
M-3        76112BMA5   AA- (sf)
M-4        76112BMB3   A+ (sf)
M-5        76112BMC1   A (sf)
M-6        76112BMD9   A- (sf)
M-7        76112BME7   BBB+ (sf)
M-8        76112BMF4   BB (sf)

RAMP Series 2005-RZ2 Trust
Series      2005-RZ2
Class      CUSIP       Rating
A-II       76112BWF3   AAA (sf)
M-1        76112BWG1   AA+ (sf)
M-2        76112BWH9   AA (sf)
M-3        76112BWJ5   AA- (sf)
M-4        76112BWK2   BBB- (sf)

RAMP Series 2006-RZ1 Trust
Series      2006-RZ1
Class      CUSIP       Rating
A-3        76112BY95   AAA (sf)

Saxon Asset Securities Trust 2005-4
Series      2005-4
Class      CUSIP       Rating
A-1A       805564TC5   AA+ (sf)
A-1B       805564TD3   A+ (sf)
A-2C       805564TG6   AA+ (sf)
A-2D       805564TH4   A+ (sf)
M-1        805564TJ0   BB (sf)
M-2        805564TK7   B- (sf)
M-3        805564TL5   CCC (sf)

Saxon Asset Securities Trust 2006-2
Series      2006-2
Class      CUSIP       Rating
A-1        80556XAA5   BB (sf)
A-2        80556XAB3   BB+ (sf)
A-3C       80556XAE7   BB- (sf)
A-3D       80556XAF4   BB- (sf)
M-1        80556XAG2   B- (sf)
M-2        80556XAH0   CCC (sf)

Soundview Home Loan Trust 2006-EQ2
Series      2006-EQ2
Class      CUSIP       Rating
A-3        83611XAC8   CCC (sf)
A-4        83611XAD6   CCC (sf)

Soundview Home Loan Trust 2008-1
Series      2008-1
Class      CUSIP       Rating
M-1        83613GAF6   CCC (sf)

Structured Asset Securities Corp.
Series      2002-4H
Class      CUSIP       Rating
1-A        86358RWY9   AAA (sf)
1-AP       86358RWZ6   AAA (sf)

Structured Asset Securities Corp.
Series      2003-7H
Class      CUSIP       Rating
A1-I       86359ANG4   AAA (sf)
A1-II      86359ANH2   AAA (sf)
A-IO-F     86359ANJ8   AAA (sf)
A-OP-F     86359ANK5   AAA (sf)
A1-III     86359ANL3   AA- (sf)

Structured Asset Securities Corp.
Series      2003-23H
Class      CUSIP       Rating
1A1        86359AB93   AAA (sf)
1A-IO      86359AC27   AAA (sf)
1A-PO      86359AC35   AAA (sf)
2A1        86359AC43   AAA (sf)
2B1        86359AC84   CCC (sf)
B3         86359AD26   CC (sf)
B4         86359AD42   CC (sf)

Structured Asset Securities Corp.
Series      2003-33H
Class      CUSIP       Rating
1A1        86359BAA9   AAA (sf)
1A-IO      86359BAB7   AAA (sf)
1A-PO      86359BAC5   AAA (sf)
2A1        86359BAD3   AAA (sf)
1B1        86359BAF8   CCC (sf)
1B2        86359BAG6   CC (sf)
B3         86359BAK7   CC (sf)
Structured Asset Securities Corp.
Series      2004-18H
Class      CUSIP       Rating
A-4        86359BE72   AAA (sf)
A-5        86359BG54   AAA (sf)
A-IO1      86359BE80   AAA (sf)
A-I02      86359BE98   AAA (sf)

Structured Asset Securities Corp.
Series      2004-20
Class      CUSIP       Rating
1-A2       86359BH38   A (sf)
1-A5       86359BH61   A (sf)
B2         86359BL41   CC (sf)


BANC OF AMERICA: S&P Cuts Class O Cert. Rating to 'CCC-'
--------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on two
classes of commercial mortgage pass-through certificates from
Banc of America Commercial Mortgage Inc.'s series 2001-PB1, a
U.S. commercial mortgage-backed securities (CMBS) transaction.
"Concurrently, we lowered our ratings on two other classes
and affirmed our ratings on four other classes from the same
transaction. In addition, we withdrew our ratings on two other
classes from the same transaction," S&P said.

"Our rating actions reflect our analysis of the transaction
including a review of the credit characteristics of the remaining
collateral, the transaction structure, and the liquidity available
to the trust. The upgrades reflect increased credit enhancement
levels, while the downgrade of classes N and O reflect credit
support erosion that we anticipate will occur upon the eventual
resolution of the 10 ($53.8 million, 80.5%) assets with the
special servicer," S&P said.

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

"We withdrew our ratings on classes G and H following the
repayment of the classes' principal balances in full, as noted in
the Jan. 11, 2012 trustee remittance report," S&P said.

"We calculated a weighted average debt service coverage (DSC) of
1.09x for the remaining assets in the trust based on servicer-
reported figures. Our adjusted DSC and loan-to-value (LTV) ratio,
based on servicer-provided financial information, were 1.25x and
62.4%. The adjusted DSC and LTV calculations noted above exclude
the 10 assets ($53.8 million, 80.5%) with the special servicer,
which had a reported weighted average DSC of 1.03x," S&P related.

                         Transaction Summary

As of the Jan. 11, 2012 trustee remittance report, the collateral
pool balance was $66.8 million, which is 7.1% of the balance at
issuance. The pool includes 16 loans and one real estate owned
(REO) asset, down from 134 loans at issuance. The master servicer,
Prudential Asset Resources Inc. (Prudential), provided financial
information for 89.9% of the loans in the pool, 86.2% of which was
partial- or full-year 2010 data and the reminder was full-year
2009 or partial-year 2011 data.

The transaction has experienced $15.2 million in principal
losses from eight assets to date. One loan ($2.1 million, 3.1%)
in the pool is on the master servicer's watchlist. Five loans
($23.4 million, 35.0%) have a reported DSC of less than 1.00x.

                        Summary of Top 10 Assets

"The top 10 assets have an aggregate outstanding balance of
$57.1 million (85.5%). Using servicer-reported numbers, we
calculated a weighted average DSC of 1.26x for three of the
top 10 assets. The remaining seven top 10 assets ($47.8 million,
71.5%) are with the special servicer (details below). Our adjusted
DSC and LTV ratio for three of the top 10 assets, excluding the
seven specially serviced assets, were 1.16x and 70.5%," S&P said.

                          Credit Considerations

As of the Jan. 11, 2012 trustee remittance report, 10 assets
($53.8 million, 80.5%) in the pool were with the special servicer,
C-III Asset Management LLC (C-III). The payment status of the
specially serviced assets, as reported in the January 2012 trustee
remittance report, is: one is REO ($2.9 million, 4.3%), one is in
foreclosure ($6.5 million, 9.7%), and eight ($44.4 million, 66.5%)
are matured balloon loans. Appraisal reduction amounts (ARAs)
totaling $7.6 million are in effect against six of these assets.
Seven of the top 10 assets are with the special servicer. Details
on five of these assets are:

"The Village Plaza loan ($13.0 million, 19.5%), the largest asset
with the special servicer, is the largest remaining loan. The
loan, which has a total reported trust exposure of $13.2 million,
is secured by a 272,480-sq.-ft. office building in Dearborn, Mich.
The loan was transferred to the special servicer on June 3, 2011
due to maturity default. The loan matured on June 1, 2011. C-III
indicated that a foreclosure sale was held on Nov. 30, 2011,
subject to a six-month redemption period. The reported DSC and
occupancy for the six-month ended June 30, 2011, were 1.66x and
88.9%, respectively. Based on an updated May 2011 appraisal value,
we expect a significant loss upon the eventual resolution of this
loan," S&P said.

"The Windsor Commerce Center loan ($7.6 million, 11.4%), the
second-largest remaining loan, has a total reported trust exposure
of $7.7 million. The loan is secured by a 162,052-sq.-ft. office
building in Windsor, Conn. The loan was transferred to C-III on
Feb. 11, 2011, due to maturity default. The loan matured on Feb.
1, 2011. C-III stated that a potential buyer is currently
evaluating the property. The reported DSC and occupancy for the
six-month ended June 30, 2011, were 1.03x and 78.7%. Based on an
updated July 2011 appraisal value, we expect a minimal loss upon
the eventual resolution of this loan," S&P said.

"The 175 Memorial Highway loan ($7.4 million, 11.1%), the third-
largest remaining loan, has a total reported trust exposure of
$7.5 million. The loan is secured by a 54,983-sq.-ft. office
building in New Rochelle, N.Y. The loan was transferred to C-III
on April 26, 2011, due to maturity default. The loan matured on
April 1, 2011. According to C-III, the borrower is currently
working on obtaining refinancing proceeds. The reported DSC and
occupancy were 1.15x and 92.5% for year-end 2010. We expect a
moderate loss upon the eventual resolution of this loan," S&P
said.

"The Yorktown Apartments loan ($6.5 million, 9.7%), the fourth-
largest remaining loan, has a total reported trust exposure of
$7.0 million. The loan is secured a 362-unit multifamily apartment
complex in Louisville, Ky. The loan, which has a reported in
foreclosure payment status, was transferred to the special
servicer on July 14, 2011, due to payment default. The loan
matured on Sept. 1, 2011. The special servicer indicated that it
is currently pursuing foreclosure. An ARA of $517,867 is in effect
against the loan. Based on an updated September 2011 appraisal
value, we expect a moderate loss upon the eventual resolution of
this loan," S&P said.

"The Whitfield Towne Apartments loan ($5.6 million, 8.4%), the
fifth-largest remaining loan, has a total reported trust exposure
of $5.9 million. The loan is secured by a 323-unit multifamily
apartment complex in Lanham, Md. The loan was transferred to C-III
on May 10, 2011, due to maturity default. The loan matured on
May 1, 2011. According to C-III, the property has been marketed
for sale and it is currently evaluating an offer. An ARA of
$1.4 million is in effect against the loan. We expect a minimal
loss upon the eventual resolution of this loan," S&P said.

"The remaining five assets with the special servicer individually
represent less than 7.0% of the total trust balance. ARAs totaling
$5.7 million are in effect for four of these assets. We estimated
losses for the five assets arriving at a weighted average loss
severity of 47.4%," S&P said.

"Standard & Poor's stressed the collateral in the pool according
to our criteria. The resultant credit enhancement levels are
consistent with our raised, 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 Reports
included in this credit rating report are available at:

              http://standardandpoorsdisclosure-17g7.com

Ratings Raised

Banc of America Commercial Mortgage Inc.
Commercial mortgage pass-through certificates series 2001-PB1
                Rating
Class       To           From        Credit enhancement (%)
J           AA+ (sf)     AA- (sf)                     93.15
K           A (sf)       BBB+ (sf)                    65.07

Ratings Lowered

Banc of America Commercial Mortgage Inc.
Commercial mortgage pass-through certificates series 2001-PB1
                Rating
Class       To           From        Credit enhancement (%)
N           CCC+ (sf)    B (sf)                      15.92
O           CCC- (sf)    CCC (sf)                     8.90

Ratings Affirmed

Banc of America Commercial Mortgage Inc.
Commercial mortgage pass-through certificates series 2001-PB1
Class    Rating              Credit enhancement (%)
L        BBB- (sf)                           44.01
M        BB- (sf)                            33.47
P        CCC- (sf)                            1.88
XC       AAA (sf)                              N/A

Ratings Withdrawn Following Principal Repayment

Banc of America Commercial Mortgage Inc.
Commercial mortgage pass-through certificates series 2001-PB1
                Rating
Class       To           From
G           NR           AA+ (sf)
H           NR           AA (sf)

NR -- Not rated. N/A -- Not applicable.


BANC OF AMERICA: S&P Cuts Ratings on 4 Classes to 'D'
-----------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 10
classes of U.S. commercial mortgage-backed securities (CMBS) from
Banc of America Commercial Mortgage Loan Trust 2008-LS1. "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. CMBS conduit/fusion criteria. Our
analysis included a review of the credit characteristics of
all of the remaining assets in the pool, the transaction
structure, and the liquidity available to the trust. The
downgrades reflect credit support erosion that we anticipate
will occur upon the eventual resolution of 22 ($275.9 million,
13.1%) of the 23 ($288.8 million, 13.7%) assets that are with the
special servicer, as well six ($35.7 million, 1.7%) other loans
that we determined to be credit-impaired. We also considered
monthly interest shortfalls affecting the trust. We lowered our
ratings on the class F, G, H, and J certificates to 'D (sf)'
because we believe the resulting accumulated interest shortfalls
will remain outstanding for the foreseeable future," S&P said.

"The affirmed ratings on the principal and interest certificates
reflect subordination levels and liquidity that is consistent with
the outstanding ratings. We affirmed our 'AAA (sf)' rating on the
XW 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 1.28x and a loan-to-value
(LTV) ratio of 119.4% for the loans in the pool. We further
stressed the loans' cash flows under our 'AAA' scenario to yield a
weighted average DSC of 0.81x and an LTV ratio of 171.7%. The
implied defaults and loss severity under the 'AAA' scenario were
90.2% and 45.4%. All of the DSC and LTV calculations we exclude 22
($275.9 million, 13.1%) of the transaction's 23 ($288.8 million,
13.7%) specially serviced assets, as well as six ($35.7 million,
1.7%) other loans that we determined to be credit-impaired. We
separately estimated losses for these assets and included them in
the 'AAA' scenario implied default and loss severity figures," S&P
said.

"As of the Jan. 10, 2012 trustee remittance report, the trust
had experienced net monthly interest shortfalls totaling
$666,972. The net interest shortfall amount primarily reflects
appraisal subordinate entitlement reduction (ASER) amounts
totaling $569,562 and special servicing and workout fees of
$127,498. The interest shortfalls affected classes F through
M. Classes F and G experienced cumulative interest shortfalls
for one month, and classes H and J experienced cumulative
interest shortfalls for two consecutive months, and we expect
these interest shortfalls to continue for the foreseeable future.
Consequently, we lowered our ratings on the class F, G, H, and J
certificates to 'D (sf)'. We previously lowered our ratings on
classes K through Q to 'D (sf)'," S&P said.

                        Credit Considerations

As of the Jan. 10, 2012, trustee remittance report, 23
assets ($288.8 million; 13.7%) in the pool were with the
special servicer, LNR Partners LLC (LNR). The 2800 Gateway
Oaks Drive loan ($12.8 million, 0.6%) was bifurcated into an
A/B structure: the A note ($7.8 million, 0.4%) is reported as
90-plus days delinquent and the B note ($5.0 million, 0.2%)
is reported as current. The reported payment status of the
remaining specially serviced assets is: 13 are real estate-
owned (REO; $174.3 million; 8.3%), five are 90-plus-days
delinquent ($70.5 million; 3.3%), and four are in their grace
periods ($31.2 million; 1.5%). Nineteen assets ($271.0 million,
12.9%) have appraisal reduction amounts (ARAs) in effect totaling
$113.5 million. Details of the three largest specially serviced
assets, all of which are top 10 assets, are:

The Memphis and Orlando Industrial Portfolio Crossed assets
($58.6 million, 2.8%), the fifth-largest assets in the pool,
consists of 24 single-story office/warehouse/flex buildings
containing 822,276 sq. ft. in Bartlett, Tenn., and Orlando,
Fla., that were built between 1974 and 2001. The two cross-
collateralized loans were transferred to the special servicer
due to imminent monetary default on Feb. 19, 2010, and the
properties became REO on May 19, 2011. According to LNR, the
properties are listed for sale. An ARA of $28.5 million is in
effect against the assets; no recent financial information was
available. "We expect a significant loss upon the resolution
of these assets," S&P said.

The Northgate/Blackhawk Corporate Center loan ($37.7 million,
1.8%), the ninth-largest asset in the pool, is secured by an
office building containing 252,350 sq. ft. in Phoenix, Ariz.
The loan, which has a reported 90-plus-day delinquent payment
status, was transferred to the special servicer on Sept. 2, 2011,
because the borrower requested a loan modification. The reported
DSC was 0.99x as of the nine months ended Sept. 30, 2010, and the
reported occupancy was 63.0% as of Oct. 31, 2011. LNR is pursuing
both foreclosure and a workout negotiation with the borrower. An
ARA of $9.4 million is in effect against this asset. "We expect a
significant loss upon the resolution of this loan," S&P said.

The Paradise Valley Corporate Center asset ($37.5 million, 1.8%)
is the 10th-largest asset in the pool and consists of a 198,501-
sq.-ft. office building in Scottsdale, Ariz., that was built in
2002. The loan was transferred to LNR on Dec. 31, 2010, and the
property became REO on Sept. 1, 2011. As of December 2010, the
reported DSC and occupancy were 0.91x and 63.0%. LNR stated
that it is working on leasing up the vacant space. An ARA of
$21.6 million is in effect against this asset. "We expect a
significant loss upon the resolution of this asset," S&P said.

The remaining 20 assets with the special servicer ($155.0 million;
7.3%) individually represent less than 1.1% of the total pool
balance. ARAs totaling $54.0 million are in effect for 16 of these
assets. "We estimated losses 19 of the 20 assets, arriving at a
weighted-average loss severity of 44.9%," S&P said.

"In addition to the specially serviced assets, we determined
six loans ($35.7 million, 1.7%) to be credit-impaired. All
six of these loans are secured by multifamily properties and
have reported 30-day delinquent payment statuses. The weighted-
average reported DSC for these loans was 0.58x for the year-end
2010 or nine months ended Sept. 30, 2011. Given their performance
and delinquency status, we believe these loans are at an increased
risk of default and loss," S&P said.

                        Transaction Summary

As of the Jan. 10, 2012 trustee remittance report, the transaction
had an aggregate trust balance of $2.11 billion and comprised 203
loans and 13 REO assets, compared with $2.35 billion (238 loans)
at issuance. Bank of America N.A., the master servicer, provided
financial information for 93.1% of the pool (by balance), which
was primarily full-year 2010 or partial-year 2011 data. "We
calculated a weighted-average DSC of 1.32x for the assets in
the pool based on the reported figures. Our adjusted DSC and
LTV figures were 1.28x and 119.4%. The trust has experienced
principal losses totaling $111.9 million on 22 assets. Sixty-
five loans ($415.9 million, 19.7%) are on the master servicer's
watchlist, including one of the top 10 loans. Seventeen loans
($174.0 million, 8.3%) have reported DSCs between 1.00x and
1.10x, and 37 loans ($292.2 million, 13.9%) have reported DSCs
of less than 1.00x.

                       Summary of Top 10 Assets

"The top 10 assets have an aggregate outstanding trust balance of
$677.3 million (32.2%). Using servicer-reported information, we
calculated a weighted-average DSC of 1.41x for seven of the top 10
assets. The remaining three top 10 assets ($133.8 million, 6.4%)
are with the special servicer. Our adjusted DSC and LTV figures
for seven of the top 10 assets, excluding the three specially
serviced assets, were 1.18x and 141.8%. One of the top 10 assets,
the Hallmark Building loan ($64.0 million, 3.0%), the third-
largest asset in the pool, is on the master servicer's watchlist.
The loan is secured by a 305,347-sq.-ft. office building in
Dulles, Va., that was built in 1985. The loan is on the master
servicer's watchlist because of a low reported DSC. As of the nine
months ended Sept. 30, 2011, the reported DSC and occupancy were
1.08x and 97.8%," S&P said.

Standard & Poor's stressed the assets in the pool according to its
criteria and the resultant credit enhancement levels are
consistent with its 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

Banc of America Commercial Mortgage Loan Trust 2008-LS1
Commercial mortgage pass-through certificates
          Rating
Class   To         From           Credit enhancement (%)
A-M     BB (sf)    BBB-(sf)                       16.95
A-J     B+ (sf)    BB+ (sf)                       12.22
B       B (sf)     BB (sf)                        10.69
C       B- (sf)    BB- (sf)                        9.30
D       CCC (sf)   B+ (sf)                         8.19
E       CCC- (sf)  CCC+ (sf)                       7.07
F       D (sf)     CCC- (sf)                       5.82
G       D (sf)     CCC- (sf)                       4.71
H       D (sf)     CCC- (sf)                       3.32
J       D ( sf)    CCC- (sf)                       1.93

Ratings Affirmed

Banc of America Commercial Mortgage Loan Trust 2008-LS1
Commercial mortgage pass-through certificates

Class     Rating   Credit enhancement (%)
A-2       AAA (sf)                  31.43
A-3       AAA (sf)                  31.43
A-4A      AAA (sf)                  31.43
A-4B      A (sf)                    31.43
A-4BF     A (sf)                    31.43
A-1A      A (sf)                    31.43
A-SM      A- (sf)                   28.09
XW        AAA (sf)                    N/A

N/A -- Not applicable.


BANC OF AMERICA: S&P Downgrades 5 Cert. Class Ratings to 'CCC-'
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on nine
classes of commercial mortgage pass-through certificates from Banc
of America Commercial Mortgage Trust 2007-4, a U.S. commercial
mortgage-backed securities (CMBS) transaction. "Concurrently, we
affirmed our ratings on seven other classes from the same
transaction," S&P said.

"Our rating actions primarily reflect our analysis of the
transaction including a review of the credit characteristics
of all of the remaining assets in the pool, the transaction
structure, and the liquidity available to the trust. Furthermore,
the downgrades reflect credit support erosion we anticipate will
occur upon the eventual resolution of seven ($306.2 million,
14.7%) of the transaction's eight ($316.1 million, 15.1%)
specially serviced assets and one loan ($106.7 million, 5.1%)
that we determined to be credit-impaired. The rating actions
also reflect the monthly interest shortfalls that are affecting
the trust," 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 XW interest-only (IO) certificates
based on our current criteria," S&P said.

"Using servicer-provided financial information, we calculated
an adjusted debt service coverage (DSC) of 1.52x and a loan-to-
value (LTV) ratio of 112.6%. We further stressed the loans' cash
flows under our 'AAA' scenario to yield a weighted average DSC of
0.87x and an LTV ratio of 159.2%. The implied defaults and loss
severity under the 'AAA' scenario were 85.3% and 45.7%. The DSC
and LTV calculations exclude seven ($306.2 million, 14.7%) of the
transaction's eight ($316.1 million, 15.1%) specially serviced
assets, and one loan ($106.7 million, 5.1%) that we determined
to be credit-impaired. 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.

As of the Jan. 10, 2012 trustee remittance report, the trust
experienced monthly interest shortfalls totaling $178,872
primarily related to appraisal subordinate entitlement reduction
(ASER) amounts of $110,050 and special servicing fees of $68,449.
The interest shortfalls affected all classes subordinate to and
including class J.

                      Credit Considerations

As of the Jan. 10, 2012 trustee remittance report, eight
($316.1 million, 15.1%) assets in the pool were with the special
servicer, LNR Partners LLC (LNR). The payment status of the
specially serviced assets is: four are real estate owned (REO)
($57.8 million, 2.8%), two ($11.0 million, 0.5%) are 90-plus-
days delinquent, and two ($247.2 million, 11.9%) are 30 days
delinquent. Appraisal reduction amounts (ARAs) totaling
$23.0 million are in effect for five of the specially serviced
assets. Details of the three largest specially serviced assets,
one of which is a top 10 loan, are set forth:

"The Hines Office Portfolio Crossed Loans ($237.2 million, 11.4%)
is the largest loan in the pool and the largest specially serviced
asset. The loan is currently secured by the fee interests in five
office buildings totaling 1,166,590 sq. ft. in Sacramento and
Roseville, Ca. The loan has a reported payment status of less than
30 days delinquent and was transferred to the special servicer on
May 13, 2011, due to imminent maturity default. For year-end 2010,
the reported combined DSC and occupancy were 1.02x and 88.0%. We
expect a significant loss upon the eventual resolution of this
loan," S&P said.

"The Manzanita Gate asset ($34.5 million, 1.7%) is the second-
largest specially serviced asset. The asset consists of a 324-unit
multifamily property in Reno, Nev. The asset was transferred to
the special servicer on Oct. 1, 2008, due to payment default and
subsequently became REO. Financial information was not available
for this asset. An ARA of $11.6 million is in effect against this
asset. We expect a moderate loss upon the eventual resolution of
this asset," S&P said.

"The Foothill Views Apartments asset ($11.2 million, 0.5%) is
the third-largest specially serviced asset. The asset consists
of a 96-unit multifamily property in Azusa, Ca. The asset was
transferred to special servicing on Nov. 17, 2011, due to payment
default and subsequently became REO. An ARA of $2.7 million is
in effect against the asset. We expect a moderate loss upon the
eventual resolution of this asset," S&P said.

"The remaining five specially serviced assets have balances that
individually represent less than 0.5% of the total pool balance.
ARAs totaling $8.6 million are in effect against three of these
assets. We estimated losses for four of these assets, arriving at
a weighted average loss severity of 45.7%. For the remaining loan,
the special servicer indicated it is in the process of
negotiating with the borrower," S&P related.

"In addition to the specially serviced assets, we determined one
loan ($106.7 million, 5.1%) to be credit-impaired due to a low
reported DSC. The La Jolla Executive Tower loan is secured by a
231,512-sq.-ft. office building in La Jolla, Ca. The loan is on
the master servicer's watchlist due to low DSC. The reported DSC
and occupancy were 0.07x and 80% as of June 30, 2011. We expect a
significant loss upon the eventual resolution of this asset," S&P
said.

                        Transaction Summary

As of the Jan. 10, 2012, trustee remittance report, the total pool
balance was $2.1 billion, which is 93.4% of the pool balance at
issuance. The pool includes 127 loans and four REO assets, down
from 143 loans at issuance. The master servicer, Bank of America
N.A., provided financial information for 96.3% of the assets in
the pool, the majority of which was full-year 2010 data (46.7%),
with the remainder reflecting partial- or full-year 2009, 2010, or
2011 data.

"We calculated a weighted average DSC of 1.31x for the loans
in the pool based on the servicer-reported figures. Our
adjusted DSC and LTV ratio were 1.52x and 113.0%. Our adjusted
DSC and LTV figures excluded one ($9.9 million, 0.5%) of the
transaction's 10 ($316.1 million, 15.1%) specially serviced
assets, which have a weighted average reported DSC of 1.0x,
and one loan ($106.7 million, 5.1%) that we determined to be
credit-impaired. To date, the transaction has experienced
$60.8 million in principal losses in connection with 12 assets.
Thirty seven loans ($467.1 million, 22.4%) in the pool are on
the master servicers' combined watchlist. Thirty six loans
($715.0 million, 34.3%) have a reported DSC of less than 1.10x,
including 23 loans ($334.6 million, 16.0%) with a reported DSC
of less than 1.00x," S&P said.

                         Summary of Top 10 Loans

"The top 10 loans have an aggregate outstanding balance of
$1.1 billion (53.0%). Using servicer-reported numbers, we
calculated a weighted average DSC of 1.30x for the top 10 loans.
Our adjusted DSC and LTV ratio for the top 10 loans were 1.47x and
112.6%. One of the top 10 loans ($237.2 million, 11.4%) is with
the special servicer, which we discussed and excluded from our
adjusted DSC and LTV. In addition, three ($211.9 million, 10.2%)
of the top 10 loans appear on the master servicers combined
watchlist. We discuss the other two loans," S&P said.

"The Scottsdale Spectrum loan ($64.4 million, 3.1%) is the eighth-
largest loan in the pool and the second largest loan on the master
servicers' combined watchlist. The loan is secured by a 256,670-
sq.-ft. office building in Scottsdale, Az. The loan appears on the
master servicers' combined watchlist due to low DSC. The reported
DSC was 0.80x for the nine months ended September 2011, and
occupancy was 89.0% as of June 2011," S&P said.

"The East Market at Fair Lakes loan ($40.8 million, 2.0%) is the
10th-largest loan in the pool and the third-largest loan on the
master servicers' combined watchlist. The loan is secured by an
87,889-sq.-ft. retail center in Fairfax, Va. The loan appears on
the master servicers' combined watchlist due to low DSC. The
reported DSC was 1.08x for year-end 2010, and occupancy was
99.0% as of September 2011," S&P said.

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

Banc of America Commercial Mortgage Trust 2007-4
Commercial mortgage pass-through certificates

                Rating
Class      To           From         Credit enhancement (%)
A-M        BB+ (sf)     BBB (sf)                      18.50
A-J        B- (sf)      BB-(sf)                        9.93
B          CCC+ (sf)    B+ (sf)                        8.86
C          CCC  (sf)    B+ (sf)                        7.92
D          CCC- (sf)    B+ (sf)                        6.85
E          CCC- (sf)    B (sf)                         5.78
F          CCC- (sf)    B (sf)                         5.11
G          CCC- (sf)    B (sf)                         4.31
H          CCC- (sf)    B-(sf)                         2.97

Ratings Affirmed

Banc of America Commercial Mortgage Trust 2007-4
Commercial mortgage pass-through certificates

Class    Rating                      Credit enhancement (%)
A-2      AAA (sf)                                     29.20
A-3      AAA (sf)                                     29.20
A-SB     AAA (sf)                                     29.20
A-4      A+  (sf)                                     29.20
A-1A     A+  (sf)                                     29.20
J        CCC- (sf)                                     1.90
XW       AAA (sf)                                       N/A

N/A -- Not applicable.


BAYVIEW COMMERCIAL: S&P Raises Rating on Class B-2 to 'B'
---------------------------------------------------------
Standard & Poor's Ratings Services corrected its rating on
class B-2 from Bayview Commercial Asset Trust 2004-2 (BCAT
2004-2) by raising it to 'B (sf)' from 'D (sf)'. "Concurrently,
we lowered our ratings on two other classes, raised our rating
on another class, affirmed our rating on one other class from the
same transaction, and removed all the ratings from CreditWatch
with negative implications. We also withdrew our rating on one
class from this deal based on our assessment that the interest-
only (IO) class is no longer entitled to future cash flows.
Bayview Commercial Asset Trust 2004-2 is a U.S. mortgage-backed
securities transaction that is backed primarily by small balance
commercial loans," S&P said.

"On Sept. 7, 2011, we inadvertently lowered our rating on class
B-2. The rating correction reflects our view that the amount of
projected credit enhancement available for this class will likely
cover projected losses based on the stress scenario associated
with the corrected rating level," S&P said.

"The downgrades of the class A and class M-1 securities were the
result of interest shortfalls that occurred in June 2011 and June
and July 2011, respectively; both classes were subsequently
reimbursed in August 2011. The rating actions reflect the
application of our interest shortfall criteria," S&P said.

"The methodology for assessing the impact of interest
shortfalls on U.S. small-balance commercial transactions
follows the methodology for assessing the impact of interest
shortfalls on U.S. RMBS, as the small-balance commercial
transactions utilize a securitization structure similar to
that used in RMBS. In addition, the analysis performed in
assessing interest shortfalls in small-balance commercial
transactions, including the reimbursement by servicers of
prior advances deemed nonrecoverable, the cessation of
servicer advances on delinquent loans, the reimbursement
for prior advances when loans are modified and amounts are
capitalized, and the undercollateralization of structures
causing insufficient interest generation is identical to the
analysis performed to assess interest shortfalls in RMBS
transactions," S&P said.

"Among other factors, the upgrade reflects our view of decreased
delinquencies within the structure associated with the affected
class. The decreased delinquencies have reduced the remaining
projected losses for this structure, allowing the upgraded class
to withstand more stressful scenarios. In addition, the upgrade
reflects our assessment that the projected credit enhancement
for the affected class will be sufficient to cover projected
losses at the revised rating level; however, we are limiting the
extent of the upgrade to reflect our view of ongoing market risk,"
S&P said.

"The affirmation reflects our view that the amount of projected
credit enhancement available for the affected class will likely
be sufficient to cover the projected loss based on the stress
scenario associated with this rating level; however, we are
maintaining the rating to reflect our view of ongoing market
risk," S&P said.

"The rating withdrawal reflects our assessment that the class,
which is an interest-only (IO) class, is no longer entitled to
receive additional cash flows," S&P said.

This the pool information for Bayview Commercial Asset Trust 2004-
2 as of Dec. 25, 2011:

Original    Pool      Cum.      Total     Severe
balance     factor    losses    delinq.   delinq.
(mil $)     (%)       (%)       (%)       (%)
374.12      20.94     5.04      20.58     15.87

"In the table, 'original balance' represents the original
pool balance; 'pool factor' represents the percentage of the
original pool balance remaining; 'cumulative losses' are shown
as a percentage of the original pool balance; and 'total' and
'severe delinquencies' are shown as percentages of the current
pool balance," S&P said.

"To assess the creditworthiness of each class, we reviewed the
ability of the credit enhancement for each class to withstand
the class' allocation of projected losses in the stress scenario
associated with the rating on that class. In order to maintain a
'B' rating on a class, we assessed whether, in our view, the class
could absorb the additional base-case loss assumptions we used in
our analysis. In order to maintain a rating higher than 'B', we
assessed whether the class could withstand losses exceeding the
remaining base-case assumption at a percentage specific to each
rating category, up to 1.225% for a 'AAA' rating. For example,
in general, we would assess whether a class could withstand
approximately 1.045% of our remaining base-case loss assumptions
to maintain a 'BB' rating, while we would assess whether a class
could withstand approximately 1.09% of our remaining base-case
loss assumptions to maintain a 'BBB' rating. Each class with an
affirmed 'AAA' rating is projected, in our view, to withstand
approximately 1.225% of our remaining base-case loss assumptions
under our analysis," S&P said.

Subordination, overcollateralization (prior to depletion), a
reserve fund, and excess spread provide credit support for this
transaction. The underlying collateral for this transaction
consists primarily of small-balance commercial loans secured by
first liens on various types of commercial properties or
leasehold interests in five-family households.

                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 Corrected

Bayview Commercial Asset Trust 2004-2
Series 2004-2
                               Rating
Class   CUSIP       Current    09/07/11      Pre-09/07/11
B-2     07324SAV4   B (sf)     D (sf)        B (sf)/Watch Neg

Rating Actions

Bayview Commercial Asset Trust 2004-2
Series 2004-2
                                 Rating
Class      CUSIP         To                  From
IO         07324SAQ5     NR                  AAA (sf)/Watch Neg
A          07324SAR3     AA+ (sf)            AAA (sf)/Watch Neg
M-1        07324SAS1     A+ (sf)             AA (sf)/Watch Neg
M-2        07324SAT9     BBB                 BBB (sf)/Watch Neg
B-1        07324SAU6     BB (sf)             B (sf)/Watch Neg


BEAR STEARNS: Fitch Junks Rating on Nine Note Classes
-----------------------------------------------------
Fitch Ratings downgrades 13 classes of commercial mortgage pass-
through certificates from Bear Stearns Commercial Mortgage
Securities Trust, series 2006-PWR11.

The downgrades reflect an increase in Fitch modeled losses
attributed primarily to updated values on specially serviced
loans.  Fitch modeled losses of 7.5% of the current pool balance
compared to 5.8% at Fitch's last review.

As of the January 2012 distribution date, the pool's aggregate
principal balance has decreased 8.8% to $1.69 billion from
$1.86 billion at issuance.  Fitch has designated 34 loans (23%) as
Fitch Loans of Concern, including 11 (6%) specially serviced
loans.

Fitch expects classes J through P may be fully depleted from
losses associated with the specially serviced assets and class H
will also be impaired.  As of January 2012, cumulative interest
shortfalls in the amount of $3.1 million are affecting classes M
through P.

The largest contributors to modeled losses are the Investcorp
Retail Portfolio 1 & 2 (10.9%), Forum Center (1.1%) and Sunrise
Lake Village (0.7%) loans.

Investcorp Retail Portfolio 1 & 2 are two cross-collateralized and
cross-defaulted retail portfolios. The collateral consists of
eight properties and approximately 1.6 million square feet (sf)
with properties located in Ohio and Indiana.  Anchor tenants are
Wal-Mart, Kohl's, Best Buy, Dick's Sporting Goods, Officemax, and
Hobby Lobby.  Petsmart, which leases a total of 53,704 sf at two
of the properties, vacated one space in June 2008 but is still
paying rent.  The lease expires in January 2013.  Sears, which
leases 11,165 sf at one property, also went dark but is still
paying rent. Its lease expires in June 2013.  The first quarter
2011 serivcer reported debt service coverage ratio (DSCR) for the
Investcorp Retail Portfolio 1 loan declined to 0.99 times (x),
compared to 1.14x at year-end (YE) 2010 as a result of a decline
in revenue and increase in operating expenses.  Combined occupancy
increased to 87.3% as of Sept. 30, 2011 from 81.2% as of YE 2010,
primarily due to two new leases for a total of 54,712 sf that took
effect in the first and third quarter of 2011.  The third quarter
2011 reported DSCR for Investcorp Retail Portfolio 2 was 1.22x,
compared to 1.21x at YE 2010. Occupancy for the same period
decreased slightly to 91.7% as of Sept. 30, 2011, from 93.8% as of
YE 2010.  The interest only loans are sponsored by Investcorp and
Cast.

Forum Center is a retail property located in Louisville, KY.  The
loan was transferred to the special servicer on April 7, 2009 due
to imminent default.  The performance of the property deteriorated
due to the losses of several large tenants.  The loan was
foreclosed in November 2011 and the property is real estate owned
(REO).  Occupancy was 55% as of Nov. 30, 2011.

Sunrise Lake Village is a mixed use property located in Pearland,
TX.  The loan transferred to the special servicer on Aug. 27, 2009
due to monetary default.  The loan was foreclosed in December 2011
and is now a REO.

Fitch has downgraded the following class and maintains the Stable
Outlook:

  -- $146.4 million class A-J to 'A' from 'AA'.

Fitch has downgraded and revised Outlooks to these classes:

  -- $37.2 million class B to 'BBB-' from 'A'; Outlook to Negative
     from Stable;
  -- $23.2 million class C to 'BB' from 'BBB'; Outlook to Negative
     from Stable;
  -- $27.9 million class D to 'B' from 'BB'; Outlook to Negative
     from Stable;
  -- $18.9 million class E to 'CCC /RE15%' from 'BB-';
  -- $20.9 million class F to 'CC/RE0%' from 'B';
  -- $18.9 million class G to 'CC/RE0%' from 'CCC/RE100%';
  -- $23.2 million class H to 'C/RE0%' from 'CCC/RE100%';
  -- $7.0 million class J to 'C/RE0%' from 'CCC/RE100%';
  -- $7.0 million class K to 'C/RE0%' from 'CCC/RE85%';
  -- $7.0 million class L to 'C/RE0%' from 'CC/RE0%';
  -- $2.3 million class M to 'C/RE0%' from 'CC/RE0%';
  -- $6.2 million class N to 'C/RE0%' from 'CC/RE0%'.

Fitch has affirmed these classes:

  -- $6.2 million class A-1 at 'AAA; Outlook Stable;
  -- $93.7 billion class A-2 at 'AAA'; Outlook Stable;
  -- $44.8 million class A-3 at 'AAA'; Outlook Stable;
  -- $73.4 million class A-AB at 'AAA'; Outlook Stable;
  -- $830.7 billion class A-4 at 'AAA'; Outlook Stable;
  -- $104.6 million class A-1A at 'AAA'; Outlook Stable;
  -- $185.9 million class A-M at 'AAA'; Outlook Stable;
  -- $4.6 million class O at 'C/RE0%.'

Fitch does not rate the $6.9 million class P.  Fitch has
previously withdrawn the ratings on the interest-only class X.


BEAR STEARNS: S&P Lowers Rating on Class L to 'D'
------------------------------------------------
Standard & Poor's Ratings Services lowered its rating to 'D (sf)'
from 'CCC- (sf)' on the class L commercial mortgage pass-through
certificate from Bear Stearns Commercial Mortgage Securities Trust
2007-PWR18, a U.S. commercial mortgage-backed securities (CMBS)
transaction.

"We downgraded class L to 'D (sf)' following principal losses
to the class totaling $3.5 million, as detailed in the Jan. 1,
2012 trustee remittance report. The liquidation of two assets
prompted the losses. The assets had an aggregate beginning
scheduled principal balance of $10.8 million and were liquidated
in January at a weighted average loss severity of 91.3%. According
to the Jan. 13, 2012 trustee remittance report, class M, which we
previously downgraded to 'D (sf)', also experienced a principal
loss that reduced its outstanding principal balance to zero," 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


BLACKROCK IV: S&P Raises Rating on Class D Notes to 'BB+'
---------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on three
classes of notes from Blackrock Senior Income Series IV, a
collateralized loan obligation (CLO) transaction backed by U.S.
corporate loans and managed by Blackrock Financial Management Inc.
"At the same time, we removed our raised ratings from CreditWatch
with positive implications where we had placed them on Nov. 14,
2011. In addition, we affirmed our rating on one other class from
the same transaction," S&P said.

The upgrades reflect an increase in the overall credit support
available to the rated notes since our November 2009 rating
actions on the notes.

"The affirmations reflect current credit support levels that we
believe are sufficient to maintain the current ratings," S&P said.

"The transaction's amount of assets rated 'CCC+' and below has
decreased to $9.42 million as of the November 2011 trustee report,
which we used in our current analysis, from $44.38 million as of
the October 2009 monthly report, which we used for our November
2009 action," S&P said. As a result, the overcollateralization
(O/C) ratios increased for all classes during the same period:

    The class A/B O/C ratio was 121.29% in November 2011, compared
    with 117.54% in October 2009; and

    The class C/D O/C ratio was 105.28% in November 2011, compared
    with 102.08% in October 2009.

"We will continue to review whether, in our view, the ratings
currently assigned to the notes remain consistent with the credit
enhancement available to support them and will 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 And CreditWatch Actions

Blackrock Senior Income Series IV
              Rating
Class     To           From
B         AA (sf)      A+ (sf)/Watch Pos
C         A (sf)       BBB+ (sf)/Watch Pos
D         BB+ (sf)     B+ (sf)/Watch Pos

Ratings Affirmed

Blackrock Senior Income Series IV
Class        Rating
A            AA+ (sf)


CALCULUS 2006-9: S&P Puts 'B+' Rating on Trust Units on Watch Neg
-----------------------------------------------------------------
Standard & Poor's Ratings Services placed its ratings on nine
tranches from nine corporate-backed synthetic collateralized debt
obligation (CDO) transactions on CreditWatch positive. "At the
same time, we placed our ratings on 12 tranches from nine
synthetic CDO transactions backed by commercial mortgage-backed
securities (CMBS) and one tranche from one synthetic CDO
transaction backed by residential mortgage-backed securities
(RMBS) on CreditWatch negative. The rating actions followed our
monthly review of U.S. synthetic CDO transactions," S&P said.

The CreditWatch positive placements reflect seasoning of the
transactions, rating stability of the obligors in the underlying
reference portfolios over the past few months and synthetic rated
overcollateralization (SROC) ratios that had risen above 100% at
the next highest rating level. The CreditWatch negative placements
reflect negative rating migration in the portfolios and SROC
ratios that had fallen below 100% as of the December month-end
run.

             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

Calculus CMBS Resecuritization Trust Series 2006-9
                                 Rating
Class                    To                  From
TrustUnits               B+ (sf)/Watch Neg   B+ (sf)

Claris Ltd.
$23 mil Sonoma Valley 2007-4 Synthetic CDO of CMBS Variable Notes
due 2051 Series 115/2007
                                 Rating
Class                    To                  From
Tranche                  B (sf)/Watch Neg    B (sf)

Corsair (Jersey) No. 4 Ltd.
Series 10
                                 Rating
Class                    To                  From
Notes                    BB- (sf)/Watch Pos  BB- (sf)

Credit Default Swap
Series CA1119131
                                 Rating
Class                 To                     From
Tranche               B+srb (sf)/Watch Pos   B+srb (sf)

Eolo Investments B.V.
Series 2006-1
                                 Rating
Class                To                      From
Tranche              CCC+srp (sf)/Watch Neg  CCC+srp (sf)

HARBOR SPC
Series 2006-2
                                 Rating
Class                    To                  From
B                        CCC (sf)/Watch Neg  CCC (sf)

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

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

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

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

Nomura International plc
$1 bil NSCR 2006-1 Class A-1 Nomura Synthetic CMBS
Resecuritization
                                 Rating
Class                    To                  From
Tranche                  B+ (sf)/Watch Neg   B+ (sf)

Obelisk Trust 2007-1-Sonoma Valley
                                 Rating
Class                    To                  From
A                        AA (sf)/Watch Neg   AA (sf)
B                        BBB (sf)/Watch Neg  BBB (sf)

Pegasus 2007-1, Ltd.
                                 Rating
Class                    To                  From
A1                       BB- (sf)/Watch Neg  BB- (sf)
A2                       BB- (sf)/Watch Neg  BB- (sf)

Seawall 2007-2 (AAA Synthetic ReREMIC) Ltd
                                 Rating
Class                    To                  From
B                        A- (sf)/Watch Neg   A- (sf)

Seawall 2007-3 (AAA Synthetic ReREMIC) Ltd
                                 Rating
Class                    To                  From
B                        A- (sf)/Watch Neg   A- (sf)

STARTS (Cayman) Ltd.
Series 2007-5
                                 Rating
Class                    To                  From
Notes                    B+ (sf)/Watch Pos   B+ (sf)

STEERS High-Grade CMBS Resecuritization Trust
Series 2006-1 2 3
                                 Rating
Class                    To                  From
2006-2                   BB- (sf)/Watch Neg  BB- (sf)
2006-3                   BB- (sf)/Watch Neg  BB- (sf)

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

Terra CDO SPC Ltd.
Series 2007-7
                                 Rating
Class                    To                  From
A-1                      BB- (sf)/Watch Pos  BB- (sf)


CALCULUS CMBS: Moody's Lowers Rating of Series 2006-1 Notes to Ca
-----------------------------------------------------------------
Moody's has downgraded seven Trust Units issued by CALCULUS CMBS
Resecuritization Trust due to the deterioration in the credit
quality of the underlying portfolio of reference obligations as
evidenced by an increase in the weighted average rating factor
(WARF) and concern over the non-Moody's rated collateral. The
rating action is the result of Moody's on-going surveillance of
commercial real estate collateralized debt obligation (CRE CDO
Synthetic) transactions.

Credit Default Swap Class A, Downgraded to Caa1 (sf); previously
on Feb 23, 2011 Downgraded to B1 (sf)

Series 2006-1 Trust Units, Downgraded to Ca (sf); previously on
Feb 23, 2011 Downgraded to Caa2 (sf)

Series 2006-2 Trust Units, Downgraded to Ca (sf); previously on
Feb 23, 2011 Downgraded to Caa2 (sf)

Series 2006-3 Trust Units, Downgraded to Ca (sf); previously on
Feb 23, 2011 Downgraded to Caa1 (sf)

Series 2006-4 Trust Units, Downgraded to Ca (sf); previously on
Feb 23, 2011 Downgraded to Caa1 (sf)

Series 2006-5 Trust Units, Downgraded to Ca (sf); previously on
Feb 23, 2011 Downgraded to B3 (sf)

Series 2006-6 Trust Units, Downgraded to Ca (sf); previously on
Feb 23, 2011 Downgraded to B3 (sf)

RATINGS RATIONALE

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

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

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's has completed updated credit estimates for the non-Moody's
rated reference obligations. The bottom-dollar WARF is a measure
of the default probability within a collateral pool. Moody's
modeled a bottom-dollar WARF of 236 compared to 167 at last
review. The distribution of current ratings is as follows: Aaa
(0.0% compared to 2.5% at last review), Aa1-Aa3 (27.0% compared to
26.8% at last review), A1-A3 (48.3% compared to 43.5% at last
review), Baa1-Baa3 (22.2% compared to 27.2% at last review), and
Ba1-Ba3 (2.5% compared to 0.0% at last review).

WAL acts to adjust the probability of default of the reference
obligations in the pool for time. Moody's modeled to a WAL of 3.6
years compared to 4.6 at last review.

WARR is the par-weighted average of the mean recovery values for
the reference obligations in the pool. Moody's modeled a variable
WARR with a mean of 44.7%, compared to 46.4% at last review.

MAC is a single factor that describes the pair-wise asset
correlation to the default distribution among the instruments
within the reference obligations pool (i.e. the measure of
diversity). Moody's modeled a MAC of 38.5% compared to 55.3% at
last review.

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

Changes in any one or combination of the key parameters may have
rating implications on certain classes of rated notes. However, in
many instances, a change in key parameter assumptions in certain
stress scenarios may be offset by a change in one or more of the
other key parameters. Rated notes are particularly sensitive to
rating changes within the collateral pool. Holding all other key
parameters static, changing all reference obligations' ratings or
credit estimates by one notch downward or by one notch upward,
would result in average rating movement on the rated notes of 0 to
2 notches downward and 0 to 1 notches upward, respectively.

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

Primary sources of assumption uncertainty are the extent of the
slowdown in growth in the current macroeconomic environment and
the commercial real estate property markets. While commercial real
estate property markets are gaining momentum, a consistent upward
trend will not be evident until the volume of transactions
increases, distressed properties are cleared from the pipeline and
job creation rebounds. The hotel and multifamily sectors are in
recovery and improvements in the office sector continue, with
fundamentals in Gateway cities outperforming their suburban
counterparts. However, office demand is closely tied to
employment, where fundamentals remain weak, so significant
improvement may be delayed. Performance in the retail sector has
been mixed with on-going rent deflation and leasing challenges.
Across all property sectors, the availability of debt capital
continues to improve with monetary policy expected to remain
supportive and interest rate hikes postponed. Moody's central
global macroeconomic scenario reflects an overall downward
revision of forecasts since last quarter, amidst ongoing fiscal
consolidation efforts, household and banking sector deleveraging,
persistently high unemployment levels, and weak housing markets
that will continue to constrain growth.

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


CANADA MORTGAGE: DBRS Confirms Class E Rating at 'BB'
-----------------------------------------------------
DBRS has confirmed these ratings of the outstanding Mortgage Pass-
Through Certificates, Series 2006 - C5 (the Certificates) issued
by Canada Mortgage Acceptance Corporation:

  -- AAA (sf) for the Mortgage Pass-Through Certificates, Series
     2006 - C5, Class IO-C

  -- BB (sf) for the Mortgage Pass-Through Certificates, Series
     2006 - C5, Class E

  -- B (sf) for the Mortgage Pass-Through Certificates, Series
     2006 - C5, Class F

The confirmations are part of DBRS's continued effort to provide
timely credit rating opinions and increased transparency to market
participants.

The ratings are based on these factors:

(1) For all the Certificates, except for the Class IO-C, the
     subordination level increases over time as the Certificates
     are paid down sequentially.  The lower-rated Certificates
     will not receive any principal repayment until the higher-
     rated Certificates have been fully repaid.  The level of
     enhancement for the Class E and Class F Certificates has
     increased from 1.8% and 1.4% at closing, respectively, to
     75.7% and 31.0% as of December 31, 2011, respectively.

(2) Cumulative losses as of December 31, 2011, are $5.8 million,
     or 1.12% of the initial pool balance.  When a loss occurs, it
     is absorbed in a reverse sequential order and begins with the
     lowest-ranked, unrated Class G Certificates.  The Class G
     Certificates have absorbed all the cumulative losses so far,
     and their balance has been reduced from $7.28 million at
     closing to $1.44 million as of December 31, 2011.  The
     lowest-rated Class F Certificates will not be fully repaid if
     the loss on the remaining pool of mortgages is greater than
     the current balance of the Class G Certificate.

DBRS notes that as of December 31, 2011, all mortgage loans in the
collateral pool have matured.  Cash flows going forward will come
from the liquidation of properties on defaulted mortgages.  Given
the level of credit enhancement available to the rated notes,
combined with the recent loss severity on defaulted loans, DBRS
does not expect the cumulative loss over the remaining life of the
transaction to be detrimental to the ratings of the Certificates.

DBRS monitors the performance of the transaction to identify any
deviation from DBRS's expectation at issuance and to ensure that
the ratings remain appropriate.  The review is predicated on the
timely receipt of performance information from the related
providers.  The performance and characteristics of the custodial
pool and the Certificates are available and updated each month in
the Monthly Canadian ABS Report.


CANADA MORTGAGE: DBRS Confirms Rating on Class F Notes at 'B'
-------------------------------------------------------------
DBRS has confirmed these ratings of the outstanding Mortgage
Pass-Through Certificates, Series 2006 - C5 (the Certificates)
issued by Canada Mortgage Acceptance Corporation:

  -- AAA (sf) for the Mortgage Pass-Through Certificates,
     Series 2006 - C5, Class IO-C

  -- BB (sf) for the Mortgage Pass-Through Certificates,
     Series 2006 - C5, Class E

  -- B (sf) for the Mortgage Pass-Through Certificates,
     Series 2006 - C5, Class F

The confirmations are part of DBRS's continued effort to provide
timely credit rating opinions and increased transparency to market
participants.

The ratings are based on these factors:

(1) For all the Certificates, except for the Class IO-C, the
     subordination level increases over time as the Certificates
     are paid down sequentially.  The lower-rated Certificates
     will not receive any principal repayment until the higher-
     rated Certificates have been fully repaid.  The level of
     enhancement for the Class E and Class F Certificates has
     increased from 1.8% and 1.4% at closing, respectively, to
     75.7% and 31.0% as of December 31, 2011, respectively.

(2) Cumulative losses as of December 31, 2011, are $5.8 million,
     or 1.12% of the initial pool balance.  When a loss occurs, it
     is absorbed in a reverse sequential order and begins with the
     lowest-ranked, unrated Class G Certificates.  The Class G
     Certificates have absorbed all the cumulative losses so far,
     and their balance has been reduced from $7.28 million at
     closing to $1.44 million as of December 31, 2011.  The
     lowest-rated Class F Certificates will not be fully repaid
     if the loss on the remaining pool of mortgages is greater
     than the current balance of the Class G Certificate.

     DBRS notes that as of December 31, 2011, all mortgage loans
     in the collateral pool have matured.  Cash flows going
     forward will come from the liquidation of properties on
     defaulted mortgages.  Given the level of credit enhancement
     available to the rated notes, combined with the recent loss
     severity on defaulted loans, DBRS does not expect the
     cumulative loss over the remaining life of the transaction to
     be detrimental to the ratings of the Certificates.

DBRS monitors the performance of the transaction to identify any
deviation from DBRS's expectation at issuance and to ensure that
the ratings remain appropriate.  The review is predicated on the
timely receipt of performance information from the related
providers.  The performance and characteristics of the custodial
pool and the Certificates are available and updated each month in
the Monthly Canadian ABS Report.


CAPFA CAPITAL: Moody's Confirms Underlying Rating at 'Caa3'
-----------------------------------------------------------
Moody's Investors Service has confirmed the Caa3 underlying rating
on the CAPFA Capital Corp. 2000F's Student Housing Revenue Bonds,
Senior Series 2000F-1 issued by Capital Projects Finance
Authority. The outlook has been revised to stable from negative.
The Caa3-rated senior bonds are insured by National Public Finance
Guarantee Corporation and also rated Baa2 based on the bond
insurance policy. As expected, the borrower defaulted on the bonds
on October 1, 2011. The bond insurer paid the principal and
interest payments in full, approximately $6.6 million.

RATING RATIONALE

The Caa3 rating is based on expected loss estimates over the next
12 to 24 months. It is anticipated that the bond insurer will also
pay the April 1, 2012 payment of interest and October 1, 2012
payment of principal and interest. The bond insurer has already
committed to loan the project up to $21 million to help fund
repairs of the project. The bond insurer may recoup those losses
in the Protective Advance Agreement if the project stabilizes over
the next few years. The project may finish repairs and return back
to normal operations as early as Fall 2012, but there is no
guarantee that revenues will be strong enough to support the
October 1, 2012 payment of principal and interest. The project
will need to complete the 2012-13 academic school year with strong
cash flows to begin paying interest and principal on the bonds.

WHAT COULD MOVE THE RATING -- UP

Stronger stream of pledged revenues that is able to pay debt
service on the bonds

WHAT COULD MOVE THE RATING -- DOWN

Low occupancy rates or higher expenses that lead to higher
expected losses

Outlook

The outlook has been revised to stable from negative. This
reflects Moody's view that although there is uncertainty around
expected recovery, these risks are balanced by improvements in
occupancy rates after the reinstatement of the referral agreement
with the University of Central Florida. Occupancy rates have
increased from 68% to 80% of all units and 100% of all available
units for rent at Knight's Circle. The weighted average occupancy
of both projects is 87%. All repairs are expected to be completed
by the Fall 2012 academic year.

The principal methodology used in this rating was Global Housing
Projects published in July 2010.


CCRF 2007-MF1: Moody's Lowers Rating of Cl. A Notes to 'Ba2'
------------------------------------------------------------
Moody's Investors Service downgraded the ratings of eight classes
of Countrywide Commercial Mortgage Trust, Commercial Mortgage
Pass-Through Certificates, Series 2007-MF1:

Cl. A, Downgraded to Ba2 (sf); previously on Oct 27, 2010
Downgraded to Baa2 (sf)

Cl. B, Downgraded to B1 (sf); previously on Oct 27, 2010
Downgraded to Ba1 (sf)

Cl. C, Downgraded to B2 (sf); previously on Oct 27, 2010
Downgraded to Ba2 (sf)

Cl. D, Downgraded to B3 (sf); previously on Oct 27, 2010
Downgraded to Ba3 (sf)

Cl. E, Downgraded to Caa2 (sf); previously on Oct 27, 2010
Downgraded to B2 (sf)

Cl. F, Downgraded to Ca (sf); previously on Oct 27, 2010
Downgraded to Caa2 (sf)

Cl. G, Downgraded to C (sf); previously on Oct 27, 2010 Downgraded
to Caa3 (sf)

Cl. H, Downgraded to C (sf); previously on Oct 27, 2010 Downgraded
to Ca (sf)

RATINGS RATIONALE

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

This transaction is classified as a small balance CMBS
transaction. Small balance transactions, which represent less than
1% of the Moody's rated conduit/fusion universe, have generally
experienced higher defaults and losses than traditional conduit
and fusion transactions.

Moody's rating action reflects a cumulative base expected loss of
8.4% of the current balance. At last review, Moody's cumulative
base expected loss was 9.1%. Depending on the timing of loan
payoffs and the severity and timing of losses from specially
serviced loans, the credit enhancement level for investment grade
classes could decline below the current levels. If future
performance materially declines, the expected level of credit
enhancement and the priority in the cash flow waterfall may be
insufficient for the current ratings of these classes.

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

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

The methodologies used in this rating were "Moody's Approach to
Rating U.S. CMBS Conduit Transactions" published in September 2000
and "Moody's Approach to Small Commercial Real Estate Loans"
published in September 1999.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.60 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) level are
driven by property type, Moody's actual and stressed DSCR, and
Moody's property quality grade (which reflects the capitalization
rate used by Moody's to estimate Moody's value). Conduit model
results at the B2 (sf) level are driven by a paydown analysis
based on the individual loan level Moody's LTV ratio. Moody's
Herfindahl score (Herf), a measure of loan level diversity, is a
primary determinant of pool level diversity and has a greater
impact on senior certificates. Other concentrations and
correlations may be considered in Moody's analysis. Based on the
model pooled credit enhancement levels at Aa2 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade credit estimates is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
credit estimate of the loan which corresponds to a range of credit
enhancement levels. Actual fusion credit enhancement levels are
selected based on loan level diversity, pool leverage and other
concentrations and correlations within the pool. Negative pooling,
or adding credit enhancement at the credit estimate level, is
incorporated for loans with similar credit estimates in the same
transaction.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 59 compared to 73 at Moody's prior full review.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review. Moody's prior full review is
summarized in a press release dated July 7, 2011.

DEAL PERFORMANCE

As of the January 13, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 32% to $432 million
from $640 million at securitization. A large decrease was seen
since Moody's last review as the pool balance decreased by 23%
from $559 million due to payoffs and liquidations. The
Certificates are collateralized by 170 mortgage loans ranging in
size from less than 1% to 5% of the pool, with the top ten
performing loans representing 27% of the pool.

Fifty-five loans, representing 23% of the pool, are on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package. As part of
Moody's ongoing monitoring of a transaction, Moody's reviews the
watchlist to assess which loans have material issues that could
impact performance.

Nineteen loans have been liquidated from the pool, resulting
in a realized loss of $36.6 million (59% loss severity). This
was a significant rise from the realized loss of $1.8 million
at last review. Currently ten loans, representing 10% of the
pool are in special servicing. Moody's has estimated an aggregate
$12.8 million loss (33% expected loss, on average) for the
specially serviced loans.

Moody's has assumed a high default probability for 23 poorly
performing loans representing 14% of the pool and has estimated an
aggregate $8.8 million loss (15% expected loss based on a 30%
probability default) from these troubled loans.

Moody's was provided with full year 2010 operating results for 85%
of the pool. Excluding specially serviced and troubled loans,
Moody's weighted average LTV is 104% compared to 106% at last
review. Moody's net cash flow reflects a weighted average haircut
of 10% to the most recently available net operating income.
Moody's value reflects a weighted average capitalization rate of
8.6%.

Excluding specially serviced and troubled loans Moody's actual and
stressed DSCRs are 1.16X and 0.93X, respectively, compared to
1.11X and 0.91X at last review. Moody's actual DSCR is based on
Moody's net cash flow (NCF) and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.


CEDARWOODS CRE: Moody's Lowers Rating of Cl. A-1 Notes to 'B1'
--------------------------------------------------------------
Moody's has downgraded the ratings of three classes and confirmed
the ratings of five classes of Notes issued by Cedarwoods CRE CDO
II, Ltd. The downgrades are due to credit deterioration in the
underlying collateral, deterioration of certain par value tests
and an ongoing dispute between the controlling classholders and
the Collateral Manager and Class A-2 noteholders concerning a
potential event of default and subsequent liquidation of the
Trust. The confirmations are due to the key transaction parameters
performing within levels commensurate with the existing ratings
levels. The rating action is the result of Moody's on-going
surveillance of commercial real estate collateralized debt
obligation and re-remic (CRE CDO and Re-Remic) transactions.

Cl. A-1, Downgraded to B1 (sf); previously on Oct 19, 2011
Downgraded to Baa3 (sf) and Placed Under Review for Possible
Downgrade

Cl. A-2, Downgraded to Caa1 (sf); previously on Oct 19, 2011
Downgraded to B3 (sf) and Placed Under Review for Possible
Downgrade

Cl. A-3, Downgraded to Caa2 (sf); previously on Oct 19, 2011
Downgraded to Caa1 (sf) and Placed Under Review for Possible
Downgrade

Cl. B, Confirmed at Caa2 (sf); previously on Oct 19, 2011
Downgraded to Caa2 (sf) and Placed Under Review for Possible
Downgrade

Cl. C, Confirmed at Caa3 (sf); previously on Oct 19, 2011
Downgraded to Caa3 (sf) and Placed Under Review for Possible
Downgrade

Cl. D, Confirmed at Caa3 (sf); previously on Oct 19, 2011
Downgraded to Caa3 (sf) and Placed Under Review for Possible
Downgrade

Cl. E, Confirmed at Caa3 (sf); previously on Oct 19, 2011 Caa3
(sf) Placed Under Review for Possible Downgrade

Cl. F, Confirmed at Caa3 (sf); previously on Oct 19, 2011 Caa3
(sf) Placed Under Review for Possible Downgrade

RATINGS RATIONALE

Cedarwoods CRE CDO II, Ltd., is a revolving (the reinvestment ends
in February, 2012) CRE CDO transaction backed by a portfolio of
commercial mortgage backed securities (CMBS) (76.8% of the pool
balance), CRE CDOs (19.8%), real estate investment trust (REIT)
debt (2.8%) and rake bonds (0.6%). As of the December 20, 2011
Trustee report, the aggregate Note balance of the transaction,
including preferred shares, has decreased to $587.9 million from
$600 million at issuance, with the paydown directed to the Class A
Notes, as a result amortization of the collateral and the failing
of the mezzanine and junior par value tests.

There are sixteen assets with a par balance of $54.4 million (7.7%
of the current pool balance compared to 4.2% at last review) that
are considered Defaulted Securities as of the December 20, 2011
Trustee report. In addition, there are five assets with a par
balance $47.9 million (6.8% of the current pool balance, the same
as at last review) that are considered Deferred Interest PIK
securities. Moody's expects significant losses to occur from the
Defaulted Securities and Deferred Interest PIK securities once
they are realized.

On September 20, 2011, the Trustee notified the relevant parties
that it had received a First Default Notice from the holder of
100% of the outstanding Controlling Class holder declaring that an
Event of Default (EOD) occured and directing the Trustee to
accelerate and liquidate the transaction. On September 26, 2011,
the Trustee notified the relevant parties that it had received a
response to the First Default Notice from the Collateral Manager.
On October 6, 2011 the Trustee notified the relevant parties that
it had received a Second Default Notice from the 100% of the
controlling class declaring that a second EOD had occurred. On
October 12, 2011, the Trustee notified the relevant parties that
it had received a response to the Second Default Notice from the
Collateral Manager. On December 2, 2011 the trustee notified the
relevant parties that an EOD had occurred and that the deal would
be liquidated. On December 5, 2011 the Trustee notified the
relevant parties that it had commenced the sale of the collateral.
On December 13, 2011 the trustee notified the relevant parties
that it had received a written objection to the EOD from the
Collateral Manager and Class A-2 Noteholder. US Bank filed suit
against the issuer, the collateral manager, the A-1 noteholders
and the A-2 noteholders with the United States District Court,
Southern District of New York regarding the EOD and the related
issues. The outcome of the case is still pending. Moody's will
continue to closely monitor the transaction.

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

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's has completed updated credit estimates for the non-Moody's
rated collateral. The bottom-dollar WARF is a measure of the
default probability within a collateral pool. Moody's modeled a
bottom-dollar WARF of 4,076 compared to 3,953 at last review. The
distribution of current ratings and credit estimates is as
follows: Aaa-Aa3 (2.6% compared to 2.6% at last review), A1-A3
(6.8% compared to 7.1% at last review), Baa1-Baa3 (19.8% compared
to 23.5% at last review), Ba1-Ba3 (11.9% compared to 9.4% at last
review), B1-B3 (14.5% compared to 14.8% at last review), and Caa1-
C (44.3% compared to 42.6% at last review).

WAL acts to adjust the probability of default of the collateral in
the pool for time. Moody's modeled to a WAL of 4.7 years compared
to 7.5 years as at last review. The current WAL reflects that the
pool will be static by the end of February 2012.

WARR is the par-weighted average of the mean recovery values for
the collateral assets in the pool. Moody's modeled a fixed WARR of
14.2% compared to 14.9% at last review.

MAC is a single factor that describes the pair-wise asset
correlation to the default distribution among the instruments
within the collateral pool (i.e. the measure of diversity).
Moody's modeled a MAC of 11.9% compared to 11.5% at last review.

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

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

Changes in any one or combination of the key parameters may have
rating implications on certain classes of rated notes. However, in
many instances, a change in key parameter assumptions in certain
stress scenarios may be offset by a change in one or more of the
other key parameters. Rated notes are particularly sensitive to
changes in recovery rate assumptions. Holding all other key
parameters static, changing the recovery rate assumption down from
14.2% to 4.2% or up to 24.2% would result in average rating
movement on the rated tranches of 0 to 1 notches downward and 0 to
2 notches upward, respectively.

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

Primary sources of assumption uncertainty are the extent of the
slowdown in growth in the current macroeconomic environment and
the commercial real estate property markets. While commercial real
estate property markets are gaining momentum, a consistent upward
trend will not be evident until the volume of transactions
increases, distressed properties are cleared from the pipeline and
job creation rebounds. The hotel and multifamily sectors are in
recovery and improvements in the office sector continue, with
fundamentals in Gateway cities outperforming their suburban
counterparts. However, office demand is closely tied to
employment, where fundamentals remain weak, so significant
improvement may be delayed. Performance in the retail sector has
been mixed with on-going rent deflation and leasing challenges.
Across all property sectors, the availability of debt capital
continues to improve with monetary policy expected to remain
supportive and interest rate hikes postponed. Moody's central
global macroeconomic scenario reflects an overall downward
revision of forecasts since last quarter, amidst ongoing fiscal
consolidation efforts, household and banking sector deleveraging,
persistently high unemployment levels, and weak housing markets
that will continue to constrain growth.

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


CHARLES SCHWAB: Fitch To Rate Perpetual Pref. Stock at 'BB+'
------------------------------------------------------------
Fitch Ratings expects to rate The Charles Schwab Corporation's
announced perpetual preferred stock issuance 'BB+'.

The perpetual preferred stock is being issued to support
anticipated asset growth of the company.

The perpetual preferred stock is expected to be non-cumulative,
non-callable for 10 years, and is expected to pay a fixed rate
until the call date and a floating rate thereafter.

The notching of the preferred issuance from Schwab's 'A' Issuer
Default Rating was determined by Fitch's criteria 'Rating Bank
Regulatory Capital and Similar Securities', dated Dec. 15, 2011
based on the preferred issuance terms.  The aforementioned
criteria is applied to these hybrid instruments even though Schwab
is not a bank holding company because of the significance of
Schwab's regulated banking entity, Schwab Bank.

In addition, Fitch expects to assign 50% equity credit to the
perpetual preferred stock based on the terms of the securities and
according to the agency's methodology for equity credit described
in 'Treatment of Hybrids in Bank Capital Analysis', dated July 11,
2011.

Schwab and its subsidiaries provide securities brokerage and
related financial services to individuals, and institutional
clients.  The two primary operating entities include Charles
Schwab & Co., Inc., a securities broker-dealer and Charles Schwab
Bank, which offers mortgage loan and deposit services to clients.

Fitch has assigned this rating:

The Charles Schwab Corporation

  -- Perpetual preferred stock, series A at 'BB+'.

Fitch currently rates Schawb:

  -- Long-term Issuer Default Rating (IDR) at 'A';
  -- Senior unsecured notes at 'A';
  -- Short-term IDR at 'F1';
  -- Short-term debt at 'F1';
  -- Individual rating at 'B';
  -- Support rating at '5';
  -- Support floor at 'NF'.


CIFC 2011-I: S&P Gives 'BB' Rating on Class D Deferrable Notes
--------------------------------------------------------------
Standard & Poor's Ratings Services assigned its ratings to CIFC
Funding 2011-I Ltd./CIFC Funding 2011-I LLC's $363.5 million
floating-rate notes series 2011-1.

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

The ratings reflect S&P's view 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
    (excluding excess spread) and cash flow structure, which can
    withstand the default rate projected by Standard & Poor's CDO
    Evaluator model, as assessed by Standard & Poor's using the
    assumptions and methods outlined in its corporate
    collateralized debt obligation (CDO) criteria," S&P said.

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

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

    The portfolio manager's experienced management team.

    "Our projections regarding the timely interest and ultimate
    principal payments on the 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 0.30%-11.36%," 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.

    The transaction's principal proceeds recapture feature, which
    requires re-classifying excess interest proceeds as principal
    proceeds in an amount equal to the principal proceeds used to
    make interest payments on the deferrable notes.

            Standard & Poor's 17g-7 Disclosure Report

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

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

    http://standardandpoorsdisclosure-17g7.com/1111389.pdf

Ratings Assigned
CIFC Funding 2011-I Ltd./CIFC Funding 2011-I LLC

Class                 Rating              Amount
                                        (mil. $)
A-1                   AAA (sf)             275.3
A-2                   AA (sf)               15.0
B (deferrable)        A (sf)                36.7
C (deferrable)        BBB (sf)              17.5
D (deferrable)        BB (sf)               19.0
E (deferrable)        NR                    17.9
Subordinated notes    NR                    33.8

NR -- Not rated.


CITY OF PONTIAC, MI: Fitch Affirms Junk Rating on 2002 Bonds
------------------------------------------------------------
Fitch Ratings takes this rating action on Pontiac, Michigan (the
city):

  -- $315,000 Pontiac General Building Authority limited tax
     general obligation bonds, series 2002 affirmed at 'CCC'.

Fitch believes Pontiac will continue to struggle economically
and financially as it works to transition away from its
traditionally manufacturing-based roots. Following multiple
years of weak financial performance, the state appointed an EFM
in March of 2009.  The EFM is employed by the state to re-
establish structural integrity and eliminate the accumulative
deficit within five years with authority over labor negotiations,
hiring, spending, and most other financial concerns.  Fitch notes
the EFM has used his oversight to implement prudent systemic
expenditure changes that are necessary for long-term fiscal
stability.

Pontiac has demonstrated sub-par financial performance for most of
the past decade. After issuing $21 million deficit bonds in 2006
to reduce its cumulative general fund deficit, the city generated
operating deficits for next two subsequent years.  While the city
generated general fund operating surpluses after transfers for
fiscal 2009 and 2010, the fiscal 2010 surplus (1.7% of spending)
was achieved with several nonrecurring revenues, and ended the
fiscal year with a negative $4.1 million balance (negative 10.1%
of spending).

The EFM employed extraordinary expenditure reduction methods
beginning in fiscal 2011, including outsourcing policing
responsibilities to Oakland County, privatizing several
governmental functions and dramatically reducing staff.  Largely
as a result of the expenditure reductions, the city generated a
$4.6 million general fund operating surplus after transfers (14%
of spending) and ended fiscal 2011 with an unaudited $554,732
balance or 2% of expenditures and transfers out.

The positive ending general fund balance was the first since
fiscal 2002. The encouraging operating results were partially
achieved by omitting a $4 million pension and benefits payment and
a $1.9 million property tax refund to General Motors Corporation.
Thus, although the positive financial results were artificially
achieved, the city anticipates issuing debt to pay the omitted
obligations, which Fitch views as an acceptable shift of costs
from the constraints of the operating levy cap to a dedicated
property tax levy.

The city's financial progress was projected to be short-lived
as several major revenue sources were budgeted to decline
considerably in fiscal 2012.  Taxable property tax values declined
21% resulting in a projected $2.6 million decline in general fund
revenues coupled with a $2 million (20%) decline in state revenue
sharing. Otherwise stated, the city lost $4.6 million or 22% of
combined property tax and state aid compared to the year prior.
Total general fund revenue declined $5 million (13%), which would
have contributed to a $9.2 million operating deficit (25% of
spending) based on the originally adopted budget.

A new EFM took control in September 2011, and enacted further
expenditure reductions as part of the amended fiscal 2012 budget.
Some of the expenditure reductions included the outsourcing of
fire protection services to an adjacent township effective
February 2012, consolidating 20 healthcare plans into one, and
privatizing several additional municipal services.  Fitch views
city estimates for savings as reasonable.  The fire protection
contract, which will save $3 million annually, has a ten-year term
with a fixed cost for the first four years and then a 5% annual
inflator thereafter.  The city projects another $5 million savings
from the consolidation of healthcare insurance.

As a result of the additional savings coupled with certain
supplemental revenue enhancements, the city's revised fiscal 2012
budget shows at least a $609,000 general fund operating surplus
(1.8% of spending).  The structural financial changes provide a
prudent resolution to the city's original fiscal 2012 budget.
However, Fitch notes several variables that must fall in the
city's favor to realize the positive operating surplus, including
the receipt of a federal grant for retiree healthcare costs, and
finalization of several operating agreements for municipal
services.

The city's financial difficulties were expected to amplify in
fiscal 2013 with a projected $12 million general fund operating
deficit as budgeted in the city's original multi-year forecast.
However, based on the revised deficit elimination plan that
incorporates the on-going cost savings discussed above, the city
now is projecting roughly a $3 million (10% of spending) general
fund operating surplus.

The fiscal 2013 budget assumes a 14% decline in property tax
revenues, receipt of another federal grant for retiree healthcare
costs, subsidization of debt service for a tax increment district
(TIFA #2), and the sale of certain assets.  Fitch believes the
budget assumptions appear reasonable especially given the
unprecedented cost savings that already have been achieved.
Further, Fitch believes a margin of error exists whereby the
city's financial position should improve even if some assumptions
are not realized.

The regionalization and privatization of most municipal services
has had or will have multiple benefits including the reduction of
absolute cost, suppression of expenditure growth via fixed-price
contracts, and the elimination of ancillary costs such as
liability insurance and litigation costs.  Furthermore, the two-
thirds reduction in the city's workforce, including the
elimination of 118 public safety positions, will materially alter
future retirement and OPEB obligations.

Pontiac has been adversely affected by the decline of the auto
industry where, at one point, GM employed 15,000 people and
accounted for 25% of aggregate taxable property value.  Employment
declined to 3,000 after the closure of both its truck and assembly
plants in 2009, and taxable value now accounts for less than 5%.
While smaller local employers have remained relatively stable, all
employment sectors have experienced persistent declines.  Citywide
unemployment rates have improved from 31% in October of 2009;
however, rates are still troublesome at 23.5% in October 2011.

The individual poverty rate is almost double the state average,
and median household income equals 65% of the state mean.  As to
be expected with a distressed community, the current property tax
collection rate is extremely low at 75%.  Oakland County makes the
city whole through its delinquent tax revolving fund; however, the
city is liable for charge-backs for uncollectible amounts after
two years.

Direct debt totals $974 per capita and 2.1% of market value, and
principal amortization is above average with 68% repaid within ten
years. The city provides pension benefits to its employees through
a single-employer defined benefit pension plan.  Both plans are
currently over-funded.  The city also provides OPEB benefits,
which the city currently funds on a pay-as-you-go basis.  As of
June 2010, the OPEB unfunded actuarial accrued liability totaled
$306 million or a high 15% of market value.


COMMODORE CDO: Moody's Lowers Rating of Class A-1MM Notes to Caa3
-----------------------------------------------------------------
Moody's Investors Service has downgraded the rating of one class
of notes issued by Commodore CDO II Ltd. The class of notes
affected by the rating action is:

US$186,000,000 Class A-1MM Floating Rate Notes Due December 2038
(current outstanding balance of $44,116,113), Downgraded to
Caa3(sf); previously on March 12, 2009 Downgraded to Caa2(sf).

RATINGS RATIONALE

According to Moody's, the rating downgrade 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, an increase in the dollar amount of defaulted securities,
and an increase in the Moody's WARF. Based on the latest trustee
report dated December 2011, the Class A, Class B and Class C
overcollateralization ratios are reported at 64.53%, 29.62% and
27.11%, respectively, versus March 2009 levels of 108.15%, 67.55%
and 63.65%, respectively. Defaulted securities have increased from
$41.8 million in March 2009 to $49.9 million in December 2011.
Additionally, the Trustee reported a WARF of 1370 in March 2009
compared to a WARF of 3409 in December 2011.

Commodore CDO II Ltd. is a collateralized debt obligation backed
primarily by a portfolio of RMBS, CMBS and Home Equity Loans
originated from 2003 to 2006.

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

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

Once the loss distribution for the collateral has been calculated,
each collateral loss scenario derived through the CDOROM loss
distribution is associated with the interest and principal
received by the rated liability classes via a 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 notes that in arriving at its ratings of ABS 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.

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 Caa-rated assets notched up by 2 rating notches:

Class A-1MM: + 0

Moody's Caa-rated assets notched down by 2 rating notches:

Class A-1MM: - 0


CREDIT AND REPACKAGED: S&P Ups Series 2006-14 Note Rating to 'BB+'
------------------------------------------------------------------
Standard & Poor's Ratings Services raised its credit rating on the
notes issued by Credit And Repackaged Securities Ltd.'s series
2006-14, a spread-trigger leveraged super senior (LSS) synthetic
collateralized debt obligation (CDO) transaction.

"The upgrades reflect positive movement in two transaction
variables over the past several months. First, the weighted
average spread of the portfolios' reference entities has
tightened. Second, the trigger spread level has increased as
the time to maturity continues to decrease. As a result, the
gap between the weighted average spread of the portfolio and
the trigger spread level has widened," S&P said.

"LSS CDO transactions reference both credit and market-value risks
associated with the assets in their underlying portfolios. LSS CDO
transactions have a market-value trigger based on the weighted-
average portfolio spread and portfolio losses at a given point in
time. If the trigger is breached, the portfolio would experience
an "unwind event," during which the notes would become immediately
repayable. If the notes are unwound, investors may suffer a mark-
to-market loss on their investment because the notes would repay
at their current value, which could differ from their value at
issuance," 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

Credit and Repackaged Securities Ltd.
2006-14
                      Rating
Class          To               From
Notes          BB+ (sf)         BB- (sf)


CREDIT SUISSE: S&P Cuts Rating on Class D Certs. to 'CCC'
--------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on
eight classes of commercial mortgage pass-through certificates
from Credit Suisse Commercial Mortgage Trust Series 2008-C1, a
U.S. commercial mortgage-backed securities (CMBS) transaction.
"Concurrently, we affirmed our ratings on five 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 also reflect
credit support erosion that we anticipate will occur upon the
eventual resolution of the six loans ($46.3 million, 5.4%)
that are currently with the special servicer," 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)' rating on the class A-X interest-only (IO) certificate based
on our current criteria," S&P said.

"Our analysis included a review of the credit characteristics of
the remaining loans in the pool. Using servicer-provided financial
information, we calculated an adjusted debt service coverage (DSC)
of 1.16x and a loan-to-value (LTV) ratio of 136.2%. We further
stressed the loans' cash flows under our 'AAA' scenario to yield
a weighted average DSC of 0.74x and an LTV ratio of 193.4%. The
implied defaults and loss severity under the 'AAA' scenario were
87.7% and 50.2%. The DSC and LTV calculations exclude the six
($46.3 million, 5.4%) specially serviced loans. We separately
estimated losses for these loans and included them in our 'AAA'
scenario implied default and loss severity figures," S&P said.

"As of the Jan. 18, 2012 trustee remittance report, the trust
experienced monthly interest shortfalls totaling $316,722
primarily related to appraisal subordinate entitlement reduction
(ASER) amounts of $116,290, interest reduction due to rate
modifications of $171,022, and special servicing and workout
fees of $13,634. The interest shortfalls affected all classes
subordinate to and including class F. we lowered our rating on
class D to 'CCC (sf)' due to the potential reduction in liquidity
support available to this class and its susceptibility to interest
shortfalls in the future relating to the specially serviced
assets," S&P said.

                       Credit Considerations

As of the Jan. 18, 2012 trustee remittance report, six loans
($46.3 million, 5.4%) in the pool were with the special servicer,
Midland Loan Services (Midland). The reported payment status
of the specially serviced loans as of the most recent trustee
remittance report is: one is in foreclosure ($2.9 million,
0.3%) and five are 90-plus-days delinquent ($43.4 million, 5.1%).
Appraisal reduction amounts (ARAs) totalling $20.7 million are
in effect for four of the specially serviced loans. Details of
the three largest specially serviced loans are:

The Holiday Inn Dallas North loan has a trust balance of
$14.9 million (1.7%) and is the largest specially serviced loan.
The total exposure is $18.7 million. The loan is secured by a 220-
room Holiday Inn Select in Richardson (Dallas), Texas. The loan
has a reported payment status of 90-plus days delinquent and was
transferred to the special servicer on Aug. 24, 2009, due to
payment default. There is an $11.6 million ARA in effect against
the asset. The most recent reported DSC was 0.01x for the three
months ended March 31, 2010, and the occupancy as of June 30,
2010, was 47.3%. "Midland notified us on Jan. 9, 2012, that a
sales contract was to be signed imminently and the sale is
expected to close at the end of March 2012. We expect a
significant loss upon the eventual resolution of this asset,"
S&P said.

The Park Place at Heathrow loan is the second-largest loan with
the special servicer. It has a trust balance of $11.1 million
(1.3%) and total exposure of $11.7 million. The loan is secured by
47,434 sq. ft. of mixed-use space including a neighborhood retail
center and office space contained in three buildings in Lake Mary,
Fla., a suburb of Orlando. The loan has a reported payment status
of 90-plus-days delinquent and was transferred to the special
servicer on Dec. 7, 2010, due to imminent default. There is a
$5.7 million ARA in effect against the asset. Recent financial
reporting information was not available, and occupancy was 71.0%
as of Dec. 14, 2011, according to Midland's reporting comments.
"We expect a moderate loss upon the eventual resolution of this
asset," S&P said.

The Embassy Suites loan is the third-largest loan with the
special servicer. It has a trust balance of $8.7 million (1.0%)
and total exposure of $9.6 million. The loan is secured by a 252-
room full service Embassy Suites hotel in Cleveland, Ohio. The
loan has a reported payment status of 90-plus-days delinquent and
was transferred to the special servicer on March 7, 2011, due to
imminent default. There is a $919,186 ARA in effect against the
asset. The most recent reported DSC and occupancy were 0.41x and
81.0% as of June 30, 2011. "We expect a moderate loss upon the
eventual resolution of this asset," S&P said.

"The three remaining loans with the special servicer have
individual balances that represent less than 0.6% of the total
pooled trust balance. An ARA totalling $2.5 million is in effect
against one of these loans. We estimated losses for all three
remaining loans, arriving at a weighted-average loss severity of
55.5%," S&P said.

Four loans totaling $113.8 million (13.3%) that were previously
with the special servicer have been returned to the master
servicer. According to the transaction documents, the special
servicer is entitled to a workout fee equal to 1.0% of all future
principal and interest payments on the corrected loans, provided
that they continue to perform and remain with the master servicer.

                         Transaction Summary

As of the Jan. 18, 2012 remittance report, the collateral pool
had an aggregate trust balance of $855.7 million, down from
$887.2 million at issuance. The pool comprises 56 loans, down
from 60 loans at issuance. The master servicer, KeyCorp Real
Estate Capital Markets Inc., provided financial information for
98.4% of the loans in the pool (by balance), the majority of
which reflected full-year 2010 and nine months-ended Sept. 30,
2011 data.

"We calculated a weighted average DSC of 1.17x for the loans in
the pool based on the servicer-reported figures. Our adjusted DSC
and LTV were 1.16x and 136.2%. Our adjusted figures exclude all
six ($46.3 million, 5.4%) specially serviced loans. To date, the
transaction has experienced $12.2 million in principal losses from
six assets. Fifteen loans ($179.9 million, 21.0%) in the pool are
on the master servicer's watchlist, including two of the top 10
loans. Fifteen loans ($213.6 million, 25.0%) have a reported DSC
of less than 1.10x, 11 of which ($151.8 million, 17.7%) have a
reported DSC of less than 1.00x," S&P said.

                       Summary of Top 10 Loans

"The top 10 loans have an aggregate outstanding pooled balance
of $596.7 million (69.7%). Using servicer-reported numbers, we
calculated a weighted average DSC of 1.18x for the top 10 loans.
Two of the top 10 loans ($123.0 million, 14.4%) are on the master
servicer's watchlist," S&P said.

The 1100 Executive Tower loan is the third-largest loan in the
pool and the largest loan on the master servicer's watchlist. The
loan has a trust balance of $89.5 million (10.5%). The loan is
secured by a 372,814-sq.-ft. office property in Orange, Calif. The
loan was modified on March 21, 2011, at which time the maturity
date was extended to May 11, 2017. In addition, the loan was
bifurcated into an A/B structure: an A note of $62.0 million and B
note of $27.5 million. Payments to the B note are not required.
The reported DSC as of Sept. 30, 2011, was 0.21x and the occupancy
per the Oct. 10, 2011, rent roll was 75.0%. Standard & Poor's
analysis of the collateral considered additional rent associated
with a lease for 15.6% of net rentable area, which commenced
on Oct. 1, 2011, and is thus not captured in the Sept. 30, 2011,
reported DSC figure.

The Charlotte Multifamily Portfolio loan ($33.5 million, 3.9%) is
the seventh-largest loan in the pool and the second-largest loan
on the master servicer's watchlist. The loan is secured by a five-
property multifamily portfolio consisting of a total of 744 units
in Charlotte, Concord, High Point, and Shelby, N.C. The loan is on
the master servicer's watchlist because of low reported DSC, which
was 1.02x as of Sept. 30, 2011. The reported occupancy was 89.7%
as of the same period.

The Radisson Hotel Dallas North loan is the 10th-largest loan in
the pool. The loan has a trust balance of $16.7 million (2.0%).
The loan is secured by a 294-room full-service hotel in
Richardson, Texas. The reported DSC as of Dec. 31, 2010 was 1.07x.
Standard & Poor's analysis of the collateral considered
recent sales comparables.

Standard & Poor's stressed the pool collateral according to its
criteria. The resultant credit enhancement levels are consistent
with our 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

Credit Suisse Commercial Mortgage Trust Series 2008-C1
Commercial mortgage pass-through certificates
             Rating
Class     To         From         Credit enhancement (%)
A-AB      A+ (sf)    AA (sf)                       29.61
A-3       A+ (sf)    AA (sf)                       29.61
A-1-A     A+ (sf)    AA (sf)                       29.61
A-M       BBB (sf)   A- (sf)                       19.26
A-J       BB (sf)    BBB (sf)                      12.54
B         BB- (sf)   BBB- (sf)                     11.51
C         B- (sf)    BB+ (sf)                      10.47
D         CCC (sf)   B- (sf)                        9.05

Ratings Affirmed

Credit Suisse Commercial Mortgage Trust Series 2008-C1
Commercial mortgage pass-through certificates
Class     Rating    Credit enhancement (%)
A-1       AAA (sf)                   29.61
A-2       AAA (sf)                   29.61
A-2FL     AAA (sf)                   29.61
E         CCC- (sf)                   7.89
A-X       AAA (sf)                     N/A

N/A -- Not applicable.


CSFB 2004-C4: Moody's Affirms Rating of Cl. C Notes at 'Ba1'
------------------------------------------------------------
Moody's Investors Service affirmed the ratings of 19 classes of
Credit Suisse First Boston Mortgage Securities Corp., Commercial
Mortgage Pass-Through Certificates, Series 2004-C4:

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

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

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

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

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

Cl. B, Affirmed at A3 (sf); previously on Feb 9, 2011 Downgraded
to A3 (sf)

Cl. C, Affirmed at Ba1 (sf); previously on Feb 9, 2011 Downgraded
to Ba1 (sf)

Cl. D, Affirmed at Ba3 (sf); previously on Feb 9, 2011 Downgraded
to Ba3 (sf)

Cl. E, Affirmed at B3 (sf); previously on Feb 9, 2011 Downgraded
to B3 (sf)

Cl. F, Affirmed at Caa3 (sf); previously on Feb 9, 2011 Downgraded
to Caa3 (sf)

Cl. G, Affirmed at C (sf); previously on Feb 9, 2011 Downgraded to
C (sf)

Cl. H, Affirmed at C (sf); previously on Feb 9, 2011 Downgraded to
C (sf)

Cl. J, Affirmed at C (sf); previously on Feb 3, 2010 Downgraded to
C (sf)

Cl. K, Affirmed at C (sf); previously on Feb 3, 2010 Downgraded to
C (sf)

Cl. L, Affirmed at C (sf); previously on Feb 3, 2010 Downgraded to
C (sf)

Cl. M, Affirmed at C (sf); previously on Feb 3, 2010 Downgraded to
C (sf)

Cl. N, Affirmed at C (sf); previously on Feb 3, 2010 Downgraded to
C (sf)

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

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

RATINGS RATIONALE

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

Moody's rating action reflects a cumulative base expected loss of
6.3% of the current balance. At last full review, Moody's
cumulative base expected loss was 8.0%. Depending on the timing of
loan payoffs and the severity and timing of losses from specially
serviced loans, the credit enhancement level for investment grade
classes could decline below the current levels. If future
performance materially declines, the expected level of credit
enhancement and the priority in the cash flow waterfall may be
insufficient for the current ratings of these classes.

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

Primary sources of assumption uncertainty are the extent
of the slowdown in growth in the current macroeconomic
environment and the commercial real estate property markets.
While commercial real estate property markets are gaining
momentum, a consistent upward trend will not be evident until
the volume of transactions increases, distressed properties
are cleared from the pipeline and job creation rebounds. The
hotel and multifamily sectors are in recovery and improvements
in the office sector continue, with fundamentals in Gateway
cities outperforming their suburban counterparts. However, office
demand is closely tied to employment, where fundamentals remain
weak, so significant improvement may be delayed. Performance in
the retail sector has been mixed with on-going rent deflation and
leasing challenges. Across all property sectors, the availability
of debt capital continues to improve with monetary policy expected
to remain supportive and interest rate hikes postponed. Moody's
central global macroeconomic scenario reflects an overall downward
revision of forecasts since last quarter, amidst ongoing fiscal
consolidation efforts, household and banking sector deleveraging,
persistently high unemployment levels, and weak housing markets
that will continue to constrain growth.

The methodologies used in this rating were "Moody's Approach to
Rating Fusion U.S. CMBS Transactions" published in April 2005, and
"Moody's Approach to Rating CMBS Large Loan/Single Borrower
Transactions" published in July 2000.

Moody's noted that on November 22, 2011, it released a Request for
Comment, in which the rating agency has requested market feedback
on potential changes to its rating methodology for Interest-Only
Securities. If the revised methodology is implemented as proposed
the rating on Credit Suisse First Boston Securities Corp.,
Commercial Mortgage Pass-Through Certificates, Series 2004-C4
Classes A-X and A-Y may be negatively affected. Please refer to
Moody's request for Comment, titled "Proposal Changing the Global
Rating Methodology for Structured Finance Interest-Only
Securities," for further details regarding the implications of the
proposed methodology change on Moody's rating.

Moody's review incorporated the use of the Excel-based CMBS
Conduit Model v 2.60 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) level are
driven by property type, Moody's actual and stressed DSCR, and
Moody's property quality grade (which reflects the capitalization
rate used by Moody's to estimate Moody's value). Conduit model
results at the B2 (sf) level are driven by a paydown analysis
based on the individual loan level Moody's LTV ratio. Moody's
Herfindahl score (Herf), a measure of loan level diversity, is a
primary determinant of pool level diversity and has a greater
impact on senior certificates. Other concentrations and
correlations may be considered in Moody's analysis. Based on the
model pooled credit enhancement levels at Aa2 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade credit estimates is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
underlying rating of the loan which corresponds to a range of
credit enhancement levels. Actual fusion credit enhancement levels
are selected based on loan level diversity, pool leverage and
other concentrations and correlations within the pool. Negative
pooling, or adding credit enhancement at the underlying rating
level, is incorporated for loans with similar credit estimates in
the same transaction.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 11 compared to 14 at Moody's prior full review.

In cases where the Herf falls below 20, Moody's also employs the
large loan/single borrower methodology. This methodology uses the
excel-based Large Loan Model v 8.2 and then reconciles and weights
the results from the two models in formulating a rating
recommendation. The large loan model derives credit enhancement
levels based on an aggregation of adjusted loan level proceeds
derived from Moody's loan level LTV ratios. Major adjustments to
determining proceeds include leverage, loan structure, property
type, and sponsorship. These aggregated proceeds are then further
adjusted for any pooling benefits associated with loan level
diversity, other concentrations and correlations.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review. Moody's prior full review is
summarized in a press release dated February 9, 2011.

DEAL PERFORMANCE

As of the December 16, 2011 distribution date, the transaction's
aggregate certificate balance has decreased by 35% to $736.58
million from $1.14 billion at securitization. The Certificates are
collateralized by 154 mortgage loans ranging in size from less
than 1% to 11% of the pool, with the top ten loans representing
33% of the pool. Nine loans, representing 20% of the pool, have
defeased and are collateralized with U.S. Government securities.
The pool contains 78 residential cooperative loans, representing
19% of the pool, which have Aaa credit estimates.

Twenty-seven loans, representing 10% of the pool, are on the
master servicer's watchlist. The watchlist includes loans which
meet certain portfolio review guidelines established as part of
the CRE Finance Council (CREFC) monthly reporting package. As part
of Moody's ongoing monitoring of a transaction, Moody's reviews
the watchlist to assess which loans have material issues that
could impact performance.

Fifteen loans have been liquidated from the pool since
securitization, resulting in an aggregate $15.1 million
loss (12% loss severity on average). Currently four loans,
representing 11% of the pool, are in special servicing. The
largest specially serviced loan is the Bertakis MHP Portfolio
Loan ($36.2 million -- 4.9%) which is secured by a portfolio
of seven cross-collateralized manufactured housing communities
located in Michigan and Texas. The loan transferred into special
servicing in October 2011 prior to maturity in November 2011. The
borrower is currently seeking a discounted payoff. The remaining
three specially serviced loans are secured by a mix of office and
multifamily properties. The master servicer has recognized an
aggregate $14.4 million appraisal reduction for the specially
serviced loans. Moody's has estimated an aggregate loss of
$20.0 million (34% expected loss on average) for two of the
specially serviced loans.

Moody's has assumed a high default probability for six poorly
performing loans representing 5% of the pool and has estimated a
$5.9 million loss (15% expected loss based on a 50% probability
default) from these troubled loans.

Moody's was provided with full year 2010 and partial year 2011
operating results for 99% and 72% of the performing pool,
respectively. Excluding specially serviced and troubled loans,
Moody's weighted average LTV is 97% compared to 104% at last full
review. Moody's net cash flow reflects a weighted average haircut
of 12% to the most recently available net operating income.
Moody's value reflects a weighted average capitalization rate of
9.3%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.30X and 1.12X, respectively, compared to
1.27X and 1.03X at last review. Moody's actual DSCR is based on
Moody's net cash flow (NCF) and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.

The top three performing conduit loans represent 17% of the
pool balance. The largest loan is the Brunswick Square Loan
($79.6 million -- 10.8%), which is secured by a 302,000 square
foot (SF) portion of a 769,000 SF retail center located in East
Brunswick, New Jersey. The center is anchored by Macy's and JC
Penney, both of which own their respective buildings and are not
part of the collateral. The property was 92% leased as of
September 2011, compared to 98% at last review. Moody's LTV and
stressed DSCR are 116% and 0.84X, respectively, compared to 113%
and 0.83X at last review.

The second largest loan is the Lake Zurich Portfolio Loan
($29.6 million -- 4.0% of the pool), which is secured by two
cross-collateralized and cross-defaulted retail centers located in
Lake Zurich, Illinois. The two centers total 363,000 SF. Largest
tenants include TJ Maxx (13% of net rentable area (NRA); lease
expiration in January 2014) and Office Max (11% of NRA; lease
expiration in January 2014). The portfolio was 89% leased overall
as of September 2011 compared to 86% at last review. Performance
has been stable. Moody's LTV and stressed DSCR are 92% and 1.09X,
respectively, compared to 99% and 1.01X at last review.

The third largest loan is the City Park Retail Loan ($17.5 million
-- 2.4% of the pool), which is secured by a 75,000 SF retail
property in Lincolnshire, Illinois. The largest tenant,
Lincolnshire Bowling (21% of NRA with lease expiration in March
2016) took additional space in April 2011. As of September 2011,
the property was 82% leased compared to 64% at last review. The
loan is on the master servicer's watchlist due to a decrease in
net cash flow and DSCR from reduction in base rent and increase in
operating expenses. Despite the increase in occupancy, property
performance has declined since last review. Moody's LTV and
stressed DSCR are 145% and 0.71X, respectively, compared to 132%
and 0.78X at last review.


CSFB 2007-TFL1: Moody's Reviews 'Ba1' Rating of Cl. F Notes
-----------------------------------------------------------
Moody's Investors Service placed on watch for possible downgrade
the ratings of six classes of Credit Suisse First Boston Mortgage
Securities Corp. Commercial Pass-Through Certificates, Series
2007-TFL1:

Cl. F, Ba1 (sf) Placed Under Review for Possible Downgrade;
previously on Dec 9, 2011 Upgraded to Ba1 (sf)

Cl. G, B1 (sf) Placed Under Review for Possible Downgrade;
previously on Jun 30, 2010 Downgraded to B1 (sf)

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

Cl. J, Caa1 (sf) Placed Under Review for Possible Downgrade;
previously on Jun 30, 2010 Downgraded to Caa1 (sf)

Cl. K, Caa2 (sf) Placed Under Review for Possible Downgrade;
previously on Jun 30, 2010 Downgraded to Caa2 (sf)

Cl. L, Caa3 (sf) Placed Under Review for Possible Downgrade;
previously on Jun 30, 2010 Downgraded to Caa3 (sf)

RATINGS RATIONALE

The rating action is due to the exercise of the Fair Value
Purchase Option by Galante Holdings, Inc. (Galante), the B-Note
holder of the JW Marriott Summerlin Resort & Spa Loan, at the
Option Price of $84.6 million plus reserves for the $150 million
A-Note. The mortgage loan matured on November 9, 2011 and is a
performing matured balloon loan.

Certificate holders of Classes K and L brought suit against
Galante, Trimont Real Estate Advisors (the special servicer),
Hotspur Resorts Nevada (the borrower), Keycorp Real Estate Capital
Markets (the master servicer) and other parties to block the sale.
A temporary restraining order barring the sale initially granted
by the lower trial court was reinstated by a New York appellate
court. That court has given the plaintiffs and defendants until
January 27, 2012 to file papers. The appellate court will render a
decision thereafter. A ruling in favor of the defendants would
result in an increase in expected loss to the Trust and the
commensurate downgrade of multiple certificate classes.

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

Primary sources of assumption uncertainty are the extent of the
slowdown in growth in the current macroeconomic environment and
the commercial real estate property markets. While commercial real
estate property markets are gaining momentum, a consistent upward
trend will not be evident until the volume of transactions
increases, distressed properties are cleared from the pipeline and
job creation rebounds. The hotel and multifamily sectors are in
recovery and improvements in the office sector continue, with
fundamentals in Gateway cities outperforming their suburban
counterparts. However, office demand is closely tied to
employment, where fundamentals remain weak, so significant
improvement may be delayed. Performance in the retail sector has
been mixed with on-going rent deflation and leasing challenges.
Across all property sectors, the availability of debt capital
continues to improve with monetary policy expected to remain
supportive and interest rate hikes postponed. Moody's central
global macroeconomic scenario reflects an overall downward
revision of forecasts since last quarter, amidst ongoing fiscal
consolidation efforts, household and banking sector deleveraging,
persistently high unemployment levels, and weak housing markets
that will continue to constrain growth.

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

Moody's review incorporated the use of the excel-based Large Loan
Model v 8.2. The large loan model derives credit enhancement
levels based on an aggregation of adjusted loan level proceeds
derived from Moody's loan level LTV ratios. Major adjustments to
determining proceeds include leverage, loan structure, property
type, and sponsorship. These aggregated proceeds are then further
adjusted for any pooling benefits associated with loan level
diversity, other concentrations and correlations.

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

The rating for CSFB 2007-TFL1 was assigned in line with Moody's
existing methodology entitled was "Moody's Approach to Rating CMBS
Large Loan/Single Borrower Transactions", dated July 2000. Moody's
noted that on November 22, 2011, it released a Request for
Comment, in which the rating agency has requested market feedback
on potential changes to its rating methodology for structured
finance interest-only securities. If the revised methodology is
implemented as proposed, the rating on CSFB 2007-TFL1 may be
negatively affected. Please refer to Moody's Request for Comment
titled "Proposal Changing the Global Rating Methodology for
Structured Finance Interest-Only Securities.

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review. Moody's prior review is
summarized in a press release dated December 9, 2011.


CSFB MORTGAGE: Moody's Confirms Cl. III-A-16 Notes Rating at 'B1'
-----------------------------------------------------------------
Moody's Investors Service has upgraded one tranche, downgraded
one tranche and confirmed the ratings on two tranches from CSFB
Mortgage-Backed Pass-Through Certificates, Series 2005-4 and MASTR
Alternative Loan Trust 2005-2. The collateral backing these deals
primarily consists of first-lien, fixed rate Alt-A residential
mortgages.

Complete rating actions are:

Issuer: CSFB Mortgage-Backed Pass-Through Certificates, Series
2005-4

Cl. III-A-16, Confirmed at B1 (sf); previously on Dec 22, 2011 B1
(sf) Placed Under Review for Possible Upgrade

Cl. III-X, Confirmed at B1 (sf); previously on Dec 22, 2011 B1
(sf) Placed Under Review for Possible Upgrade

Issuer: MASTR Alternative Loan Trust 2005-2

Cl. 3-A-1, Downgraded to Caa1 (sf); previously on Apr 15, 2010
Downgraded to B3 (sf)

Cl. 5-A-1, Upgraded to B3 (sf); previously on Dec 22, 2011 Caa1
(sf) Placed Under Review for Possible Upgrade

RATINGS RATIONALE

These actions correct an error in the Structured Finance
Workstation cash flow model used by Moody's in rating these
transactions, specifically in how the model handled cash
distribution from prepayments between senior and subordinate
certificates. When rating these deals, the error in the model led
to some senior certificates not being credited with the
appropriate amount of principal prepayments. It should be noted
that model-generated output is but one factor considered by
Moody's in rating these transactions.

Moody's also assessed deal performance to date, which also
impacted the final rating actions. Therefore the rating downgrade
can be attributed to specific deal performance deterioration.

In transactions involving multiple loan pools the cash flow
modeling was conservative in determining when some performance
triggers would send 100% of prepayments to the senior certificates
in deals.

RMBS structures initially allocate cash collections from voluntary
prepayments only to the senior certificates. Gradually over time,
a portion is then allocated to junior certificates. The amount of
cash that senior certificates receive from prepayments starts off
at 100%. After a certain number of months, that percentage starts
decreasing according to a deal-specific schedule as long as
certain conditions are met. However, the share of prepayments to
the senior certificates can revert back to 100% at any
distribution date if certain performance triggers are breached.

One performance trigger measures whether the current credit
protection, expressed as a percentage, to senior bonds from
subordination is greater than the percentage of original credit
protection. Should the deal perform poorly and absorb losses on
the underlying collateral and available credit protection falls
below the original level, then 100% of prepayment cash reverts
back to the senior certificates.

In cases where a deal has two or more loan pools, the calculation
for this performance trigger can be done in one of three ways:

1. "Aggregate level credit protection" Approach: When the
percentage of credit protection available for all senior
certificates, in aggregate, falls below the original percentage of
credit protection, then the prepayment share to all the senior
certificates groups reverts back to 100%.

2. "Individual group trigger" Approach: When the percentage of
credit protection available for a group of senior certificates
falls below the original percentage of group credit protection,
then the prepayment share to the senior certificates of that
particular group reverts back to 100%. All other senior
certificates' share of prepayment remains unchanged.

3. "Combined" Approach: This is a combination of the above two
approaches. When the percentage of credit protection available for
a senior certificates' group falls below the original percentage
of credit protection, then the prepayment share to all senior
certificates from all groups reverts back to 100%.

All the transactions included in these rating actions follow the
Combined Approach when calculating performance triggers.

This trigger helps protect senior certificates if credit
protection is eroding by reducing principal payments to junior
certificates and diverting them to pay the senior certificates
instead. While all three approaches described benefit senior
certificates, the third approach benefits senior certificates
the most, while the first approach benefits senior certificates
the least. The third approach redirects payments to the senior
certificates sooner than the other two approaches. For example,
consider a deal backed by two distinct pools of mortgages
(pool A and pool B) and over time there is a vast difference
in performance of two underlying pools. Pool A performs much
stronger, with lower losses, while pool B performs much weaker. As
per approach 1, the average loss, when pool A and B are combined,
will be medium and hence current combined credit protection may be
higher than the original credit protection. As a result, payments
will not be diverted to the senior certificates. In contrast,
approach 3 will test pool A and pool B individually instead of
taking the average of the two pools. Since pool B is performing
weaker, current credit protection may be lower than the original
credit protection. As a result, it will divert payments to the
senior certificates backed by both pools A and B. Approach 2 will
only revert payments back to senior certificates backed by pool B,
so it is beneficial for only one group.

The Pooling and Servicing Agreements for the deals impacted by
this rating action require the use of the "combined trigger
approach". As Moody's explained when these bonds were placed on
review, previous rating actions on these deals mistakenly used the
"aggregate level credit protection" approach in their modeling.
Under this approach, prepayment allocation to senior certificates
was changed back to 100% only when all groups failed the test,
with the result that senior certificates received too little
credit for prepayments while junior certificates received too
much. As a result the paydown rate of the senior certificates was
slower than it should have been, while the reverse was true for
the junior certificates. The cash flow models have been corrected
to reflect the application of the appropriate approach required in
the deals. In resolving the review actions Moody's has taken into
account the corrected models as well as the performance of the
impacted transactions.

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

The approach is adjusted slightly when estimating losses on pools
left with a small number of loans. To project losses on pools with
fewer than 100 loans, Moody's first estimates a "baseline" average
rate of new delinquencies for the pool that is dependent on the
vintage of loan origination (10%, 19% and 21% for the 2005, 2006
and 2007 vintage respectively). This baseline rate is higher than
the average rate of new delinquencies for the vintage to account
for the volatile nature of small pools. Even if a few loans in a
small pool become delinquent, there could be a large increase in
the overall pool delinquency level due to the concentration risk.

Once the baseline rate is set, further adjustments are made
based on 1) the number of loans remaining in the pool and 2) the
level of current delinquencies in the pool. The fewer the number
of loans remaining in the pool, the higher the volatility in
performance. Once the loan count in a pool falls below 75, the
rate of delinquency is increased by 1% for every loan less than
75. For example, for a pool with 74 loans with a base rate of
new delinquency of 10.00%, the adjusted rate of new delinquency
would be 10.10%. In addition, if current delinquency levels
in a small pool is low, future delinquencies are expected to
reflect this trend. To account for that, the rate calculated
is multiplied by a factor ranging from 0.2 to 2.0 for current
delinquencies ranging from less than 2.5% to greater than 50%
respectively. Delinquencies for subsequent years and ultimate
expected losses are projected using the approach described in
the "2005 -- 2008 US RMBS Surveillance Methodology" publication.

The primary source of assumption uncertainty is the current
macroeconomic environment, in which unemployment levels remain
high, and weakness persists in the housing market. Moody's now
projects house price index to reach a bottom in early 2012, with
a 3% remaining decline in 2012, and unemployment rate to start
declining, albeit slowly, as the year progresses.

Moody's noted that on November 22, 2011, it released a Request for
Comment, in which the rating agency has requested market feedback
on potential changes to its rating methodology for Interest-Only
Securities. Refer to Moody's request for Comment, titled "Proposal
Changing the Global Rating Methodology for Structured Finance
Interest-Only Securities," for further details regarding the
implications of the proposed methodology change on Moody's rating.
See the Credit Policy page on www.moodys.com for a copy of this
methodology and the Request for Comment.


CSMC 2006-C3: Moody's Lowers Rating of Cl. B Notes to 'Ba2'
-----------------------------------------------------------
Moody's Investors Service downgraded the ratings of eight,
confirmed one class and affirmed eleven classes of Credit
Suisse Commercial Mortgage Trust Commercial Securities Pass-
Through Certificates, Series 2006-C3:

Cl. A-2, Affirmed at Aaa (sf); previously on Jul 6, 2006
Definitive Rating Assigned Aaa (sf)

Cl. A-AB, Affirmed at Aaa (sf); previously on Jul 6, 2006
Definitive Rating Assigned Aaa (sf)

Cl. A-3, Affirmed at Aaa (sf); previously on Jul 6, 2006
Definitive Rating Assigned Aaa (sf)

Cl. A-1-A, Affirmed at Aaa (sf); previously on Jul 6, 2006
Definitive Rating Assigned Aaa (sf)

Cl. A-M, Downgraded to Aa3 (sf); previously on Jan 6, 2012 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. A-J, Downgraded to Baa2 (sf); previously on Jan 6, 2012 A2
(sf) Placed Under Review for Possible Downgrade

Cl. B, Downgraded to Ba2 (sf); previously on Jan 6, 2012 Baa2 (sf)
Placed Under Review for Possible Downgrade

Cl. C, Downgraded to Ba3 (sf); previously on Jan 6, 2012 Baa3 (sf)
Placed Under Review for Possible Downgrade

Cl. D, Downgraded to B2 (sf); previously on Jan 6, 2012 Ba2 (sf)
Placed Under Review for Possible Downgrade

Cl. E, Downgraded to Caa1 (sf); previously on Jan 6, 2012 B1 (sf)
Placed Under Review for Possible Downgrade

Cl. F, Downgraded to Caa2 (sf); previously on Jan 6, 2012 Caa1
(sf) Placed Under Review for Possible Downgrade

Cl. G, Downgraded to Caa3 (sf); previously on Jan 6, 2012 Caa2
(sf) Placed Under Review for Possible Downgrade

Cl. H, Confirmed at Ca (sf); previously on Jan 6, 2012 Ca (sf)
Placed Under Review for Possible Downgrade

Cl. J, Affirmed at C (sf); previously on Feb 9, 2011 Downgraded to
C (sf)

Cl. K, Affirmed at C (sf); previously on Feb 9, 2011 Downgraded to
C (sf)

Cl. L, Affirmed at C (sf); previously on Feb 9, 2011 Downgraded to
C (sf)

Cl. M, Affirmed at C (sf); previously on Feb 9, 2011 Downgraded to
C (sf)

Cl. N, Affirmed at C (sf); previously on Feb 9, 2011 Downgraded to
C (sf)

Cl. O, Affirmed at C (sf); previously on Dec 10, 2009 Downgraded
to C (sf)

Cl. A-X, Affirmed at Aaa (sf); previously on Jul 6, 2006
Definitive Rating Assigned Aaa (sf)

RATINGS RATIONALE

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

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

On January 6, 2012, Moody's placed nine classes on review for
possible downgrade. This action concludes Moody's review.

Moody's rating action reflects a cumulative base expected loss of
8.6% of the current balance. At last full review, Moody's
cumulative base expected loss was 6.6%. Depending on the timing of
loan payoffs and the severity and timing of losses from specially
serviced loans, the credit enhancement level for investment grade
classes could decline below the current levels. If future
performance materially declines, the expected level of credit
enhancement and the priority in the cash flow waterfall may be
insufficient for the current ratings of these classes.

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

Primary sources of assumption uncertainty are the extent of the
slowdown in growth in the current macroeconomic environment and
the commercial real estate property markets. While commercial real
estate property markets are gaining momentum, a consistent upward
trend will not be evident until the volume of transactions
increases, distressed properties are cleared from the pipeline and
job creation rebounds. The hotel and multifamily sectors are in
recovery and improvements in the office sector continue, with
fundamentals in Gateway cities outperforming their suburban
counterparts. However, office demand is closely tied to
employment, where fundamentals remain weak, so significant
improvement may be delayed. Performance in the retail sector has
been mixed with on-going rent deflation and leasing challenges.
Across all property sectors, the availability of debt capital
continues to improve with monetary policy expected to remain
supportive and interest rate hikes postponed. Moody's central
global macroeconomic scenario reflects an overall downward
revision of forecasts since last quarter, amidst ongoing fiscal
consolidation efforts, household and banking sector deleveraging,
persistently high unemployment levels, and weak housing markets
that will continue to constrain growth.

The methodologies used in this rating were "Moody's Approach to
Rating U.S. CMBS Conduit Transactions" published in September
2000, and "Moody's Approach to Rating CMBS Large Loan/Single
Borrower Transactions" published in July 2000.

Moody's noted that on November 22, 2011, it released a Request for
Comment, in which the rating agency has requested market feedback
on potential changes to its rating methodology for Interest-Only
Securities. If the revised methodology is implemented as proposed
the rating on Credit Suisse Commercial Mortgage Trust Commercial
Securities Pass-Through Certificates, Series 2006-C3 Class A-X may
be negatively affected. Please refer to Moody's request for
Comment, titled "Proposal Changing the Global Rating Methodology
for Structured Finance Interest-Only Securities," for further
details regarding the implications of the proposed methodology
change on Moody's rating.

Moody's review incorporated the use of the Excel-based CMBS
Conduit Model v 2.60 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) level are
driven by property type, Moody's actual and stressed DSCR, and
Moody's property quality grade (which reflects the capitalization
rate used by Moody's to estimate Moody's value). Conduit model
results at the B2 (sf) level are driven by a paydown analysis
based on the individual loan level Moody's LTV ratio. Moody's
Herfindahl score (Herf), a measure of loan level diversity, is a
primary determinant of pool level diversity and has a greater
impact on senior certificates. Other concentrations and
correlations may be considered in Moody's analysis. Based on the
model pooled credit enhancement levels at Aa2 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade credit estimates is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
underlying rating of the loan which corresponds to a range of
credit enhancement levels. Actual fusion credit enhancement levels
are selected based on loan level diversity, pool leverage and
other concentrations and correlations within the pool. Negative
pooling, or adding credit enhancement at the underlying rating
level, is incorporated for loans with similar credit estimates in
the same transaction.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 15 compared to 16 at Moody's prior full review.

In cases where the Herf falls below 20, Moody's also employs the
large loan/single borrower methodology. This methodology uses the
excel-based Large Loan Model v 8.2 and then reconciles and weights
the results from the two models in formulating a rating
recommendation. The large loan model derives credit enhancement
levels based on an aggregation of adjusted loan level proceeds
derived from Moody's loan level LTV ratios. Major adjustments to
determining proceeds include leverage, loan structure, property
type, and sponsorship. These aggregated proceeds are then further
adjusted for any pooling benefits associated with loan level
diversity, other concentrations and correlations.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review. Moody's prior full review is
summarized in a press release dated February 9, 2011.

DEAL PERFORMANCE

As of the December 16, 2011 distribution date, the
transaction's aggregate certificate balance has decreased by
86% to $1.82 billion from $1.93 billion at securitization. The
Certificates are collateralized by 146 mortgage loans ranging in
size from less than 1% to 19% of the pool, with the top ten loans
representing 57% of the pool. The pool does not contain any
defeased loans or loans with investment grade credit estimates.

Forty loans, representing 15% of the pool, are on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package. As part of
Moody's ongoing monitoring of a transaction, Moody's reviews the
watchlist to assess which loans have material issues that could
impact performance.

Nine loans have been liquidated from the pool, resulting in a
realized loss of $28.1 million (48% loss severity overall).
Currently 15 loans, representing 9% of the pool, are in special
servicing. The largest specially serviced loan is the 1900 Market
Street loan ($62.8 million -- 3.5% of the pool), which is secured
by an office property located in Philadelphia, Pennsylvania. The
loan transferred into special servicing in October 2010 due to
imminent payment default. The largest tenant, Cozen O'Connoir (45%
of net rentable area (NRA)) extended its lease to December 2015
meanwhile reducing the rental rate from $25.68 to $15.68 per
square foot (PSF). The second largest tenant, the Philadelphia
Stock Exchange (31% of NRA, lease expiration in October 2021),
executed a new lease with space reduction of 11% of NRA and rental
rate increase to $24.51 from $19.92 PSF. The master servicer has
recognized an aggregate $49.5 million appraisal reduction for the
specially serviced loans. Moody's has estimated an aggregate loss
of $71.2 million (44% expected loss on average) for all of the
specially serviced loans.

Moody's has assumed a high default probability for 26 poorly
performing loans representing 11% of the pool and has estimated a
$28.9 million loss (15% expected loss based on a 50% probability
default) from these troubled loans.

Moody's was provided with full year 2010 and partial year 2011
operating results for 98% and 63% of the performing pool,
respectively. Excluding specially serviced and troubled loans,
Moody's weighted average LTV is 106% compared to 111% at last full
review. Moody's net cash flow reflects a weighted average haircut
of 12% to the most recently available net operating income.
Moody's value reflects a weighted average capitalization rate of
9.4%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.40X and 0.99X, respectively, compared to
1.28X and 0.96X at last review. Moody's actual DSCR is based on
Moody's net cash flow (NCF) and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.

The top three performing conduit loans represent 40% of the pool
balance. The largest loan is the 770 Broadway Loan ($353 million -
- 19.4% of the pool), which is secured by a 1.0 million SF office
building located in New York City. The property was 100% leased as
of September 2011, the same as at last review. Major tenants
include the Nielsen Company (29% of the NRA; lease expiration May
2015), AOL LLC (22% of the NRA; lease expiration February 2023),
and J. Crew Group (18% of the NRA; lease expiration October 2012).
The loan sponsor is Vornado and the property's performance has
remained stable. The loan is interest only for the entire term.
Moody's LTV and stressed DSCR are 101% and 0.94X, respectively,
same as at last review.

The second largest loan is the Babcock and Brown FX 2 Loan
($197.9 million -- 10.9% of the pool), which is secured by 17
multifamily properties located in six states. The properties are
located in Texas, Missouri, North Carolina, Georgia, Florida and
Virginia. The portfolio's occupancy as of December 2011 was 90%
compared to 92% at last review. Property performance has declined
since last review, mainly due to increases in expenses leading to
a reduction in NOI. Moody's LTV and stressed DSCR are 133% and
0.77X, respectively, compared 125% and 0.82X at last review.

The third largest loan is the 535 and 545 Fifth Avenue Loan
($177 million -- 9.7% of the pool), which is secured by two
adjacent office/retail buildings totaling 499,000 SF located in
midtown Manhattan, New York. The property was 79% leased as of
November 2011 compared to 89% at last review. However, performance
has increased due to increased rental revenues. The loan is
interest only for the entire term Moody's LTV and stressed DSCR
are 103% and 0.94X respectively, compared to 109% and 0.90X at
last review.


CSMC 2007-C1: Moody's Reviews 'Ba1' Rating of Cl. A-M Notes
-----------------------------------------------------------
Moody's Investors Service placed the ratings of seven CMBS classes
of Credit Suisse Commercial Mortgage Trust Commercial Mortgage
Pass-Through Certificates, Series 2007-C1 on review for possible
downgrade:

Cl. A-3, Aa3 (sf) Placed Under Review for Possible Downgrade;
previously on Jun 23, 2010 Downgraded to Aa3 (sf)

Cl. A-1-A, Aa3 (sf) Placed Under Review for Possible Downgrade;
previously on Jun 23, 2010 Downgraded to Aa3 (sf)

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

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

Cl. A-J, Caa1 (sf) Placed Under Review for Possible Downgrade;
previously on Mar 9, 2011 Downgraded to Caa1 (sf)

Cl. B, Caa3 (sf) Placed Under Review for Possible Downgrade;
previously on Jun 23, 2010 Downgraded to Caa3 (sf)

Cl. C, Ca (sf) Placed Under Review for Possible Downgrade;
previously on Jun 23, 2010 Downgraded to Ca (sf)

RATINGS RATIONALE

The classes were placed on review for possible downgrade due
to increased realized and anticipated losses from specially
serviced and troubled loans and the expectation that interest
shortfalls will increase due to loan modifications. Realized
losses have increased from $49 million at Moody's last full
review to $132 million, while interest shortfalls have increased
from $19 million to $27 million.

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review. Moody's prior full review is
summarized in a press release dated March 9, 2011.

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

DEAL PERFORMANCE

As of the January 18, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 9% to $3.05 billion
from $3.37 billion at securitization. The Certificates are
collateralized by 218 mortgage loans ranging in size from less
than 1% to 7% of the pool, with the top ten loans representing 42%
of the pool. There are no defeased loans or loans with investment
grade credit estimates.

Eighty-four loans, representing 28% of the pool, are on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package. As part of
Moody's ongoing monitoring of a transaction, Moody's reviews the
watchlist to assess which loans have material issues that could
impact performance.

Thirty loans have been liquidated from the pool, resulting in a
realized loss of $97 million (52% loss severity). The pool's total
realized losses are $132 million due to liquidations, loan
modifications with principal forgiveness and other trust expenses.
Currently twenty-three loans, representing 23% of the pool, are in
special servicing.

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


CT CDO III: Fitch Affirms Junk Rating on Five Note Classes
----------------------------------------------------------
Fitch Ratings has affirmed 13 classes issued by CT CDO III
Ltd./Corp.  The rating actions are a result of de-leveraging of
the capital structure.

Since Fitch's last rating action in February 2011, approximately
0.9% of the collateral has been downgraded.  Currently, 33% of the
portfolio has a Fitch derived rating below investment grade and
18.2% has a rating in the 'CCC' category and below, compared to
29.1% and 15.8%, respectively, at the last rating action.
Additionally, the class A-1 and A-2 notes have received a combined
$39.4 million in paydowns for a total of $70.5 million in
principal repayment since issuance.

This transaction was analyzed under the framework described in the
report 'Global Rating Criteria for Structured Finance CDOs'.  The
ratings are not based on the Portfolio Credit Model (PCM) given
the high obligor concentration and seasoning of the portfolio.
Instead, the recovery estimate on the distressed collateral was
modeled in accordance with the principal waterfall.  An asset by
asset analysis was then performed for the remaining assets to
determine the collateral coverage for the remaining liabilities.
The class A-2 through N notes have been affirmed at their current
ratings given that their balances are covered with equal or better
rated collateral.

The Stable Outlook on the class A-2 notes reflects Fitch's
expectation that the notes will continue to delever.  The Negative
Outlook on the class B through H notes reflects the concentration
risk of the underlying portfolio. Fitch does not assign outlooks
to classes rated 'CCC' and below.

CT CDO III is a commercial mortgage backed securities (CMBS)
resecuritization that closed Aug. 4, 2005.  The transaction is
collateralized by 20 CMBS assets from 12 obligors from the 1997-
1999 vintages.

Fitch has taken these actions as indicated:

  -- $137,713,435 class A-2 notes affirmed at 'Asf'; Outlook to
     Stable from Negative;

  -- $29,007,000 class B notes affirmed at 'BBB+sf'; Outlook
     Negative;

  -- $13,650,000 class C notes affirmed at 'BBBsf'; Outlook
     Negative;

  -- $5,118,000 class D notes affirmed at 'BBB-sf'; Outlook
     Negative;

  -- $6,825,000 class E notes affirmed at 'BB+sf'; Outlook
     Negative;

  -- $6,825,000 class F notes affirmed at 'BB+sf'; Outlook
     Negative;

  -- $9,811,000 class G notes affirmed at 'BBsf'; Outlook
     Negative;

  -- $11,517,000 class H notes affirmed at 'Bsf'; Outlook
     Negative;

  -- $6,825,000 class J notes affirmed at 'CCCsf';

  -- $3,839,000 class K notes affirmed at 'CCCsf';

  -- $5,118,000 class L notes affirmed at 'CCsf';

  -- $5,545,000 class M notes affirmed at 'Csf';

  -- $4,265,000 class N notes affirmed at 'Csf'.


CW CAPITAL: Moody's Lowers Rating of Cl. A Notes to 'C'
-------------------------------------------------------
Moody's has downgraded the rating of one and affirmed the ratings
of six classes of Notes issued by CW Capital Cobalt III Synthetic
CDO, Ltd. due to increased deferred interest on the Notes. The
affirmations are due to the key transaction parameters performing
within levels commensurate with the existing ratings levels. The
rating action is the result of Moody's on-going surveillance of
commercial real estate collateralized debt obligation (CRE CDO)
Synthetic transactions.

Cl. A, Downgraded to C (sf); previously on Feb 10, 2010 Downgraded
to Ca (sf)

Cl. B, Affirmed at C (sf); previously on Feb 10, 2010 Downgraded
to C (sf)

Cl. C, Affirmed at C (sf); previously on Nov 12, 2009 Downgraded
to C (sf)

Cl. D, Affirmed at C (sf); previously on Nov 12, 2009 Downgraded
to C (sf)

Cl. E, Affirmed at C (sf); previously on Nov 12, 2009 Downgraded
to C (sf)

Cl. F, Affirmed at C (sf); previously on Nov 12, 2009 Downgraded
to C (sf)

Cl. G, Affirmed at C (sf); previously on Nov 12, 2009 Downgraded
to C (sf)

RATINGS RATIONALE

CW Capital Cobalt III Synthetic CDO, Ltd. is a static hybrid
CRE CDO transaction backed by a portfolio of cash collateral
and credit default swaps on commercial mortgage backed
securities (CMBS) (89.5% of the reference obligation balance)
and CRE CDOs (10.5%). As of the December 19, 2011 Note Valuation
report, the aggregate issued Note balance of the transaction,
including preferred shares, has increased to $166.5 million
from $162.0 million at issuance, due to the accumulated
deferred interest on the Notes.

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

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's has completed updated credit estimates for the non-Moody's
rated collateral. The bottom-dollar WARF is a measure of the
default probability within a collateral pool. Moody's modeled a
bottom-dollar WARF of 9,041 compared to 9,033 at last review. The
distribution of current ratings and credit estimates is as
follows: Ba1-Ba3 (2.2% compared to 2.1% at last review), B1-B3
(2.2% compared to 0.0% at last review), and Caa1-C (95.6% compared
to 97.9% at last review). WAL acts to adjust the probability of
default of the collateral in the pool for time. Moody's modeled to
a WAL of 5.3 years compared to 5.6 years at last review.

WARR is the par-weighted average of the mean recovery values for
the collateral assets in the pool. Moody's modeled a variable WARR
with a mean of 0.3% compared to 0.2% at last review.

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

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

Changes in any one or combination of the key parameters may have
rating implications on certain classes of rated notes. However, in
many instances, a change in key parameter assumptions in certain
stress scenarios may be offset by a change in one or more of the
other key parameters. In general, the rated Notes are particularly
sensitive to rating changes within the reference obligation pool.
However, in light of the performance indicators noted above,
Moody's believes that it is unlikely that the ratings announced
are sensitive to further change.

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

Primary sources of assumption uncertainty are the extent of the
slowdown in growth in the current macroeconomic environment and
the commercial real estate property markets. While commercial real
estate property markets are gaining momentum, a consistent upward
trend will not be evident until the volume of transactions
increases, distressed properties are cleared from the pipeline and
job creation rebounds. The hotel and multifamily sectors are in
recovery and improvements in the office sector continue, with
fundamentals in Gateway cities outperforming their suburban
counterparts. However, office demand is closely tied to
employment, where fundamentals remain weak, so significant
improvement may be delayed. Performance in the retail sector has
been mixed with on-going rent deflation and leasing challenges.
Across all property sectors, the availability of debt capital
continues to improve with monetary policy expected to remain
supportive and interest rate hikes postponed. Moody's central
global macroeconomic scenario reflects an overall downward
revision of forecasts since last quarter, amidst ongoing fiscal
consolidation efforts, household and banking sector deleveraging,
persistently high unemployment levels, and weak housing markets
that will continue to constrain growth.

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


DENALI CLO VII: S&P Raises Rating on Class B-2L Notes to 'BB+'
--------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the
class A-1L, A-1LR, B-1L, and B-2L notes from Denali Capital CLO
VII Ltd., a collateralized loan obligation (CLO) transaction
managed by Denali Capital LLC. "At the same time, we affirmed
our ratings on the class A-2L and A-3L notes," S&P said.

"The upgrades reflect improved performance we have observed in
the deal's underlying asset portfolio since our December 2009
rating actions, when we lowered our ratings on all of the notes.
As of the Dec. 7, 2011 trustee report, the transaction held
$10.9 million in defaulted assets. This was down from the
$17.3 million in defaulted assets noted in the October 2009
trustee report, which we referenced for our December 2009
rating actions. Also, as of December 2011, the transaction
held $53.8 million in assets from underlying obligors with
ratings in the 'CCC' range, compared with $110.7 million in
October 2009. The transaction has maintained overcollateralization
(O/C) ratios at approximately the same levels since October
2009, while the collateral principal balance has increased to
$788 million from $759 million over this time," S&P said.

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

The transaction is still in its reinvestment period and all of the
rated classes have their original principal balances outstanding,
with the exception of the A-1LR class, which are variable-funding
notes.

"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

Denali Capital CLO VII Ltd.
                              Rating
Class                   To           From
A-1L                    AA+ (sf)     AA (sf)
A-1LR                   AA+ (sf)     AA (sf)
B-1L                    BBB (sf)     BB+ (sf)
B-2L                    BB+ (sf)     BB (sf)

Ratings Affirmed

Denali Capital CLO VII Ltd.
Class                   Rating
A-2L                    A+ (sf)
A-3L                    BBB+ (sf)


DILLON READ: Moody's Lowers Rating of Cl. A-S1VF Notes to 'C'
-------------------------------------------------------------
Moody's has downgraded the rating of one and affirmed the ratings
of eight classes of Notes issued by Dillon Read CMBS CDO 2006-1,
Ltd. due to increased interest shortfalls on the rated Notes. The
affirmations are due to the key transaction parameters performing
within levels commensurate with the existing ratings levels. The
rating action is the result of Moody's on-going surveillance of
commercial real estate collateralized debt obligation (CRE CDO
Synthetic) transactions.

Moody's rating actions:

Cl. A-S1VF, Downgraded to C (sf); previously on Feb 16, 2011
Downgraded to Ca (sf)

Cl. A1, Affirmed at C (sf); previously on Feb 16, 2011 Downgraded
to C (sf)

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

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

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

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

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

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

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

RATINGS RATIONALE

Dillon Read CMBS CDO 2006-1, Ltd. is a hybrid CRE CDO transaction
backed by a portfolio of cash collateral (26.3% of the pool) and
credit linked notes (73.7% of the pool) referencing commercial
mortgage backed securities (CMBS) and CRE CDO debt. The Notes are
collateralized by (CMBS) (84.5% of the pool balance) in the form
of both cash collateral and reference obligations, Real Estate
Investment Trust (REIT) debt (9.5%) in the form of cash collateral
and CRE CDO debt (5.0%) in the form of both cash collateral and
reference obligations. As of the December 29, 2011 Trustee report,
the aggregate Notes balance of the transaction, including the
Subordinate Notes, has decreased to $979.1 million from $1.0
billion at issuance, with the pay-down directed to the Class A-
S1VF Notes.

There are 62 assets/reference obligations with a par balance of
$553.8 million (62.2% of the current pool balance) that are
considered as Defaulted Securities or Deferred Interest PIK Bonds
as of the December 29, 2011 Trustee report. Moody's expects
significant losses from those Defaulted Securities to occur once
they are realized.

Dillon Read CMBS CDO 2006-1, Ltd. previously entered into an Event
of Default (EOD) in September 2010. The EOD was the result of the
breach of a ratio test set forth in the transaction documents.

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

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's has completed updated credit estimates for the non-Moody's
rated collateral. The bottom-dollar WARF is a measure of the
default probability within a collateral pool. Moody's modeled a
bottom-dollar WARF of 7,817 compared to 7,888 at last review. The
distribution of current ratings and credit estimates is as
follows: A1-A3 (2.8% compared to 2.6% at last review), Baa1-Baa3
(6.7% compared to 6.3% at last review), Ba1-Ba3 (3.9% compared to
3.7% at last review), B1-B3 (2.2% compared to 3.7% at last
review), and Caa1-C (84.3% compared to 81.6% at last review).

WAL acts to adjust the probability of default of the collateral in
the pool for time. Moody's modeled to a WAL of 4.2 years compared
to 5.2 years at last review.

WARR is the par-weighted average of the mean recovery values for
the collateral assets in the pool. Moody's modeled a variable WARR
with a mean of 4.8% compared to 4.1% at last review.

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

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

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

Changes in any one or combination of the key parameters may have
rating implications on certain classes of rated notes. However, in
many instances, a change in key parameter assumptions in certain
stress scenarios may be offset by a change in one or more of the
other key parameters. In general, the rated Notes are particularly
sensitive to rating changes within the reference obligation pool.
However, in light of the performance indicators noted above,
Moody's believes that it is unlikely that the ratings announced
are sensitive to further change.

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

Primary sources of assumption uncertainty are the extent of the
slowdown in growth in the current macroeconomic environment and
the commercial real estate property markets. While commercial real
estate property markets are gaining momentum, a consistent upward
trend will not be evident until the volume of transactions
increases, distressed properties are cleared from the pipeline and
job creation rebounds. The hotel and multifamily sectors are in
recovery and improvements in the office sector continue, with
fundamentals in Gateway cities outperforming their suburban
counterparts. However, office demand is closely tied to
employment, where fundamentals remain weak, so significant
improvement may be delayed. Performance in the retail sector has
been mixed with on-going rent deflation and leasing challenges.
Across all property sectors, the availability of debt capital
continues to improve with monetary policy expected to remain
supportive and interest rate hikes postponed. Moody's central
global macroeconomic scenario reflects an overall downward
revision of forecasts since last quarter, amidst ongoing fiscal
consolidation efforts, household and banking sector deleveraging,
persistently high unemployment levels, and weak housing markets
that will continue to constrain growth.

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


DLJCM 1999-CG3: Moody's Raises Rating of Cl. B-4 Notes to 'Caa2'
----------------------------------------------------------------
Moody's Investors Service upgraded the rating of one class and
affirmed one class of DLJ Commercial Mortgage Corp., Commercial
Mortgage Pass-Through Certificates, Series 1999-CG3:

Cl. B-4, Upgraded to Caa2 (sf); previously on Dec 10, 2009
Downgraded to Ca (sf)

Cl. S, Affirmed at Aaa (sf); previously on Oct 12, 1999 Definitive
Rating Assigned Aaa (sf)

RATINGS RATIONALE

The upgrade is due to overall improved pool financial performance
and increased credit support due to loan payoffs and amortization.

The affirmed class is an Interest Only certificate. On
November 22, 2011, Moody's released a Request for Comment, in
which the rating agency has requested market feedback on potential
changes to its rating methodology for Interest-Only Securities. If
the revised methodology is implemented as proposed the rating on
DLJ Commercial Mortgage Corp., Commercial Mortgage Pass-Through
Certificates, Series 1999-CG3 Class S may be negatively affected.
Please refer to Moody's request for Comment, titled "Proposal
Changing the Global Rating Methodology for Structured Finance
Interest-Only Securities," for further details regarding the
implications of the proposed methodology change on Moody's rating.

Moody's rating action reflects a cumulative base expected loss of
30% of the current balance. At last review, Moody's cumulative
base expected loss was 34.4%. Depending on the timing of loan
payoffs and the severity and timing of losses from specially
serviced loans, the credit enhancement level for the remaining
principal class could decline below the current levels. If future
performance materially declines, the expected level of credit
enhancement and the priority in the cash flow waterfall may be
insufficient for the current ratings of this class.

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

Primary sources of assumption uncertainty are the extent of the
slowdown in growth in the current macroeconomic environment and
the commercial real estate property markets. While commercial real
estate property markets are gaining momentum, a consistent upward
trend will not be evident until the volume of transactions
increases, distressed properties are cleared from the pipeline and
job creation rebounds. The hotel and multifamily sectors are in
recovery and improvements in the office sector continue, with
fundamentals in Gateway cities outperforming their suburban
counterparts. However, office demand is closely tied to
employment, where fundamentals remain weak, so significant
improvement may be delayed. Performance in the retail sector has
been mixed with on-going rent deflation and leasing challenges.
Across all property sectors, the availability of debt capital
continues to improve with monetary policy expected to remain
supportive and interest rate hikes postponed. Moody's central
global macroeconomic scenario reflects an overall downward
revision of forecasts since last quarter, amidst ongoing fiscal
consolidation efforts, household and banking sector deleveraging,
persistently high unemployment levels, and weak housing markets
that will continue to constrain growth.

The methodologies used in this rating were "Moody's Approach to
Rating U.S. CMBS Conduit Transactions" published in September
2000, and "Moody's Approach to Rating CMBS Large Loan/Single
Borrower Transactions" published in July 2000.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.60 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) level are
driven by property type, Moody's actual and stressed DSCR, and
Moody's property quality grade (which reflects the capitalization
rate used by Moody's to estimate Moody's value). Conduit model
results at the B2 (sf) level are driven by a paydown analysis
based on the individual loan level Moody's LTV ratio. Moody's
Herfindahl score (Herf), a measure of loan level diversity, is a
primary determinant of pool level diversity and has a greater
impact on senior certificates. Other concentrations and
correlations may be considered in Moody's analysis. Based on the
model pooled credit enhancement levels at Aa2 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade credit estimates is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
credit estimate of the loan which corresponds to a range of credit
enhancement levels. Actual fusion credit enhancement levels are
selected based on loan level diversity, pool leverage and other
concentrations and correlations within the pool. Negative pooling,
or adding credit enhancement at the credit estimate level, is
incorporated for loans with similar credit estimates in the same
transaction.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 7 compared to 9 at Moody's prior review.

In cases where the Herf falls below 20, Moody's also employs the
large loan/single borrower methodology. This methodology uses the
excel-based Large Loan Model v 8.2 and then reconciles and weights
the results from the two models in formulating a rating
recommendation. The large loan model derives credit enhancement
levels based on an aggregation of adjusted loan level proceeds
derived from Moody's loan level LTV ratios. Major adjustments to
determining proceeds include leverage, loan structure, property
type, and sponsorship. These aggregated proceeds are then further
adjusted for any pooling benefits associated with loan level
diversity, other concentrations and correlations.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review. Moody's prior full review is
summarized in a press release dated March 9, 2011.

DEAL PERFORMANCE

As of the January 10, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 95% to $41.4
million from $899.3 million at securitization. The Certificates
are collateralized by 12 mortgage loans ranging in size from less
than 1% to 17% of the pool, with the top ten non-defeased loans
representing 88% of the pool. Two loans, representing 12% of the
pool, have defeased and are secured by U.S. Government securities.

One loan, representing 3% of the pool, is on the master servicer's
watchlist. The watchlist includes loans which meet certain
portfolio review guidelines established as part of the CRE Finance
Council (CREFC) monthly reporting package. As part of Moody's
ongoing monitoring of a transaction, Moody's reviews the watchlist
to assess which loans have material issues that could impact
performance.

Thirty-four loans have been liquidated from the pool, resulting in
a realized loss of $39.5 million (27% loss severity overall).
Currently six loans, representing 62% of the pool, are in special
servicing. The largest specially serviced loan is the Holiday Inn
-- Oklahoma City Loan ($7 million -- 17% of the pool), which is
secured by a 246 room full service hotel located three miles from
the Oklahoma City airport. The loan was transferred to special
servicing in September 2011 due to imminent maturity default, with
a loan maturity on October 2011.

The remaining five specially serviced properties are secured by a
mix of property types. Moody's estimates an aggregate $12 million
loss for all the specially serviced loans (48% expected loss on
average).

Moody's was provided with full year 2010 operating results for
100% of the pool. Excluding specially serviced loans, Moody's
weighted average LTV is 75% compared to 72% at Moody's prior
review. Moody's net cash flow reflects a weighted average haircut
of 13% to the most recently available net operating income.
Moody's value reflects a weighted average capitalization rate of
9.0%.

Excluding special serviced loans, Moody's actual and stressed
DSCRs are 0.98X and 1.47X, respectively, compared to 1.06X and
1.46X at last review. Moody's actual DSCR is based on Moody's net
cash flow (NCF) and the loan's actual debt service. Moody's
stressed DSCR is based on Moody's NCF and a 9.25% stressed rate
applied to the loan balance.

The top three performing conduit loans represent 24% of the
pool balance. The largest loan is The Regency Apartments Loan
($7 million -- 17% of the pool), which is secured by a 186-unit
multifamily property located in Fayetteville, North Carolina, just
east of Fort Bragg. As of June 2011 the property was 82% leased
compared to 96% at last review. The borrower indicated that the
reason for the drop in occupancy is due to high turnover since the
property is located in a military town. Another factor for the
decline in NOI is the 43% increase in repairs and maintenance
since last review. Moody's LTV and stressed DSCR are 84% and
1.17X, respectively, compared 73% and 1.33X at last review.

The second largest loan is the Kaiser Permanente Office Building
Loan ($1.6 million -- 3.9% of the pool), which is secured by a
31,300 SF office property located in Anaheim, California. The
property is 100% leased to a medical insurance company and is
utilized as a call center. The tenant's lease expires in June
2014, which is coterminus with the loan maturity. The loan has
amoritized by 23% since Moody's last review. Moody's LTV and
stressed DSCR are 36% and 3.02X respectively, compared to 46% and
2.36X at last review.

The third largest loan is the Manor Court Apartments Loan
($1.3 million -- 3% of the pool), which is secured by a 74 unit
apartment complex located in North Miami, Florida. The property
was 96% leased as of June 2011 compared with 93% at last review.
Performance has improved due to substantial decreases in costs,
specifically repairs and maintenance since 2009. Moody's LTV and
stressed DSCR are 44% and 2.22X respectively, compared to 105% and
0.93X at last review.


EMBARCADERO RE: S&P Gives 'BB-' Rating on Series 2012-1 Notes
-------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB-(sf)'
preliminary rating to the Series 2012-I notes to be issued by
Embarcadero Re Ltd. The notes cover losses from U.S. earthquakes
on an annual aggregate basis during a three-year risk period
in the state of California.

"Our views of the transaction's credit risk reflect the
counterparty credit ratings on all of the parties involved that
can affect the timely payment of interest and the ultimate payment
of principal on the notes," said Standard & Poor's credit analyst
Gary Martucci. "Our preliminary rating on the notes takes into
account the implied rating on the catastrophe risk ('BB-') and the
rating on the assets in the collateral account ('AAAm'). The
preliminary rating reflects the lower of these two ratings, which
is currently the implied rating on the catastrophe risk."

"This is the second Embarcadero Re issue we have rated. Series
2011-1 Class A notes were issued in August 2011," S&P said.

Ratings List
Embarcadero Re Ltd.
Preliminary Ratings
  Series 2012-I Notes                      BB-(sf)


G-FORCE 2005: Fitch Junks Rating on Three Note Classes
------------------------------------------------------
Fitch Ratings has downgraded three and affirmed 13 classes
issued by G-Force 2005-RR2 LLC (G-Force 2005-RR2) as a result of
continued negative credit migration of the underlying collateral.

Since Fitch's last rating action in February 2011, approximately
46.5% of the collateral has been downgraded and 12.8% has been
upgraded.  Currently, 85.8% of the portfolio has a Fitch derived
rating below investment grade and 60.6% has a rating in the 'CCC'
category and below, compared to 87.7% and 51.7%, respectively, at
the last rating action.  Additionally, the class A-2 notes have
received $11.3 million in paydowns for a total of $61.3 million in
principal repayment since issuance.

This transaction was analyzed under the framework described in the
report 'Global Rating Criteria for Structured Finance CDOs' using
the Portfolio Credit Model (PCM) for projecting future default
levels for the underlying portfolio.  The Rating Loss Rates (RLR)
were then compared to the credit enhancement of the classes.  For
the senior-most classes, Fitch conducted a deterministic scenario
where the recovery estimate on the distressed collateral were
modeled in accordance with the principal waterfall.  Based on this
analysis, the credit enhancement for the class A-2 and A-3 notes
are consistent with the ratings indicated below.

For the class A-4 through E notes, Fitch analyzed each class'
sensitivity to the default of the distressed assets ('CCC' and
below).  Given the high probability of default of the underlying
assets and the expected limited recovery prospects upon default,
the class A-4 notes have been downgraded and the class B through E
notes affirmed at 'Csf', indicating that default is inevitable.
The class F through N notes have all realized principal losses and
have been affirmed at 'Dsf'.

The Negative Outlook on the class A-2 notes reflects the
concentration risk of the underlying portfolio.  Fitch does not
assign outlooks to classes rated 'CCC' and below.

G-Force 2005-RR2 is a commercial mortgage backed security (CMBS)
resecuritization issued in August 2005. The transaction is
currently collateralized by 91 CMBS assets from 24 obligors from
the 1998-2002 vintages.  The collateral is primarily composed of
CMBS B-Piece resecuritizations which are commercial real estate
collateralized debt obligations (CRE CDOs) and ReRemic
transactions that include the most junior bonds of CMBS
transactions.

Fitch has taken these actions:

  -- $88,738,187 class A-2 affirmed at 'AAsf'; Outlook Negative;
  -- $250,000,000 class A-3FL downgraded to 'CCCsf' from 'Bsf';
  -- $50,000,000 class A-4A downgraded to 'Csf' from 'CCsf';
  -- $58,446,000 class A-4B downgraded to 'Csf' from 'CCsf';
  -- $64,860,000 class B affirmed at 'Csf';
  -- $47,397,000 class C affirmed at 'Csf';
  -- $17,462,000 class D affirmed at 'Csf';
  -- $21,204,000 class E affirmed at 'Csf';
  -- $1,873,999 class F affirmed at 'Dsf';
  -- $0 class G affirmed at 'Dsf';
  -- $0 class H affirmed at 'Dsf';
  -- $0 class J affirmed at 'Dsf';
  -- $0 class K affirmed at 'Dsf';
  -- $0 class L affirmed at 'Dsf';
  -- $0 class M affirmed at 'Dsf';
  -- $0 class N affirmed at 'Dsf'.


GE COMMERCIAL 2004-C3: S&P Lowers Class N Certificate to 'D'
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating to 'D (sf)'
from 'CCC- (sf)' on the class N commercial mortgage pass-through
certificate from GE Commercial Mortgage Corp.'s series 2004-C3, a
U.S. commercial mortgage-backed securities (CMBS) transaction.

"We downgraded class N to 'D (sf)' following principal
losses to the class totaling $7.3 million, as detailed
in the Jan. 10, 2012 trustee remittance report. The
liquidation of three assets prompted the losses. The
assets had an aggregate beginning scheduled principal
balance of $19.4 million and were liquidated in January
at a weighted average loss severity of 37.4%. Consequently,
class N incurred a 30.6% loss of its $5.2 million original
balance. According to the January 2011 trustee remittance
report, class O, which we previously downgraded to 'D (sf)'
and class P (not rated), also experienced principal losses
that reduced their outstanding principal balances to zero,"
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


GECMC 2005-C4: Moody's Lowers Rating of Cl. B Notes to 'Ba1'
------------------------------------------------------------
Moody's Investors Service downgraded the ratings of five classes
and affirmed 17 classes of GE Commercial Mortgage Corporation,
Commercial Mortgage Pass-Through Certificates, Series 2005-C4:

Cl. A-2, Affirmed at Aaa (sf); previously on Dec 16, 2005
Definitive Rating Assigned Aaa (sf)

Cl. A-3A, Affirmed at Aaa (sf); previously on Dec 16, 2005
Definitive Rating Assigned Aaa (sf)

Cl. A-3B, Affirmed at Aaa (sf); previously on Dec 16, 2005
Assigned Aaa (sf)

Cl. A-SB, Affirmed at Aaa (sf); previously on Dec 16, 2005
Definitive Rating Assigned Aaa (sf)

Cl. A-4, Affirmed at Aaa (sf); previously on Dec 16, 2005
Definitive Rating Assigned Aaa (sf)

Cl. A-1A, Affirmed at Aaa (sf); previously on Dec 16, 2005
Definitive Rating Assigned Aaa (sf)

Cl. A-M, Affirmed at Aa1 (sf); previously on Feb 9, 2011 Confirmed
at Aa1 (sf)

Cl. A-J, Downgraded to Baa2 (sf); previously on Feb 9, 2011
Downgraded to Baa1 (sf)

Cl. B, Downgraded to Ba1 (sf); previously on Feb 9, 2011
Downgraded to Baa2 (sf)

Cl. C, Downgraded to Ba3 (sf); previously on Feb 9, 2011
Downgraded to Ba1 (sf)

Cl. D, Downgraded to B2 (sf); previously on Feb 9, 2011 Downgraded
to Ba3 (sf)

Cl. E, Downgraded to Caa2 (sf); previously on Feb 9, 2011
Downgraded to Caa1 (sf)

Cl. F, Affirmed at Ca (sf); previously on Feb 9, 2011 Downgraded
to Ca (sf)

Cl. G, Affirmed at Ca (sf); previously on Feb 9, 2011 Downgraded
to Ca (sf)

Cl. H, Affirmed at C (sf); previously on Feb 9, 2011 Downgraded to
C (sf)

Cl. J, Affirmed at C (sf); previously on Mar 18, 2010 Downgraded
to C (sf)

Cl. K, Affirmed at C (sf); previously on Mar 18, 2010 Downgraded
to C (sf)

Cl. L, Affirmed at C (sf); previously on Mar 18, 2010 Downgraded
to C (sf)

Cl. M, Affirmed at C (sf); previously on Mar 18, 2010 Downgraded
to C (sf)

Cl. N, Affirmed at C (sf); previously on Mar 18, 2010 Downgraded
to C (sf)

Cl. O, Affirmed at C (sf); previously on Mar 18, 2010 Downgraded
to C (sf)

Cl. X-W, Affirmed at Aaa (sf); previously on Dec 16, 2005
Definitive Rating Assigned Aaa (sf)

RATINGS RATIONALE

The downgrades are due primarily to higher than anticipated
realized losses from troubled and specially-serviced loans.

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

Moody's rating action reflects a cumulative base expected loss of
approximately 10% of the current deal balance. At last review,
Moody's cumulative base expected loss was approximately 10%.
Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels. If future performance materially declines, the
expected level of credit enhancement and the priority in the cash
flow waterfall may be insufficient for the current ratings of
these classes.

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

Primary sources of assumption uncertainty are the extent of the
slowdown in growth in the current macroeconomic environment and
the commercial real estate property markets. While commercial real
estate property markets are gaining momentum, a consistent upward
trend will not be evident until the volume of transactions
increases, distressed properties are cleared from the pipeline and
job creation rebounds. The hotel and multifamily sectors are in
recovery and improvements in the office sector continue, with
fundamentals in Gateway cities outperforming their suburban
counterparts. However, office demand is closely tied to
employment, where fundamentals remain weak, so significant
improvement may be delayed. Performance in the retail sector has
been mixed with on-going rent deflation and leasing challenges.
Across all property sectors, the availability of debt capital
continues to improve with monetary policy expected to remain
supportive and interest rate hikes postponed. Moody's central
global macroeconomic scenario reflects an overall downward
revision of forecasts since last quarter, amidst ongoing fiscal
consolidation efforts, household and banking sector deleveraging,
persistently high unemployment levels, and weak housing markets
that will continue to constrain growth.

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

Moody's noted that on November 22, 2011, it released a Request for
Comment, in which the rating agency has requested market feedback
on potential changes to its rating methodology for Interest-Only
Securities. If the revised methodology is implemented as proposed
the rating on the interest-only classes of GECMC 2005-C4 Class X-W
may be negatively affected. Please refer to Moody's request for
Comment, titled "Proposal Changing the Global Rating Methodology
for Structured Finance Interest-Only Securities," for further
details regarding the implications of the proposed methodology
change on Moody's rating.

Moody's review incorporated the use of the Excel-based CMBS
Conduit Model v 2.60 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) level are
driven by property type, Moody's actual and stressed DSCR, and
Moody's property quality grade (which reflects the capitalization
rate used by Moody's to estimate Moody's value). Conduit model
results at the B2 (sf) level are driven by a pay down analysis
based on the individual loan level Moody's LTV ratio. Moody's
Herfindahl score (Herf), a measure of loan level diversity, is a
primary determinant of pool level diversity and has a greater
impact on senior certificates. Other concentrations and
correlations may be considered in Moody's analysis. Based on the
model pooled credit enhancement levels at Aa2 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade underlying ratings is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
credit estimate of the loan which corresponds to a range of credit
enhancement levels. Actual fusion credit enhancement levels are
selected based on loan level diversity, pool leverage and other
concentrations and correlations within the pool. Negative pooling,
or adding credit enhancement at the underlying rating level, is
incorporated for loans with similar credit estimates in the same
transaction.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 54, compared to a Herf of 56 at Moody's prior
review.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review. Moody's prior full review is
summarized in a press release dated May 26, 2010.

DEAL PERFORMANCE

As of the January 10, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 5% to $2.02 billion
from $2.13 billion at securitization. The Certificates are
collateralized by 153 mortgage loans ranging in size from less
than 1% to 6% of the pool, with the top ten loans representing 36%
of the pool. The pool includes one loan with an investment-grade
credit estimate, representing less than 1% of the pool. Three
loans, representing approximately 1% of the pool, are defeased and
are collateralized by U.S. Government securities.

Twenty-six loans, representing 20% of the pool, are on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package. As part of
Moody's ongoing monitoring of a transaction, Moody's reviews the
watchlist to assess which loans have material issues that could
impact performance.

Three loans have liquidated from the pool, resulting in an
aggregate realized loss of $28.4 million (25% loss severity
overall). At last review the pool had experienced an aggregate
realized loss of $5.6 million. Currently there are 17 loans,
representing 20% of the pool, in special servicing.

The largest specially-serviced loan is the Grand Traverse Mall
Loan (4.0% of the pool), which is secured by a 600,000 square foot
regional mall located in Traverse City, Michigan. Of that total,
310,000 square feet are included in the collateral for the loan.
Anchors Target, JC Penney, and Macy's own their own space at the
property. The loan was part of the General Growth Properties, Inc.
mall portfolio. A completed loan modification and transfer of
ownership is expected to be imminent, which may result in a loss
to the loan.

The second-largest specially-serviced loan is the DDR/Macquarie
Mervyn's Portfolio Loan (4% of the pool), which represents a pari-
passu interest in a $153 million first mortgage loan. At
securitization, the loan was secured by 35 single-tenant buildings
leased to Mervyn's. Mervyn's filed for Chapter 11 bankruptcy
protection in July 2008 and subsequently closed all of its stores.
The loan was transferred to special servicing in October 2008 due
to imminent default. Since being transferred, the borrower has
focused on selling or re-leasing the properties. To date, the
borrower has sold 11 of 35 properties, resulting in a $73 million
prepayment to the pari-passu loans. The lender expects to
foreclose on the remaining properties. The loan sponsors are DDR
Corp. and Macquarie DDR Trust, a publicly traded real estate
investment trust.

The third-largest specially-serviced loan is the Becker Portfolio
Loan (3% of the pool), which is secured by nine neighborhood
retail centers in Pennsylvania (5), New Jersey (2), Indiana (1),
and West Virginia (1). There is a subordinate B-Note loan attached
to the property. The B-Note is outside of the trust. The Becker
Portfolio loan transferred to special servicing in April 2011 at
the borrower's request. A loan modification is pending which will
primarily affect the B-Note. The A-Note is expected to be brought
current in connection with any completed loan modification.

The remaining 24 specially-serviced loans are secured by a mix of
property types. Moody's has estimated an aggregate $114 million
loss -- with an average loss severity of 36% -- for all of the
specially-serviced loans.

Moody's has assumed a high default probability for 13 additional
poorly-performing loans representing 15% of the pool. Moody's
analysis attributes to these troubled loans an aggregate
$49 million loss (17% expected loss severity based on a 50%
probability default).

Moody's was provided with full year 2010 operating results for 98%
of the pool.

The loan with a credit estimate is the Selden Plaza Shopping
Center Loan (1% of the pool), which is secured by a 222,000 square
foot neighborhood retail center located in Selden (Suffolk
County), New York. The center is anchored by Waldbaum's
supermarket and T.J. Maxx. The property was 100% leased as of
December 2010, consistent with occupancy at Moody's last review,
and compared to 92% at securitization. Moody's current credit
estimate and stressed DSCR are Baa3 and 1.49X, respectively -- the
same as at last review.

The top three loans not in special servicing represent 15% of
the pool. The largest loan not in special servicing is 123 North
Wacker Drive (6% of the pool), which is secured by a 541,000
square-foot Class A office building located in the West Loop
submarket of downtown Chicago, Illinois. The loan transitioned
from an interest-only loan to an amortizing loan based on a 360-
month schedule in September 2010 and was subsequently transferred
to special servicing due to imminent payment default. At the time
of the transition, the property did not have sufficient cash flow
to pay debt service based on the new amortizing debt structure.
The borrower and special servicer agreed on a second loan
modification in the 4th Quarter of 2011 whereby the interest-only
period was extended. Property level financials have improved since
last review. While the loan is current, it remains on the master
servicer watchlist as part of a 90-day monitoring period following
the most recent loan modification. Moody's current LTV and
stressed DSCR are 111% (A-Note) and 0.87X, respectively, compared
to 132% (A-Note) and 0.74X at last review.

The second-largest loan the Design Center of the Americas Loan (4%
of the pool). This is a 50% pari-passu interest in a $177 million
first mortgage loan secured by a 775,000 square foot design center
and showroom complex located in Dania Beach, Florida. The property
has suffered a notable drop in occupancy from prior reviews,
falling from 82% in January 2010 to 63% in Q4 2011. While new
space has been leased at the property in Q4 2011, Moody's
considers this a troubled loan. Moody's is concerned about the
sharp increase in vacancy, accompanied by an apparent shift in the
sponsor's leasing strategy away from a focus on design-oriented
tenants (recent leases include Avis/Budget Car Rental, LLC). As of
this review the loan remains current. Moody's current LTV and
stressed DSCR are 144% and 0.69X, respectively, compared to 138%
and 0.72X at last review.

The third-largest loan is the Fireman's Fund Loan (4% of the
pool), which represents a pari-passu interest in a $171 million
first mortgage loan. The loan is secured by a 710,000 square foot
office complex located in Novato, California. The property is
100% leased to Fireman's Fund Insurance Co. (Moody's Insurance
Financial Strength Rating A2, stable outlook) through November
2018. The lease and loan term are coterminous. Performance has
been stable and the loan has benefited from amortization. Moody's
current LTV and stressed DSCR are 101.7% and, 1.01X respectively,
compared to 100% and and 1.03X at last review.


GOLDMAN SACHS: Moody's Confirms Rating of Cl. 2A-1 Notes at 'B3'
----------------------------------------------------------------
Moody's Investors Service has upgraded 12 tranches, downgraded
6 tranches and confirmed the ratings on 7 tranches from 5 RMBS
transactions issued mainly by Goldman Sachs, JP Morgan and Merrill
Lynch. The collateral backing these deals primarily consists of
first-lien, fixed and adjustable-rate Jumbo residential mortgages.
The actions impact approximately $485 million of RMBS issued from
2005 to 2006.

Complete rating actions are:

Issuer: GSR Mortgage Loan Trust 2005-6F

Cl. 2A-1, Confirmed at B3 (sf); previously on Dec 22, 2011 B3 (sf)
Placed Under Review for Possible Upgrade

Cl. 3A-1, Downgraded to B3 (sf); previously on Apr 27, 2010
Downgraded to B2 (sf)

Cl. 3A-2, Downgraded to B2 (sf); previously on Apr 27, 2010
Downgraded to Ba1 (sf)

Cl. 3A-3, Downgraded to B3 (sf); previously on Apr 27, 2010
Downgraded to B2 (sf)

Cl. 3A-4, Downgraded to B2 (sf); previously on Apr 27, 2010
Downgraded to Ba1 (sf)

Issuer: GSR Mortgage Loan Trust 2005-7F

Cl. 1A-2, Confirmed at B1 (sf); previously on Dec 22, 2011 B1 (sf)
Placed Under Review for Possible Downgrade

Cl. 2A-7, Upgraded to B3 (sf); previously on Apr 27, 2010
Downgraded to Caa1 (sf)

Cl. 3A-7, Upgraded to Aaa (sf); previously on Apr 27, 2010
Downgraded to Baa2 (sf)

Cl. 3A-8, Upgraded to Aaa (sf); previously on Apr 27, 2010
Downgraded to Baa2 (sf)

Cl. 3A-11, Upgraded to B3 (sf); previously on Apr 27, 2010
Downgraded to Caa1 (sf)

Cl. 3A-12, Upgraded to B3 (sf); previously on Apr 27, 2010
Downgraded to Caa1 (sf)

Issuer: J.P. Morgan Mortgage Trust 2005-A1

Cl. 3-A-3, Upgraded to A2 (sf); previously on Jul 18, 2011
Downgraded to A3 (sf)

Cl. 3-A-6, Upgraded to A2 (sf); previously on Jul 18, 2011
Downgraded to A3 (sf)

Cl. 5-A-1, Upgraded to A3 (sf); previously on Jul 18, 2011
Downgraded to Baa2 (sf)

Cl. 5-A-2, Confirmed at Baa3 (sf); previously on Dec 22, 2011 Baa3
(sf) Placed Under Review for Possible Downgrade

Cl. 6-T-1, Downgraded to B2 (sf); previously on Jul 18, 2011
Downgraded to Ba1 (sf)

Cl. T-B-1, Downgraded to Ca (sf); previously on Jul 18, 2011
Downgraded to Caa3 (sf)

Cl. I-B-1, Confirmed at Caa3 (sf); previously on Dec 22, 2011 Caa3
(sf) Placed Under Review for Possible Downgrade

Issuer: J.P. Morgan Mortgage Trust 2005-A4

Cl. 1-A-1, Confirmed at Ba1 (sf); previously on Dec 22, 2011 Ba1
(sf) Placed Under Review for Possible Upgrade

Cl. 3-A-3, Upgraded to A3 (sf); previously on Apr 6, 2010
Downgraded to Baa3 (sf)

Issuer: Merrill Lynch Mortgage Investors Trust MLCC 2006-2

Cl. I-A, Upgraded to Ba1 (sf); previously on Dec 22, 2011 B3 (sf)
Placed Under Review for Possible Upgrade

Cl. II-A, Confirmed at B1 (sf); previously on Dec 22, 2011 B1 (sf)
Placed Under Review for Possible Upgrade

Cl. III-A, Upgraded to B1 (sf); previously on Dec 22, 2011 Caa2
(sf) Placed Under Review for Possible Upgrade

Cl. IV-A, Upgraded to B1 (sf); previously on Dec 22, 2011 Caa1
(sf) Placed Under Review for Possible Upgrade

Cl. M-1, Confirmed at Ca (sf); previously on Dec 22, 2011 Ca (sf)
Placed Under Review for Possible Downgrade

RATINGS RATIONALE

These actions correct an error in the Structured Finance
Workstation cash flow model used by Moody's in rating these
transactions, specifically in how the model handled cash
distribution from prepayments between senior and subordinate
certificates. When rating these deals, the error in the model led
to some senior certificates not being credited with the
appropriate amount of principal prepayments. The corrected model
output indicates, on average, a one-notch increase to the ratings
previously assigned to the senior certificates. It should be noted
that model-generated output is but one factor considered by
Moody's in rating these transactions.

Moody's also assessed deal performance to date, which also
impacted the final rating actions. Therefore rating downgrades of
certain bonds can be attributed to specific deal performance
deterioration.

In transactions involving multiple loan pools the cash flow
modeling was conservative in determining when some performance
triggers would send 100% of prepayments to the senior certificates
in deals.

RMBS structures initially allocate cash collections from voluntary
prepayments only to the senior certificates. Gradually over time,
a portion is then allocated to junior certificates. The amount of
cash that senior certificates receive from prepayments starts off
at 100%. After a certain number of months, that percentage starts
decreasing according to a deal-specific schedule as long as
certain conditions are met. However, the share of prepayments to
the senior certificates can revert back to 100% at any
distribution date if certain performance triggers are breached.

One performance trigger measures whether the current credit
protection, expressed as a percentage, to senior bonds from
subordination is greater than the percentage of original credit
protection. Should the deal perform poorly and absorb losses on
the underlying collateral and available credit protection falls
below the original level, then 100% of prepayment cash reverts
back to the senior certificates.

In cases where a deal has two or more loan pools, the calculation
for this performance trigger can be done in one of three ways.

1. "Aggregate level credit protection" Approach: When the
percentage of credit protection available for all senior
certificates, in aggregate, falls below the original percentage of
credit protection, then the prepayment share to all the senior
certificates groups reverts back to 100%.

2. "Individual group trigger" Approach: When the percentage of
credit protection available for a group of senior certificates
falls below the original percentage of group credit protection,
then the prepayment share to the senior certificates of that
particular group reverts back to 100%. All other senior
certificates' share of prepayment remains unchanged.

3. "Combined" Approach: This is a combination of the above two
approaches. When the percentage of credit protection available for
a senior certificates' group falls below the original percentage
of credit protection, then the prepayment share to all senior
certificates from all groups reverts back to 100%.

All the transactions included in these rating actions follow the
above mentioned Combined Approach when calculating performance
triggers.

This trigger helps protect senior certificates if credit
protection is eroding by reducing principal payments to junior
certificates and diverting them to pay the senior certificates
instead. While all three approaches described above benefit senior
certificates, the third approach benefits senior certificates the
most, while the first approach benefits senior certificates the
least. The third approach redirects payments to the senior
certificates sooner than the other two approaches. For example,
consider a deal backed by two distinct pools of mortgages (pool A
and pool B) and over time there is a vast difference in
performance of two underlying pools. Pool A performs much
stronger, with lower losses, while pool B performs much weaker. As
per approach 1, the average loss, when pool A and B are combined,
will be medium and hence current combined credit protection may be
higher than the original credit protection. As a result, payments
will not be diverted to the senior certificates. In contrast,
approach 3 will test pool A and pool B individually instead of
taking the average of the two pools. Since pool B is performing
weaker, current credit protection may be lower than the original
credit protection. As a result, it will divert payments to the
senior certificates backed by both pools A and B. Approach 2 will
only revert payments back to senior certificates backed by pool B,
so it is beneficial for only one group.

The Pooling and Servicing Agreements for the deals impacted by
this rating action require the use of the "combined trigger
approach". Previous rating actions on these deals mistakenly used
the "aggregate level credit protection" approach in their
modeling. Under this approach, prepayment allocation to senior
certificates was changed back to 100% only when all groups failed
the test, with the result that senior certificates received too
little credit for prepayments while junior certificates received
too much. As a result the paydown rate of the senior certificates
was slower than it should have been, while the reverse was true
for the junior certificates. The cash flow models have been
corrected to reflect the application of the appropriate approach
required in the deals. The resolution of the review actions will
take into account the corrected models as well as the performance
of the impacted transactions.

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

The above mentioned approach is also adjusted slightly when
estimating losses on pools left with a small number of loans to
account for the volatile nature of small pools. Even if a few
loans in a small pool become delinquent, there could be a large
increase in the overall pool delinquency level due to the
concentration risk. To project losses on pools with fewer than 100
loans, Moody's first estimates a "baseline" average rate of new
delinquencies for the pool that varies from 3% to 10% on average.
The baseline rates are higher than the average rate of new
delinquencies for larger pools for the respective vintages.

Once the baseline rate is set, further adjustments are made based
on 1) the number of loans remaining in the pool and 2) the level
of current delinquencies in the pool. The fewer the number of
loans remaining in the pool, the higher the volatility in
performance. Once the loan count in a pool falls below 75, the
rate of delinquency is increased by 1% for every loan less than
75. For example, for a pool with 74 loans with a base rate of new
delinquency of 10.00%, the adjusted rate of new delinquency would
be 10.10%. In addition, if current delinquency levels in a small
pool is low, future delinquencies are expected to reflect this
trend. To account for that, the rate calculated above is
multiplied by a factor ranging from 0.2 to 2.0 for current
delinquencies ranging from less than 2.5% to greater than 80%
respectively. Delinquencies for subsequent years and ultimate
expected losses are projected using the approach described in the
"2005 -- 2008 US RMBS Surveillance Methodology" publication.

The primary source of assumption uncertainty is the current
macroeconomic environment, in which unemployment levels remain
high, and weakness persists in the housing market. Moody's now
projects house price index to reach a bottom in early 2012, with a
3% remaining decline in 2012, and unemployment rate to start
declining, albeit slowly, as the year progresses.

Moody's noted that on November 22, 2011, it released a Request for
Comment, in which the rating agency has requested market feedback
on potential changes to its rating methodology for Interest-Only
Securities. Please refer to Moody's request for Comment, titled
"Proposal Changing the Global Rating Methodology for Structured
Finance Interest-Only Securities," for further details regarding
the implications of the proposed methodology change on Moody's
rating.


GREENWICH 2005-FL3: S&P Affirms 'B+' Rating on Class M Certs.
-------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on four
classes of commercial mortgage pass-through certificates from
Greenwich Capital Commercial Funding Corp.'s series 2005-FL3, a
U.S. commercial mortgage-backed securities (CMBS) transaction.

"The affirmations reflect our analysis of the transaction. This
included our revaluation of the 17-story, 72-room full-service
luxury hotel on the upper east side of Manhattan securing the
remaining sole floating-rate, one-month LIBOR indexed, interest-
only loan, the Lowell Hotel loan, which serves as collateral
for the trust. Our adjusted valuation, based on a capitalization
rate of 10.25%, yielded a stressed loan-to-value (LTV) ratio of
100.1% on the trust balance. The analysis of the ratings on the
transaction certificates was consistent with the rating approach
outlined in the 'Approach' and 'Surveillance' sections of the J.P.
Morgan Chase Commercial Mortgage Securities Trust 2011-FL1 Presale
Report, published Nov. 8, 2011," S&P said.

"We based our analysis, in part, on a review of the borrower's
operating statements for the trailing-12-months ended October
2011, year-end 2010, year-end 2009, and the borrower's 2012
budgets, as well as available Smith Travel Research (STR)
reports. The reported trailing 12 months ended Oct. 31, 2011,
occupancy and average daily rate for the hotel were 66.6% and
$889.05, respectively, yielding revenue per available room of
$591.77. This was up 12.6% from year-end 2010 and up 3.8%
from year-end 2009. The master servicer, Wells Fargo Bank N.A.,
reported a debt service coverage of 2.31x on the trust balance
as of year-end 2010. According to the Jan. 9, 2012, trustee
remittance report, the current one-month LIBOR was 3.125%," S&P
said.

"As of the Jan. 9, 2012 trustee remittance report, the loan has
a whole-loan balance of $60.0 million, consisting of a senior
trust balance of $41.0 million and a subordinate nontrust balance
of $19.0 million. The senior trust balance is further divided
into a senior pooled component of $27.3 million and a subordinate
nonpooled component of $13.7 million, which provides 100% of
the cash flow for the class H-LH, K-LH, M-LH, and N-LH raked
certificates, for which we do not rate," S&P said.

"According to the master servicer, the loan was recently modified
and the loan's maturity was extended to Sept. 5, 2012, with one
12-month extension option. The terms of the modification and
extension agreement include, among other things, a principal
paydown of $2.0 million on the trust balance and a reallocation
of the whole-loan balance. The master servicer confirmed that
the workout and special servicing fees related to the loan was
paid by the borrower," 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

Greenwich Capital Commercial Funding Corp.
Commercial mortgage pass-through certificates series 2005-FL3

Class       Rating       Credit enhancement (%)
J           AAA (sf)                      79.36
K           AA+ (sf)                      63.42
L           A (sf)                        44.69
M           B+ (sf)                        0.00


GRESHAM STREET: S&P Cuts Rating on Preferred Shares to 'CC'
-----------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating to 'CC
(sf)' from 'CCC- (sf)' on the preferred shares from Gresham Street
CDO Funding 2003-1 Ltd., a U.S. collateralized debt obligation
transaction backed by asset-backed securities (CDO of ABS), and
removed it from CreditWatch with negative implications. "We also
affirmed our ratings on the class C and D notes from the same
transaction and removed them from CreditWatch with negative
implications," S&P related.

"Since the time of our last rating actions in May 2010, the class
B notes have paid down in full, and the class C notes have paid
down $6.6 million with 23% of their original balance remaining
according to the Dec. 30, 2011, trustee report. As of December
2011, the transaction had $7.4 million in collateral securities
and principal backing $7.3 million in class C and D notes. The
downgrade on the preferred shares, which are subordinate to the D
notes, reflects our opinion that the transaction has insufficient
collateral to repay the full principal amount currently due," S&P
said.

The affirmations on the class C and D notes reflect the
availability of credit support at the current rating levels.

"We will continue to review our ratings on the notes and assess
whether, in our view, they 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 And Creditwatch Actions

Gresham Street CDO Funding 2003-1 Ltd.
                              Rating
Class                   To           From
C                       A+ (sf)      A+ (sf)/Watch Neg
D                       CCC- (sf)    CCC- (sf)/Watch Neg
Preferred shares        CC (sf)      CCC- (sf)/Watch Neg


GS MORTGAGE: S&P Withdraws 'D' Ratings on 19 Classes of Certs.
--------------------------------------------------------------
Standard & Poor's Ratings Services withdrew its ratings on 34
classes from GS Mortgage Securities Corp. II's series 2006-RR3
and Greenwich Capital Commercial Mortgage Trust 2007-RR2, both
U.S. resecuritized real estate mortgage investment conduit (re-
REMIC), after lowering them to 'D (sf)' at least three months ago.

"We previously lowered the affected ratings to 'D (sf)' due to
either interest shortfalls or principal losses to the classes,"
S&P said.

The collateral for both transactions consisted of commercial
mortgage-backed securities (CMBS) pass-through certificates.
Interest shortfalls to the CMBS collateral caused interest
shortfalls to the rated classes. The interest shortfalls on the
CMBS collateral primarily occurred due to one or more of the
factors:

    Appraisal subordinate entitlement reduction (ASER) amounts in
    effect for the specially serviced assets;

    Trust expenses that included, but were not limited to,
    property operating expenses, property taxes, insurance
    payments, and legal expenses; and

    Special Servicing fees.

Details regarding each of the transactions are set forth.

             GS Mortgage Securities Corp. II 2006-RR3

"We previously lowered our ratings to 'D (sf)' on all classes from
GS Mortgage Securities Corp. II 2006-RR3 between March 26, 2010,
and Oct. 4, 2011, due to interest shortfalls. According to the
Jan. 20, 2012, trustee remittance report, classes subordinate to
and including class A-1 had a total of $18.9 million in
accumulated interest shortfalls outstanding," S&P said.

       Greenwich Capital Commercial Mortgage Trust 2007-RR2

"We previously lowered our ratings to 'D (sf)' on all classes
from Greenwich Capital Commercial Mortgage Trust 2007-RR2
between March 26, 2010, and Oct. 4, 2011, due to interest
shortfalls. According to the Jan. 23, 2012, trustee remittance
report, classes subordinate to and including class A-1 had a
total of $25.6 million in accumulated interest shortfalls
outstanding. In addition, classes subordinate to and including
class F lost 100% of their original principal balances and class
E lost 41.7% of its original principal balance," 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 Withdrawn

Greenwich Capital Commercial Mortgage Trust 2007-RR2
Commercial mortgage-backed securities pass-through certificates
                       Rating
Class            To               From
A-1FL            NR               D (sf)
A-1FX            NR               D (sf)
A-2              NR               D (sf)
A-3              NR               D (sf)
B                NR               D (sf)
C                NR               D (sf)
D                NR               D (sf)
E                NR               D (sf)
F                NR               D (sf)
G                NR               D (sf)
H                NR               D (sf)
J                NR               D (sf)
K                NR               D (sf)
L                NR               D (sf)
M                NR               D (sf)
N                NR               D (sf)
O                NR               D (sf)
P                NR               D (sf)
Q                NR               D (sf)

GS Mortgage Securities Corp. II
Commercial mortgage-backed securities pass-through certificates
series 2006-RR3

                       Rating
Class            To               From
A-1              NR               D (sf)
A1-S             NR               D (sf)
A-2              NR               D (sf)
B                NR               D (sf)
C                NR               D (sf)
D                NR               D (sf)
E                NR               D (sf)
F                NR               D (sf)
G                NR               D (sf)
H                NR               D (sf)
J                NR               D (sf)
K                NR               D (sf)
L                NR               D (sf)
M                NR               D (sf)
N                NR               D (sf)


GSMS 2012-GC6: Moody's Assigns (P)Ba2 (sf) Rating to Cl. E Notes
----------------------------------------------------------------
Moody's Investors Service has assigned provisional ratings
to Twelve classes of CMBS securities, issued by GS Mortgage
Securities Trust Commercial Mortgage Pass-Through Certificates,
Series 2012-GC6.

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

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

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

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

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

Cl. X-B, Assigned (P)Aaa (sf)

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

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

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

Cl. D, Assigned (P)Baa3 (sf)

Cl. E, Assigned (P)Ba2 (sf)

Cl. F, Assigned (P)B2 (sf)

RATINGS RATIONALE

The Certificates are collateralized by 80 fixed rate loans secured
by 127 properties. The ratings are based on the collateral and the
structure of the transaction.

Moody's CMBS ratings methodology combines both commercial real
estate and structured finance analysis. Based on commercial real
estate analysis, Moody's determines the credit quality of each
mortgage loan and calculates an expected loss on a loan specific
basis. Under structured finance, the credit enhancement for each
certificate typically depends on the expected frequency, severity,
and timing of future losses. Moody's also considers a range of
qualitative issues as well as the transaction's structural and
legal aspects.

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

The Moody's Actual DSCR of 1.51X is greater than the 2007
conduit/fusion transaction average of 1.31X. The Moody's Stressed
DSCR of 1.15X is greater than the 2007 conduit/fusion transaction
average of 0.92X.

Moody's Trust LTV ratio of 91.6% is lower than the 2007
conduit/fusion transaction average of 110.6%.

Moody's also considers both loan level diversity and property
level diversity when selecting a ratings approach.

With respect to loan level diversity, the pool's loan level
(includes cross collateralized and cross defaulted loans)
Herfindahl Index is 26.2. The transaction's loan level diversity
is at the higher end of the band of Herfindahl scores found in
most multi-borrower transactions issued since 2009. With respect
to property level diversity, the pool's property level Herfindahl
Index is 34.8. The transaction's property diversity profile is
higher than the indices calculated in most multi-borrower
transactions issued since 2009.

Moody's also grades properties on a scale of 1 to 5 (best to
worst) and considers those grades when assessing the likelihood of
debt payment. The factors considered include property age, quality
of construction, location, market, and tenancy. The pool's
weighted average property quality grade is 2.4, which is higher
than the indices calculated in most multi-borrower transactions
since 2009.

The transaction benefits from one loan, representing approximately
8.7% of the pool balance in aggregate, assigned an investment
grade credit estimate. Loans assigned investment grade credit
estimates are not expected to contribute any loss to a transaction
in low stress scenarios, but are expected to contribute minimal
amounts of loss in high stress scenarios.

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

On November 22, 2011, Moody's released a Request for Comment, in
which the rating agency has requested market feedback on potential
changes to its rating methodology for interest-only securities. If
the revised methodology is implemented as proposed, the ratings on
GSMS 2012-GC6 Classes X-A and X-B may be negatively affected.
Please refer to Moody's Request for Comment, titled "Proposal
Changing the Global Rating Methodology for Structured Finance
Interest-Only Securities," for further details regarding the
implications of the proposed methodology changes on Moody's
ratings. Please see the Credit Policy page on www.moodys.com
for a copy of this methodology and the Request for Comment.

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

Moody's analysis employs the excel-based CMBS Conduit Model v2.60
which derives credit enhancement levels based on an aggregation of
adjusted loan level proceeds derived from Moody's loan level DSCR
and LTV ratios. Major adjustments to determining proceeds include
loan structure, property type, sponsorship and diversity.

The V Score for this transaction is assessed as Low/Medium, the
same as the V score assigned to the U.S. Conduit and CMBS sector.
This reflects typical volatility with respect to the critical
assumptions used in the rating process as well as an average
disclosure of securitization collateral and ongoing performance.

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

Moody's Parameter Sensitivities: If Moody's value of the
collateral used in determining the initial rating were decreased
by 5%, 14%, or 23%, the model-indicated rating for the currently
rated junior Aaa class would be Aa1, Aa2, A1, respectively.
Parameter Sensitivities are not intended to measure how the rating
of the security might migrate over time; rather they are designed
to provide a quantitative calculation of how the initial rating
might change if key input parameters used in the initial rating
process differed. The analysis assumes that the deal has not aged.
Parameter Sensitivities only reflect the ratings impact of each
scenario from a quantitative/model-indicated standpoint.
Qualitative factors are also taken into consideration in the
ratings process, so the actual ratings that would be assigned in
each case could vary from the information presented in the
Parameter Sensitivity analysis.


INNER HARBOR: S&P Lowers Rating on Class B-2 Notes to 'D'
---------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on the class
B-2 notes from Inner Harbor CBO 1999-1 Ltd., a collateralized bond
obligation (CBO), and withdrew its ratings on the A-4A and A-4B
notes.

"The rating withdrawals follow the payment in full of the notes
according to the trustee. We lowered the rating on the B-2 notes
to 'D (sf)' because we believe there is insufficient collateral
remaining in the transaction to pay the notes in full," 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

Inner Harbor CBO 1999-1 Ltd.
           Rating
Class    To      From
B-2      D (sf)  CC (sf)

Ratings Withdrawn

Inner Harbor CBO 1999-1 Ltd.
           Rating
Class    To      From
A-4A    NR      BB- (sf)
A-4B    NR      BB- (sf)


JP MORGAN: Deterioration of Loan Cues Fitch to Lower Ratings
------------------------------------------------------------
Fitch Ratings downgrades seven classes of J.P. Morgan Chase
Mortgage Securities Trust, series 2007-LDP10 (JPMCC 2007-LDP10),
commercial mortgage pass-through certificates, due to increased
loss expectations on the specially serviced loans and further
deterioration of loan performance.

The downgrades are due to greater certainty of losses associated
with specially serviced loans and increased loss expectations on
several performing loans with performance declines.  Fourteen of
the top 15 loans have Fitch stressed loan to value ratios greater
than 95%.  Fitch modeled losses of 15.6% for the remaining pool;
expected losses of the original pool are at 15.3%, including
losses already incurred to date.

As of the December 2011 distribution date, the pool's aggregate
principal balance has decreased 6.9% to $4.96 billion from
$5.33 billion at issuance.  As of December 2011, there are
cumulative interest shortfalls in the amount of $30.4 million,
affecting classes F through NR.

The deal consists of two loan groups, Group R and Group S. Loans
are grouped according to whether they have a five- to seven-year
term, or 10-year and greater term.  Principal proceeds, including
unscheduled proceeds from liquidations, are distributed according
to their respective loan group; Group S pays down the class S
certificates and Group R pays down the certificates not noted with
an 'S.'  Losses are allocated reverse sequentially, then pro rata
to each loan group's corresponding class.

In total, there are 41 loans (17.8% of the pool) in special
servicing including two of the top 15 loans (5.2%) and five
assets (1.2%) that are real estate owned (REO).  Realized losses
as of December 2011 were $40.1 million (0.8% of the original pool
balance) and have partially depleted the non-rated class NR.  One
loan (0.2%) was liquidated recently with a $10.6 million loss to
the trust.

The largest contributor to expected loss is the largest specially
serviced loan (2.8% of the pool), secured by the Solana office
complex located in Westlake, TX.  The pari passu loan was
transferred to special servicing in March 2009 for imminent
default and has since been modified to change the terms of the
cash management agreement.  One of the largest tenants at the
property vacated their space prior to their lease expiration in
2011.  A reported appraisal from April 2011 indicates a value
significantly below the loan amount.

The second largest contributor to modeled loss is the StratREAL
Industrial Portfolio II (3.7%).  The collateral consists of a
portfolio of 10 industrial properties located in Tennessee, Ohio,
and California.  During 2010 and 2011, the portfolio lost several
major tenants due to tenant lease expiries and termination
options.  The loan is current and not specially serviced; however,
the loan's debt service coverage ratio (DSCR) is expected to
decrease as the recent increase in vacancy is reflected in the
financials.

The third largest contributor to modeled loss is the Long Island
Marriott and Conference Center (2.1%).  The loan is current and
not specially serviced; however, the most recent servicer-reported
DSCR as of the year-end (YE) 2010, was 0.78 times (x).  The
reported trailing 12 month (TTM) occupancy, average daily rate
(ADR), and revenue per available room (RevPAR) as of November 2011
were 75%, $147, and $111, respectively.  The issuer originally
underwrote the loan assuming a stabilized RevPAR over $130 to be
achieved by January 2010.

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

  -- $359 million class A-M to 'BBBsf' from 'Asf'; Outlook Stable;
  -- $174.1 million class A-MS to 'BBBsf' from 'Asf'; Outlook
     Stable;
  -- $200.7 million class A-J to 'CCCsf' from 'B-sf'; RE 30%;
  -- $145.8 million class A-JS to 'CCCsf' from 'B-sf'; RE 30%;
  -- $100 million class A-JFL to 'CCCsf' from 'B-sf'; RE 30%;
  -- $40.4 million class E to 'CCsf' from 'CCCsf', RE 0%;
  -- $19.6 million class E-S to 'CCsf' from 'CCCsf', RE 0%.

Fitch has affirmed these classes:

  -- $242.1 million class A-2 at 'AAAsf'; Outlook Stable;
  -- $627.6 million class A-2S at 'AAAsf'; Outlook Stable;
  -- $118.4 million class A-2SFL at 'AAAsf'; Outlook Stable;
  -- $18.2 million class A-2SFX at 'AAAsf'; Outlook Stable;
  -- $1.7 billion class A-3 at 'AAAsf'; Outlook Stable;
  -- $179.9 million class A-3S at 'AAAsf'; Outlook Stable;
  -- $502.9 million class A-1A at 'AAAsf'; Outlook Stable;
  -- $71.8 million class B at 'CCCsf; RE 0%;
  -- $34.8 million class B-S at 'CCCsf', RE 0%;
  -- $26.9 million class C at 'CCCsf', RE 0%;
  -- $13.1 million class C-S at 'CCCsf', RE 0%;
  -- $49.4 million class D at 'CCCsf', RE 0%;
  -- $23.9 million class D-S at 'CCCsf', RE 0%;
  -- $44.9 million class F at 'CCsf', RE 0%;
  -- $21.8 million class F-S at 'CCsf', RE 0%
  -- $44.9 million class G at 'Csf', RE 0%;
  -- $21.8 million class G-S at 'Csf', RE 0%;
  -- $40.4 million class H at 'Csf', RE 0%;
  -- $19.6 million class H-S at 'Csf', RE 0%;
  -- $20 million class J at 'Csf', RE 0%;
  -- $20 million class K at 'Csf', RE 0%;
  -- $13.3 million class L at 'Csf', RE 0%;
  -- $6.7 million class M at 'Csf', RE 0%;
  -- $6.7 million class N at 'Csf', RE 0%;
  -- $13.3 million class P at 'Csf', RE 0%.

Classes A-1 and A-1S have paid in full.  Fitch does not rate class
NR.  Fitch previously withdrew the rating on the interest-only
class X.


JPMCC 2005-LDP3: Moody's Affirms Rating of Cl. E Notes at 'B1'
--------------------------------------------------------------
Moody's Investors Service affirmed the ratings of 16 classes of
J.P. Morgan Chase Commercial Mortgage Securities Corp Commercial
Mortgage Pass-Through Certificates, Series 2005-LDP3:

Cl. A-3, Affirmed at Aaa (sf); previously on Sep 6, 2005
Definitive Rating Assigned Aaa (sf)

Cl. A-4A, Affirmed at Aaa (sf); previously on Sep 6, 2005
Definitive Rating Assigned Aaa (sf)

Cl. A-4B, Affirmed at Aaa (sf); previously on Sep 6, 2005
Definitive Rating Assigned Aaa (sf)

Cl. A-SB, Affirmed at Aaa (sf); previously on Sep 6, 2005
Definitive Rating Assigned Aaa (sf)

Cl. A-1A, Affirmed at Aaa (sf); previously on Sep 6, 2005
Definitive Rating Assigned Aaa (sf)

Cl. A-J, Affirmed at A2 (sf); previously on Mar 18, 2010
Downgraded to A2 (sf)

Cl. B, Affirmed at Baa1 (sf); previously on Mar 18, 2010
Downgraded to Baa1 (sf)

Cl. C, Affirmed at Baa2 (sf); previously on Mar 18, 2010
Downgraded to Baa2 (sf)

Cl. D, Affirmed at Baa3 (sf); previously on Mar 18, 2010
Downgraded to Baa3 (sf)

Cl. E, Affirmed at B1 (sf); previously on Mar 18, 2010 Downgraded
to B1 (sf)

Cl. F, Affirmed at Caa1 (sf); previously on Mar 18, 2010
Downgraded to Caa1 (sf)

Cl. G, Affirmed at Ca (sf); previously on Feb 16, 2011 Downgraded
to Ca (sf)

Cl. H, Affirmed at C (sf); previously on Feb 16, 2011 Downgraded
to C (sf)

Cl. J, Affirmed at C (sf); previously on Mar 18, 2010 Downgraded
to C (sf)

Cl. X-1, Affirmed at Aaa (sf); previously on Sep 6, 2005
Definitive Rating Assigned Aaa (sf)

Cl. X-2, Affirmed at Aaa (sf); previously on Sep 6, 2005
Definitive Rating Assigned Aaa (sf)

RATINGS RATIONALE

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

On November 22, 2011, Moody's released a Request for Comment, in
which the rating agency has requested market feedback on potential
changes to its rating methodology for Interest-Only Securities. If
the revised methodology is implemented as proposed, the ratings on
J.P. Morgan Chase Commercial Mortgage Securities Corp Commercial
Mortgage Pass-Through Certificates, Series 2005-LDP3 Classes X-1
and X-2 may be negatively affected. Please refer to Moody's
request for Comment, titled "Proposal Changing the Global Rating
Methodology for Structured Finance Interest-Only Securities," for
further details regarding the implications of the proposed
methodology change on Moody's rating.

Moody's rating action reflects a cumulative base expected loss of
4.4% of the current balance. At last review, Moody's cumulative
base expected loss was 5.0%. Depending on the timing of loan
payoffs and the severity and timing of losses from specially
serviced loans, the credit enhancement level for investment grade
classes could decline below the current levels. If future
performance materially declines, the expected level of credit
enhancement and the priority in the cash flow waterfall may be
insufficient for the current ratings of these classes.

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

Primary sources of assumption uncertainty are the extent of the
slowdown in growth in the current macroeconomic environment and
the commercial real estate property markets. While commercial real
estate property markets are gaining momentum, a consistent upward
trend will not be evident until the volume of transactions
increases, distressed properties are cleared from the pipeline and
job creation rebounds. The hotel and multifamily sectors are in
recovery and improvements in the office sector continue, with
fundamentals in Gateway cities outperforming their suburban
counterparts. However, office demand is closely tied to
employment, where fundamentals remain weak, so significant
improvement may be delayed. Performance in the retail sector has
been mixed with on-going rent deflation and leasing challenges.
Across all property sectors, the availability of debt capital
continues to improve with monetary policy expected to remain
supportive and interest rate hikes postponed. Moody's central
global macroeconomic scenario reflects an overall downward
revision of forecasts since last quarter, amidst ongoing fiscal
consolidation efforts, household and banking sector deleveraging,
persistently high unemployment levels, and weak housing markets
that will continue to constrain growth.

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

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.60 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) level are
driven by property type, Moody's actual and stressed DSCR, and
Moody's property quality grade (which reflects the capitalization
rate used by Moody's to estimate Moody's value). Conduit model
results at the B2 (sf) level are driven by a paydown analysis
based on the individual loan level Moody's LTV ratio. Moody's
Herfindahl score (Herf), a measure of loan level diversity, is a
primary determinant of pool level diversity and has a greater
impact on senior certificates. Other concentrations and
correlations may be considered in Moody's analysis. Based on the
model pooled credit enhancement levels at Aa2 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade credit estimates is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
credit estimate of the loan which corresponds to a range of credit
enhancement levels. Actual fusion credit enhancement levels are
selected based on loan level diversity, pool leverage and other
concentrations and correlations within the pool. Negative pooling,
or adding credit enhancement at the credit estimate level, is
incorporated for loans with similar credit estimates in the same
transaction.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 38 compared to 41 at Moody's prior review.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review. Moody's prior full review is
summarized in a press release dated February 16, 2011.

DEAL PERFORMANCE

As of the January 17, 2012 distribution date, the
transaction's aggregate certificate balance has decreased by
24% to $1.54 billion from $2 billion at securitization. The
Certificates are collateralized by 199 mortgage loans ranging
in size from less than 1% to 10% of the pool, with the top ten
non-defeased loans representing 40% of the pool. Two loans,
representing 1% of the pool, have defeased and are secured by
U.S. Government securities.

Fifty-three loans, representing 28% of the pool, are on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package. As part of
Moody's ongoing monitoring of a transaction, Moody's reviews the
watchlist to assess which loans have material issues that could
impact performance.

Sixteen loans have been liquidated from the pool, resulting in a
realized loss of $58 million (49% loss severity overall).
Currently 11 loans, representing 3% of the pool, are in special
servicing. The specially serviced properties are secured by a mix
of property types, none of which are greater than 1% of the pool.
Moody's estimates an aggregate $30.6 million loss for the
specially serviced loans (57% expected loss on average).

Moody's has assumed a high default probability for 27 poorly
performing loans representing 6% of the pool and has estimated an
aggregate $13.4 million loss (15% expected loss based on a 50%
probability default) from these troubled loans.

Moody's was provided with full year 2010 operating results for 97%
of the pool. Excluding specially serviced and troubled loans,
Moody's weighted average LTV is 97% compared to 101% at Moody's
prior review. Moody's net cash flow reflects a weighted average
haircut of 12% to the most recently available net operating
income. Moody's value reflects a weighted average capitalization
rate of 9.0%.

Excluding special serviced and troubled loans, Moody's actual and
stressed DSCRs are 1.50X and 1.08X, respectively, compared to
1.42X and 1.01X at last review. Moody's actual DSCR is based on
Moody's net cash flow (NCF) and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.

The top three performing conduit loans represent 21.6% of the pool
balance. The largest loan is the Shoppes at Buckland Hills Loan
($156.4 million -- 10%), which is secured by the borrower's
interest in a 985,000 square foot regional mall located in
Manchester, Connecticut, just east of Hartford. The property was
90% leased as of March 2011, essentially the same at last review.
Despite the stable occupancy, performance has declined slightly
since last review. Moody's LTV and stressed DSCR are 105% and
0.85X, respectively, compared to 100% and .89X from last review.

The second largest loan is the Universal Hotel Portfolio Loan
($100 million -- 6.5%), which is secured by three full service
hotels located within the Universal Theme Park in Orlando,
Florida. This loan is interest only for its entire term and
matures in July 2015. The portfolio's performance has improved
since last review, due to a strong increase in occupancy and ADR.
Moody's LTV and stressed DSCR are 80% and 1.46X, respectively,
compared to 99% and 1.17X at last review.

The third largest loan is the Four Seasons Boston Loan
($77.7 million -- 5%), which is secured by a 273 room luxury hotel
located in Boston, Massachusetts. Property performance has been
stable since last review and Moody's current NCF is higher than at
last review, mainly due to an increase in ADR and RevPar. Based on
STAR reports, luxury hotels in Boston are expected to improve over
the near term, with RevPar anticipated to be up 10-13% in the
coming year. Moody's LTV and stressed DSCR are 82% and 1.32X,
respectively, compared to 117% and 0.92X at last review.


JPMCC 2005-LDP5: Moody's Affirms Rating of Cl. G Notes at 'Ba1'
---------------------------------------------------------------
Moody's Investors Service affirmed the ratings of 24 classes of
J.P. Morgan Commercial Mortgage Trust, Commercial Mortgage Pass-
Through Certificates, Series 2005-LDP5:

Cl. A-2, Affirmed at Aaa (sf); previously on January 17, 2006
Definitive Rating Assigned Aaa (sf)

Cl. A-2FL, Affirmed at Aaa (sf); previously on January 17, 2006
Definitive Rating Assigned Aaa (sf)

Cl. A-3, Affirmed at Aaa (sf); previously on January 17, 2006
Definitive Rating Assigned Aaa (sf)

Cl. A-4, Affirmed at Aaa (sf); previously on January 17, 2006
Definitive Rating Assigned Aaa (sf)

Cl. A-SB, Affirmed at Aaa (sf); previously on January 17, 2006
Definitive Rating Assigned Aaa (sf)

Cl. A-1A, Affirmed at Aaa (sf); previously on January 17, 2006
Definitive Rating Assigned Aaa (sf)

Cl. A-M, Affirmed at Aaa (sf); previously on January 17, 2006
Definitive Rating Assigned Aaa (sf)

Cl. A-J, Affirmed at Aa3 (sf); previously on February 25, 2010
Downgraded to Aa3 (sf)

Cl. B, Affirmed at A1 (sf); previously on February 25, 2010
Downgraded to A1 (sf)

Cl. C, Affirmed at A3 (sf); previously on February 25, 2010
Downgraded to A3 (sf)

Cl. D, Affirmed at Baa1 (sf); previously on February 25, 2010
Downgraded to Baa1 (sf)

Cl. E, Affirmed at Baa2 (sf); previously on February 25, 2010
Downgraded to Baa2 (sf)

Cl. F, Affirmed at Baa3 (sf); previously on February 25, 2010
Downgraded to Baa3 (sf)

Cl. G, Affirmed at Ba1 (sf); previously on February 25, 2010
Downgraded to Ba1 (sf)

Cl. H, Affirmed at Ba3 (sf); previously on February 25, 2010
Downgraded to Ba3 (sf)

Cl. J, Affirmed at B3 (sf); previously on February 9, 2011
Downgraded to B3 (sf)

Cl. K, Affirmed at Caa2 (sf); previously on February 9, 2011
Downgraded to Caa2 (sf)

Cl. HG-1, Affirmed at Ba3 (sf); previously on January 17, 2006
Definitive Rating Assigned Ba3 (sf)

Cl. HG-2, Affirmed at B1 (sf); previously on January 17, 2006
Definitive Rating Assigned B1 (sf)

Cl. HG-3, Affirmed at B2 (sf); previously on January 17, 2006
Definitive Rating Assigned B2 (sf)

Cl. HG-4, Affirmed at B3 (sf); previously on January 17, 2006
Definitive Rating Assigned B3 (sf)

Cl. HG-X, Affirmed at Ba3 (sf); previously on January 17, 2006
Assigned Ba3 (sf)

Cl. X-1, Affirmed at Aaa (sf); previously on January 17, 2006
Definitive Rating Assigned Aaa (sf)

Cl. X-2, Affirmed at Aaa (sf); previously on January 17, 2006
Definitive Rating Assigned Aaa (sf)

RATINGS RATIONALE

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

Moody's rating action reflects a cumulative base expected loss of
5.7% of the current balance. At last review, Moody's cumulative
base expected loss was 5.2%. Depending on the timing of loan
payoffs and the severity and timing of losses from specially
serviced loans, the credit enhancement level for investment grade
classes could decline below the current levels. If future
performance materially declines, the expected level of credit
enhancement and the priority in the cash flow waterfall may be
insufficient for the current ratings of these classes.

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

Primary sources of assumption uncertainty are the extent of the
slowdown in growth in the current macroeconomic environment and
the commercial real estate property markets. While commercial real
estate property markets are gaining momentum, a consistent upward
trend will not be evident until the volume of transactions
increases, distressed properties are cleared from the pipeline and
job creation rebounds. The hotel and multifamily sectors are in
recovery and improvements in the office sector continue, with
fundamentals in Gateway cities outperforming their suburban
counterparts. However, office demand is closely tied to
employment, where fundamentals remain weak, so significant
improvement may be delayed. Performance in the retail sector has
been mixed with on-going rent deflation and leasing challenges.
Across all property sectors, the availability of debt capital
continues to improve with monetary policy expected to remain
supportive and interest rate hikes postponed. Moody's central
global macroeconomic scenario reflects an overall downward
revision of forecasts since last quarter, amidst ongoing fiscal
consolidation efforts, household and banking sector deleveraging,
persistently high unemployment levels, and weak housing markets
that will continue to constrain growth.

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

Moody's noted that on November 22, 2011, it released a Request for
Comment, in which the rating agency has requested market feedback
on potential changes to its rating methodology for Interest-Only
Securities. If the revised methodology is implemented as proposed
the rating on J.P. Morgan Commercial Mortgage Trust, Commercial
Mortgage Pass-Through Certificates, Series 2005-LDP5 Classes X-1,
X-2 and HG-X may be negatively affected. Please refer to Moody's
request for Comment, titled "Proposal Changing the Global Rating
Methodology for Structured Finance Interest-Only Securities," for
further details regarding the implications of the proposed
methodology change on Moody's rating.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.60 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) level are
driven by property type, Moody's actual and stressed DSCR, and
Moody's property quality grade (which reflects the capitalization
rate used by Moody's to estimate Moody's value). Conduit model
results at the B2 (sf) level are driven by a paydown analysis
based on the individual loan level Moody's LTV ratio. Moody's
Herfindahl score (Herf), a measure of loan level diversity, is a
primary determinant of pool level diversity and has a greater
impact on senior certificates. Other concentrations and
correlations may be considered in Moody's analysis. Based on the
model pooled credit enhancement levels at Aa2 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade credit estimates is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
underlying rating of the loan which corresponds to a range of
credit enhancement levels. Actual fusion credit enhancement levels
are selected based on loan level diversity, pool leverage and
other concentrations and correlations within the pool. Negative
pooling, or adding credit enhancement at the underlying rating
level, is incorporated for loans with similar credit estimates in
the same transaction.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review. Moody's prior full review is
summarized in a press release dated February 9, 2011.

DEAL PERFORMANCE

As of the January 17, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 12% to $3.7 billion
from $4.2 billion at securitization. The Certificates are
collateralized by 185 mortgage loans ranging in size from less
than 1% to 9% of the pool, with the top ten loans representing 46%
of the pool. The pool contains two loans with investment grade
credit estimates that represent 12% of the pool. Ten loans,
representing 4% of the pool, have defeased and are collateralized
with U.S. Government securities.

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

Two loans have been liquidated from the pool, resulting in
an aggregate realized loss of $2.8 million (less than 1% loss
severity overall). Twelve loans, representing 7% of the pool,
are currently in special servicing. The master servicer has
recognized an aggregate $68.8 million appraisal reduction for
seven of the specially serviced loans. Moody's has estimated an
aggregate $68.8 million loss (51% expected loss on average) for
the specially serviced loans.

Moody's has assumed a high default probability for 16 poorly
performing loans representing 6% of the pool and has estimated a
$32.7 million aggregate loss (15% expected loss based on a 50%
probability default) from these troubled loans.

Moody's was provided with partial year 2011 and full year 2010
financials for 66% and 97% of the pool's non-defeased and non-
specially serviced loans, respectively. Excluding specially
serviced and troubled loans, Moody's weighted average LTV is 100%
compared to 99% at Moody's prior review. Moody's net cash flow
reflects a weighted average haircut of 11% to the most recently
available net operating income. Moody's value reflects a weighted
average capitalization rate of 9.0%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.45X and 1.02X, respectively, compared to
1.44X and 1.01X at last review. Moody's actual DSCR is based on
Moody's net cash flow (NCF) and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 30 compared to 33 at Moody's prior review.

The largest loan with a credit estimate is the Houston Galleria
Loan ($290.0 million -- 7.8% of the pool), which is secured
by the borrower's interest in a 2.3 million square foot (SF)
regional mall (1.2 million SF of collateral) located in Houston,
Texas. The center is anchored by Macy's, Neiman Marcus, Nordstrom
and Saks Fifth Avenue. The loan represents a 50% pari-passu
interest in a $580 million loan. The property is also encumbered
by a $130 million B-note which supports six non-pooled rake
classes within the trust and a $110 million B-note which is held
outside the trust. The property was 90% leased as of September
2011, essentially the same as at last review. Performance has
improved due to an increase in effective gross income. Moody's
current credit estimate and stressed DSCR for the pooled loan are
Baa2 and 1.25X, respectively, essentially the same as at last
review.

The second loan with a credit estimate is the Jordan Creek Loan
($154.9 million -- 4.2% of the pool), which is secured by the
borrower's interest in a 1.5 million SF regional mall (939,085 SF
of collateral) located in West Des Moines, Iowa. The property is
also encumbered by a $19.7 million B-note which is held outside
of the trust. The property was 93% leased as of June 2011,
essentially the same as at last review. Performance has been
stable since securitization. The loan sponsor is General Growth
Properties (GGP). The loan was originally scheduled to mature in
March 2009 but the maturity has been extended to March 2014.
Moody's current credit estimate and stressed DSCR are Baa3 and
1.26X, respectively, compared to Baa3 and 1.17X at last review.

The top three performing conduit loans represent 20% of the
pool balance. The largest loan is the Brookdale Office Portfolio
Loan ($328.7 million -- 8.9% of the pool), which is secured by
the fee interests in 18 office buildings and leasehold interests
in three office buildings containing a total of 3.1 million SF.
The properties are located across six states including Florida
(65% of the allocated loan amount), Georgia (23%), Texas (5%),
North Carolina (4%) and Kentucky (2%). The portfolio is also
encumbered by an $81 million B-note held outside the trust. The
portfolio's performance has declined since last review due to
lower revenues. Moody's LTV and stressed DSCR are 94% and 1.04X,
respectively, compared to 86% and 1.13X at last review.

The second largest loan is the Selig Office Loan ($242.0 million -
- 6.5% of the pool), which is secured by seven office properties
containing a total of 1.5 million SF located in Seattle,
Washington. The portfolio was 88% leased as of November 2011
compared to 96% at last review. Performance has declined due to
the increase in vacancy. Moody's LTV and stressed DSCR are 92%
and 1.08X, respectively, compared to 88% and 1.13X at last

The third largest loan is the Grand Plaza Loan ($150.6 million --
4.1% of the pool), which is secured by a 481-unit multifamily
complex located in Chicago, Illinois. Occupancy was 98% as of June
2011 compared to 93% at last review. Despite the increase in
occupancy, performance has declined due to an increase in property
taxes. Moody's LTV and stressed DSCR are 98% and 0.85X,
respectively, compared to 93% and 0.90X at last review.


JPMCC 2006-LDP8: Moody's Lowers Rating of Cl. C Notes to 'Ba2'
--------------------------------------------------------------
Moody's Investors Service downgraded the ratings of five classes
and affirmed 17 classes of J.P. Morgan Chase Commercial Mortgage
Securities Corp., Commercial Mortgage Pass-Through Certificates,
Series 2006-LDP8:

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

Cl. A-3FL, Affirmed at Aaa (sf); previously on Oct 2, 2006
Definitive Rating Assigned Aaa (sf)

Cl. A-3A, Affirmed at Aaa (sf); previously on Oct 2, 2006
Definitive Rating Assigned Aaa (sf)

Cl. A-3B, Affirmed at Aaa (sf); previously on Oct 2, 2006
Definitive Rating Assigned Aaa (sf)

Cl. A-4, Affirmed at Aaa (sf); previously on Oct 2, 2006
Definitive Rating Assigned Aaa (sf)

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

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

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

Cl. A-J, Affrimed at A3 (sf); previously on Nov 12, 2009
Downgraded to A3 (sf)

Cl. B, Downgraded to Baa3 (sf); previously on Nov 12, 2009
Downgraded to Baa2 (sf)

Cl. C, Downgraded to Ba2 (sf); previously on Nov 12, 2009
Downgraded to Baa3 (sf)

Cl. D, Downgraded to B1 (sf); previously on Nov 12, 2009
Downgraded to Ba2 (sf)

Cl. E, Downgraded to B2 (sf); previously on Nov 12, 2009
Downgraded to Ba3 (sf)

Cl. F, Downgraded to B3 (sf); previously on Nov 12, 2009
Downgraded to B2 (sf)

Cl. G, Affirmed at Caa1 (sf); previously on Nov 12, 2009
Downgraded to Caa1 (sf)

Cl. H, Affirmed at Caa2 (sf); previously on Nov 12, 2009
Downgraded to Caa2 (sf)

Cl. J, Affirmed at Caa3 (sf); previously on Nov 12, 2009
Downgraded to Caa3 (sf)

Cl. K, Affirmed at Ca (sf); previously on Feb 24, 2011 Downgraded
to Ca (sf)

Cl. L, Affirmed at C (sf); previously on Feb 24, 2011 Downgraded
to C (sf)

Cl. M, Affirmed at C (sf); previously on Feb 24, 2011 Downgraded
to C (sf)

Cl. N, Affirmed at C (sf); previously on Feb 24, 2011 Downgraded
to C (sf)

Cl. X, Affirmed at Aaa (sf); previously on Oct 2, 2006 Definitive
Rating Assigned Aaa (sf)

RATINGS RATIONALE

The downgrades are due to higher expected losses for the pool
resulting from realized and anticipated losses from specially
serviced and troubled loans as well as a decline in overall pool
performance.

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

Moody's rating action reflects a cumulative base expected loss of
5.8% of the current balance. At last review, Moody's cumulative
base expected loss was 4.8%. Depending on the timing of loan
payoffs and the severity and timing of losses from specially
serviced loans, the credit enhancement level for investment grade
classes could decline below the current levels. If future
performance materially declines, the expected level of credit
enhancement and the priority in the cash flow waterfall may be
insufficient for the current ratings of these classes.

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

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

The methodologies used in this rating were "Moody's Approach to
Rating U.S. CMBS Conduit Transactions" published in September
2000, and "Moody's Approach to Rating CMBS Large Loan/Single
Borrower Transactions" published in July 2000.

Moody's noted that on November 22, 2011, it released a Request for
Comment, in which the rating agency has requested market feedback
on potential changes to its rating methodology for Interest-Only
Securities. If the revised methodology is implemented as proposed
the rating on JPMCC 2006-LDP8 Class X may be negatively affected.
Please refer to Moody's request for Comment, titled "Proposal
Changing the Global Rating Methodology for Structured Finance
Interest-Only Securities," for further details regarding the
implications of the proposed methodology change on Moody's rating.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.60 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) level are
driven by property type, Moody's actual and stressed DSCR, and
Moody's property quality grade (which reflects the capitalization
rate used by Moody's to estimate Moody's value). Conduit model
results at the B2 (sf) level are driven by a paydown analysis
based on the individual loan level Moody's LTV ratio. Moody's
Herfindahl score (Herf), a measure of loan level diversity, is a
primary determinant of pool level diversity and has a greater
impact on senior certificates. Other concentrations and
correlations may be considered in Moody's analysis. Based on the
model pooled credit enhancement levels at Aa2 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade credit estimates is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
credit estimate of the loan which corresponds to a range of credit
enhancement levels. Actual fusion credit enhancement levels are
selected based on loan level diversity, pool leverage and other
concentrations and correlations within the pool. Negative pooling,
or adding credit enhancement at the credit estimate level, is
incorporated for loans with similar credit estimates in the same
transaction.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 18 compared to 19 at Moody's prior full review.

In cases where the Herf falls below 20, Moody's also employs the
large loan/single borrower methodology. This methodology uses the
excel-based Large Loan Model v 8.2 and then reconciles and weights
the results from the two models in formulating a rating
recommendation. The large loan model derives credit enhancement
levels based on an aggregation of adjusted loan level proceeds
derived from Moody's loan level LTV ratios. Major adjustments to
determining proceeds include leverage, loan structure, property
type, and sponsorship. These aggregated proceeds are then further
adjusted for any pooling benefits associated with loan level
diversity, other concentrations and correlations.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review. Moody's prior full review is
summarized in a press release dated February 24, 2011.

DEAL PERFORMANCE

As of the January 17, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 7% to $2.87 billion
from $3.07 billion at securitization. The Certificates are
collateralized by 139 mortgage loans ranging in size from less
than 1% to 14% of the pool, with the top ten non-defeased or non-
specially serviced loans representing 65% of the pool.

Forty-five loans, representing 30% of the pool, are on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package. As part of
Moody's ongoing monitoring of a transaction, Moody's reviews the
watchlist to assess which loans have material issues that could
impact performance.

Eight loans have been liquidated from the pool, resulting in a
realized loss of $50.8 million (46% loss severity overall).
Currently ten loans, representing 2% of the pool are in special
servicing. Moody's has estimated an aggregate $29 million loss
(48% expected loss, on average) for the specially serviced loans.

Moody's has assumed a high default probability for 12 poorly
performing loans representing 4% of the pool and has estimated an
aggregate $17.3 million loss (15% expected loss based on a 30%
probability default) from these troubled loans.

Moody's was provided with full year 2010 operating results for 93%
of the pool. Excluding specially serviced and troubled loans
Moody's weighted average LTV is 108%, the same as at last review.
Moody's net cash flow reflects a weighted average haircut of 10%
to the most recently available net operating income. Moody's value
reflects a weighted average capitalization rate of 8.7%.

Excluding specially serviced and troubled loans Moody's actual and
stressed DSCRs are 1.25X and 0.90X, respectively, compared to
1.28X and 0.90X at last review. Moody's actual DSCR is based on
Moody's net cash flow (NCF) and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.

The top three performing conduit loans represent 32% of the pool
balance. The largest loan is the Park La Brea Apartments Loan
($387.5 million -- 13.5% of the pool), which represents a pari
passu interest in a $775.0 million first mortgage loan. The loan
is secured by a 4,238-unit multifamily property located in Los
Angeles, California, a strong multifamily market with a Moody's
Red-Yellow-Green score of 92. The property was 95% leased as of
October 2011 compared to 97% at last review. Performance declined
during 2010 but bounced back during 2011, although it is still
below 2009 levels. The loan is interest-only for the entire term.
Moody's LTV and stressed DSCR are 104% and 0.78X, respectively,
compared to 99% and 0.82X, at last review.

The second largest loan is the 53 State Street Loan
($280.0 million -- 9.8% of the pool), which is secured by a
1.1 million square foot (SF) Class A office building located in
the financial office submarket in Boston, Massachusetts. The
property was 81% leased as of September 2011. The property was
recently purchased by UBS Realty Investors in December 2011 for
$610 million. The loan is interest-only for the entire term.
Moody's LTV and stressed DSCR are 105% and 0.88X, respectively,
compared to 104% and 0.89X at last review.

The third largest loan is the RREEF Silicon Valley Office
Portfolio Loan ($250.0 million -- 8.7% of the pool), which
represents a pari passu interest in a first mortgage with an
original balance of $700.0 million. The current balance is
$594.2 million. At securitization, the loan was secured by
18 office/R&D properties located in the Silicon Valley area
of California. However, paydowns have led to the release of
three properties and partial release of two others totaling
approximately 900,000 square feet. The loan is interest-only
for the entire term. Moody's LTV and stressed DSCR 130% and
0.80X, respectively, compared to 112% and 0.82X at last review.


JPMCC 2007-FL1: Moody's Lowers Rating of Cl. D Notes to 'Ba3'
-------------------------------------------------------------
Moody's Investors Service downgraded the ratings of four classes,
confirmed the ratings of seven classes and affirmed the ratings of
two pooled classes and seven non-pooled, or rake, classes of J.P.
Morgan Chase Commercial Mortgage Securities Corp. Commercial
Mortgage Pass-Through Certificates, Series 2007-FL1.

Cl. A-1, Confirmed at Aa1 (sf); previously on Oct 19, 2011 Aa1
(sf) Placed Under Review for Possible Downgrade

Cl. A-2, Confirmed at Baa1 (sf); previously on Oct 19, 2011 Baa1
(sf) Placed Under Review for Possible Downgrade

Cl. B, Confirmed at Baa2 (sf); previously on Oct 19, 2011 Baa2
(sf) Placed Under Review for Possible Downgrade

Cl. C, Confirmed at Baa3 (sf); previously on Oct 19, 2011 Baa3
(sf) Placed Under Review for Possible Downgrade

Cl. D, Downgraded to Ba3 (sf); previously on Oct 19, 2011 Ba1 (sf)
Placed Under Review for Possible Downgrade

Cl. E, Downgraded to B3 (sf); previously on Oct 19, 2011 B1 (sf)
Placed Under Review for Possible Downgrade

Cl. F, Downgraded to Caa1 (sf); previously on Oct 19, 2011 B2 (sf)
Placed Under Review for Possible Downgrade

Cl. G, Downgraded to Caa2 (sf); previously on Oct 19, 2011 Caa1
(sf) Placed Under Review for Possible Downgrade

Cl. H, Confirmed at Caa3 (sf); previously on Oct 19, 2011 Caa3
(sf) Placed Under Review for Possible Downgrade

Cl. J, Confirmed at Ca (sf); previously on Oct 19, 2011 Ca (sf)
Placed Under Review for Possible Downgrade

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

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

Cl. RS-1, Affirmed at C (sf); previously on Dec 17, 2010
Downgraded to C (sf)

Cl. RS-2, Affirmed at C (sf); previously on Dec 17, 2010
Downgraded to C (sf)

Cl. RS-3, Affirmed at C (sf); previously on Dec 17, 2010
Downgraded to C (sf)

Cl. RS-4, Affirmed at C (sf); previously on Dec 17, 2010
Downgraded to C (sf)

Cl. RS-5, Affirmed at C (sf); previously on Dec 17, 2010
Downgraded to C (sf)

Cl. RS-6, Affirmed at C (sf); previously on Dec 17, 2010
Downgraded to C (sf)

Cl. RS-7, Affirmed at C (sf); previously on Dec 17, 2010
Downgraded to C (sf)

Cl. X-2, Confirmed at Aa1 (sf); previously on Oct 19, 2011 Aa1
(sf) Placed Under Review for Possible Downgrade

RATINGS RATIONALE

The downgrades are due to the concerns of refinancing risk for the
ten loans (75% of the pooled balance) that mature in the next six
months. The confirmations and affirmations are due to key
parameters, including Moody's loan to value (LTV) ratio and
Moody's stressed debt service coverage ratio (DSCR), remaining
within acceptable ranges.

Moody's placed eleven classes on review for possible downgrade on
October 19, 2011. The classes were placed on review due to current
and anticipated interest shortfalls. This action concludes Moody's
review.

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

Primary sources of assumption uncertainty are the extent of the
slowdown in growth in the current macroeconomic environment and
the commercial real estate property markets. While commercial real
estate property markets are gaining momentum, a consistent upward
trend will not be evident until the volume of transactions
increases, distressed properties are cleared from the pipeline and
job creation rebounds. The hotel and multifamily sectors are in
recovery and improvements in the office sector continue, with
fundamentals in Gateway cities outperforming their suburban
counterparts. However, office demand is closely tied to
employment, where fundamentals remain weak, so significant
improvement may be delayed. Performance in the retail sector has
been mixed with on-going rent deflation and leasing challenges.
Across all property sectors, the availability of debt capital
continues to improve with monetary policy expected to remain
supportive and interest rate hikes postponed. Moody's central
global macroeconomic scenario reflects an overall downward
revision of forecasts since last quarter , amidst ongoing fiscal
consolidation efforts, household and banking sector deleveraging,
persistently high unemployment levels, and weak housing markets
that will continue to constrain growth.

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

Moody's noted that on November 22, 2011, it released a Request for
Comment, in which the rating agency has requested market feedback
on potential changes to its rating methodology for Interest-Only
Securities. If the revised methodology is implemented as proposed
the rating on JP Morgan 2007-FL1 of Class X-2 may be negatively
affected. Please refer to Moody's request for Comment, titled
"Proposal Changing the Global Rating Methodology for Structured
Finance Interest-Only Securities," for further details regarding
the implications of the proposed methodology change on Moody's
rating. Please see the Credit Policy page on www.moodys.com for a
copy of this methodology and the Request for Comment.

Moody's review incorporated the use of the excel-based Large Loan
Model v 8.2. The large loan model derives credit enhancement
levels based on an aggregation of adjusted loan level proceeds
derived from Moody's loan level LTV ratios. Major adjustments to
determining proceeds include leverage, loan structure, property
type, and sponsorship. These aggregated proceeds are then further
adjusted for any pooling benefits associated with loan level
diversity, other concentrations and correlations.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review. Moody's prior full review is
summarized in a press release dated June 9, 2011.

DEAL PERFORMANCE

As of the January 17, 2012 distribution date, the
transaction's certificate balance decreased by approximately
29% to $1.17 billion from $1.65 billion at securitization due
to the payoff of seven loans, a principal pay down of three
loans and the liquidation of one loan. The Certificates are
collateralized by 14 floating-rate loans ranging in size from
1% to 20% of the pooled trust mortgage balance. The largest
three loans account for 51% of the pooled balance.

The deal has a modified pro-rata structure. Interest on the pooled
trust certificates are distributed first to A-1 and X-2 pro rata,
and then to Classes A-2, B, C, D, E, F, G, H, J, K, and L,
sequentially. Prior to a monetary or material non-monetary event
of default, scheduled and unscheduled principal payments are
allocated to the Pooled Classes and junior participation interests
on a pro rata basis. Initially, 80% of the principal received is
paid to the Class A-1 and A-2 certificates sequentially and 20%
was allocated pro rata to the other certificates. Principal
distributions are made sequentially from the most senior to the
most junior class after the outstanding principal balance of the
Pooled Trust Assets (exclusive of Trust Assets related to
Specially Service Mortgage Loans) is less than 20% of the initial
principal balance of the Trust Assets. All losses and shortfalls
will be allocated first to the relevant junior interest, then to
the Raked Classes, and then to Classes L, K, J, H, G, F, E, D, C,
B, and A-2 in that order, and then to Class A-1.

The pool has experienced $19,728,329 of losses to date. Currently
six loans are in special servicing (30% of pooled balance) which
are the Resorts International loan (10%), the Chartwell Hotel
Portfolio loan (7%), the Felcor Lodging Trust loan (5%), the
Malibu Canyon Corporate Center loan (3%), the Westin Chicago North
Shore loan (3%), and the Sofitel Minneapolis loan (1%). The
largest specially serviced loan is the Resorts International loan
($120.2 million pooled balance and $87.7 million non-pooled
balance) which is secured by two hotel/casinos with a total of 439
rooms: the Bally's Tunica (Robinsonville, Mississippi) and Resorts
Tunica (Tunica, Mississippi). Two hotel/casinos have been released
since securitization. In July 2009, the portfolio was transferred
to special servicing due to payment default. The 2011 appraised
value for the collateral is $180.5 million. Both the Bally's
Tunica and the Resorts Tunica are REO and are expected to be
marketed for sale. Servicer advances total almost $8.2 million.
Moody's anticipates a loss on this loan. Non-pooled Classes RS-1,
RS-2, RS-3, RS-4, RS-5, RS-6, and RS-7 are secured by the junior
portion of the Resorts International Portfolio Loan.

Moody's weighed average pooled loan to value (LTV) ratio is 92%
compared to 113% at last review and 62% at securitization. Moody's
pooled stressed DSCR is 1.37X, the same as last review and 1.86X
at securitization.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. Large
loan transactions generally have a Herf of less than 20. The pool
has a Herf of 8 compared to 10 at last review.

The largest loan in the pool is the Walden Galleria loan
($232.0 million, 19.8% of the pool balance), which is secured
by a dominant regional mall located in Buffalo, New York. The
1.6 million square foot mall is anchored by JC Penney, Macy's
(anchor owned), Sears, Lord & Taylor (anchor owned), Dick's
Sporting Goods and Regal Cinemas. The mall is managed by the
Pyramid Company and collateral vacancy as of September 2011 was
12%, up from 8.7% at securitization. The final maturity for the
loan is May 2012. Moody's current pooled LTV is 61% and stressed
DSCR is 1.47X. Moody's credit estimate is A1, compared to A3 at
last review.

The second largest pooled exposure, the Marriott Waikiki loan
($194.4 million, 16.6%), is secured by a leasehold interest in
a 1,310 room full-service hotel known as The Marriott Waikiki
Beach Resort and Spa located in Honolulu, Hawaii. RevPAR for the
trailing twelve month period ending June 2011 was $147.79, up 6%
from RevPAR for the year end December 2010 of $139.40. The final
maturity for the loan is May 2012. Moody's current pooled LTV is
71% and stressed DSCR is 1.61X. Moody's credit estimate is Ba1,
the same as last review.

The third largest loan, the PHOV Portfolio loan ($171.3 million;
14.6%), is secured by 11 full-service hotels with 3,025 guest
rooms located in California (3 properties), New Jersey (2
properties), Louisiana (2 properties), Florida (2 properties),
Illinois (1 property) and South Carolina (1 property). The
portfolio's net cash flow has not achieved Moody's original
expectations at securitization. The final extended maturity for
the loan is May 2012. A 2010 appraisal valued the properties at
$269 million. Moody's value is25% of the recent appraised value.
Moody's current pooled LTV is 85%. Moody's credit estimate is B3,
compared to Caa3 at last review.


JPMCC 2007-LDP10: Moody's Lowers Rating of Cl. A-J Notes to 'B1'
----------------------------------------------------------------
Moody's Investors Service downgraded the ratings of five classes
and affirmed 28 classes of J.P. Morgan Commercial Mortgage Trust,
Commercial Mortgage Pass-Through Certificates, Series 2007-LDP10:

Cl. A-2, Affirmed at Aaa (sf); previously on Apr 10, 2007
Definitive Rating Assigned Aaa (sf)

Cl. A-2S, Affirmed at Aaa (sf); previously on Apr 10, 2007
Definitive Rating Assigned Aaa (sf)

Cl. A-2SFL, Affirmed at Aaa (sf); previously on Apr 10, 2007
Definitive Rating Assigned Aaa (sf)

Cl. A-2SFX, Affirmed at Aaa (sf); previously on Aug 3, 2010
Assigned Aaa (sf)

Cl. A-3, Affirmed at Aaa (sf); previously on Apr 10, 2007
Definitive Rating Assigned Aaa (sf)

Cl. A-3S, Affirmed at Aaa (sf); previously on Apr 10, 2007
Definitive Rating Assigned Aaa (sf)

Cl. A-1A, Affirmed at Aaa (sf); previously on Apr 10, 2007
Definitive Rating Assigned Aaa (sf)

Cl. A-M, Affirmed at A1 (sf); previously on Feb 25, 2010
Downgraded to A1 (sf)

Cl. A-MS, Affirmed at A1 (sf); previously on Feb 25, 2010
Downgraded to A1 (sf)

Cl. A-J, Downgraded to B1 (sf); previously on Feb 25, 2010
Downgraded to Ba2 (sf)

Cl. A-JFL, Downgraded to B1 (sf); previously on Feb 25, 2010
Downgraded to Ba2 (sf)

Cl. A-JS, Downgraded to B1 (sf); previously on Feb 25, 2010
Downgraded to Ba2 (sf)

Cl. B, Downgraded to Caa1 (sf); previously on Feb 16, 2011
Downgraded to B3 (sf)

Cl. B-S, Downgraded to Caa1 (sf); previously on Feb 16, 2011
Downgraded to B3 (sf)

Cl. C, Affirmed at Caa2 (sf); previously on Feb 16, 2011
Downgraded to Caa2 (sf)

Cl. C-S, Affirmed at Caa2 (sf); previously on Feb 16, 2011
Downgraded to Caa2 (sf)

Cl. D, Affirmed at Caa3 (sf); previously on Feb 16, 2011
Downgraded to Caa3 (sf)

Cl. D-S, Affirmed at Caa3 (sf); previously on Feb 16, 2011
Downgraded to Caa3 (sf)

Cl. E, Affirmed at Ca (sf); previously on Feb 16, 2011 Downgraded
to Ca (sf)

Cl. E-S, Affirmed at Ca (sf); previously on Feb 16, 2011
Downgraded to Ca (sf)

Cl. F, Affirmed at C (sf); previously on Feb 16, 2011 Downgraded
to C (sf)

Cl. F-S, Affirmed at C (sf); previously on Feb 16, 2011 Downgraded
to C (sf)

Cl. G, Affirmed at C (sf); previously on Feb 25, 2010 Downgraded
to C (sf)

Cl. G-S, Affirmed at C (sf); previously on Feb 25, 2010 Downgraded
to C (sf)

Cl. H, Affirmed at C (sf); previously on Feb 25, 2010 Downgraded
to C (sf)

Cl. H-S, Affirmed at C (sf); previously on Feb 25, 2010 Downgraded
to C (sf)

Cl. J, Affirmed at C (sf); previously on Feb 25, 2010 Downgraded
to C (sf)

Cl. K, Affirmed at C (sf); previously on Feb 25, 2010 Downgraded
to C (sf)

Cl. L, Affirmed at C (sf); previously on Feb 25, 2010 Downgraded
to C (sf)

Cl. M, Affirmed at C (sf); previously on Feb 25, 2010 Downgraded
to C (sf)

Cl. N, Affirmed at C (sf); previously on Feb 25, 2010 Downgraded
to C (sf)

Cl. P, Affirmed at C (sf); previously on Feb 25, 2010 Downgraded
to C (sf)

Cl. X, Affirmed at Aaa (sf); previously on Apr 10, 2007 Definitive
Rating Assigned Aaa (sf)

RATINGS RATIONALE

The downgrades are due to higher than expected losses from
specially serviced and troubled loans along with anticipated
increases in interest shortfalls.

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

Moody's rating action reflects a cumulative base expected
loss of 11.1% of the current balance. At last review, Moody's
cumulative base expected loss was 9.9%. Realized losses
increased from $25.7 million (0.5% of the original pooled
balance) to $40.1 million (0.8% of the original pooled balance).
Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline
below the current levels. If future performance materially
declines, the expected level of credit enhancement and the
priority in the cash flow waterfall may be insufficient for
the current ratings of these classes.

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

Primary sources of assumption uncertainty are the extent of the
slowdown in growth in the current macroeconomic environment and
the commercial real estate property markets. While commercial real
estate property markets are gaining momentum, a consistent upward
trend will not be evident until the volume of transactions
increases, distressed properties are cleared from the pipeline and
job creation rebounds. The hotel and multifamily sectors are in
recovery and improvements in the office sector continue, with
fundamentals in Gateway cities outperforming their suburban
counterparts. However, office demand is closely tied to
employment, where fundamentals remain weak, so significant
improvement may be delayed. Performance in the retail sector has
been mixed with on-going rent deflation and leasing challenges.
Across all property sectors, the availability of debt capital
continues to improve with monetary policy expected to remain
supportive and interest rate hikes postponed. Moody's central
global macroeconomic scenario reflects an overall downward
revision of forecasts since last quarter, amidst ongoing fiscal
consolidation efforts, household and banking sector deleveraging,
persistently high unemployment levels, and weak housing markets
that will continue to constrain growth.

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

Moody's noted that on November 22, 2011, it released a Request for
Comment, in which the rating agency has requested market feedback
on potential changes to its rating methodology for Interest-Only
Securities. If the revised methodology is implemented as proposed
the rating on J.P. Morgan Commercial Mortgage Trust, Commercial
Mortgage Pass-Through Certificates, Series 2007-LDP10 Class X may
be negatively affected. Please refer to Moody's request for
Comment, titled "Proposal Changing the Global Rating Methodology
for Structured Finance Interest-Only Securities," for further
details regarding the implications of the proposed methodology
change on Moody's rating.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.60 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) level are
driven by property type, Moody's actual and stressed DSCR, and
Moody's property quality grade (which reflects the capitalization
rate used by Moody's to estimate Moody's value). Conduit model
results at the B2 (sf) level are driven by a paydown analysis
based on the individual loan level Moody's LTV ratio. Moody's
Herfindahl score (Herf), a measure of loan level diversity, is a
primary determinant of pool level diversity and has a greater
impact on senior certificates. Other concentrations and
correlations may be considered in Moody's analysis. Based on the
model pooled credit enhancement levels at Aa2 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade credit estimates is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
credit estimate of the loan which corresponds to a range of credit
enhancement levels. Actual fusion credit enhancement levels are
selected based on loan level diversity, pool leverage and other
concentrations and correlations within the pool. Negative pooling,
or adding credit enhancement at the credit estimate level, is
incorporated for loans with similar credit estimates in the same
transaction.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 54 compared to 57 at Moody's prior review.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review. Moody's prior full review is
summarized in a press release dated February 16, 2011.

DEAL PERFORMANCE

As of the December 15, 2011 distribution date, the transaction's
aggregate certificate balance has decreased by 7% to $4.96 billion
from $5.33 billion at securitization. The Certificates are
collateralized by 209 mortgage loans ranging in size from less
than 1% to 5% of the pool, with the top ten non-defeased loans
representing 34% of the pool. The pool contains one loan with an
investment grade credit estimate, representing 2% of the pool.

Sixty-one loans, representing 29% of the pool, are on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package. As part of
Moody's ongoing monitoring of a transaction, Moody's reviews the
watchlist to assess which loans have material issues that could
impact performance.

Eight loans have been liquidated from the pool, resulting
in a realized loss of $40.1 million (28% loss severity on
average). Currently thirty-eight loans, representing 16%
of the pool, are in special servicing. At last full review,
thirty-two loans, representing 13% of the pool, were in
special servicing. The largest specially serviced loan is
the Solana Loan ($140.0 million -- 2.8% of the pool), which
is a pari-passu interest in a $360.0 million loan. The loan
is secured by a 1.9 million square foot (SF) mixed use
complex consisting of office, retail and a 198-room full
service Marriott Hotel located in Westlake, Texas. Property
performance has been impacted by declines in the office,
retail, and hotel components since securitization. The loan
was transferred to special servicing in March 2009 for imminent
default but has remained current. The loan had been modified
but the borrower was not able to fund required leasing costs.
The borrower requested to restructure the loan again but, at
this point in time, no workout has been agreed to between the
borrower and special servicer. The special servicer plans on
filing foreclosure in February 2012. The most recent appraisal
(April 2011) valued the property at $188 million.

The second largest specially serviced loan is the Southland Mall
Loan ($120.5 million -- 2.4% of the pool), which is secured by a
665,000 SF regional mall located in Miami, Florida. The loan was
transferred to special servicing in December 2010 for imminent
default but has remained current. The borrower and special
servicer finalized a loan modification on December 15, 2011. The
loan modification included a pay down of the original senior note,
a bifurcation of the senior note into a A/B note, and a loan
extension. The loan modification is expected to free up cash flow
to allow the borrower to stabilize the property.

The remaining 36 specially serviced properties are secured by a
mix of property types. Moody's estimates an aggregate $281 million
loss for the specially serviced loans (46% expected loss on
average).

Moody's has assumed a high default probability for 31 poorly
performing loans representing 16% of the pool and has estimated an
aggregate $120 million loss (15% expected loss based on a 30%
probability default) from these troubled loans.

Moody's was provided with full year 2010 operating results for 90%
of the pool. Excluding specially serviced and troubled loans,
Moody's weighted average LTV is 123% compared to 125% at Moody's
prior review. Moody's net cash flow reflects a weighted average
haircut of 10% to the most recently available net operating
income. Moody's value reflects a weighted average capitalization
rate of 9.3%.

Excluding special serviced and troubled loans, Moody's actual and
stressed DSCRs are 1.31X and 0.85X, respectively, compared to
1.30X and 0.84X at last review. Moody's actual DSCR is based on
Moody's net cash flow (NCF) and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.

The loan with a credit estimate is the Center West Loan
($90.0 million -- 1.8% of the pool), which is secured by a
345,000 SF office property located in Los Angeles, California.
The property was 67% leased as of December 2011 compared to
71% at last review. Performance has been stable. Moody's
current credit estimate and stressed DSCR are Baa3 and 1.29X,
respectively, essentially the same as at last full review.

The top three performing conduit loans represent 13% of the
pool balance. The largest loan is the Coconut Point Loan
($230.0 million -- 4.6% of the pool), which is secured by a
835,000 SF retail center located near Fort Meyers in Estero,
Florida. The collateral consists of three retail components: a
cinema-anchored village, a community center primarily consisting
of big box retail, and a lakefront component comprising of casual
restaurants. The property was 95% leased as of June 2011 compared
to 96% at last review. Overall, performance has been stable.
Moody's LTV and stressed DSCR are 128% and 0.72X, respectively,
compared to 135% and 0.72X at last full review.

The second largest loan is the 599 Lexington Loan
($225.0 million -- 4.5% of the pool), which is secured by a
1.0 million square foot office building located in Midtown
Manhattan in New York City. The loan represents a 30% pari-passu
interest in a $750 million loan. The property was 96% leased as of
September 2011, essentially the same as at last full review. The
largest tenant is Shearman & Sterling LLP, which leases 46% of the
NRA through 2022. Performance has improved since last review due
to higher revenues from rent bumps from existing tenants. Overall,
the property is stable with very low tenant rollover expected in
the near term. Moody's LTV and stressed DSCR are 129% and 0.71X,
respectively, essentially the same as at last full review.

The third largest loan is the Skyline Loan ($203.4 million -- 4.1%
of the pool), which is secured by eight office properties located
in Falls Church, Virginia. The loan represents a 30% pari-passu
interest in a $678 million loan. The loan was placed on the
servicer's watchlist due a major tenant not renewing its lease at
maturity in October 2011. Portfolio occupancy dropped from 92% to
76% due to the loss of tenant. The loan sponsor is Vornado Realty
Trust. Moody's LTV and stressed DSCR are 123% and 0.79X,
respectively, essentially the same as at last full review.


JPMORGAN 2001-CIBC1: S&P Cuts Rating on Class H Certificate to 'D'
------------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on the class
H commercial mortgage pass-through certificate from JPMorgan Chase
Commercial Mortgage Securities Corp.'s series 2001-CIBC1, a U.S.
commercial mortgage-backed securities (CMBS) transaction, to 'D
(sf)' from 'CCC- (sf)'.

"The downgrade reflects principal losses that class H
incurred, as detailed in the Jan. 17, 2012 trustee
remittance report. We attribute the aggregate principal
losses, which totaled $11.3 million, to one asset. This
asset had an aggregate beginning scheduled principal
balance of $13.9 million and was liquidated in January at
a loss severity of 81.7%. Consequently, class H incurred a
12.2% loss to its beginning principal balance of $10.1 million.
According to the January 2012 trustee remittance report, the
class J and K certificates also experienced a principal loss
that reduced their outstanding beginning principal balance to
zero. We previously lowered our ratings on classes J and K 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


JPMORGAN CHASE 2006-LDP8: S&P Cuts Ratings on 3 Classes to 'D'
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 12
classes of commercial mortgage pass-through certificates from
JPMorgan Chase Commercial Mortgage Securities Trust 2006-LDP8, a
U.S. commercial mortgage-backed securities (CMBS) transaction.
"Concurrently, 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 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 the 10 ($60.9 million, 2.1%) assets that are with
the special servicer, as well as two ($26.7 million, 0.9%) other
loans that we determined to be credit-impaired. We also considered
the monthly interest shortfalls affecting the trust. We lowered
our ratings on the class J, K, and L certificates to 'D (sf)'
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)' rating on the class X
interest-only (IO) certificate 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 1.25x and a loan-to-value (LTV) ratio of 114.1%.
We further stressed the loans' cash flows under our 'AAA' scenario
to yield a weighted-average DSC of 0.82x and an LTV ratio of
150.5%. The implied defaults and loss severity under the 'AAA'
scenario were 93.2% and 37.7%, respectively. The DSC and LTV
calculations exclude the 10 ($60.9 million, 2.1%) specially
serviced assets and the two ($26.7 million, 0.9%) loans that we
determined to be credit-impaired. 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 Jan. 17, 2012 trustee remittance report, the trust
experienced interest shortfalls totaling $207,972. The interest
shortfalls were primarily due to appraisal subordinate entitlement
reduction (ASER) amounts totaling $138,882, workout fees of
$33,209, loan modification-generated shortfalls of $22,423, and
special servicing fees of $13,118. According to the report, more
than $30,000 of the workout fees were attributable to one loan
that paid off in this reporting period and are not expected to be
ongoing. The class J, K, and L certificates have experienced
cumulative interest shortfalls for two consecutive months, and we
expect these shortfalls to remain outstanding for the foreseeable
future. Consequently, we downgraded these classes to 'D (sf)'.
We previously downgraded the class M, N, and P certificates to 'D
(sf)'," S&P said.

                       Credit Considerations

As of the Jan. 17, 2012 trustee remittance report, 10 assets
($60.9 million, 2.1%) in the pool were with the special servicer,
C-III Asset Management LLC (C-III). The reported payment status of
the specially serviced assets is: two are real estate-owned (REO)
($14.0 million, 0.5%); one is in foreclosure ($4.3 million, 0.1%);
and seven are 90-plus days delinquent ($42.6 million, 1.5%).
Appraisal reduction amounts (ARAs) totaling $26.5 million are
in effect against these 10 specially serviced assets.

The Executive Tower loan ($12.8 million, 0.5%) is the largest
specially serviced asset and was transferred to special servicing
on Dec. 2, 2010, due to monetary default. The loan's payment
status is reported as 90-plus days delinquent. The loan is secured
by a 134,179-sq.-ft. office building in Hampton, Va. According to
its comments, C-III is exploring various liquidation strategies.
The servicer-reported DSC was 0.66x for the six months ended
June 30, 2010. An ARA of $3.4 million is in effect for this loan.
Standard & Poor's anticipates a moderate loss upon the eventual
resolution of this loan.

The remaining nine specially serviced assets have individual
balances that represent less than 0.3% of the total pool balance.
ARAs totaling $23.1 million were in effect against these nine
remaining specially serviced assets. Standard & Poor's estimated a
weighted-average loss severity of 57.6% for the other nine assets
that are with the special servicer.

"We determined two other loans ($26.7 million, 0.9%) in the pool
to be credit-impaired due to low reported DSCs. As a result, we
consider both loans to be at an increased risk of default and
loss. The larger of the two credit-impaired loans, the Commerce
Center I loan ($18.3 million, 0.6%), is secured by a 123,248-sq.-
ft. suburban office building in Greenbelt, Md., about 12 miles
north of Washington, D.C. The loan is on the master servicers'
combined watchlist due to a decline in DSC. The loan's payment
status was reported as 30 days delinquent. The reported DSC was
0.91x for the year ended Dec. 31, 2010," S&P said.

The Walney Business Center loan ($8.4 million, 0.3%) is secured by
a 114,231-sq.-ft. industrial/flex building in Chantilly, Va., a
suburb of Washington, D.C. The loan is of the master servicers'
combined watchlist due to a decline in DSC as a result of a drop
in occupancy. As of first-quarter 2010, the property's operating
net cash flow (NCF) was negative. Occupancy declined to 24.1% for
the same reporting period.

                         Transaction Summary

As of the Jan. 17, 2012 trustee remittance report, the collateral
pool balance was $2.87 billion, which is 93.5% of the balance at
issuance. The pool includes 135 loans and two REO assets, down
from 165 loans at issuance. The master servicers, Midland Loan
Services Inc. (Midland) and Wells Fargo Bank N.A. (Wells Fargo),
provided financial information for 97.6% of the loan balance,
97.0% of which reflected full-year 2010 or partial-year 2011 data.

"We calculated a weighted average DSC of 1.78x for the loans in
the pool based on the servicer-reported figures. Our adjusted
DSC and LTV ratio were 1.25x and 114.1%. The transaction has
experienced $50.8 million in principal losses to date from 11
assets. Forty-five loans ($847.0 million, 29.6%) in the pool are
on the master servicers' combined watchlist, including the fourth-
($229.0 million, 8.0%), sixth- ($168.4 million, 5.9%), seventh
($109.6 million, 3.8%), and eighth-largest ($102.4 million, 3.6%)
loans in the pool. Thirty-seven loans ($479.0 million, 16.7%)
have reported DSC of less than 1.10x, 26 of which ($150.2 million,
5.2%) have reported DSC below 1.00x," S&P said.

                 Summary of The Top 10 Loans

"The top 10 loans have an aggregate outstanding balance of
$1.85 billion (64.6%). Using servicer-reported numbers, we
calculated a weighted average DSC of 2.02x for the top 10 loans.
Our adjusted DSC and LTV ratio were 1.20x and 121.7% for the top
10 loans," S&P said.

"The fourth-, sixth-, and seventh, and eighth-largest loans in the
pool are on the master servicers' combined watchlist. We discuss
the three largest loans," S&P said.

"The Gas Company Tower loan ($229.0 million, 8.0%) is the fourth-
largest loan in the pool and is secured by a 1.3 million-sq.-ft.
class A office tower in downtown Los Angeles, Calif. Wells Fargo
placed the loan on its watchlist because several large leases
expire in the near term. The servicer-reported DSC and occupancy
were 1.37x and 85.0% for the nine months ended Sept. 30, 2011,"
S&P said.

The Tysons Galleria loan ($168.4 million, 5.9%) is the sixth-
largest loan in the pool and is secured by 307,970 sq. ft. of
an 819,903-sq.-ft. retail mall in McLean, Va., about 13 miles
west of Washington, D.C. The loan was transferred to special
servicing on April 16, 2009; was modified on Jan. 8, 2009; and
was transferred back to the master servicer on April 1, 2010.
Wells Fargo placed this loan on the watchlist due to a low
reported DSC. The servicer-reported DSC and occupancy were
1.04x and 90.0% for the year ended Dec. 31, 2010.

The CNL/Welsh Portfolio loan ($109.6 million, 3.8%) is
the seventh-largest loan in the pool and is secured by
a portfolio of three office properties and 10 industrial
properties totaling 2,715,098 sq. ft. in Wisconsin, Minnesota,
North Carolina, Indiana, Ohio, Alabama, Pennsylvania, Iowa,
Michigan, and Florida. Midland placed this loan on the watchlist
due to a covenant compliance violation because one of the tenants
filed for bankruptcy. The servicer-reported combined DSC and
occupancy were 1.71x for the year ended Dec. 31, 2010, and
occupancy was 100% according to the Sept. 30, 2011, rent rolls.

Standard & Poor's stressed the assets 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

JPMorgan Chase Commercial Mortgage Securities Trust 2006-LDP8
Commercial mortgage pass-through certificates
               Rating
Class       To          From           Credit enhancement (%)
A-M         BBB+ (sf)   A- (sf)        19.62
A-J         BB (sf)     BBB- (sf)      10.53
B           BB- (sf)    BB+ (sf)       8.66
C           B+ (sf)     BB (sf)        7.85
D           B (sf)      BB- (sf)       6.38
E           B (sf)      B+ (sf)        5.18
F           B- (sf)     B+ (sf)        3.84
G           CCC+ (sf)   B (sf)         2.77
H           CCC- (sf)   B (sf)         1.44
J           D (sf)      CCC- (sf)      1.04
K           D (sf)      CCC- (sf)      0.77
L           D (sf)      CCC- (sf)      0.37

Ratings Affirmed

JPMorgan Chase Commercial Mortgage Securities Trust 2006-LDP8
Commercial mortgage pass-through certificates

Class       Rating                  Credit enhancement (%)
A-2         AAA (sf)                30.32
A-3A        AAA (sf)                30.32
A-3FL       AAA (sf)                30.32
A-3B        AAA (sf)                30.32
A-4         AA- (sf)                30.32
A-SB        AA- (sf)                30.32
A-1A        AA- (sf)                30.32
X           AAA (sf)                  N/A

N/A -- Not applicable.


LB-UBS 2003-C3: Moody's Affirms Cl. L Notes Rating at 'Ba1'
-----------------------------------------------------------
Moody's Investors Service downgraded the ratings of four classes
and affirmed 20 classes of LB-UBS Commercial Mortgage Trust 2003-
C3, Commercial Mortgage Pass-Through Certificates, Series 2003-C3:

Cl. A-3, Affirmed at Aaa (sf); previously on Jun 30, 2003
Definitive Rating Assigned Aaa (sf)

Cl. A-4, Affirmed at Aaa (sf); previously on Jun 30, 2003
Definitive Rating Assigned Aaa (sf)

Cl. B, Affirmed at Aaa (sf); previously on Apr 20, 2006 Upgraded
to Aaa (sf)

Cl. C, Affirmed at Aaa (sf); previously on Apr 20, 2006 Upgraded
to Aaa (sf)

Cl. D, Affirmed at Aaa (sf); previously on Jun 17, 2009 Upgraded
to Aaa (sf)

Cl. E, Affirmed at Aa1 (sf); previously on Jun 17, 2009 Upgraded
to Aa1 (sf)

Cl. F, Affirmed at Aa2 (sf); previously on Jun 17, 2009 Upgraded
to Aa2 (sf)

Cl. G, Affirmed at A1 (sf); previously on Jun 17, 2009 Upgraded to
A1 (sf)

Cl. H, Affirmed at A3 (sf); previously on Jun 17, 2009 Upgraded to
A3 (sf)

Cl. J, Affirmed at Baa1 (sf); previously on Jun 17, 2009 Upgraded
to Baa1 (sf)

Cl. K, Affirmed at Baa3 (sf); previously on Jun 30, 2003
Definitive Rating Assigned Baa3 (sf)

Cl. L, Affirmed at Ba1 (sf); previously on Jun 30, 2003 Definitive
Rating Assigned Ba1 (sf)

Cl. M, Affirmed at Ba2 (sf); previously on Jun 30, 2003 Definitive
Rating Assigned Ba2 (sf)

Cl. N, Downgraded to B1 (sf); previously on Jun 30, 2003
Definitive Rating Assigned Ba3 (sf)

Cl. P, Downgraded to B2 (sf); previously on Jun 30, 2003
Definitive Rating Assigned B1 (sf)

Cl. Q, Downgraded to B3 (sf); previously on Jun 30, 2003
Definitive Rating Assigned B2 (sf)

Cl. S, Downgraded to Caa2 (sf); previously on Feb 16, 2011
Downgraded to Caa1 (sf)

Cl. X-CL, Affirmed at Aaa (sf); previously on Jun 30, 2003
Definitive Rating Assigned Aaa (sf)

Cl. X-WC, Affirmed at Aaa (sf); previously on Jun 30, 2003
Definitive Rating Assigned Aaa (sf)

Cl. X-MM1, Affirmed at Aaa (sf); previously on Jun 30, 2003
Definitive Rating Assigned Aaa (sf)

Cl. MM-1, Affirmed at Caa1 (sf); previously on Feb 16, 2011
Downgraded to Caa1 (sf)

Cl. MM-2, Affirmed at Caa2 (sf); previously on Feb 16, 2011
Downgraded to Caa2 (sf)

Cl. MM-3, Affirmed at Caa3 (sf); previously on Feb 16, 2011
Downgraded to Caa3 (sf)

Cl. X-MM2, Affirmed at Aaa (sf); previously on Jun 30, 2003
Definitive Rating Assigned Aaa (sf)

RATINGS RATIONALE

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

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

Moody's rating action reflects a cumulative base expected loss of
2.6% of the current balance. At last review, Moody's cumulative
base expected loss was 1.7%. Depending on the timing of loan
payoffs and the severity and timing of losses from specially
serviced loans, the credit enhancement level for investment grade
classes could decline below the current levels. Due to the high
level of credit subordination and defeasance, it is unlikely that
investment grade classes would be downgraded even if losses are
higher than Moody's expected base.

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

Primary sources of assumption uncertainty are the extent
of the slowdown in growth in the current macroeconomic
environment and the commercial real estate property markets.
While commercial real estate property markets are gaining
momentum, a consistent upward trend will not be evident
until the volume of transactions increases, distressed
properties are cleared from the pipeline and job creation
rebounds. The hotel and multifamily sectors are in recovery
and improvements in the office sector continue, with
fundamentals in Gateway cities outperforming their suburban
counterparts. However, office demand is closely tied to
employment, where fundamentals remain weak, so significant
improvement may be delayed. Performance in the retail sector
has been mixed with on-going rent deflation and leasing
challenges. Across all property sectors, the availability of
debt capital continues to improve with monetary policy expected
to remain supportive and interest rate hikes postponed. Moody's
central global macroeconomic scenario reflects an overall downward
revision of forecasts since last quarter, amidst ongoing fiscal
consolidation efforts, household and banking sector deleveraging,
persistently high unemployment levels, and weak housing markets
that will continue to constrain growth.

The principal methodologies used in this rating were "CMBS:
Moody's Approach to Rating Fusion Transactions" published in April
2005, and "Moody's Approach to Rating Large Loan/Single Borrower
Transactions" published in July 2000.

Moody's noted that on November 22, 2011, it released a Request for
Comment, in which the rating agency has requested market feedback
on potential changes to its rating methodology for Interest-Only
Securities. If the revised methodology is implemented as proposed
the rating on LB-UBS 2000-C3 Classes X-CL, X-WC, X-MM1 and X-MM2
may be negatively affected. Please refer to Moody's request for
Comment, titled "Proposal Changing the Global Rating Methodology
for Structured Finance Interest-Only Securities," for further
details regarding the implications of the proposed methodology
change on Moody's rating.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.60 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) level are
driven by property type, Moody's actual and stressed DSCR, and
Moody's property quality grade (which reflects the capitalization
rate used by Moody's to estimate Moody's value). Conduit model
results at the B2 (sf) level are driven by a paydown analysis
based on the individual loan level Moody's LTV ratio. Moody's
Herfindahl score (Herf), a measure of loan level diversity, is a
primary determinant of pool level diversity and has a greater
impact on senior certificates. Other concentrations and
correlations may be considered in Moody's analysis. Based on the
model pooled credit enhancement levels at Aa2 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade credit estimates is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
credit estimate of the loan which corresponds to a range of credit
enhancement levels. Actual fusion credit enhancement levels are
selected based on loan level diversity, pool leverage and other
concentrations and correlations within the pool. Negative pooling,
or adding credit enhancement at the credit estimate level, is
incorporated for loans with similar credit estimates in the same
transaction.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 10 compared to 11 at Moody's prior review.

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

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

DEAL PERFORMANCE

As of the January 18, 2012 distribution date, the
transaction's aggregate certificate balance has decreased by
39% to $817.9 million from $1.35 billion at securitization. The
Certificates are collateralized by 79 mortgage loans ranging in
size from less than 1% to 16% of the pool, with the top ten loans
representing 65% of the pool. The pool includes three loans,
representing 40% of the pool, with investment-grade credits
estimates. Fifteen loans, representing 15% of the pool, have
defeased and are collateralized with U.S. Government securities.

Twelve loans, representing 17% of the pool, are on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package. As part of
Moody's ongoing monitoring of a transaction, Moody's reviews the
watchlist to assess which loans have material issues that could
impact performance.

Five loan have been liquidated from the pool since securitization,
resulting in a $5.5 million loss (38% loss severity overall).
Currently, there are four loans in special servicing, representing
1% of the pool. Moody's has estimated an aggregate $5.5 million
loss for the specially serviced loans (52% overall expected loss).

Moody's has assumed a high default probability for three poorly
performing loans representing 1% of the pool and has estimated an
aggregate $1.98 million loss (20% expected loss based on a 50%
probability default) for the troubled loans.

Moody's was provided with full year 2010 and partial 2011
operating results for 98% and 97%, respectively, for the non-
defeased pool. Excluding specially serviced and troubled loans,
Moody's weighted average conduit LTV is 90% compared to 86% at
last review. Moody's net cash flow reflects a weighted average
haircut of 12% to the most recently available net operating
income. Moody's value reflects a weighted average capitalization
rate of 9.6%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.27X and 1.22X, respectively, compared to
1.33X and 1.23X at last review. Moody's actual DSCR is based on
Moody's net cash flow (NCF) and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.

The largest loan with a credit estimate is the Westfield
Shoppingtown West County Loan ($125.4 million -- 16% of the pool),
which is secured by the borrower's interest in a 1.3 million
square foot regional mall located in Des Peres, Missouri. The
center is also encumbered by a $19.8 million B-Note that is held
outside the trust. The mall is anchored by Macy's, J.C. Penney and
Nordstrom. As of September 2011, the center was 98% leased
compared 96% at last review. Annualized September 2011 net
operating income (NOI) was 5% higher than in 2010 due to rent
step-ups. The loan has amortized 2% since last review. The sponsor
is CBL & Associates. Moody's current credit estimate and stressed
DSCR are A1 and 1.52X, respectively, compared to A1 and 1.45X at
last review.

The second largest loan with a credit estimate is the Polaris
Fashion Place Loan ($103.5 million -- 13% of the pool), which is
secured by the borrower's interest in a 1.6 million square foot
regional mall located in Columbus, Ohio. The property is also
encumbered by a $24.8 million B-Note that is held outside the
trust. The mall is anchored by Sears, Macy's, J.C. Penney, Saks
Fifth Avenue, Van Maur and The Great Indoors. As of November 2011,
the in-line mall was 99% leased compared to 98% at last review.
Since last review, the mall's performance has improved with net
operating income increasing by approximately 8% in 2010 from 2009.
The sponsor is Glimcher Realty. Moody's current credit estimate
and stressed DSCR are A2 and 1.65X, respectively, compared to A2
and 1.53X at last review.

The third largest loan with a credit estimate is the Pembroke
Lakes Mall Loan ($95.0 million -- 12% of the pool), which is
secured by the borrower's interest in a 1.1 million square foot
regional mall located in Pembroke Pines, Florida. The property is
also encumbered by a $27.2 million B-Note that is held outside the
trust. The sponsor is General Growth Properties (GGP). This loan
was not included in GGP's Chapter 11 bankruptcy filing in April
2009. The mall is anchored by Macy's, J.C. Penney, Dillard's,
Sears, Dillard's Men, and Macy's Home Store. As of September 2011,
the in-line space was 89% leased compared to 91% at last review.
The performance remains stable. Moody's current credit estimate
and stressed DSCR are Aaa and 2.14X, essentially the same as at
last review.

The top three conduit loans represent 19% of the pool. The
largest conduit loan is the Monroeville Mall Loan ($92.9 million -
- 12% of pool), which is secured by the borrower's interest in a
1.3 million square foot regional mall located in Monroeville,
Pennsylvania. The property is also encumbered by a $16.7 million B
Note that is held within the trust and serves as security for non-
pooled Classes MM-1, MM-2, MM-3, M-MM1 and X-MM2. The mall is
anchored by Macy's and J.C. Penney. The former Boscov's anchor
space, which is not part of the collateral, remains vacant. As of
October 2011, the in-line occupancy was 95% compared to 90% at
last review. However, excluding tenants with one-year leases or
less that expire in 2012, the in-line occupancy is approximately
86%. Overall, the mall's performance continues to deteriorate due
to a decline in base revenue, percentage rents and expense
recoveries. According to the Master Servicer's watch list, the
mall has been negatively impacted by the recession and by the
increase in competition from new and existing retail properties in
the vicinity. The loan has an anticipated repayment date (ARD) of
January 1, 2013. The sponsor is CBL & Associates. Moody's LTV and
stressed DSCR for the A note are 106% and 0.94X, respectively,
compared to 92% and 1.06X at last review.

The second largest conduit loan is the Broadcasting Square Loan
($43.9 million -- 5.5% of the pool), which is secured by a 467,000
square foot power center located in Reading, Pennsylvania. The
center is shadow anchored by Target, which is not part of the
collateral. The largest tenants are Weis Market, Dick's Clothing &
Sports, and Bed Bath & Beyond. As of September 2011, the center
was 99% leased, essentially the same as at last review. Moody's
LTV and stressed DSCR are 76% and 1.43X, respectively, compared to
77% and 1.41X at last review.

The third largest conduit loan is the Lynnfield Office Park
($15.1 million -- 1.9% of the pool), which is secured by a 280,000
square foot office property located in Memphis, Tennessee. First
Tennessee Bank is the largest tenant and leases 43% of the net
rentable area . As of October 2011, the property was 79% leased
compared to 82% at last review. At last review, the net cash flow
was stressed due to the possibility that First Tennessee Bank
lease would vacate at the end of its lease term. The tenant has
since renewed its lease through 2018. Moody's LTV and stressed
DSCR are 109% and 1.0X, respectively, compared to 129% and 0.86X
at last review.


LB-UBS 2005-C7: S&P Cuts Rating on Class K Certificate to 'D'
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on the
class K commercial mortgage pass-through certificate from LB-UBS
Commercial Mortgage Trust 2005-C7, a U.S. commercial mortgage-
backed securities (CMBS) transaction, to 'D (sf)' from 'CCC-
(sf)'.

"The downgrade reflects principal losses that class K
incurred, as detailed in the Jan. 18, 2012, trustee remittance
report. We attribute the aggregate principal losses, which
totaled $13.8 million, to two assets. These two assets had an
aggregate beginning scheduled principal balance of $43.4 million
and were liquidated in January at a loss severity of 31.7%.
Consequently, class K incurred a 0.3% loss to its beginning
principal balance of $23.4 million. According to the January
2012 trustee remittance report, the class L and M certificates
also experienced principal losses that reduced their outstanding
opening principal balances to zero. We previously lowered our
ratings on classes L and M 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


LCM I: Moody's Raises Rating of $20-Mil Notes to 'Baa3' From 'Ba2'
------------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by LCM I Limited Partnership:

US$20,000,000 Class D-1 Deferrable Floating Rate Notes due June
15, 2015, Upgraded to Baa3 (sf), previously on July 11, 2011
Upgraded to Ba2 (sf);

US$10,000,000 Class D-2 Deferrable Fixed Rate Notes due June 15,
2015, Upgraded to Baa3 (sf), previously on July 11, 2011 Upgraded
to Ba2 (sf).

RATINGS RATIONALE

According to Moody's, the rating actions taken on the notes are
primarily a result of delevering of the Class A Notes and an
increase in the transaction's overcollateralization ratios since
the rating action in July 2011. Moody's notes that the Class A
Notes have been paid down by approximately 79% or $50.7 million
since the rating action in July 2011. Based on the latest trustee
report dated December 8, 2011, the Class A/B and Class C, and
Class D overcollateralization ratios are reported at 203.80%,
166.36% and 112.46%, respectively, versus July 2011 levels of
164.99%, 144.58% and 109.32%, respectively. The December
overcollateralization ratios do not include the principal payment
of $20.3 million made to the Class A Notes on the December 15,
2011 payment date.

Notwithstanding the delevering of the transaction, Moody's
notes that the credit quality of the underlying portfolio has
deteriorated since the rating action in July 2011. In particular,
the weighted average rating factor is currently 2354 compared to
2043 in the July 2011 trustee report.

Additionally, Moody's notes that the underlying portfolio includes
a number of investments in securities that mature after the
maturity date of the notes. Based on the December 2011 trustee
report, reference securities that mature after the maturity date
of the notes currently make up approximately 29.50% of the
underlying reference portfolio. These investments potentially
expose the notes to market risk in the event of liquidation at the
time of the notes' maturity.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011, key model inputs used by
Moody's in its analysis, such as par, weighted average rating
factor, diversity score, and weighted average recovery rate,
may be different from the trustee's reported numbers. In its
base case, Moody's analyzed the underlying collateral pool to
have a performing par balance of $83.8 million after applying
$20.3 million of principal proceeds to delever the Class A Notes,
no defaulted par, a weighted average default probability of 11.97%
(implying a WARF of 2458), a weighted average recovery rate upon
default of 50.79%, and a diversity score of 28. The default and
recovery properties of the collateral pool are incorporated in
cash flow model analysis where they are subject to stresses as
a function of the target rating of each CLO liability being
reviewed. The default probability is derived from the credit
quality of the collateral pool and Moody's expectation of the
remaining life of the collateral pool. The average recovery rate
to be realized on future defaults is based primarily on the
seniority of the assets in the collateral pool. In each case,
historical and market performance trends and collateral manager
latitude for trading the collateral are also factors.

LCM I Limited Partnership, issued in June 2003, is a
collateralized loan obligation backed primarily by a
portfolio of senior secured loans.

The principal methodology used in this rating was "Moody's
Approach to Rating Collateralized Loan Obligations" published in
June 2011.

Moody's modeled the transaction using the Binomial Expansion
Technique, as described in Section 2.3.2.1 of the "Moody's
Approach to Rating Collateralized Loan Obligations" rating
methodology published in June 2011.

Moody's notes that this transaction is subject to a high level of
macroeconomic uncertainty, as evidenced by 1) uncertainties of
credit conditions in the general economy and 2) the large
concentration of speculative-grade debt maturing between 2013 and
2015 which may create challenges for issuers to refinance. CLO
notes' performance may also be impacted by 1) the manager's
investment strategy and behavior and 2) divergence in legal
interpretation of CLO documentation by different transactional
parties due to embedded ambiguities.

A summary of the impact of different default probabilities
(expressed in terms of WARF levels) on all rated notes (shown in
terms of the number of notches' difference versus the current
model output, where a positive difference corresponds to lower
expected loss), assuming that all other factors are held equal:

Moody's Adjusted WARF -- 20% (1966)

Class A-1: 0

Class A-2: 0

Class B: 0

Class C: 0

Class D-1: +1

Class D-2: +1

Moody's Adjusted WARF + 20% (2950)

Class A-1: 0

Class A-2: 0

Class B: 0

Class C: 0

Class D-1: -1

Class D-2: -1

Sources of additional performance uncertainties are:

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

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


LENOX STREET: Moody's Affirms Rating of Cl. A Notes at 'C'
----------------------------------------------------------
Moody's has affirmed the ratings of nine classes of Notes issued
by Lenox Street 2007-1, Ltd. The affirmations are due to the key
transaction parameters performing within levels commensurate with
the existing ratings levels. The rating action is the result of
Moody's on-going surveillance of commercial real estate
collateralized debt obligation (CRE CDO and Re-remic)
transactions.

Cl. A, Affirmed at C (sf); previously on Feb 23, 2011 Downgraded
to C (sf)

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

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

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

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

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

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

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

Cl. J, Affirmed at C (sf); previously on Nov 13, 2009 Downgraded
to C (sf)

RATINGS RATIONALE

Lenox Street 2007-1, Ltd. is a currently static hybrid CRE CDO
transaction backed by a portfolio of commercial mortgage backed
securities (CMBS) (88.9% of the pool balance) and CRE CDOs
(11.1%). The portfolio comprises of synthetic assets (79.1% of the
pool balance) and cash assets (20.9%). As of the December 5, 2011
Note Valuation report, the aggregate issued Note balance of the
transaction, including the Subordinate Notes, has decreased to
$349.4 million from $350.0 million at issuance, due to due to
approximately $0.6 million in pay-downs to the Class G, H and J
Notes given a provision that 20% of excess interest of the deal
goes to pay the Class G, H and J Notes pro rata in each payment
period. An Event of Default (EOD) occurred in November 2009 as a
result of the failure of the Default Par Value Coverage Ratio.
Currently all of the rated Notes have outstanding defaulted and
deferred interest.

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

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's has completed updated credit estimates for the non-Moody's
rated collateral. The bottom-dollar WARF is a measure of the
default probability within a collateral pool. Moody's modeled a
bottom-dollar WARF of 9,539 compared to 9,416 at last review. The
distribution of current ratings and credit estimates is as
follows: B1-B3 (0.8% compared to 2.0% at last review), and Caa1-C
(99.2% compared to 98.0% at last review).

WAL acts to adjust the probability of default of the collateral in
the pool for time. Moody's modeled to a WAL of 5.9 years compared
to 5.1 years at last review.

WARR is the par-weighted average of the mean recovery values for
the collateral assets in the pool. Moody's modeled a fixed WARR
0.0% compared to 0.2% at last review.

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

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

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

Changes in any one or combination of the key parameters may have
rating implications on certain classes of rated notes. However, in
many instances, a change in key parameter assumptions in certain
stress scenarios may be offset by a change in one or more of the
other key parameters. Rated notes are particularly sensitive to
changes in recovery rate assumptions. However, in light of the
performance indicators noted above, Moody's believes that it is
unlikely that the ratings are sensitive to further change.

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

Primary sources of assumption uncertainty are the extent of the
slowdown in growth in the current macroeconomic environment and
the commercial real estate property markets. While commercial real
estate property markets are gaining momentum, a consistent upward
trend will not be evident until the volume of transactions
increases, distressed properties are cleared from the pipeline and
job creation rebounds. The hotel and multifamily sectors are in
recovery and improvements in the office sector continue, with
fundamentals in Gateway cities outperforming their suburban
counterparts. However, office demand is closely tied to
employment, where fundamentals remain weak, so significant
improvement may be delayed. Performance in the retail sector has
been mixed with on-going rent deflation and leasing challenges.
Across all property sectors, the availability of debt capital
continues to improve with monetary policy expected to remain
supportive and interest rate hikes postponed. Moody's central
global macroeconomic scenario reflects an overall downward
revision of forecasts since last quarter, amidst ongoing fiscal
consolidation efforts, household and banking sector deleveraging,
persistently high unemployment levels, and weak housing markets
that will continue to constrain growth.

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


LNR CDO: Fitch Lowers Rating on Two Note Classes to 'Dsf'
---------------------------------------------------------
Fitch Ratings has downgraded three and affirmed six classes issued
by LNR CDO III Ltd./Corp. as a result of continued negative credit
migration and realized losses on the underlying collateral.

On Dec. 29, 2011, the transaction entered into an Event of Default
due to the failure to pay the full and timely interest on the
class A and B notes.  These notes are non-deferrable classes and
as a result have been downgraded to 'Dsf'.  Noteholders had not
given direction to accelerate the notes or liquidate the portfolio
at the time of this review.

Since Fitch's last rating action in August 2011, approximately
8.8% of the collateral has been downgraded and 3.1% has been
upgraded.  Currently, 91.2% of the portfolio has a Fitch derived
rating below investment grade and 73% has a rating in the 'CCC'
category and below, compared to 92.4% and 71.6%, respectively, at
the last rating action.  Additionally, the transaction has
experienced approximately $81.8 million in losses for a total of
$244.4 million in losses since issuance.

This review was conducted under the framework described in the
report 'Global Rating Criteria for Structured Finance CDOs'.
Given the portfolio's distressed nature, Fitch believes that the
probability of default for all classes of notes can be evaluated
without factoring potential further losses from the non-defaulted
portion of the portfolio.  Therefore, this transaction was not
modeled using the Structured Finance Portfolio Credit Model (SF
PCM).

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

Fitch does not assign outlooks to classes rated 'CCC' and below.

LNR CDO III is a commercial real estate collateralized debt
obligation (CRE CDO) that closed on Aug. 8, 2005.  The collateral
is composed of 100% of commercial mortgage backed securities
(CMBS) from the 1997 through 2004 vintages.

Fitch has downgraded these classes:

  -- $306,185,863 class A notes to 'Dsf' from 'CCsf';
  -- $91,064,916 class B notes to 'Dsf' from 'CCsf';
  -- $62,088,962 class C notes to 'Csf' from 'CCsf'.

Fitch has affirmed these classes:

  -- $22,765,852 class D notes at 'Csf';
  -- $4,519,814 class E-FX notes at 'Csf';
  -- $20,316,566 class E-FL notes at 'Csf';
  -- $3,766,512 class F-FX notes at 'Csf';
  -- $21,069,868 class F-FL notes at 'Csf';
  -- $26,905,703 class G notes at 'Csf'.


LONG GROVE: S&P Removes 'B+' Rating on Class D Notes From Watch
---------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
B notes from Long Grove CLO Ltd., a collateralized loan obligation
(CLO) transaction managed by Deerfield Capital Management LLC, and
removed it from CreditWatch with positive implications.

"At the same time, we affirmed our ratings on the class A, C, and
D notes and removed two of these ratings from CreditWatch with
positive implications," S&P said.

"The upgrade mainly reflects an improvement in the
overcollateralization (O/C) available to support the rated
notes following $132 million in paydowns to the A notes since
the December 2010 trustee report, which we referenced for our
February 2011 rating actions," S&P said. As of the Dec. 15, 2011,
trustee report, each of the transaction's O/C ratios had improved
since December 2010:

    The class A O/C ratio is 204.2% versus 132.9;
    The class B O/C ratio is 138.6% versus 115.6%;
    The class C O/C ratio is 115.8% versus 107.1%; and
    The class D O/C ratio is 106.7% versus 103.1%.

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

"We will continue to review our ratings on the notes and assess
whether, in our view, the ratings remain consistent with the
credit enhancement available to support them and take rating
actions as we deem necessary," S&P said.

              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

Long Grove CLO Ltd.
                              Rating
Class                   To           From
B                       AA+ (sf)     A+ (sf)/Watch Pos
C                       BBB- (sf)    BBB- (sf)/Watch Pos
D                       B+ (sf)      B+ (sf)/Watch Pos

Rating Affirmed

Long Grove CLO Ltd.
Class                   Rating
A                       AAA (sf)


MADISON SQUAREL Fitch Junks Rating on $15.3 Million Class S Notes
-----------------------------------------------------------------
Fitch Ratings has downgraded one affirmed and six classes issued
by Madison Square 2004-1.  The rating actions are a result of de-
leveraging of the capital structure offsetting negative credit
migration of the underlying collateral.

Since Fitch's last rating action in February 2011, approximately
29.5% of the collateral has been downgraded. Currently, 91.3% of
the portfolio has a Fitch derived rating below investment grade
and 82.8% has a rating in the 'CCC' category and below, compared
to 92.5% and 69.4%, respectively, at the last rating action.
Additionally, the class L notes have received $19.9 million in
paydowns since last rating action for a total of $115.7 million in
principal repayment since issuance.

This transaction was analyzed under the framework described in the
report 'Global Rating Criteria for Structured Finance CDOs'.  The
ratings are not based on the Portfolio Credit Model (PCM) given
the high obligor concentration and seasoning of the portfolio.
Instead, the recovery estimate on the distressed collateral was
modeled in accordance with the principal waterfall. An asset by
asset analysis was then performed for the remaining assets to
determine the collateral coverage for the remaining liabilities.

The class L through Q notes have been affirmed at their current
ratings given that their balances are covered with equal or better
rated collateral.  Alternatively, the class S notes are modeled to
take a principal loss and have been downgraded to 'Csf',
indicating that default is inevitable.

The Stable Outlook on the class L and M notes reflect the
deleverging of the notes and the significant credit enhancement
to the classes, which serve to mitigate potential further
deterioration in the portfolio.  The Negative Outlook on classes
N through Q reflects the concentration risk of the underlying
portfolio.  Fitch does not assign outlooks to classes rated 'CCC'
and below.

Madison Square 2004-1 is a commercial mortgage backed security
(CMBS) B-piece resecuritization that closed March 31, 2004.  The
transaction is collateralized by 20 assets from seven obligors
from the 1997 through 1999 vintages.

Fitch has taken these actions:

  -- $7,057,598 class L notes affirmed at 'AAAsf'; Outlook Stable;

  -- $18,473,000 class M notes affirmed at 'AA-sf'; Outlook
     Stable;

  -- $29,029,000 class N notes affirmed at 'A+sf'; Outlook
     Negative;

  -- $29,028,000 class O notes affirmed at 'BBsf'; Outlook
     Negative;

  -- $37,292,293 class P notes affirmed at 'Bsf'; Outlook
     Negative;

  -- $19,741,198 class Q notes affirmed at 'Bsf'; Outlook
     Negative;

  -- $15,355,697 class S notes downgraded to 'Csf' from 'CCCsf'.


ML-CFC 2007-7: Moody's Lowers Rating of Cl. AJ Notes to 'Caa2'
--------------------------------------------------------------
Moody's affirmed the ratings of ten classes and downgraded seven
classes of ML-CFC Commercial Mortgage Trust Commercial Mortgage
Pass-Through Certificates, Series 2007-7:

Cl. A-2, Affirmed at Aaa (sf); previously on Jun 20, 2007
Definitive Rating Assigned Aaa (sf)

Cl. A-2FL, Affirmed at Aaa (sf); previously on Jun 20, 2007
Definitive Rating Assigned Aaa (sf)

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

Cl. A-SB, Affirmed at Aaa (sf); previously on May 26, 2010
Confirmed at Aaa (sf)

Cl. A-4, Affirmed at Aa2 (sf); previously on May 26, 2010
Downgraded to Aa2 (sf)

Cl. A-4FL, Affirmed at Aa2 (sf); previously on May 26, 2010
Downgraded to Aa2 (sf)

Cl. A-1A, Affirmed at Aa2 (sf); previously on May 26, 2010
Downgraded to Aa2 (sf)

Cl. AM, Downgraded to Baa3 (sf); previously on May 26, 2010
Downgraded to A3 (sf)

Cl. AM-FL, Downgraded to Baa3 (sf); previously on May 26, 2010
Downgraded to A3 (sf)

Cl. AJ, Downgraded to Caa2 (sf); previously on Mar 30, 2011
Downgraded to Caa1 (sf)

Cl. AJ-FL, Downgraded to Caa2 (sf); previously on Mar 30, 2011
Downgraded to Caa1 (sf)

Cl. B, Downgraded to Caa3 (sf); previously on Mar 30, 2011
Downgraded to Caa2 (sf)

Cl. C, Downgraded to C (sf); previously on Mar 30, 2011 Downgraded
to Caa3 (sf)

Cl. D, Downgraded to C (sf); previously on Mar 30, 2011 Downgraded
to Ca (sf)

Cl. E, Affirmed at C (sf); previously on Mar 30, 2011 Downgraded
to C (sf)

Cl. F, Reinstated at C (sf); previously withdrawn on December 14,
2011

Cl. X, Affirmed at Aaa (sf); previously on Jun 20, 2007 Definitive
Rating Assigned Aaa (sf)

RATINGS RATIONALE

The downgrades are due to higher than expected realized and
anticipated losses from specially serviced and troubled loans.

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

Moody's rating action reflects a cumulative base expected loss of
10.6% of the current balance compared to 10.7% at last review. The
current cumulative base expected loss is in-line with last review
on a numerical basis ($257.1 million this review compared to
$257.7 million at last review); however the percentage increase
since last review is due to the 5% pay down and amortization since
last review. Depending on the timing of loan payoffs and the
severity and timing of losses from specially serviced loans, the
credit enhancement level for investment grade classes could
decline below the current levels. If future performance materially
declines, the expected level of credit enhancement and the
priority in the cash flow waterfall may be insufficient for the
current ratings of these classes.

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

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

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

Moody's noted that on November 22, 2011, it released a Request for
Comment, in which the rating agency has requested market feedback
on potential changes to its rating methodology for Interest-Only
Securities. If the revised methodology is implemented as proposed
the rating on ML-CFC Commercial Mortgage Trust Series 2007-7 Class
X may be negatively affected. Please refer to Moody's request for
Comment, titled "Proposal Changing the Global Rating Methodology
for Structured Finance Interest-Only Securities," for further
details regarding the implications of the proposed methodology
change on Moody's rating.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.60 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) level are
driven by property type, Moody's actual and stressed DSCR, and
Moody's property quality grade (which reflects the capitalization
rate used by Moody's to estimate Moody's value). Conduit model
results at the B2 (sf) level are driven by a pay down analysis
based on the individual loan level Moody's LTV ratio. Moody's
Herfindahl score (Herf), a measure of loan level diversity, is a
primary determinant of pool level diversity and has a greater
impact on senior certificates. Other concentrations and
correlations may be considered in Moody's analysis. Based on the
model pooled credit enhancement levels at Aa2 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade credit estimates is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
underlying rating of the loan which corresponds to a range of
credit enhancement levels. Actual fusion credit enhancement levels
are selected based on loan level diversity, pool leverage and
other concentrations and correlations within the pool. Negative
pooling, or adding credit enhancement at the underlying rating
level, is incorporated for loans with similar credit estimates in
the same transaction.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 123, up from 113 at last review.

These aggregated proceeds are then further adjusted for any
pooling benefits associated with loan level diversity, other
concentrations and correlations. Moody's ratings are determined by
a committee process that considers both quantitative and
qualitative factors. Therefore, the rating outcome may differ from
the model output.

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp --and on a periodic
basis through a comprehensive review. Moody's prior full review is
summarized in a press release dated March 30, 2011.

DEAL PERFORMANCE

As of the January 17, 2011 distribution date, the
transaction's aggregate certificate balance had decreased by
13% to $2.41 billion from $2.79 billion at securitization. The
Certificates are collateralized by 302 mortgage loans which range
in size from less than 1% to 4% of the pool, with the top ten
loans representing 19% of the pool. The pool contains two loans
with investment grade credit estimates, representing less than 1%
of the pool.

Eighty-two loans, representing 29% of the pool, are on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package. As part of
Moody's ongoing monitoring of a transaction, Moody's reviews the
watchlist to assess which loans have material issues that could
impact performance.

Twenty-eight loans have been liquidated from the pool since
securitization, resulting in an $142.4 million loss (58% loss
severity overall). There are currently 40 loans, representing 17%
of the pool, in special servicing. The largest specially serviced
loan is the One Pacific Plaza Loan ($47.3 million -- 2.0% of the
pool), which is secured by an 335,086 square foot (SF) Class A
office building located in Huntington Beach, California. The loan
was transferred to special servicing in November 2009 due to
imminent default. The property was sold to a joint venture between
GEM Realty and Lincoln Property Company in October 2011, at which
time the loan was restructured into a $47.3 million A note and
$9.75 million B note. The remaining 39 specially serviced loans
are secured by a mix of property types. The master servicer has
recognized appraisal reductions totaling $222.5 million from
specially serviced loans, an increase of $13.3 million since last
review. Moody's has estimated an aggregate $142.1 million loss
(41% expected loss on average) for all of the specially serviced
loans.

Moody's has assumed a high default probability for 53 poorly
performing loans representing 20% of the pool and has estimated a
$73.8 million loss (15% expected loss based on a 50% probability
default) from these troubled loans.

Moody's was provided with full year 2010 and partial year 2011
operating results for 89% and 65%, respectively, of the pool's
non-defeased and non-specially serviced loans.

Excluding specially serviced and troubled loans, Moody's weighted
average LTV is 109% compared to 113% at Moody's prior review.
Moody's net cash flow reflects a weighted average haircut of 10.8%
to the most recently available net operating income. Moody's value
reflects a weighted average capitalization rate of 9.7%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.44X and 1.02X, respectively, compared to
1.37X and 1.00X at last review. Moody's actual DSCR is based on
Moody's net cash flow (NCF) and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.

The top three performing conduit loans represent 8% of the
pool balance. The largest loan is the Commons at Calabasas Loan
($101.5 million -- 4.2% of the pool), which is secured by a
171,097 SF grocery anchored retail center located in Calabasas,
California. As of June 2011 the property was 100% leased, the
same as at last review. Tenants include Ralphs Grocery Co. (31%
of the net rentable area (NRA); lease expiration November 2023)
and Edwards Theaters (20% of the NRA; lease expiration December
2023). Moody's LTV and stressed DSCR are 123% and 0.73X,
respectively, compared to 125% and 0.71X at last review.

The second largest performing loan is the Residence Inn Bethesda
Loan ($46.3 million -- 1.9% of the pool), which is secured by an
187-room extended stay hotel located in Bethesda, Maryland.
Financial performance was down slightly between year-end 2010 and
2009. Occupancy and revenue per available room (RevPAR) for the 12
month period ending December 2010 were 83% and $150, respectively,
compared to 85% and $149 at the prior review. Moody's LTV and
stressed DSCR are 105% and 1.13X, respectively, compared to 102%
and 1.17X at last review. This loan matures May 2012.

The third largest performing loan is the Millbridge Apartments
Loan ($40.0 million -- 1.7% of the pool), which is secured by an
848-unit multifamily complex located in Clementon, New Jersey. As
of December 2010 the property was 90% leased compared to 91% at
the prior review. This loan is currently on the master servicer's
watchlist for failing a debt service coverage test in September
2009 which could result in termination of the current property
management company. Moody's LTV and stressed DSCR are 97% and
0.95X, respectively, the same as at last review.


ML-CFC COMMERCIAL: Fitch Junks Rating on Nine Class Certificates
----------------------------------------------------------------
Fitch Ratings has downgraded 11 and affirmed 10 classes of ML-CFC
Commercial Mortgage Trust, series 2007-9 (ML-CFC 2007-9),
commercial mortgage pass-through certificates.

The downgrades reflect an increase in Fitch modeled losses across
the pool, due to further deterioration of loan performance, most
of which involves significantly higher losses on the specially
serviced loans.  Fitch modeled losses of 12.9% of the remaining
pool; expected losses of the original pool are at 14.4%.  Fitch
expects losses associated with the specially serviced loans to
deplete classes G through N and a portion of class F.  As of
December 2011, cumulative interest shortfalls totaling
$15.8 million are affecting classes G through T.

As of the December 2011 distribution date, the pool's aggregate
principal balance has been reduced by 6.3% to $2.63 billion from
$2.81 billion at issuance.  Approximately $111.94 million (4%)
were paydowns and approximately $65.36 million (2.3%) were
realized losses

Fitch has identified 113 loans (49.4%) as Fitch Loans of Concern,
which includes 17 specially serviced loans (16.8%).  Of the 17
loans in special servicing, six loans (5.7%) are real-estate owned
(REO), five loans (3.9%) are in foreclosure, three loans (1.6%)
are 90 days or more delinquent, and three loans (5.6%) are
current.

The largest contributors to modeled losses are three (25.2%) of
the top 15 loans in the transaction, two (6.3%) of which are
currently specially serviced and one of which was recently
modified (18.9%).

The largest contributor to modeled losses is a specially serviced
loan secured by six cross-collateralized and cross-defaulted hotel
properties totaling 1,159 rooms located in California and Oregon.
The hotels operate under the Residence Inn, Hawthorne Suites,
Courtyard Marriot, and Hilton Garden Inn brands.  The loan was
transferred to special servicing in May 2009 due to imminent
default.  All the properties have been foreclosed upon between
August and September 2011. According to the special servicer, the
plan is to market all six of the properties during early 2012.

The second largest contributor to modeled losses is a loan secured
by 274 mobile home communities totaling 57,179 home sites located
across 23 states.  The loan was transferred to special servicing
in June 2010 for imminent default.  The loan was modified in April
2011.  The terms of the modification includes a maturity date
extension and additional loan enhancements.

The most recently reported net operating income (NOI) DSCR and
occupancy as of the trailing 12 month ending September 2011 was
1.92 times (x) and 80.4%.  Although the servicer-reported DSCR
shows improvement from the 1.31x reported at issuance, this is due
to a large portion of the total mortgage having a debt service
based on LIBOR, which has declined significantly since issuance.

In Fitch's analysis, Fitch derived its modeled losses by applying
a haircut to the year-end (YE) 2010 NOI to account for further
performance deterioration and applying a 10% capitalization rate
to account for the condition and location of the properties.

The third largest contributor to modeled losses is a specially
serviced loan secured by a portfolio of 15 industrial/flex
properties located in the St. Louis, MO MSA. The loan was
transferred to special servicing in November 2010 for imminent
default due to cash flow issues.  As of YE 2010, the occupancy was
67.8%. Counsel was engaged, and the loan is being monitored while
discussions with the borrower are ongoing.

Fitch downgrades and revises Recovery Estimates (REs), where noted
to these classes:

  -- $210 million class A-M to 'Asf' from 'AAsf'; Outlook Stable;
  -- $71 million class AM-A to 'Asf' from 'AAsf'; Outlook Stable;
  -- $168 million class A-J to 'CCCsf' from 'B-sf'; RE 70%;
  -- $56.8 million class AJ-A to 'CCCsf' from 'B-sf'; RE 70%;
  -- $31.6 million class B to 'CCCsf' from 'B-sf'; 'RE 0%';
  -- $21.1 million class C to 'CCCsf' from 'B-sf'; 'RE 0%';
  -- $28.1 million class D to 'CCsf' from 'CCCsf'; RE to '0%' from
     '100%';
  -- $24.6 million class E to 'CCsf' from 'CCCsf'; RE to '0%' from
     '100%';
  -- $24.6 million class F to 'CCsf' from 'CCCsf'; RE to '0%' from
     '100%';
  -- $28.1 million class G to 'Csf' from 'CCsf'; RE to '0%' from
     '100%';
  -- $28.1 million class H to 'Csf' from 'CCsf'; RE to '0%' from
     '40%'.

In addition, Fitch affirms these classes:

  -- $487.9 million class A-1A at 'AAAsf'; Outlook Stable;
  -- $211 million class A-2 at 'AAAsf'; Outlook Stable;
  -- $134.8 billion class A-3 at 'AAAsf'; Outlook Stable;
  -- $90.4 billion class A-SB at 'AAAsf'; Outlook Stable;
  -- $931 million class A-4 at 'AAAsf'; Outlook Stable;
  -- $24.6 million class J at 'Csf'; RE 0%;
  -- $31.6 million class K at 'Csf'; RE 0%;
  -- $14 million class L at 'Csf'; RE 0%;
  -- $10.5 million class M at 'Csf'; RE 0%;
  -- $4.9 million class N at 'Dsf'; RE 0%.


MLFA 2006-CANADA 20: Moody's Affirms Rating of Cl. E Notes at Ba2
-----------------------------------------------------------------
Moody's Investors Service upgraded three classes and affirmed the
ratings of 12 classes of Merrill Lynch Financial Assets Inc.,
Commercial Mortgage Pass-Through Certificates, Series 2006-Canada
20:

Cl. A-2, Affirmed at Aaa (sf); previously on Oct 27, 2006
Definitive Rating Assigned Aaa (sf)

Cl. A-3, Affirmed at Aaa (sf); previously on Oct 27, 2006
Definitive Rating Assigned Aaa (sf)

Cl. B, Upgraded to Aa1 (sf); previously on Oct 27, 2006 Definitive
Rating Assigned Aa2 (sf)

Cl. C, Upgraded to A1 (sf); previously on Oct 1, 2009 Confirmed at
A2 (sf)

Cl. D, Upgraded to Baa2 (sf); previously on Oct 1, 2009 Downgraded
to Baa3 (sf)

Cl. E, Affirmed at Ba2 (sf); previously on Oct 1, 2009 Downgraded
to Ba2 (sf)

Cl. F, Affirmed at B1 (sf); previously on Oct 1, 2009 Downgraded
to B1 (sf)

Cl. G, Affirmed at B3 (sf); previously on Oct 1, 2009 Downgraded
to B3 (sf)

Cl. H, Affirmed at Caa1 (sf); previously on Oct 1, 2009 Downgraded
to Caa1 (sf)

Cl. J, Affirmed at Caa2 (sf); previously on Oct 1, 2009 Downgraded
to Caa2 (sf)

Cl. K, Affirmed at Caa3 (sf); previously on Oct 1, 2009 Downgraded
to Caa3 (sf)

Cl. L, Affirmed at Ca (sf); previously on Oct 1, 2009 Downgraded
to Ca (sf)

Cl. XP-1, Affirmed at Aaa (sf); previously on Oct 27, 2006
Definitive Rating Assigned Aaa (sf)

Cl. XP-2, Affirmed at Aaa (sf); previously on Oct 27, 2006
Definitive Rating Assigned Aaa (sf)

Cl. XC, Affirmed at Aaa (sf); previously on Oct 27, 2006
Definitive Rating Assigned Aaa (sf)

RATINGS RATIONALE

The upgrades are due to an increase in credit subordination and
the pool's overall stable performance. The pool has paid down
approximately 17% since last review.

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

Moody's rating action reflects a cumulative base expected loss of
2.4% of the current balance. At last review, Moody's cumulative
base expected loss was 2.1%. Depending on the timing of loan
payoffs and the severity and timing of losses from specially
serviced loans, the credit enhancement level for investment grade
classes could decline below the current levels. If future
performance materially declines, the expected level of credit
enhancement and the priority in the cash flow waterfall may be
insufficient for the current ratings of these classes.

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

Primary sources of assumption uncertainty are the extent of the
slowdown in growth in the current macroeconomic environment and
the commercial real estate property markets. While commercial real
estate property markets are gaining momentum, a consistent upward
trend will not be evident until the volume of transactions
increases, distressed properties are cleared from the pipeline and
job creation rebounds. The hotel and multifamily sectors are in
recovery and improvements in the office sector continue, with
fundamentals in Gateway cities outperforming their suburban
counterparts. However, office demand is closely tied to
employment, where fundamentals remain weak, so significant
improvement may be delayed. Performance in the retail sector has
been mixed with on-going rent deflation and leasing challenges.
Across all property sectors, the availability of debt capital
continues to improve with monetary policy expected to remain
supportive and interest rate hikes postponed. Moody's central
global macroeconomic scenario reflects an overall downward
revision of forecasts since last quarter, amidst ongoing fiscal
consolidation efforts, household and banking sector deleveraging,
persistently high unemployment levels, and weak housing markets
that will continue to constrain growth.

The methodologies used in this rating were "Moody's Approach to
Rating Fusion U.S. CMBS Transactions" published in April 2005, and
"Moody's Approach to Rating Canadian CMBS" published in May 2000.

Moody's noted that on November 22, 2011, it released a Request for
Comment, in which the rating agency has requested market feedback
on potential changes to its rating methodology for Interest-Only
Securities. If the revised methodology is implemented as proposed
the rating on LB-UBS 2000-C3 Class X may be negatively affected.
Refer to Moody's request for Comment, titled "Proposal Changing
the Global Rating Methodology for Structured Finance Interest-Only
Securities," for further details regarding the implications of the
proposed methodology change on Moody's rating.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.60 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) level are
driven by property type, Moody's actual and stressed DSCR, and
Moody's property quality grade (which reflects the capitalization
rate used by Moody's to estimate Moody's value). Conduit model
results at the B2 (sf) level are driven by a paydown analysis
based on the individual loan level Moody's LTV ratio. Moody's
Herfindahl score (Herf), a measure of loan level diversity, is a
primary determinant of pool level diversity and has a greater
impact on senior certificates. Other concentrations and
correlations may be considered in Moody's analysis. Based on the
model pooled credit enhancement levels at Aa2 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade credit estimates is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
credit estimate of the loan which corresponds to a range of credit
enhancement levels. Actual fusion credit enhancement levels are
selected based on loan level diversity, pool leverage and other
concentrations and correlations within the pool. Negative pooling,
or adding credit enhancement at the credit estimate level, is
incorporated for loans with similar credit estimates in the same
transaction.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 22 compared to 27 at Moody's prior review.

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

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

DEAL PERFORMANCE

As of the January 12, 2012 distribution date, the
transaction's aggregate certificate balance has decreased
by 25% to $445.1 million from $595.3 million at securitization.
The Certificates are collateralized by 52 mortgage loans ranging
in size from less than 1% to 9% of the pool, with the top ten
non-defeased or specially serviced loans representing 58% of the
pool. There is one loan in pool with an investment-grade credit
estimate, representing 6% of the pool. Five loans, representing 5%
of the pool, have defeased and are collateralized with Canadian
Government securities.

Seven loans, representing 8% of the pool, are on the master
servicer's watchlist. Three of these loans, representing 2% of
the pool, are due to mature this month. According to the Master
Servicer's watch list, loan pay-off quotes have been sent to the
respective borrowers of these loans. The watchlist includes loans
which meet certain portfolio review guidelines established as part
of the CRE Finance Council (CREFC) monthly reporting package. As
part of Moody's ongoing monitoring of a transaction, Moody's
reviews the watchlist to assess which loans have material issues
that could impact performance.

The pool has not experienced any losses since securitization.
Currently, there is one loan in special servicing, representing
approxiamtely 6% of the pool. The Marriott Pooled Senior Loan
($24.9 million -- 5.6% of pool), is secured by five Marriott
flagged hotels in the Greater Toronto area. The loan represents a
50% pari passu interest. The loan was transferred to the special
servicer in August 2009 for payment delinquency but is now
current. There is a forbearance agreement in place, which expires
in February 2012. The loan's sponsor, Concord Hospitality, is
overseeing a Project Improvement Plan (PIP) for the hotels, which
has been partially completed. Room renovations are expected to be
completed prior to expiration of the forbearance agreement. The
pool's performance has improved significantly after entering into
special servicing. Similar to last review, Moody's does not
estimate a loss on this loan currently.

Moody's has assumed a high default probability for two poorly
performing loans representing 4% of the pool and has estimated an
aggregate $3.9 million loss (20% expected loss based on a 50%
probability default) from these troubled loans.

Moody's was provided with full year 2009 and 2010 operating
results for 79% and 83% of the pool, respectively. Excluding
troubled and defeased loans, Moody's weighted average LTV is 79%
compared to 88% at last review. Moody's net cash flow reflects a
weighted average haircut of 13% to the most recently available net
operating income. Moody's value reflects a weighted average
capitalization rate of 9.3%.

Excluding troubled, and defeased loans, Moody's actual and
stressed DSCRs are 1.60X and 1.33X, respectively, compared to
1.48X and 1.20X at last review. Moody's actual DSCR is based on
Moody's net cash flow (NCF) and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.

The loan with a credit estimate is the Westview Village
Manufactured Home Loan ($27.1 million -- 6.1% of the pool), which
is secured by a 1,060 pad manufactured housing community located
in Edmonton, Alberta. The property was 99.7% leased as of
September 2011 and has maintained an occupancy around 100% since
securitization. Property performance remains stable due increased
rental revenues and amortization. Moody's credit estimate and
stressed DSCR are A1 and 1.65X, respectively, compared to 62%,
1.48X and A3 at last review.

The top three performing conduit loans represent 23% of the
pool balance. The largest conduit loan is the Station Tower
Loan ($38.5 million -- 8.7% of the pool), which is secured
by a 218,000 square foot (SF) Class A office building in
Surrey, a suburb of Vancouver, British Colombia. As of March
2011, the property was 99% leased compared to 96% at last review.
Performance has improved due to higher base revenues. The loan is
benefiting from amortization. Moody's LTV and stressed DSCR are
70% and 1.31X, respectively, compared to 76% and 1.21X at last
review.

The second largest conduit loan is the Heritage Square Loan
($36.4 million -- 8.2% of the pool), which is secured by a
316,000 SF Class A office building located in the Acadia suburb
of Calgary, Alberta. As of September 2011, the property was 98%
leased, the same as at last review. The largest tenant is AMEC,
which is a leading global engineering, project management and
consultancy company. AMEC leases 63% of the net rentable area
(NRA) through August 2013. Per Cushman & Wakefield, Central
Calgary office market has experienced the strongest demand of
any major Canadian sub-market, with the vacancy rate taking a
drop from 12% in Q4 2010 to 4% in Q4 2011. Class A market rents
for the Acadia sub-market, where the property is located, are
approximately CAD $23 per square foot compared to the property's
in-place rent of CAD $22 per square foot. Property's performance
remains stable. Moody's LTV and stressed DSCR are 52% and 2.0X,
respectively, compared to 55% and 1.93X at last review.

The third largest conduit loan is the Conundrum Commerce City
Portfolio Loan ($26.6 million -- 6.0% of the pool), which is
secured by a portfolio of five industrial buildings and one
office property in Ottawa, Ontario. The collateral consists of
approximately 384,000 SF. Each of the five industrial properties
are multi-tenanted, with no tenant occupying more than 5% of the
NRA. As of April 2011, the portfolio was 90% leased. In its prior
review, Moody's stressed the cash flow due to a lack of updated
financial information, but based on current information the
performance of the pool has been stable. Moody's LTV and stressed
DSCR are 86% and 1.13X, respectively, compared to 104% and 1.02X.


MLFA 2007-CAN21: Moody's Lowers Rating of Cl. F Notes to 'Ba2'
--------------------------------------------------------------
Moody's Investors Service downgraded the ratings of six classes
and affirmed nine classes of Merrill Lynch Financial Assets Inc.,
Commercial Mortgage Pass-Through Certificates, Series 2007-Canada
21:

Cl. A-1, Affirmed at Aaa (sf); previously on January 30, 2007
Definitive Rating Assigned Aaa (sf)

Cl. A-2, Affirmed at Aaa (sf); previously on January 30, 2007
Definitive Rating Assigned Aaa (sf)

Cl. B, Affirmed at Aa2 (sf); previously on January 30, 2007
Definitive Rating Assigned Aa2 (sf)

Cl. C, Affirmed at A2 (sf); previously on January 30, 2007
Definitive Rating Assigned A2 (sf)

Cl. D, Affirmed at Baa2 (sf); previously on January 30, 2007
Definitive Rating Assigned Baa2 (sf)

Cl. E, Affirmed at Baa3 (sf); previously on January 30, 2007
Definitive Rating Assigned Baa3 (sf)

Cl. F, Downgraded to Ba2 (sf); previously on January 30, 2007
Definitive Rating Assigned Ba1 (sf)

Cl. G, Downgraded to B1 (sf); previously on January 30, 2007
Definitive Rating Assigned Ba2 (sf)

Cl. H, Downgraded to B2 (sf); previously on January 30, 2007
Definitive Rating Assigned Ba3 (sf)

Cl. J, Downgraded to B3 (sf); previously on January 30, 2007
Definitive Rating Assigned B1 (sf)

Cl. K, Downgraded to Caa2 (sf); previously on August 20, 2009
Downgraded to B3 (sf)

Cl. L, Downgraded to Caa3 (sf); previously on August 20, 2009
Downgraded to Caa1 (sf)

Cl. XP-1, Affirmed at Aaa (sf); previously on January 30, 2007
Definitive Rating Assigned Aaa (sf)

Cl. XP-2, Affirmed at Aaa (sf); previously on January 30, 2007
Definitive Rating Assigned Aaa (sf)

Cl. XC, Affirmed at Aaa (sf); previously on January 30, 2007
Definitive Rating Assigned Aaa (sf)

RATINGS RATIONALE

The downgrades are due to higher expected losses for the pool
resulting from realized and anticipated losses from specially
serviced and troubled loans and concerns about refinance risk
associated with loans approaching maturity.

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

Moody's rating action reflects a cumulative base expected loss of
3.3% of the current balance. At last review, Moody's cumulative
base expected loss was 3.0%. Depending on the timing of loan
payoffs and the severity and timing of losses from specially
serviced loans, the credit enhancement level for investment grade
classes could decline below the current levels. If future
performance materially declines, the expected level of credit
enhancement and the priority in the cash flow waterfall may be
insufficient for the current ratings of these classes.

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

Primary sources of assumption uncertainty are the extent of the
slowdown in growth in the current macroeconomic environment and
the commercial real estate property markets. While commercial real
estate property markets are gaining momentum, a consistent upward
trend will not be evident until the volume of transactions
increases, distressed properties are cleared from the pipeline and
job creation rebounds. The hotel and multifamily sectors are in
recovery and improvements in the office sector continue, with
fundamentals in Gateway cities outperforming their suburban
counterparts. However, office demand is closely tied to
employment, where fundamentals remain weak, so significant
improvement may be delayed. Performance in the retail sector has
been mixed with on-going rent deflation and leasing challenges.
Across all property sectors, the availability of debt capital
continues to improve with monetary policy expected to remain
supportive and interest rate hikes postponed. Moody's central
global macroeconomic scenario reflects an overall downward
revision of forecasts since last quarter, amidst ongoing fiscal
consolidation efforts, household and banking sector deleveraging,
persistently high unemployment levels, and weak housing markets
that will continue to constrain growth.

The methodologies used in this rating were "Moody's Approach to
Rating U.S. CMBS Conduit Transactions" published in September
2000, and "Moody's Approach to Rating Canadian CMBS" published in
May 2000.

Moody's noted that on November 22, 2011, it released a Request for
Comment, in which the rating agency has requested market feedback
on potential changes to its rating methodology for Interest-Only
Securities. If the revised methodology is implemented as proposed
the rating on Merrill Lynch Financial Assets Inc., Commercial
Mortgage Pass-Through Certificates, Series 2007-Canada 21 Classes
XP-1 and XP-2 may be negatively affected. Please refer to Moody's
request for Comment, titled "Proposal Changing the Global Rating
Methodology for Structured Finance Interest-Only Securities," for
further details regarding the implications of the proposed
methodology change on Moody's rating.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.60 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) level are
driven by property type, Moody's actual and stressed DSCR, and
Moody's property quality grade (which reflects the capitalization
rate used by Moody's to estimate Moody's value). Conduit model
results at the B2 (sf) level are driven by a paydown analysis
based on the individual loan level Moody's LTV ratio. Moody's
Herfindahl score (Herf), a measure of loan level diversity, is a
primary determinant of pool level diversity and has a greater
impact on senior certificates. Other concentrations and
correlations may be considered in Moody's analysis. Based on the
model pooled credit enhancement levels at Aa2 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade credit estimates is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
underlying rating of the loan which corresponds to a range of
credit enhancement levels. Actual fusion credit enhancement levels
are selected based on loan level diversity, pool leverage and
other concentrations and correlations within the pool. Negative
pooling, or adding credit enhancement at the underlying rating
level, is incorporated for loans with similar credit estimates in
the same transaction.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review. Moody's prior full review is
summarized in a press release dated February 9, 2011.

DEAL PERFORMANCE

As of the January 12, 2012 distribution date, the
transaction's aggregate certificate balance has decreased by 13%
to $335.2 million from $385.2 million at securitization. The
Certificates are collateralized by 37 mortgage loans ranging in
size from less than 1% to 12% of the pool, with the top ten loans
representing 55% of the pool.

Eleven loans, representing 28% of the pool, are on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package. As part of
Moody's ongoing monitoring of a transaction, Moody's reviews the
watchlist to assess which loans have material issues that could
impact performance.

No loans have been liquidated from the pool. Additionally, there
are no loans in special servicing.

Moody's has assumed a high default probability for five poorly
performing loans representing 13% of the pool and has estimated a
$6.5 million aggregate loss (15% expected loss based on a 50%
probability default) from these troubled loans.

Moody's was provided with partial and full year 2010 operating
results for 84% of the pool. Excluding specially serviced and
troubled loans, Moody's weighted average LTV is 88% compared to
90% at Moody's prior review. Moody's net cash flow reflects a
weighted average haircut of 12% to the most recently available net
operating income. Moody's value reflects a weighted average
capitalization rate of 9.4%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.49X and 1.20X, respectively, compared to
1.49X and 1.19X at last review. Moody's actual DSCR is based on
Moody's net cash flow (NCF) and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 22 compared to 23 at Moody's prior review.

The top three conduit loans represent 25% of the pool balance. The
largest loan is the GTA Industrial Portfolio Loan ($39.5 million -
- 11.8% of the pool) which is secured by eight industrial
properties located in the greater Toronto area. The portfolio was
97% leased as of December 2010 compared to 99% at last review.
Moody's LTV and stressed DSCR are 85% and 1.18X, respectively,
compared to 82% and 1.23X at last review.

The second largest loan is the McFarlane Tower Loan ($24.2 million
-- 7.2% of the pool), which is secured by an 18-story, 236,000
square foot (SF) office building located in the Downtown West
submarket of Calgary, Alberta. The property was 91% leased as of
December 2010, the same as at last review. Performance remains
stable. Moody's LTV and stressed DSCR are 83% and 1.26X,
respectively, compared to 83% and 1.27X at last review.

The third largest loan is the 550 - 11th Avenue Office Building
Loan ($18.8 million -- 5.6% of the pool), which is secured by an
11-story, 97,000 SF office property located in the financial
district of downtown Calgary, Alberta. The property was 97% leased
as of March 2011 compared to 85% at last review. Performance has
improved due to the decrease in vacancy. Moody's LTV and stressed
DSCR are 131% and 0.79X, respectively, compared to 137% and 0.75X
at last review.


MORGAN 2007-IQ15: S&P Cuts Rating on Class F Certificates to 'D'
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on six
classes of commercial mortgage pass-through certificates from
Morgan Stanley Capital I Trust 2007-IQ15, a U.S. commercial
mortgage-backed securities (CMBS) transaction. "In addition, we
affirmed our ratings on seven other classes from the same
transaction," S&P said.

"Our rating actions primarily reflect our analysis of the
transaction using our U.S. conduit/fusion CMBS 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. The downgrades reflect
credit support erosion that we anticipate will occur upon the
eventual resolution of the 10 assets ($161.2 million, 8.3%) that
are with the special servicer. We also considered monthly interest
shortfalls affecting the trust and the potential for additional
interest shortfalls due to revised appraisal reduction amounts
(ARAs) and additional trust-related expenses on the assets with
the special servicer. We lowered our rating on class F to 'D (sf)'
because we believe the accumulated interest shortfalls will remain
outstanding for the foreseeable future," 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)' rating on the class 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 1.23x and a loan-to-value
(LTV) ratio of 133.9% for the pool. We further stressed the loans'
cash flows under our 'AAA' scenario to yield a weighted average
DSC of 0.70x and a LTV ratio of 179.6%. The implied defaults and
loss severity under the 'AAA' scenario were 93.3% and 52.1%.
The DSC and LTV calculations noted above exclude 10 assets
($161.2 million, 8.3%) that are with the special servicer. We
separately estimated losses for these 10 assets and included
them in our 'AAA' scenario implied default and loss severity
figures," S&P said.

As of the Jan. 13, 2012 trustee remittance report, the pooled
certificates experienced monthly interest shortfalls totaling
$416,600 due primarily to appraisal subordinate entitlement
reduction (ASER) amounts of $372,353 and special servicing and
workout fees of $35,504. The interest shortfalls have affected all
classes subordinate to and including class F. "Class F has had
accumulated interest shortfalls outstanding for three consecutive
months, and we expect these interest shortfalls to continue for
the foreseeable future. Consequently, we lowered our rating on
class F to 'D (sf)'," S&P said.

                       Credit Considerations

As of the Jan. 13, 2012, trustee remittance report, 10 assets
($161.2 million, 8.3%) in the pool were with the special servicer,
C-III Asset Management LLC (C-III). The reported payment status of
these assets as of the January 2012 trustee remittance report is:
six ($134.9 million, 7.0%) are real estate owned (REO), three
($21.9 million, 1.1%) are in foreclosure, and one ($4.4 million,
0.2%) is 90-plus-days delinquent. ARAs totaling $75.9 million
are in effect for seven of these assets. The two largest specially
serviced assets, one of which is a top 10 asset, are set forth.

The Metroplex asset ($44.3 million, 2.3%) is the ninth-largest
asset in the pool and the largest asset with the special servicer.
The asset, a 211,734-sq.-ft., two-story retail center in San
Diego, Calif., has a total reported trust exposure of $49.6
million. The loan was transferred to the special servicer on Feb.
19, 2010, for imminent payment default and the property became REO
on May 2, 2011. C-III indicated that the property is currently
listed for sale. No recent financial data was available for this
asset. An ARA of $26.6 million is in effect against the asset. "We
expect a significant loss upon the resolution of this asset," S&P
said.

The second-largest asset with the special servicer is the
Steadfast Heritage asset ($37.5 million; 2.0%), a 288,853-sq.-ft.
retail property in Albany, Ore. The current reported exposure for
this asset totals $40.9 million. The loan was transferred to the
special servicer on Oct. 14, 2009, due to payment default and the
property became REO on Sept. 30, 2011. C-III stated that it is
currently working on leasing the vacant space. No recent financial
data was available for this asset. An ARA of $21.6 million is in
effect against the asset. "We expect a significant loss upon the
resolution of this asset," S&P said.

The eight remaining assets with the special servicer have
individual balances that represent less than 2.0% of the total
pool balance. ARAs totaling $27.7 million are in effect against
these eight assets. "We estimated losses for these eight assets,
arriving at a weighted average loss severity of 59.7%," S&P said.

                       Transaction Summary

As of the Jan. 13, 2012 trustee remittance report, the transaction
had a trust balance of $1.9 billion, down from $2.1 billion at
issuance. The pool comprises 124 loans and six REO assets, down
from 134 loans at issuance. The master servicers, Berkadia
Commercial Mortgage LLC and Prudential Asset Resources Inc.,
provided financial information for 93.2% of the trust balance,
52.1% of which was partial- or full-year 2010 data and the
remainder was partial-year 2011 data.

"We calculated a weighted average DSC of 1.34x for the
loans in the pool based on the servicer-reported figures.
Our adjusted DSC and LTV ratio were 1.23x and 133.9%. Our
adjusted DSC and LTV figures exclude 10 assets ($161.2 million,
8.3%) that are with the special servicer. The transaction has
experienced $36.2 million in principal losses from six assets.
Thirty-five loans ($417.6 million, 21.7% of the trust balance)
are on the master servicers' combined watchlist. Thirty-one
loans ($304.2 million, 15.8%) have a reported DSC of less than
1.10x, 21 of which ($152.2 million, 7.9%) have a reported DSC of
less than 1.00x," S&P said.

                    Summary of Top 10 Assets

"The top 10 assets have an aggregate outstanding trust balance
of $1.0 billion (53.9%). Using servicer-reported numbers, we
calculated a weighted average DSC of 1.27x for nine of the top 10
assets. The remaining top 10 asset ($44.3 million, 2.3%) is with
the special servicer. Our adjusted DSC and LTV ratio for nine of
the top 10 assets, excluding the specially serviced asset, were
1.06x and 150.9%. Three of the top 10 assets ($170.0 million,
8.8%) are on the master servicers' combined watchlist," S&P said.

The Royal Centre loan ($77.0 million, 4.0%) is the fifth-largest
asset in the pool and the largest loan on the master servicers'
combined watchlist. The loan is secured by a 623,060-sq.-ft.
suburban office building in Alpharetta, Ga. The loan is on the
master servicers' combined watchlist due to a low reported DSC,
which was 0.94x for the six months ending June 30, 2011. Occupancy
was 78.2% according to the September 2011 rent roll.

The One Indiana Square loan ($46.5 million, 2.4%) is the seventh-
largest asset in the pool and is the second-largest loan on the
master servicers' combined watchlist. The loan is secured by a
211,734-sq.-ft., 36-story office building in Indianapolis. The
loan is on the master servicers' combined watchlist due to a low
reported DSC and declining occupancy. The reported DSC and
occupancy were 0.54x for year-end 2010 and 55.2% according to the
July 2011 rent roll.

The 190 East 7th Street loan ($46.5 million, 2.4%) is the eighth-
largest asset in the pool and is secured by a 124-unit multifamily
property in New York, N.Y. The loan is on the master servicers'
combined watchlist due to increasing operating expenses primarily
due to higher real estate taxes, utilities, and advertising and
marketing expenses. The reported DSC for the nine months ending
Sept. 30, 2011, was 1.07x and occupancy was 97.6% according to the
October 2011 rent roll.

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

Morgan Stanley Capital I Trust 2007-IQ15
Commercial mortgage pass-through certificates

                Rating
Class      To           From         Credit enhancement (%)
A-J        B (sf)       B+ (sf)                       10.25
B          B- (sf)      B (sf)                         8.52
C          CCC+ (sf)    B (sf)                         7.72
D          CCC (sf)     B- (sf)                        6.25
E          CCC- (sf)    CCC+ (sf)                      5.45
F          D (sf)       CCC- (sf)                      3.85

Ratings Affirmed

Morgan Stanley Capital I Trust 2007-IQ15
Commercial mortgage pass-through certificates

Class      Rating          Credit enhancement (%)
A-1        AAA (sf)                         30.11
A-2        AAA (sf)                         30.11
A-3        AAA (sf)                         30.11
A-4        BBB+ (sf)                        30.11
A-1A       BBB+ (sf)                        30.11
A-M        BB (sf)                          19.45
X          AAA (sf)                           N/A

N/A -- Not applicable.


MORGAN STANLEY: Fitch Cuts Rating on Two Series Notes to 'Dsf'
--------------------------------------------------------------
Fitch Ratings has downgraded and simultaneously withdrawn the
ratings on Morgan Stanley ACES SPC Series 2007-16 and Series 2007-
33 notes due to tranche default. Both transactions are synthetic
corporate CDOs referencing a portfolio of over 120 corporate
obligations mainly in the U.S. and Europe.

Morgan Stanley ACES SPC Series 2007-16 (ACES 2007-16)

-- US$3.904 million notes due October 2012 downgraded to 'Dsf'
    from 'Csf'; rating withdrawn

Morgan Stanley ACES SPC Series 2007-33 (ACES 2007-33)

-- US$6.844 million notes due February 2013 downgraded to 'Dsf'
    from 'Csf'; rating withdrawn

The downgrades follow the receipt of loss notices on the rated
tranches after the valuation of the defaulted reference entity,
PMI Group, Inc., resulted in the cumulative loss of each
transaction exceeding the subordination amount.  To date, both
transactions have suffered nine credit events, which have resulted
in 13% and 42% losses to ACES 2007-16 and ACES 2007-33,
respectively.

As a result of the rating withdrawal, Fitch is no longer
maintaining the recovery estimates on both transactions.  The
agency will no longer provide ratings or analytical coverage of
the transactions.


MORGAN STANLEY: Fitch Downgrades Rating on 10 Note Classes
----------------------------------------------------------
Fitch Ratings has downgraded 10 classes of Morgan Stanley Capital
I Trust 2007-HQ13 (MSCI 2007-HQ13) due to further deterioration of
performance, most of which involves expected losses on loans in
special servicing.

The downgrades are due to greater certainty of Fitch expected
losses associated with specially serviced loans, based on updated
valuations.  The recent value estimates, which have declined from
the estimates used in the 2011 review, resulted in Fitch modeled
losses of 16.1%.  This is a significant increase in expected
losses from Fitch' last review, when modeled losses were
approximately 11%.

Fitch designated 19 loans (32.9%) as Fitch Loans of Concern,
including eight specially serviced loans (25.8%).  Fitch feels it
is possible that classes D through P could be fully depleted based
on current loss estimates.

As of the December 2011 distribution date, the pool's aggregate
principal balance has been reduced by approximately 17% to
$866.7 million from $1 billion at issuance.

The largest contributor to modeled losses, The Pier at Caesars
(9.3%), remains with the special servicer after transferring in
October 2009 for payment default.  This asset, which was
foreclosed upon by the trust in October 2011, is the leasehold
interest in a 303,788 square foot (sf) retail property located
along the boardwalk in front of Caesars Atlantic City, and
adjacent to Bally's Park Place and Trump Palace Casinos in
Atlantic City, NJ.  The property, which was completed in 2006, has
not stabilized to original expectations. Cash flow and occupancy
continue to erode.  As of September 2011, occupancy has fallen to
58%, compared with 75.4% at issuance.  The special servicer
allowed several tenants to pay percentage rent in lieu of base
rent, in an effort to preserve the remaining tenant base and
prevent them from exercising their termination rights.  The
special servicer has appointed a new property manager to continue
with tenant leasing and retention efforts.

The second largest contributor to modeled losses, The Comfort Inn
& Suites - Sea World (3.4%), consists of the leasehold interest in
a 192-room, two-story, limited service hotel in San Diego, CA,
proximate to Sea World.  The real estate owned (REO) asset
transferred to special servicing in December 2009 due to a payment
default.  A recent appraisal indicates the property's value has
declined significantly from issuance, and a high loss severity is
expected upon disposition of the asset.

Fitch downgrades these classes and assigns Recovery Estimates
(REs):

  -- $103.9 million class A-M to 'AAsf' from 'AAAsf'; Outlook
     Stable;
  -- $72.8 million class A-J to 'CCCsf' from 'BBBsf'; RE 85%;
  -- $18.2 million class B to 'CCsf' from 'BBsf'; RE 0%;
  -- $11.7 million class C to 'Csf' from 'Bsf'; RE 0%;
  -- $16.9 million class D to 'Csf' from 'CCCsf'; RE 0%;
  -- $13.0 million class E to 'Csf' from 'CCCsf'; RE 0%;
  -- $11.7 million class F to 'Csf' from 'CCCsf'; RE 0%;
  -- $11.7 million class G to 'Csf' from 'CCsf'; RE 0%;
  -- $13.0 million class H to 'Csf' from 'CCsf'; RE 0%;
  -- $3.9 million class J to 'Csf' from 'CCsf'; RE 0%.

In addition, Fitch also affirms these classes and assigns REs:

  -- $44.9 million class A-1 at 'AAAsf'; Outlook Stable;
  -- $117.8 million class A-1A at 'AAAsf'; Outlook Stable;
  -- $67.7 million class A-2 at 'AAAsf'; Outlook Stable;
  -- $334.5 million class A-3 at 'AAAsf'; Outlook Stable;
  -- $3.9 million class K at 'Csf'; RE 0%;
  -- $3.9 million class L at 'Csf'; RE 0%.


MORGAN STANLEY: Fitch Junks Rating on Five Note Classes
-------------------------------------------------------
Fitch Ratings has downgraded five classes of Morgan Stanley
Capital I Trust 2006-HQ10, commercial mortgage pass-through
certificates.

The downgrades reflect greater certainty of expected losses on
specially serviced loans following updated valuations obtained by
the servicer.  Fitch modeled losses of 9.5% of the remaining pool.
Fitch has designated 37 loans (28%) as Fitch Loans of Concern,
which includes 13 specially serviced loans (11.5%).  Fitch expects
classes F thru H may be fully depleted from losses associated with
the specially serviced assets and class E will also be impacted.

As of the January 2012 distribution date, the pool's aggregate
principal balance has decreased by approximately 13% to
$1.3 billion from $1.5 billion at issuance.  Interest shortfalls
totaling $4.2 million are affecting classes E through NR.

The largest contributor's to loss consist of two (8.4%) top 15
loans (one of which is specially serviced) and an additional
specially serviced loan (1%).

The largest contributor to loss (5.6%) is a portfolio of three
cross-collateralized and cross-defaulted loans secured by two
retail properties and one office property totaling 336,074 square
feet (sf) located in Scottsdale, AZ.  The portfolio has suffered
declining performance since issuance as a result of market
conditions and significant reductions in occupancy.  As of the
October 2011 rent roll, the consolidated occupancy for the
portfolio was 79.5% down from 92% at issuance.  Per REIS as of 3rd
quarter (3Q) 2011, the Scottsdale/North Phoenix retail submarket
vacancy rate was 12.9% with an average asking rent of $23.91 psf.
The Scottsdale office submarket had a vacancy rate of 29.5% w/
asking rent of $23.78 psf. The most recent servicer reported debt
service coverage ratio (DSCR) was 1.09 times (x) as of September
2011, a decrease from 1.55x at origination.

The second largest contributor to loss (2.8%) is secured by a
272,136 sf retail property located in Shreveport, LA.  The loan
was transferred to special servicing in September 2009 due to
imminent default.  Occupancy has declined significantly due to
tenant bankruptcies and vacancies in 2008 and 2009; respectively.
The special servicer filed foreclosure in December 2009 and a
receiver was appointed in July 2011.  The special servicer
continues to monitor the loan while discussions with the borrower
continue.  As of March 2011, the most recent servicer reported
DSCR and occupancy were 0.75x and 78%.

The third largest contributor to loss (1%) is collateralized by a
67,945 sf office property in Scottsdale, AZ. The loan was
transferred to special servicing in March 2011 due to imminent
default.  The borrower requested to restructure the debt due to
cash flow issues at the property.  The special servicer is in the
process of analyzing information in order to determine the
appropriate resolution strategy.

Fitch downgrades and assigns Recovery Ratings (RE) to these
classes:

  -- $119.3 million class A-J to 'BB' from 'BBB-'; Outlook Stable;
  -- $31.7 million class B to 'CCC'/RE 55% from 'BB';
  -- $16.8 million class C to 'CCC'/RE 0% from 'B';
  -- $22.4 million class D to 'CC'/RE 0% from 'B-';
  -- $16.8 million class E to 'C'/RE 0% from 'B-';
  -- $18.6 million class F to 'C'/RE 0% from 'CCC'.


Additionally, Fitch affirms these classes:

-- $68.8 million class A-1A at 'AAA'; Outlook Stable;
-- $61.3 million class A-3 at 'AAA'; Outlook Stable;
-- $610.2 million class A-4 at 'AAA'; Outlook Stable;
-- $79.1 million class A-4FL at 'AAA'; Outlook Stable;
-- $70.9 million class A-4FX at 'AAA'; Outlook Stable;
-- $149.1 million class A-M at 'AAA'; Outlook Stable;
-- $18.6 million class G at 'C'/RE 0%';
-- $13 million class H at 'D'/RE 0%.

Classes A-1 and A-2 have been paid in full.  Classes J thru O have
been fully depleted due to realized losses and remain at 'D/RE
0%'.  Class P is not rated by Fitch.


NORTHWESTERN INVESTMENT: Fitch Withdraws 'Dsf' Rating on Two Notes
------------------------------------------------------------------
Fitch Ratings has downgraded and withdrawn these ratings of two
classes of notes issued by Northwestern Investment Management
Company CBO I Fund Ltd./Corp. (Northwestern CBO I):

  -- $15,000,000 class B-1 notes downgraded to 'Dsf' from 'Csf'
     and withdrawn;

  -- $11,000,000 class B-2 notes downgraded to 'Dsf' from 'Csf'
     and withdrawn.

The transaction's final maturity was scheduled for Jan. 15, 2012,
with the final payment date occurring on Jan. 17, 2012, at which
time the class B-1 and B-2 (collectively, class B) notes did not
receive any payments.  According to the final payment date report
from the trustee, the class B-1 and B-2 notes had accumulated
total deferred interest balances of approximately $23.3 million
and $7 million, respectively.  Each of the class B notes has
defaulted since they have not received their full principal and
interest amounts by the final maturity date. The ratings of the
class B notes are withdrawn due to the defaults of these tranches.
Fitch will no longer maintain recovery estimates on these notes.

Northwestern CBO I was a collateralized debt obligation (CDO) that
closed Dec. 15, 1999 and was managed by Mason Street Advisors
(formerly known as Northwestern Investment Management Company).


NYLIM FLATIRON: S&P Raises Class D Note Rating From 'CCC+' to 'BB'
------------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on
three classes of notes from NYLIM Flatiron CLO 2006-1 Ltd.,
a collateralized loan obligation (CLO) transaction backed
by corporate loans and managed by New York Life Investment
Management LLC. "At the same time, we removed two of the
raised ratings from CreditWatch with positive implications,
where we had placed them on Nov. 14, 2011. In addition, we
affirmed our ratings on four other classes from the same
transaction," S&P said.

"The upgrades reflect an increase in the overall credit support
available to the rated notes since our rating actions in November
2009," S&P said.

"The affirmations reflect current credit support levels that we
believe are sufficient to maintain the current ratings," S&P said.

"The transaction's amount of assets rated in the 'CCC' range
has decreased to $42.21 million as of the November 2011 trustee
report, which we used in our current analysis, from $82.93 million
as of the October 2009 monthly report, which we used for our
November 2009 rating actions. Also, the trustee had no defaulted
assets as of the November 2011 trustee report, a decrease from
$25.69 million as of the October 2009 report," S&P said. As a
result, the overcollateralization (O/C) ratios increased for all
classes over the same period:

    The class A O/C ratio was 122.82% in November 2011, compared
    with 119.36% in October 2009;

    The class B O/C ratio was 116.01% in November 2011, compared
    with 112.74% in October 2009;

    The class C O/C ratio was 108.32% in November 2011, compared
    with 105.27% in October 2009; and

    The class D O/C ratio was 104.98% in November 2011, compared
    with 102.03% in October 2009.

"We will continue to review whether, in our view, the ratings
currently assigned to the notes remain consistent with the credit
enhancement available to support them and will 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 And CreditWatch Actions

NYLIM Flatiron CLO 2006-1 Ltd.
              Rating
Class     To           From
B         A+ (sf)      A (sf)
C         BBB (sf)     BB+ (sf)/Watch Pos
D         BB (sf)      CCC+ (sf)/Watch Pos

Ratings Affirmed

NYLIM Flatiron CLO 2006-1 Ltd.
Class        Rating
A-1          AA+ (sf)
A-2A         AAA (sf)
A-2B         AA+ (sf)
A-3          AA (sf)


OLYMPIC CLO: Moody's Raises Rating of Class B-1L Notes to 'Ba2'
---------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by Olympic CLO I Ltd.:

US$19,000,000 Class A-3L Floating Rate Notes Due May 2016,
Upgraded to Aa2 (sf); previously on August 4, 2011 Upgraded
to A1 (sf);

US$15,000,000 Class B-1L Floating Rate Notes Due May 2016,
Upgraded to Ba2 (sf); previously on August 4, 2011 Upgraded to Ba3
(sf).

RATINGS RATIONALE

According to Moody's, the rating action taken on the notes
is primarily a result of amortization of the senior notes
and an increase in the transaction's overcollateralization
ratios since the last rating action. Moody's notes that the
Class A-1LA Notes have been paid down fully and the Class
A-1L Notes and Class A-1B Notes have been paid down approximately
49.7% or $12.9 million and 35.6% or $8.8 million respectively,
since the rating action in August 2011. As a result of the pay
down, the overcollateralization ratios have increased since the
last rating action. Based on the latest trustee report dated
January 5, 2012, the Senior Class A, the Class A, the Class B-1L
and the Class B-2L overcollateralization ratios are reported at
197.32%, 138.94%, 112.63% and 105.23%, respectively, versus July
2011 levels of 161.23%, 128.33%, 110.53% and 104.89%,
respectively.

Notwithstanding the amortization of the transaction, Moody's
notes that the credit quality of the underlying portfolio
has deteriorated since the rating action in August 2011. In
particular, the weighted average rating factor is currently
2892 compared to 2789 in July 2011.

Additionally, Moody's notes that the underlying portfolio
includes a number of investments in securities that mature
after the maturity date of the notes. Based on the January
2012 trustee report, reference securities that mature after
the maturity date of the notes currently make up approximately
6.68% of the underlying reference portfolio. These investments
potentially expose the notes to market risk in the event of
liquidation at the time of the notes' maturity.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011, key model inputs used by
Moody's in its analysis, such as par, weighted average rating
factor, diversity score, and weighted average recovery rate, may
be different from the trustee's reported numbers. In its base
case, Moody's analyzed the underlying collateral pool to have a
performing par and principal proceeds balance of $89.4 million,
defaulted par of $3.1 million, a weighted average default
probability of 18.26% (implying a WARF of 3194), a weighted
average recovery rate upon default of 44.84%, and a diversity
score of 28. The default and recovery properties of the collateral
pool are incorporated in cash flow model analysis where they are
subject to stresses as a function of the target rating of each CLO
liability being reviewed. The default probability is derived from
the credit quality of the collateral pool and Moody's expectation
of the remaining life of the collateral pool. The average recovery
rate to be realized on future defaults is based primarily on the
seniority of the assets in the collateral pool. In each case,
historical and market performance trends and collateral manager
latitude for trading the collateral are also factors.

Olympic CLO I Ltd. issued in March 2004, is a collateral loan
obligation backed primarily by a portfolio of senior secured
loans.

The principal methodology used in this rating was "Moody's
Approach to Rating Collateralized Loan Obligations" published in
June 2011.

Moody's modeled the transaction using the Binomial Expansion
Technique, as described in Section 2.3.2.1 of the "Moody's
Approach to Rating Collateralized Loan Obligations" rating
methodology published in June 2011.

Moody's notes that this transaction is subject to a high level
of macroeconomic uncertainty, as evidenced by 1) uncertainties
of credit conditions in the general economy and 2) the large
concentration of speculative-grade debt maturing between 2013
and 2015 which may create challenges for issuers to refinance.
CLO notes' performance may also be impacted by 1) the manager's
investment strategy and behavior and 2) divergence in legal
interpretation of CLO documentation by different transactional
parties due to embedded ambiguities.

A summary of the impact of different default probabilities
(expressed in terms of WARF levels) on all rated notes (shown in
terms of the number of notches' difference versus the current
model output, where a positive difference corresponds to lower
expected loss), assuming that all other factors are held equal:

Moody's Adjusted WARF -- 20% (2555)

Class A-1L: 0

Class A-1LB: 0

Class A-2L: 0

Class A-3L: +1

Class B-1L: +1

Class B-2L: +2

Moody's Adjusted WARF + 20% (3833)

Class A-1L: 0

Class A-1LB: 0

Class A-2L: 0

Class A-3L: -2

Class B-1L: -1

Class B-2L: -2

Sources of additional performance uncertainties are:

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

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

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


PEGASUS 2007-1: Moody's Affirms Rating of Cl. A1 Notes at 'Ba1'
---------------------------------------------------------------
Moody's has affirmed the ratings of one class of Notes issued
by Pegasus 2007-1 due to key transaction parameters performing
within levels commensurate with the existing ratings levels. The
rating action is the result of Moody's on-going surveillance of
commercial real estate collateralized debt obligation (CRE CDO
Synthetic) transaction.

Cl. A1 Notes, Affirmed at Ba1 (sf); previously on Feb 2, 2011
Downgraded to Ba1 (sf)

RATINGS RATIONALE

Pegasus 2007-1. is a static synthetic CRE CDO transaction backed
by a portfolio of commercial mortgage backed securities credit
linked notes (CMBS) (100.0% of the pool balance). As of the
December 16, 2011 Trustee report, the aggregate Note balance of
the transaction, including preferred shares, is $113.4 million,
the same as at issuance.

Moody's has identified the following parameters as key indicators
of the expected loss within CRE CDO transactions: weighted average
rating factor (WARF), weighted average life (WAL), weighted
average recovery rate (WARR), and

Moody's asset correlation (MAC). These parameters are typically
modeled as actual parameters for static deals and as covenants for
managed deals.

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's has completed updated credit estimates for the non-Moody's
rated reference obligations. The bottom-dollar WARF is a measure
of the default probability within a collateral pool. Moody's
modeled a bottom-dollar WARF of 31 compared to 25 at last review.
The distribution of current ratings and credit estimates is as
follows: Aaa-Aa3 (82.1% compared to 89.3% at last review) and A1-
A3 (17.9% compared to 10.7% at last review).

WAL acts to adjust the probability of default of the reference
obligations in the pool for time. Moody's modeled to a WAL of 4.3
years compared to 5.1 at last review.

WARR is the par-weighted average of the mean recovery values for
the reference obligations in the pool. Moody's modeled a fixed
WARR of 59.3% compared to 69.6% at last review.

MAC is a single factor that describes the pair-wise asset
correlation to the default distribution among the instruments
within the reference pool (i.e. the measure of diversity). Moody's
modeled a MAC of 63.6% compared to 63.7% at last review.

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

Changes in any one or combination of the key parameters may have
rating implications on certain classes of rated notes. However, in
many instances, a change in key parameter assumptions in certain
stress scenarios may be offset by a change in one or more of the
other key parameters. In general, the rated Notes are particularly
sensitive to rating changes within the reference obligations.
Holding all other key parameters static, stressing the current
ratings and credit estimates of the reference obligations by one
notch downward or one notch upward affects the model results by
approximately 0 to 2 notches negatively and 0 to 1 notch
postitively, respectively.

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

Primary sources of assumption uncertainty are the extent of the
slowdown in growth in the current macroeconomic environment and
the commercial real estate property markets. While commercial real
estate property markets are gaining momentum, a consistent upward
trend will not be evident until the volume of transactions
increases, distressed properties are cleared from the pipeline and
job creation rebounds. The hotel and multifamily sectors are in
recovery and improvements in the office sector continue, with
fundamentals in Gateway cities outperforming their suburban
counterparts. However, office demand is closely tied to
employment, where fundamentals remain weak, so significant
improvement may be delayed. Performance in the retail sector has
been mixed with on-going rent deflation and leasing challenges.
Across all property sectors, the availability of debt capital
continues to improve with monetary policy expected to remain
supportive and interest rate hikes postponed. Moody's central
global macroeconomic scenario reflects an overall downward
revision of forecasts since last quarter, amidst ongoing fiscal
consolidation efforts, household and banking sector deleveraging,
persistently high unemployment levels, and weak housing markets
that will continue to constrain growth.

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


PONTIAC TAX: Fitch Affirms Junk Rating on $3.5 Million TIFA Bonds
-----------------------------------------------------------------
Fitch Ratings takes this rating action on Pontiac Tax Increment
Finance Authority, Michigan (TIFA):

  -- $3.5 million TIFA (development area #2) tax increment revenue
    and refunding bonds, series 2002 affirmed at 'CCC'.

The TIFA #2 bonds are limited obligations of the TIFA payable
solely from tax increment revenues collected in the development
area #2.

The TIFA #2 base value totals $121.7 million and total taxable
value equaled $152.7 million as of fiscal 2012, generating a very
high base value ratio of 80%.  The high base value ratio provides
little cushion to weather any taxable value declines.  Taxable
property values decreased 80% in fiscal 2012 from the year prior
due to a successful General Motors Corporation (GM) tax appeal.
As a result, tax increment revenues decreased $1.7 million,
leaving $216,000 to pay TIFA debt service of $2.7 million.  The
$2.4 million revenue shortfall was plugged with excess funds on
hand in fiscal 2012, and the city has budgeted a transfer of
adequate funds from its general fund in fiscal 2013.

A rapid tax base recovery is unlikely given the depths of the real
estate downturn, and the projection of continued tax base erosion
for the next several years.  Furthermore, any tax base growth is
capped by state law to the lesser of the consumer price index or
5%.  Also, despite the loss of GM, the district is still
concentrated with the top ten taxpayers accounting for over 90% of
total incremental value.

Further thwarting the self-sufficiency of the debt is the passive
nature of the tax rate.  The aggregate property tax rate within
the district is set by the cumulative rates of all the overlapping
municipalities and may be adjusted at their sole discretion.
Therefore, the city has no direct control over the tax rate.

Citywide property tax collections have hovered around 75% for the
past two years. As with all local entities within Oakland County,
the city is made whole via the county revolving delinquent tax
fund.  However, there is a charge back to the city after two years
for uncollected taxes, and the county may decide to terminate the
revolving fund at any time.  Pontiac has outsourced its property
tax collection and enforcement to Oakland County as a fixed-price
contract.


SANTANDER 2012-1: S&P Gives 'BB+' Rating on Class E Auto Notes
--------------------------------------------------------------
Standard & Poor's Ratings Services assigned its ratings to
Santander Drive Auto Receivables Trust 2012-1's $1,033.89 million
automobile receivables-backed notes.

The note issuance is an asset-backed securities transaction backed
by subprime auto loan receivables.

The ratings reflect S&P's view of:

    "The availability of 49.38%, 42.98%, 33.98%, 27.57%, and
    23.94% of credit support for the class A, B, C, D, and E notes
    based on stress cash flow scenarios (including excess spread),
    which provide coverage of approximately 3.5x, 3.0x, 2.3x,
    1.75x, and 1.6x our 11.00%-13.00% expected cumulative net
    loss," S&P said.

    The timely interest and principal payments made under stress
    cash flow modeling scenarios appropriate to the assigned
    ratings.

    "Our expectation that under a moderate ('BBB') stress
    scenario, all else being equal, our ratings on the class A and
    B notes will remain within one rating category of the assigned
    ratings, and our ratings on the class C, D, and E notes will
    remain within two rating categories of the assigned ratings,
    which is consistent with our credit stability criteria," S&P
    said.

    The originator/servicer's history in the subprime/specialty
    auto finance business.

    "Our analysis of six years of static pool data on Santander
    Consumer USA Inc.'s lending programs," S&P said.

    The transaction's payment/credit enhancement and legal
    structures.

             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/1111370.pdf

Ratings Assigned
Santander Drive Auto Receivables Trust 2012-1

Class    Rating       Type            Interest        Amount
                                      rate          (mil. $)
A-1      A-1+ (sf)    Senior          Fixed           195.00
A-2      AAA (sf)     Senior          Fixed           375.00
A-3      AAA (sf)     Senior          Fixed            85.36
B        AA (sf)      Subordinate     Fixed           107.35
C        A (sf)       Subordinate     Fixed           135.59
D        BBB (sf)     Subordinate     Fixed           101.70
E        BB+ (sf)     Subordinate     Fixed            33.89


SANTANDER DRIVE: Moody's Assigns 'Ba2' Rating to Cl. E notes
------------------------------------------------------------
Moody's Investors Service has assigned definitive ratings to the
notes issued by Santander Drive Auto Receivables Trust 2012-1
(SDART 2012-1). This is the first public subprime transaction of
the year for Santander Consumer USA Inc. (SC USA).

The complete rating actions are:

Issuer: Santander Drive Auto Receivables Trust 2012-1

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

Cl. A-2, Assigned Aaa (sf)

Cl. A-3, Assigned Aaa (sf)

Cl. B, Assigned Aa1 (sf)

Cl. C, Assigned A1 (sf)

Cl. D, Assigned Baa2 (sf)

Cl. E, Assigned Ba2 (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 SC USA as
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 SDART 2012-
1 pool is 14.0% and total credit enhancement required to achieve
Aaa rating (i.e. Aaa proxy) is 45%. The loss expectation was based
on an analysis of SC USA's portfolio vintage performance as well
as performance of past securitizations, and current expectations
for future economic conditions.

The Assumption Volatility Score for this transaction is Low/Medium
versus a Medium for the sector. This is driven by the a Low/Medium
assessment for Governance due to the presence of a highly rated
parent, Banco Santander (Aa3 negative outlook/P-1), in addition to
the size and strength of SC USA's servicing platform.

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

Moody's Parameter Sensitivities: If the net loss used in
determining the initial rating were changed to 20%, 25% or 35%,
the initial model output for the Class A notes might change from
Aaa to Aa1, Aa2, and A1, respectively; Class B notes might change
from Aa1 to Aa3, A2, and Ba2, respectively; Class C notes might
change from A1 to Baa3, Ba3, and below B3, respectively; Class D
notes might change from Baa2 to B2, below B3, and below B3,
respectively; and Class E notes might change from Ba2 to below B3
in all three scenarios.

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

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.


SATURNS 2003-1: S&P Cuts Rating on $60.192 Mil. Units to 'CCC+'
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on SATURNS
Trust No. 2003-1's $60.192 million units to 'CCC+' from 'B'.

"Our rating on the units is dependent on our rating on the
underlying security, Sears Roebuck Acceptance Corp.'s 7.00%
notes due June 1, 2032 ('CCC+')," S&P said.

"The rating action follows our Dec. 28, 2011, placement of
our 'B' rating on the underlying security on CreditWatch with
negative implications and our Jan. 5, 2012, lowering of our
rating on the underlying security to 'CCC+' from 'B' and its
removal from CreditWatch with negative implications. We may
take subsequent rating actions on the units due to changes in
our rating on the underlying security," 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


SATURNS 2003-8: S&P Raises Ratings on 2 Classes of Units to 'B'
---------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on SATURNS
Trust No. 2003-8's $25 million class A and B units to 'B' from
'B-' and removed them from CreditWatch, where it placed them with
negative implications on May 11, 2011.

"Our ratings on the units are dependent on the rating on the
underlying security, Hertz Corp.'s 7.625% senior notes due June 1,
2012 ('B')," S&P said.

"The rating actions follow our Dec. 22, 2011, raising of our
rating on the underlying security to 'B' from 'B-' and its
removal from CreditWatch with negative implications. We may
take subsequent rating actions on the units due to changes in
our rating on the underlying security," 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


SATURNS 2003-15: S&P Raises Ratings on 2 Classes of Units to 'B-'
-----------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on SATURNS
The Hertz Corp. Debenture Backed Series 2003-15's class A and B
units to 'B' from 'B-' and removed them from CreditWatch, where
it placed them with negative implications on May 11, 2011.

"Our ratings on the units are dependent on the rating on the
underlying security, Hertz Corp.'s 7.625% senior notes due June 1,
2012 ('B')," S&P said.

"The upgrade follows our Dec. 22, 2011, raising of our rating on
the underlying security to 'B' from 'B-' and its removal from
CreditWatch with negative implications. We may take subsequent
rating actions on the custody receipts due to changes in our
rating on the underlying security," 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


SCSC 2005-3: Moody's Affirms Rating of Cl. F Notes at 'Ba1'
-----------------------------------------------------------
Moody's Investors Service affirmed the ratings of 17 classes of
Schooner Trust Commercial Mortgage Pass-Through Certificates,
Series 2005-3:

Cl. A-1, Affirmed at Aaa (sf); previously on July 19, 2005
Definitive Rating Assigned Aaa (sf)

Cl. A-2, Affirmed at Aaa (sf); previously on July 19, 2005
Definitive Rating Assigned Aaa (sf)

Cl. B, Affirmed at Aa2 (sf); previously on July 19, 2005
Definitive Rating Assigned Aa2 (sf)

Cl. C, Affirmed at A2 (sf); previously on July 19, 2005 Definitive
Rating Assigned A2 (sf)

Cl. D-1, Affirmed at Baa2 (sf); previously on July 19, 2005
Definitive Rating Assigned Baa2 (sf)

Cl. D-2, Affirmed at Baa2 (sf); previously on July 19, 2005
Definitive Rating Assigned Baa2 (sf)

Cl. E, Affirmed at Baa3 (sf); previously on July 19, 2005
Definitive Rating Assigned Baa3 (sf)

Cl. F, Affirmed at Ba1 (sf); previously on July 19, 2005
Definitive Rating Assigned Ba1 (sf)

Cl. G, Affirmed at Ba2 (sf); previously on July 19, 2005
Definitive Rating Assigned Ba2 (sf)

Cl. H, Affirmed at Ba3 (sf); previously on July 19, 2005
Definitive Rating Assigned Ba3 (sf)

Cl. J, Affirmed at B1 (sf); previously on July 19, 2005 Definitive
Rating Assigned B1 (sf)

Cl. K, Affirmed at B2 (sf); previously on July 19, 2005 Definitive
Rating Assigned B2 (sf)

Cl. L, Affirmed at B3 (sf); previously on July 19, 2005 Definitive
Rating Assigned B3 (sf)

Cl. XP-1, Affirmed at Aaa (sf); previously on July 19, 2005
Definitive Rating Assigned Aaa (sf)

Cl. XP-2, Affirmed at Aaa (sf); previously on July 19, 2005
Definitive Rating Assigned Aaa (sf)

Cl. XC-1, Affirmed at Aaa (sf); previously on July 19, 2005
Definitive Rating Assigned Aaa (sf)

Cl. XC-2, Affirmed at Aaa (sf); previously on July 19, 2005
Definitive Rating Assigned Aaa (sf)

RATINGS RATIONALE

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

Moody's rating action reflects a cumulative base expected loss of
1.4% of the current balance. At last review, Moody's cumulative
base expected loss was 1.3%. Depending on the timing of loan
payoffs and the severity and timing of losses from specially
serviced loans, the credit enhancement level for investment grade
classes could decline below the current levels. If future
performance materially declines, the expected level of credit
enhancement and the priority in the cash flow waterfall may be
insufficient for the current ratings of these classes.

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

Primary sources of assumption uncertainty are the extent of the
slowdown in growth in the current macroeconomic environment and
the commercial real estate property markets. While commercial real
estate property markets are gaining momentum, a consistent upward
trend will not be evident until the volume of transactions
increases, distressed properties are cleared from the pipeline and
job creation rebounds. The hotel and multifamily sectors are in
recovery and improvements in the office sector continue, with
fundamentals in Gateway cities outperforming their suburban
counterparts. However, office demand is closely tied to
employment, where fundamentals remain weak, so significant
improvement may be delayed. Performance in the retail sector has
been mixed with on-going rent deflation and leasing challenges.
Across all property sectors, the availability of debt capital
continues to improve with monetary policy expected to remain
supportive and interest rate hikes postponed. Moody's central
global macroeconomic scenario reflects an overall downward
revision of forecasts since last quarter, amidst ongoing fiscal
consolidation efforts, household and banking sector deleveraging,
persistently high unemployment levels, and weak housing markets
that will continue to constrain growth.

The methodologies used in this rating were "Moody's Approach to
Rating U.S. CMBS Conduit Transactions" published in September
2000, and "Moody's Approach to Rating Canadian CMBS" published in
May 2000.

Moody's noted that on November 22, 2011, it released a Request for
Comment, in which the rating agency has requested market feedback
on potential changes to its rating methodology for Interest-Only
Securities. If the revised methodology is implemented as proposed
the rating on Schooner Trust Commercial Mortgage Pass-Through
Certificates, Series 2005-3 Classes XP-1, XP-2, XC-1 and XC-2 may
be negatively affected. Please refer to Moody's request for
Comment, titled "Proposal Changing the Global Rating Methodology
for Structured Finance Interest-Only Securities," for further
details regarding the implications of the proposed methodology
change on Moody's rating.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.60 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) level are
driven by property type, Moody's actual and stressed DSCR, and
Moody's property quality grade (which reflects the capitalization
rate used by Moody's to estimate Moody's value). Conduit model
results at the B2 (sf) level are driven by a paydown analysis
based on the individual loan level Moody's LTV ratio. Moody's
Herfindahl score (Herf), a measure of loan level diversity, is a
primary determinant of pool level diversity and has a greater
impact on senior certificates. Other concentrations and
correlations may be considered in Moody's analysis. Based on the
model pooled credit enhancement levels at Aa2 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade credit estimates is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
underlying rating of the loan which corresponds to a range of
credit enhancement levels. Actual fusion credit enhancement levels
are selected based on loan level diversity, pool leverage and
other concentrations and correlations within the pool. Negative
pooling, or adding credit enhancement at the underlying rating
level, is incorporated for loans with similar credit estimates in
the same transaction.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review. Moody's prior full review is
summarized in a press release dated February 3, 2011.

DEAL PERFORMANCE

As of the January 12, 2012 distribution date, the
transaction's aggregate certificate balance has decreased by 20%
to $315.6 million from $396.0 million at securitization. The
Certificates are collateralized by 83 mortgage loans ranging in
size from less than 1% to 7% of the pool, with the top ten loans
representing 45% of the pool. The pool contains one loan with an
investment grade credit estimate that represents 2% of the pool.
At last review the pool contained a another loan with a credit
estimate. However, due to a decline in performance this loan is
now analyzed as part of the conduit pool. Twelve loans,
representing 7% of the pool, have defeased and are collateralized
with Canadian Government securities.

Five loans, representing 3% of the pool, are on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package. As part of
Moody's ongoing monitoring of a transaction, Moody's reviews the
watchlist to assess which loans have material issues that could
impact performance.

No loans have been liquidated from the pool. Additionally, no
loans are currently in special servicing.

Moody's was provided with full year 2010 operating results for 93%
of the pool's non-defeased loans. Excluding troubled loans,
Moody's weighted average LTV is 68% compared to 75% at Moody's
prior review. Moody's net cash flow reflects a weighted average
haircut of 14% to the most recently available net operating
income. Moody's value reflects a weighted average capitalization
rate of 8.9%.

Excluding troubled loans, Moody's actual and stressed DSCRs are
1.81X and 1.46X, respectively, compared to 1.53X and 1.38X at last
review. Moody's actual DSCR is based on Moody's net cash flow
(NCF) and the loan's actual debt service. Moody's stressed DSCR is
based on Moody's NCF and a 9.25% stressed rate applied to the loan
balance.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 30 compared to 29 at Moody's prior review.

The loan with a credit estimate is the Vaughan Industrial
Portfolio ($6.0 million -- 1.9%), which is secured by 10
industrial buildings located in Vaughan, Ontario. The portfolio
was 85% leased as of December 2010 compared to 83% at last review.
At securitization the portfolio included 17 properties, but seven
have been released through defeasance. Moody's current credit
estimate and stressed DSCR are Aa2 and 2.87X, respectively,
compared to A2 and 1.96X at last review.

The loan that previously had a credit estimate is the 71 Rexdale
Boulevard Loan ($10.4 million -- 3.3%), which is secured by a
167,000 square foot (SF) single-tenant industrial building located
in Toronto, Ontario. The property was 100% leased to Cargill
Limited through September 2012. Cargill vacated the property in
July 2011 and, as a result, paid a termination fee. The sponsor
has enlisted a broker to market the space. Moody's analysis
reflects a stabilized value based on current market conditions.
Moody's LTV and stressed DSCR are 106% and 0.97X, respectively,
compared to 81% and 1.27X at last review.

The top three performing conduit loans represent 18% of
the pool balance. The largest loan is the Portsmouth Place
Loan ($21.3 million -- 6.8%), which is secured by a 400-unit
multifamily building located in Kingston, Ontario. The property
was 100% leased as of September 2010, the same at last review.
Moody's LTV and stressed DSCR are 70% and 1.20X, respectively,
compared to 76% and 1.10X at last review.

The second largest loan is the Corner Brook Plaza Loan
($18.6 million -- 5.9%), which is secured by a 233,347 SF shopping
center located in Corner Brook, Newfoundland. The property was 96%
leased as of December 2010, the same at last review. Performance
is stable. Moody's LTV and stressed DSCR are 69% and 1.50X,
respectively, compared to 75% and 1.36X at last review.

The third largest loan is the Metro Self Storage Portfolio
($16.5 million -- 5.2%), which is secured by seven self-storage
properties located in Halifax and Turo, Nova Scotia. The portfolio
was 76% leased as of August 2010 compared to 99% at last review.
The increase in vacancy and decline in net operating income has
been offset by loan amortization. The loan amortizes on a 20-year
schedule. Moody's LTV and stressed DSCR are 66% and 1.52X,
respectively, compared to 68% and 1.66X at last review.


SRRSPOKE 2007-IA: Moody's Affirms Rating of Class I Notes at 'C'
----------------------------------------------------------------
Moody's has affirmed the ratings of two classes of Notes issued by
SRRSpoke 2007-IA. The affirmations are due to the key transaction
parameters performing within levels commensurate with the existing
ratings levels. The rating action is the result of Moody's on-
going surveillance of commercial real estate collateralized debt
obligation (CRE CDO Synthetic) transactions.

Moody's rating action is:

US$76,050,000 Class I Variable Floating Rate Notes Due 2037,
Affirmed at C (sf); previously on May 6, 2010 Downgraded to C (sf)

US$4,095,000 Subordinated Variable Floating Rate Notes Due 2037,
Affirmed at C (sf); previously on May 6, 2010 Downgraded to C (sf)

RATINGS RATIONALE

SRRSpoke 2007-IA is a static synthetic CRE CDO transaction backed
by a portfolio of credit default swaps on commercial mortgage
backed securities (CMBS) (78.3% of the reference obligation
balance) and CRE CDOs (21.7%). As of the January 19, 2012 Trustee
report, the aggregate issued Note balance of the transaction has
decreased to $575.0 million from $585.0 million at issuance, due
to write-downs of two of the reference obligations.

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

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's has completed updated credit estimates for the non-Moody's
rated reference obligations. The bottom-dollar WARF is a measure
of the default probability within a reference obligation pool.
Moody's modeled a bottom-dollar WARF of 3,427 compared to 3,266 at
last review. The distribution of current ratings and credit
estimates is as follows: Aaa-Aa3 (1.7% compared to 1.7% at last
review), A1-A3 (7.0% compared to 10.3% at last review), Baa1-Baa3
(29.6% compared to 29.3% at last review), Ba1-Ba3 (15.7% compared
to 12.1% at last review), B1-B3 (13.9% compared to 19.8% at last
review) and Caa1-C (32.2% compared to 26.7% at last review).

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

WARR is the par-weighted average of the mean recovery values for
the reference obligations in the pool. Moody's modeled a fixed
WARR 20.4% compared to 22.4% at last review.

MAC is a single factor that describes the pair-wise asset
correlation to the default distribution among the instruments
within the reference obligation pool (i.e. the measure of
diversity). Moody's modeled a MAC of 17.1% compared to 16.4% at
last review.

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

Changes in any one or combination of the key parameters may have
rating implications on certain classes of rated notes. However, in
many instances, a change in key parameter assumptions in certain
stress scenarios may be offset by a change in one or more of the
other key parameters. In general, the rated Notes are particularly
sensitive to rating changes within the reference obligation pool.
However, in light of the performance indicators noted above,
Moody's believes that it is unlikely that the ratings are
sensitive to further change.

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

Primary sources of assumption uncertainty are the extent of the
slowdown in growth in the current macroeconomic environment and
the commercial real estate property markets. While commercial real
estate property markets are gaining momentum, a consistent upward
trend will not be evident until the volume of transactions
increases, distressed properties are cleared from the pipeline and
job creation rebounds. The hotel and multifamily sectors are in
recovery and improvements in the office sector continue, with
fundamentals in Gateway cities outperforming their suburban
counterparts. However, office demand is closely tied to
employment, where fundamentals remain weak, so significant
improvement may be delayed. Performance in the retail sector has
been mixed with on-going rent deflation and leasing challenges.
Across all property sectors, the availability of debt capital
continues to improve with monetary policy expected to remain
supportive and interest rate hikes postponed. Moody's central
global macroeconomic scenario reflects an overall downward
revision of forecasts since last quarter, amidst ongoing fiscal
consolidation efforts, household and banking sector deleveraging,
persistently high unemployment levels, and weak housing markets
that will continue to constrain growth.

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




SRRSPOKE 2007-IB: Moody's Affirms Rating of Class I Notes at 'C'
----------------------------------------------------------------
Moody's has affirmed the rating of one class of Notes issued by
SRRSpoke 2007-IB. The affirmation is due to the key transaction
parameters performing within levels commensurate with the existing
ratings levels. The rating action is the result of Moody's on-
going surveillance of commercial real estate collateralized debt
obligation (CRE CDO Synthetic) transactions.

Moody's rating action is:

US$13,162,500 Class I Variable Floating Rate Notes Due 2037,
Affirmed at C (sf); previously on May 6, 2010 Downgraded to C (sf)

RATINGS RATIONALE

SRRSpoke 2007-IB is a static synthetic CRE CDO transaction backed
by a portfolio of credit default swaps on commercial mortgage
backed securities (CMBS) (78.3% of the reference obligation
balance) and CRE CDOs (21.7%). As of the January 19, 2012 Trustee
report, the aggregate issued Note balance of the transaction has
decreased to $862.5 million from $875.0 million at issuance, due
to write-downs of two of the reference obligations.

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

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's has completed updated credit estimates for the non-Moody's
rated reference obligations. The bottom-dollar WARF is a measure
of the default probability within a reference obligation pool.
Moody's modeled a bottom-dollar WARF of 3,427 compared to 3,266
at last review. The distribution of current ratings and credit
estimates is as follows: Aaa-Aa3 (1.7% compared to 1.7% at last
review), A1-A3 (7.0% compared to 10.3% at last review), Baa1-Baa3
(29.6% compared to 29.3% at last review), Ba1-Ba3 (15.7% compared
to 12.1% at last review), B1-B3 (13.9% compared to 19.8% at last
review) and Caa1-C (32.2% compared to 26.7% at last review).

WAL acts to adjust the probability of default of the reference
obligations in the pool for time. Moody's modeled to a WAL of 5.1
years compared to 5.9 years at last review.

WARR is the par-weighted average of the mean recovery values for
the reference obligations in the pool. Moody's modeled a fixed
WARR 20.4% compared to 22.4% at last review.

MAC is a single factor that describes the pair-wise asset
correlation to the default distribution among the instruments
within the reference obligation pool (i.e. the measure of
diversity). Moody's modeled a MAC of 17.1% compared to 16.4% at
last review.

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

Changes in any one or combination of the key parameters may have
rating implications on certain classes of rated notes. However, in
many instances, a change in key parameter assumptions in certain
stress scenarios may be offset by a change in one or more of the
other key parameters. In general, the rated Notes are particularly
sensitive to rating changes within the reference obligation pool.
However, in light of the performance indicators noted above,
Moody's believes that it is unlikely that the ratings are
sensitive to further change.

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

Primary sources of assumption uncertainty are the extent of the
slowdown in growth in the current macroeconomic environment and
the commercial real estate property markets. While commercial
real estate property markets are gaining momentum, a consistent
upward trend will not be evident until the volume of transactions
increases, distressed properties are cleared from the pipeline
and job creation rebounds. The hotel and multifamily sectors
are in recovery and improvements in the office sector continue,
with fundamentals in Gateway cities outperforming their
suburban counterparts. However, office demand is closely tied
to employment, where fundamentals remain weak, so significant
improvement may be delayed. Performance in the retail sector has
been mixed with on-going rent deflation and leasing challenges.
Across all property sectors, the availability of debt capital
continues to improve with monetary policy expected to remain
supportive and interest rate hikes postponed. Moody's central
global macroeconomic scenario reflects an overall downward
revision of forecasts since last quarter, amidst ongoing fiscal
consolidation efforts, household and banking sector deleveraging,
persistently high unemployment levels, and weak housing markets
that will continue to constrain growth.

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


SPF CDO: S&P Raises Rating on Class D Notes From 'B'
----------------------------------------------------
Standard & Poor's Ratings Services raised 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.

"The upgrades reflect the increased diversification we have
observed in the deal's underlying asset portfolio since our
rating affirmations in December 2011. In December 2011, based
on the information in the November 2011 trustee report, our
ratings on the class A-1, A-2, B, C, and D notes were capped
by the application of the largest obligor default supplemental
test. Currently, based on information in the January 2012
trustee report, the class A-1, A-2, B, C, and D notes had
sufficient credit enhancement to withstand the combinations
of underlying asset defaults specified by the largest obligor
default supplemental test at the 'AA+ (sf)', 'AA+ (sf)', 'AA
(sf)', 'A (sf)', and 'BBB (sf)' rating levels, respectively.
According to the Jan. 6, 2012, trustee report, assets from the
largest single obligor composed 3.23% (about $23 million) of
the collateral pool, down from 5.64% (about $39.97 million)
noted in the November 2011 trustee report," S&P said.

"In January 2012, the issuer signed a letter agreeing that it
will not surrender any note without payment as provided in the
indenture. In our view, the agreement mitigates the risk that the
issuer will cancel any of the subordinate notes in the future. As
a result, we are no longer applying the note cancellation modeling
stresses in our cash flow analysis of the transaction," 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

SPF CDO I Ltd.
                         Rating
Class                To           From
A-1                  AA+ (sf)     A+ (sf)
A-2                  AA+ (sf)     A+ (sf)
B                    AA (sf)      BBB+ (sf)
C                    A (sf)       BB+ (sf)
D                    BBB (sf)     B (sf)


STARTS 2007-12: S&P Lowers Rating on Notes From 'CCC-' to 'D'
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings to 'D (sf)'
from 'CCC- (sf)' on the notes issued by STARTS (Cayman) Ltd.'s
series 2007-12 and the class C1-D notes issued by STARTS (Cayman)
Ltd.'s series 2007-14, both synthetic collateralized debt
obligation (CDO) transactions.

The downgrade to 'D (sf)' follows credit events within the
transactions' underlying portfolios, which have resulted in the
notes incurring partial principal losses.

           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

STARTS (Cayman) Ltd.
Series 2007-12
              Rating
Class    To           From
Notes    D (sf)       CCC- (sf)

STARTS (Cayman) Ltd.
Series 2007-14
              Rating
Class    To           From
C1-D     D (sf)       CCC- (sf)


STONE TOWER: Moody's Raises Rating of Class D Notes From 'Ba1'
--------------------------------------------------------------
Moody's Investors Service has upgraded the rating of these notes
issued by Stone Tower CLO II Ltd.:

US$8,000,000 Class D Floating Rate Notes, Due 2013, Upgraded to
Baa1 (sf); previously on April 13, 2011 Upgraded to Ba1 (sf).

RATINGS RATIONALE

According to Moody's, the rating action taken on the notes is
primarily a result of amortization of the senior notes and an
increase in the transaction's overcollateralization ratios since
the last rating action. Moody's notes that the Class A-2 and the
Class B Notes have been paid down fully and the Class C Notes
have been paid down approximately 34% or $4 million since the
rating action in April 2011. As a result of the pay down, the
overcollateralization ratios have increased since the last rating
action. Based on the latest trustee report dated December 15,
2011, the Class C and the Class D overcollateralization ratios are
reported at 283.34% and 140.73%, respectively, versus March 2011
levels of 150.64% and 119.59%, respectively.

Notwithstanding the amortization of the transaction, Moody's
notes that the credit quality of the underlying portfolio has
deteriorated since the rating action in April 2011. In particular,
the weighted average rating factor is currently 2834 compared to
2514 in March 2011.

Additionally, Moody's notes that the underlying portfolio includes
a number of investments in securities that mature after the
maturity date of the notes. Based on the December 2011 trustee
report, reference securities that mature after the maturity date
of the notes currently make up approximately 47.46% of the
underlying reference portfolio. These investments potentially
expose the notes to market risk in the event of liquidation at the
time of the notes' maturity.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011, key model inputs used by
Moody's in its analysis, such as par, weighted average rating
factor, diversity score, and weighted average recovery rate, may
be different from the trustee's reported numbers. In its base
case, Moody's analyzed the underlying collateral pool to have a
performing par and principal proceeds balance of $23.3 million,
defaulted par of $0.84 million, a weighted average default
probability of 15.26% (implying a WARF of 3534), a weighted
average recovery rate upon default of 49.02%, and a diversity
score of 10. The default and recovery properties of the collateral
pool are incorporated in cash flow model analysis where they are
subject to stresses as a function of the target rating of each CLO
liability being reviewed. The default probability is derived from
the credit quality of the collateral pool and Moody's expectation
of the remaining life of the collateral pool. The average recovery
rate to be realized on future defaults is based primarily on the
seniority of the assets in the collateral pool. In each case,
historical and market performance trends and collateral manager
latitude for trading the collateral are also factors.

Stone Tower CLO II Ltd, issued in August 2004, is a collateralized
loan obligation backed primarily by a portfolio of senior secured
loans.

The principal methodology used in this rating was "Moody's
Approach to Rating Collateralized Loan Obligations" published in
June 2011.

Moody's modeled the transaction using the Binomial Expansion
Technique, as described in Section 2.3.2.1 of the "Moody's
Approach to Rating Collateralized Loan Obligations" rating
methodology published in June 2011.

Moody's notes that this transaction is subject to a high level of
macroeconomic uncertainty, as evidenced by 1) uncertainties of
credit conditions in the general economy and 2) the large
concentration of speculative-grade debt maturing between 2013 and
2015 which may create challenges for issuers to refinance. CDO
notes' performance may also be impacted by 1) the manager's
investment strategy and behavior and 2) divergence in legal
interpretation of CDO documentation by different transactional
parties due to embedded ambiguities.

A summary of the impact of different default probabilities
(expressed in terms of WARF levels) on all rated notes (shown in
terms of the number of notches' difference versus the current
model output, where a positive difference corresponds to lower
expected loss), assuming that all other factors are held equal:

Moody's Adjusted WARF - 20% (2827)

Class C: 0

Class D: +1

Moody's Adjusted WARF + 20% (4241)

Class C: 0

Class D: -1

Sources of additional performance uncertainties are:

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

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


SYMPHONY CLO: S&P Gives 'BB' Rating on Class E Notes
----------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary
ratings to Symphony CLO VIII L.P./Symphony CLO VIII LLC's
$349 million floating-rate notes.

The note issuance is a collateralized loan obligation
securitization backed by a revolving pool consisting
primarily of broadly syndicated senior secured loans.

The preliminary ratings are based on information as of Jan. 19,
2012. Subsequent information may result in the assignment of final
ratings that differ from the preliminary ratings.

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

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

    "The transaction's credit enhancement, which is sufficient to
    withstand the defaults applicable for the supplemental tests
    (not counting excess spread), and cash flow structure, which
    can withstand the default rate projected by Standard & Poor's
    CDO Evaluator model, as assessed by Standard & Poor's using
    the assumptions and methods outlined in its corporate
    collateralized debt obligation (CDO) criteria," S&P said.

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

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

    The collateral manager's experienced management team.

    "The timely interest and ultimate principal payments on the
    preliminary rated notes, which we assessed using our cash
    flow analysis and assumptions commensurate with the assigned
    preliminary ratings under various interest rate scenarios,
    including LIBOR ranging from 0.34%-11.36%," S&P said.

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

    "The transaction's interest reinvestment test, a failure
    of which during the reinvestment period will lead to the
    reclassification of excess interest proceeds that are
    available prior to paying subordinated management fees,
    uncapped administrative expenses, and LP certificate payments
    to the principal proceeds for the purchase of collateral
    assets or, at the collateral manager's discretion, to reduce
    the balance of the rated notes outstanding sequentially," S&P
    said.

               Standard & Poor's 17g-7 Disclosure Report

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

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

     http://standardandpoorsdisclosure-17g7.com/1111390.pdf

Preliminary Ratings Assigned
Symphony CLO VIII L.P./Symphony CLO VIII LLC
Class            Rating          Amount
                               (mil. $)
A                AAA (sf)        240.00
B                AA (sf)          43.75
C (deferrable)   A (sf)           29.25
D (deferrable)   BBB (sf)         18.75
E (deferrable)   BB (sf)          17.25
LP certificates  NR               39.50

NR -- Not rated.


SYMPHONY CLO: S&P Gives 'BB' Rating on Class E $349MM Notes
-----------------------------------------------------------
Standard & Poor's Ratings Services assigned its ratings to
Symphony CLO VIII L.P./Symphony CLO VIII LLC's $349 million
floating-rate notes.

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

The ratings reflect S&P's view of:

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

    The transaction's credit enhancement, which is sufficient to
    withstand the defaults applicable for the supplemental tests
    (not counting excess spread), and cash flow structure, which
    can withstand the default rate projected by Standard & Poor's
    CDO Evaluator model, as assessed by Standard & Poor's using
    the assumptions and methods outlined in its corporate
     collateralized debt obligation (CDO) criteria.

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

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

    The collateral manager's experienced management team.

    "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%-11.36%," 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.

    The transaction's interest reinvestment test, a failure of
    which during the reinvestment period will lead to the
    reclassification of excess interest proceeds that are
    available prior to paying subordinated management fees,
    uncapped administrative expenses, and LP certificate payments
    to the principal proceeds for the purchase of collateral
    assets or, at the collateral manager's discretion, to reduce
    the balance of the rated notes outstanding sequentially.

         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/1111392.pdf

Ratings Assigned
Symphony CLO VIII L.P./Symphony CLO VIII LLC
Class            Rating          Amount
                               (mil. $)
A                AAA (sf)        240.00
B                AA (sf)          43.75
C (deferrable)   A (sf)           29.25
D (deferrable)   BBB (sf)         18.75
E (deferrable)   BB (sf)          17.25
LP certificates  NR               39.50

NR -- Not rated.


VALEO INVESTMENT: Moody's Lowers Rating of $10-Mil. Notes to 'Ca'
-----------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of these
notes issued by Valeo Investment Grade CDO:

US$10,000,000 Class B-1 6.69% Fixed Rate Senior Subordinated Notes
Due January 15, 2013 (current outstanding balance of $9,320,511),
Downgraded to Ca (sf); previously on June 7, 2011 Upgraded to Caa3
(sf);

US$9,000,000 Class B-2 8.69% Fixed Rate Senior Subordinated Notes
Due January 15, 2013 (current outstanding balance of $9,144,784),
Downgraded to Ca (sf); previously on June 7, 2011 Upgraded to Caa3
(sf).

RATINGS RATIONALE

According to Moody's, the rating actions taken on the notes
reflect Moody's concerns about the insufficient collateralization
of the notes. Based on the latest trustee report dated January 17,
2012, the Class B overcollateralization ratio is reported at
78.9%, versus January 2011 level of 93.1%. Moody's believes that
there is a high likelihood that the issuer will default on its
obligation to repay the current outstanding balance of the notes
at their maturity, and that such a default will result in
significant losses to holders of the notes.

Valeo Investment Grade CDO Ltd., issued in January 2001, is a
collateralized bond obligation backed primarily by a portfolio of
senior unsecured bonds.

The principal methodology used in this rating was "Moody's
Approach to Rating Collateralized Loan Obligations" published in
June 2011.

Moody's notes that this transaction is subject to a high level of
macroeconomic uncertainty, as evidenced by uncertainties of credit
conditions in the general economy. CDO notes' performance may also
be impacted by 1) the manager's investment strategy and behavior
and 2) divergence in legal interpretation of CDO documentation by
different transactional parties due to embedded ambiguities.

Sources of additional performance uncertainties are:

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

2) Lack of portfolio granularity: The performance of the portfolio
depends to a large extent on the credit conditions of a few large
obligors, especially when they experience jump to default.


WBCMT 2002-C1: Moody's Affirms Rating of Cl. J Notes at 'Ba1'
-------------------------------------------------------------
Moody's upgraded the rating of one class and affirmed 12 classes
of WBCMT Commercial Mortgage Securities, Inc., Series 2002-C1:

Cl. A-4, Affirmed at Aaa (sf); previously on May 23, 2002
Definitive Rating Assigned Aaa (sf)

Cl. B, Affirmed at Aaa (sf); previously on Feb 8, 2006 Upgraded to
Aaa (sf)

Cl. C, Affirmed at Aaa (sf); previously on Apr 12, 2007 Upgraded
to Aaa (sf)

Cl. D, Affirmed at Aaa (sf); previously on Apr 12, 2007 Upgraded
to Aaa (sf)

Cl. E, Affirmed at Aaa (sf); previously on Sep 25, 2008 Upgraded
to Aaa (sf)

Cl. F, Upgraded to Aaa (sf); previously on Mar 9, 2011 Upgraded to
Aa1 (sf)

Cl. G, Affirmed at A1 (sf); previously on Mar 9, 2011 Upgraded to
A1 (sf)

Cl. H, Affirmed at Baa1 (sf); previously on Apr 12, 2007 Upgraded
to Baa1 (sf)

Cl. J, Affirmed at Ba1 (sf); previously on Apr 12, 2007 Upgraded
to Ba1 (sf)

Cl. K, Affirmed at Ba2 (sf); previously on Apr 12, 2007 Upgraded
to Ba2 (sf)

Cl. M, Affirmed at B2 (sf); previously on May 23, 2002 Definitive
Rating Assigned B2 (sf)

Cl. N, Affirmed at B3 (sf); previously on May 23, 2002 Definitive
Rating Assigned B3 (sf)

Cl. IO-I, Affirmed at Aaa (sf); previously on May 23, 2002
Definitive Rating Assigned Aaa (sf)

RATINGS RATIONALE

The upgrade is due to an increase in subordination from payoffs
and amortization. The pool has paid down 48% since last review and
65% since securitization. The affirmations are due to key
parameters, including Moody's loan to value (LTV) ratio, Moody's
stressed debt service coverage ratio (DSCR) and the Herfindahl
Index (Herf), remaining within acceptable ranges. Based on Moody's
current base expected loss, the credit enhancement levels for the
affirmed classes are sufficient to maintain their current ratings.

Moody's rating action reflects a cumulative base expected
loss of 3.8% of the current balance compared to 3.2% at last
review. The current base expected loss is lower than last
review on a numerical basis ($12.6 million this review compared
to $20.3 million at last review); however the percentage increase
since last review is due to the 48% pay down and amortization
since last review. Depending on the timing of loan payoffs and
the severity and timing of losses from specially serviced loans,
the credit enhancement level for investment grade classes could
decline below the current levels. If future performance materially
declines, the expected level of credit enhancement and the
priority in the cash flow waterfall may be insufficient for the
current ratings of these classes.

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

Primary sources of assumption uncertainty are the extent of the
slowdown in growth in the current macroeconomic environment and
the commercial real estate property markets. While commercial real
estate property markets are gaining momentum, a consistent upward
trend will not be evident until the volume of transactions
increases, distressed properties are cleared from the pipeline and
job creation rebounds. The hotel and multifamily sectors are in
recovery and improvements in the office sector continue, with
fundamentals in Gateway cities outperforming their suburban
counterparts. However, office demand is closely tied to
employment, where fundamentals remain weak, so significant
improvement may be delayed. Performance in the retail sector has
been mixed with on-going rent deflation and leasing challenges.
Across all property sectors, the availability of debt capital
continues to improve with monetary policy expected to remain
supportive and interest rate hikes postponed. Moody's central
global macroeconomic scenario reflects an overall downward
revision of forecasts since last quarter, amidst ongoing fiscal
consolidation efforts, household and banking sector deleveraging,
persistently high unemployment levels, and weak housing markets
that will continue to constrain growth.

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

Moody's noted that on November 22, 2011, it released a Request for
Comment, in which the rating agency has requested market feedback
on potential changes to its rating methodology for Interest-Only
Securities. If the revised methodology is implemented as proposed
the rating on WBCMT Commercial Mortgage Trust Series 2002-C1 Class
IO-1 may be negatively affected. Please refer to Moody's request
for Comment, titled "Proposal Changing the Global Rating
Methodology for Structured Finance Interest-Only Securities," for
further details regarding the implications of the proposed
methodology change on Moody's rating.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.60 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) level are
driven by property type, Moody's actual and stressed DSCR, and
Moody's property quality grade (which reflects the capitalization
rate used by Moody's to estimate Moody's value). Conduit model
results at the B2 (sf) level are driven by a pay down analysis
based on the individual loan level Moody's LTV ratio. Moody's
Herfindahl score (Herf), a measure of loan level diversity, is a
primary determinant of pool level diversity and has a greater
impact on senior certificates. Other concentrations and
correlations may be considered in Moody's analysis. Based on the
model pooled credit enhancement levels at Aa2 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade credit estimates is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
underlying rating of the loan which corresponds to a range of
credit enhancement levels. Actual fusion credit enhancement levels
are selected based on loan level diversity, pool leverage and
other concentrations and correlations within the pool. Negative
pooling, or adding credit enhancement at the underlying rating
level, is incorporated for loans with similar credit estimates in
the same transaction.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 25, down from 61 at last review.

These aggregated proceeds are then further adjusted for any
pooling benefits associated with loan level diversity, other
concentrations and correlations. Moody's ratings are determined by
a committee process that considers both quantitative and
qualitative factors. Therefore, the rating outcome may differ from
the model output.

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp --and on a periodic
basis through a comprehensive review. Moody's prior full review is
summarized in a press release dated March 9, 2011.

DEAL PERFORMANCE

As of the January 17, 2011 distribution date, the transaction's
aggregate certificate balance decreased by 65% to $334.2 million
from $950.0 million at securitization. The Certificates are now
collateralized by 57 mortgage loans which range in size from less
than 1% to 5% of the pool, with the top ten loans representing 36%
of the pool. Twelve loans, representing 32% of the pool, have
defeased and are collateralized by U.S. Government securities. All
defeased loans mature in 2012. The pool contains no loans with
investment grade credit estimates.

Twenty-six loans, representing 38% of the pool, are now on the
master servicer's watchlist. The watchlist includes loans which
meet certain portfolio review guidelines established as part of
the CRE Finance Council (CREFC) monthly reporting package. As part
of Moody's ongoing monitoring of a transaction, Moody's reviews
the watchlist to assess which loans have material issues that
could impact performance.

Eight loans have been liquidated from the pool since
securitization, resulting in an $8.1 million loss (19% loss
severity overall). There are currently seven loans, representing
12% of the pool, in special servicing. The largest specially
serviced loan is the Marketplace at Altamonte Loan ($17.6 million
-- 5.3% of the pool), which is secured by an 335,523 square foot
(SF) power center located in Altamonte Springs, Florida. The loan
was transferred to special servicing in October 2010 due to
imminent default. The loan is performing under a forbearance
agreement through April 2013. The remaining six specially serviced
loans are secured by a mix of property types. The master servicer
has recognized appraisal reductions totaling $1.1 million from
specially serviced loans. Moody's has estimated an aggregate
$7.4 million loss (36% expected loss on average) for all of the
specially serviced loans.

Moody's has assumed a high default probability for three poorly
performing loans representing 4% of the pool and has estimated a
$1.8 million loss (15% expected loss based on a 50% probability
default) from these troubled loans.

Moody's was provided with full year 2010 and partial year 2011
operating results for 98% and 97%, respectively, of the pool's
non-defeased and non-specially serviced loans.

Excluding specially serviced and troubled loans, Moody's weighted
average LTV is 76%, the same as at last review. Moody's net cash
flow reflects a weighted average haircut of 11.1% to the most
recently available net operating income. Moody's value reflects a
weighted average capitalization rate of 9.3%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.37X and 1.40X, respectively, compared to
1.37X and 1.42X at last review. Moody's actual DSCR is based on
Moody's net cash flow (NCF) and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.

The top three performing conduit loans represent 14% of the pool
balance. The largest loan is the Broadmoor Towne Center Loan
($16.7 million -- 5.0% of the pool), which is secured by a 172,965
SF retail power center located in Colorado Springs, Colorado.
Anchor tenants include Bed Bath & Beyond, Ross Dress for Less and
Michael's Stores. Financial performance has been consistent
despite the loss of the former Border's Book store due to its
recent bankruptcy. The property was 86% leased as of September
2011 compared to 100% as of last review. The loan matures spring
2012. Moody's LTV and stressed DSCR are 76% and 1.35X,
respectively, compared to 74% and 1.38X at last review.

The second largest loan is the 215 East 23rd Street Loan
($15.8 million -- 4.7% of the pool), which is secured by a
74-unit Class A multifamily property located in the Midtown South
area of New York City. Financial performance has declined slightly
since last review due to higher operating expenses. The property
is fully leased to the School of Visual Arts for a 10-year term
and is used as student housing. This loan matures spring 2012.
Moody's LTV and stressed DSCR are 51% and 1.71X, respectively,
compared to 52% and 1.69X at last review.

The third largest loan is the Maine Crossing Loan ($15.4 million -
- 4.6% of the pool), which is secured by a 148,672 SF power center
located directly across from the 1 million SF Maine Mall in South
Portland, Maine. Target shadow anchors this center. Financial
performance is consistent with last review due to sustained 100%
occupancy. This loan matures spring 2012. Moody's LTV and stressed
DSCR are 74% and 1.35X, respectively, compared to 74% and 1.38X at
last review.


WESTWOOD CDO I: S&P Raises Rating on Class D Notes to 'CCC+'
------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the
class A-2, B, C-1, C-2, and D notes from Westwood CDO I Ltd., a
U.S. collateralized loan obligation (CLO) transaction managed by
Alcentra Ltd., and removed the ratings from CreditWatch, where
they were placed with positive implications on Nov. 14, 2011. "At
the same time, we affirmed the 'AA+ (sf)' rating on the class A-1
note," S&P said.

"The upgrades reflects improved credit support for the notes since
we last downgraded them in March 2010 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.

"A decline in defaults within the collateral pool was one of
the main reasons for the increase in the credit support. The
trustee's December 2011 reported $5.1 million of defaults in the
transaction's collateral pool, compared with $30.1 million in
defaulted assets in the January 2010 monthly report, which we
used for the March 2010 downgrades. Many of the defaulted assets
were sold at prices that were higher than their assumed recovery,"
S&P said.

"In addition, the transaction documents provide for a reinvestment
overcollateralization (O/C) test to be measured at the class D
O/C level during the CLO's reinvestment period, which ends in
March 2014. When triggered, the transaction diverts the available
interest proceeds subject to a maximum of either the required
cure amount or 60% of the available interest proceeds toward
reinvestment. The CLO was failing this test in January 2010
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 122.9%, compared with a reported
    ratio of 120.4% in January 2010;

    The class B O/C ratio was 113.3%, compared with a reported
    ratio of 111.0% in January 2010;

    The class C O/C ratio was 107.4%, compared with a reported
    ratio of 105.2% in January 2010; and

    The class D O/C ratio test was 103.9%, compared with a
    reported ratio of 101.8% in January 2010.

"The obligor concentration supplemental test (which is part of
our criteria for rating corporate CDO transactions) affected
our ratings on the class C-1, C-2, and D notes at the time of
our March 2010 downgrades. The obligor concentration supplemental
test continues to affect the class D rating in the rating actions,
but not the class C-1 and C-2 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

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

Rating Affirmed

Westwood CDO I Ltd.
Class              Rating
A-1                AA+ (sf)


WILBRAHAM CBO: Fitch Withdraws Rating on Two Note Classes at 'Dsf'
------------------------------------------------------------------
Fitch Ratings has affirmed and subsequently withdrawn these
ratings on two classes of notes issued by Wilbraham CBO
Ltd./Corp.:

  -- $8,493,036 class B-1 at 'Dsf'; RE 0%; withdrawn;
  -- $28,820,553 class B-2 at 'Dsf'; RE 0%; withdrawn.

The rating withdrawals are a result of the liquidation of
Wilbraham CBOs underlying portfolio following an event of default
on July 17, 2011, and the subsequent vote for liquidation of the
collateral by the controlling class as of Dec. 21, 2011.  The
final distribution on Jan. 13, 2012 showed that proceeds from the
liquidation were insufficient to pay the class B-1 and B-2 notes
in full.

Wilbraham CBO is a cash flow collateralized debt obligation (CDO)
that closed on July 13, 2000.  The portfolio of Wilbraham CBO was
originally selected and monitored by Babson Capital Management
LLC. The transactions stated maturity date is
July 13, 2012.


WINDSOR FINANCING: S&P Cuts Rating on $268.5-Mil. Sr. Bonds to 'B'
------------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on power
plant financer Windsor Financing LLC's $268.5 million amortizing
5.881% senior secured bonds issued 2006 due Jan. 15, 2017
(about $139 million outstanding) to 'B' from 'B+'.

"We also lowered the rating on the project's $52 million
6.927% subordinated secured notes issued 2006 due Jan. 15, 2016
(amortized to $39.3 million principal outstanding on Dec. 31, 2008
and accruing since about that date) to 'CCC' from 'CCC+'. The
downgrades reflect the cancellation of a proposed refinancing and
our forecast that senior-lien debt service coverage will
remain low through debt maturity," S&P said.

"At the same time, we changed the rating outlook on both tranches
of debt to negative from positive to reflect the low coverage,"
S&P said.

"We also revised the recovery rating on the senior bonds to '1'
from '3', and on the subordinate bonds to '1' from '6', indicating
very high (90% to 100%) recovery if a payment default occurs. The
increased recovery scores reflect the project entering into new
power purchase agreements (PPA) that will begin after the current
PPAs expire," S&P said.

"The rating reflects Windsor's continued low debt service
coverage, with senior lien coverage of 1.02x to 1.06x in 2009-
2010, 1.09x in the 12 months ended Sept. 30, 2011, and projected
by Standard & Poor's to be slightly below 1x for 2012-2014," said
Standard & Poor's credit analyst Matthew Hobby. "The project
hasn't paid subordinated debt service since the second half of
2008 and we do not expect it to pay subordinated debt service
until 2017"

The project's three stoker coal plants are located in Richmond
Va., and Rocky Mount, N.C., and dispatch into the PJM
Interconnection.

"The negative outlook reflects our expectation that Windsor will
produce senior-lien debt service coverage slightly below 1x
through debt maturity, with occasional draws on the senior debt
service reserve fund totaling roughly one-half of its $16 million
balance. We expect that the debt service reserve fund will be
sufficient to avoid default. We do not expect the project to make
any distributions to pay subordinate debt service until annual
senior-lien debt service is lowered in 2017," S&P said.


* Fitch Lowers Rating on 489 Distressed Bonds to 'Dsf'
------------------------------------------------------
Fitch Ratings has downgraded 489 distressed bonds in 291 U.S. RMBS
transactions to 'Dsf'. The downgrades indicate that the bonds have
incurred a principal write-down. Of the bonds downgraded to 'Dsf',
all classes were previously rated 'Csf' or 'CCsf'.  All ratings
below 'Bsf' indicate a default is expected.  As part of this
review, the Recovery Estimates of the defaulted bonds were not
revised.  Additionally, the review only focused on the bonds which
defaulted and did not include any other bonds in the affected
transactions.

Of the 489 classes affected by these downgrades, 227 are Alt-A,
187 are Prime and 62 are Subprime.  The remaining transaction
types are other sectors. The majority of the bonds (51%) have a
Recovery Estimate of 50% - 90%, which indicates that the bonds
will recover 50% - 90% of the current outstanding balance, while
31% have a Recovery Estimate of 0%.


* S&P Lowers Ratings on 408 Classes from US RMBS Deals to 'D'
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 408
classes of mortgage pass-through certificates from 249 U.S.
residential mortgage-backed securities (RMBS) transactions to 'D
(sf)'. "In addition, we placed our ratings on five other classes
from one of these transactions on CreditWatch with negative
implications. The transactions within this review were issued
between 2000 and 2009," S&P said.

The complete rating list is available for free at:

      http://bankrupt.com/misc/S&P_RMBS_Ratings_12512.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 'B-(sf)' and we rated all of the other downgraded classes
in this review 'CCC (sf)' or 'CC (sf)'. We placed our ratings on
certain classes on CreditWatch negative if they were within a loan
group that included a class with ratings we lowered from 'B-
(sf)' or higher," S&P said.

Approximately 75.25% of the defaulted classes were from
transactions backed by Alternative-A (Alt-A) or prime jumbo
mortgage loan collateral. The 408 defaulted classes consist of:

    208 classes from Alt-A transactions (50.98% of all defaults);

    99 from prime jumbo transactions (24.26%);

    78 from subprime transactions (19.12%);

    Eight from outside the guidelines transactions;

    Seven from resecuritized real estate mortgage investment
    conduit (re-REMIC) transactions;

    Four from risk transfer transactions;

    Two from small balance commercial loan transactions;

    One from an RMBS reperforming transaction; and

    One from an RMBS document deficient transaction.

"We lowered our rating on one class to 'D (sf)' from 'B- (sf)'
from a transaction backed by RMBS prime jumbo collateral.
A combination of subordination, excess spread, and
overcollateralization (where applicable) provide credit
enhancement for all of the transactions in this review,"
S&P said.

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

              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

                           *********

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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