TCR_Public/120212.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, February 12, 2012, Vol. 16, No. 42

                            Headlines

ABACUS 2006-10: Moody's Lowers C. A Notes Rating to 'Caa3'
ABACUS 2006-17: Moody's Affirms Cl. A-1 Notes Rating at 'C'
AMERICREDIT FINANCIAL: Moody's Reviews 'Ba1' Rating of Cl. E Notes
ARES XXIII: S&P Gives 'BB' Rating on Class E Floating-Rate Notes
BANC OF AMERICA 2007-5: S&P Cuts Rating on Class J Cert. to 'CCC-'

BEAR STEARNS: Fitch Affirms Junk Rating on Nine Note Classes
BEAR STEARNS: Realized Losses Cue Fitch to Affirm Ratings
BEAR STEARNS: S&P Affirms 'CCC-' Rating on Class J Cert.
BEAR STEARNS: S&P Cuts Rating on Class B-2 to 'CCC'
BEAR STEARNS: S&P Lowers Rating on Class G Cert. to 'D'

BIRCH CDO I: S&P Cuts Class A-3 Note Rating to 'CCC-'; Off Watch
CENTERLINE 2007-1: S&P Lowers Rating on Class E From 'CC' to 'D'
CIENA CAPITAL: Moody's Reviews 'B1' Rating on Class B1 Notes
CIT GROUP: DBRS Assigns 'B' Rating on Series C Notes
COMM 2006-7: Expected Losses Prompt Fitch to Affirms Ratings

CORE EDUCATION: S&P Gives 'B+' Rating on Senior Unsecured Notes
CREDIT SUISSE: S&P Cuts Rating on Class D Cert. to 'B-'
CSAM FUNDING IV: S&P Removes 'BB-' Ratings on 2 Classes Off Watch
CSMC 2009-2R: S&P Lowers Rating on Class 7-A-2 From 'AAA' to 'CCC'
DUANE STREET: S&P Raises Class E Note Rating to 'CCC+'; Off Watch

FORD CREDIT: Moody's Assigns Ratings on FCMOT 2012-1 Notes
FORD CREDIT: Moody's Assigns Ratings on FCMOT 2012-2 Notes
GE COMMERCIAL: S&P Lowers Rating on Class N Certs. to 'CCC-'
GENESIS 2007-2: S&P Removes 'CCC-' Class F Note Rating Off Watch
GM FINANCIAL: S&P Retains Counterparty Credit Rating to 'BB'

GRAMERCY 2005-1: S&P Cuts Rating on Class K From 'CCC' to 'CCC-'
GSMSC 2005-ROCK: Moody's Affirms Rating of Cl. J Notes at 'Ba1'
HIGHLAND CREDIT: S&P Removes 'BB' Class C 2006 Rating From Watch
HUMMINGBIRD SECURITISATION: S&P Puts 'CCC' Loan Rating on Watch
JPMCC 2003-C1: Moody's Affirms Rating of Cl. F Notes at 'B1'

JPMCC 2004-LN2: Moody's Downgrades Cl. D Notes Rating to 'B1'
LBUBS 2001-C2: Moody's Affirms Rating of Cl. F Notes at 'B1'
LIGHTPOINT CLO VIII: S&P Raises Rating on Class E Notes to 'BB'
MADISON AVENUE: Moody's Raises Class B Notes Rating to 'Caa3'
MAGNOLIA FINANCE: Moody's Affirms Rating of Notes Due 2045 at 'C'

MAGNOLIA FINANCE: Moody's Affirms Rating of Notes Due 2052 at 'C'
MAGNOLIA FINANCE: Moody's Affirms Rating of Cl. D Notes at 'C'
ML-CFC COMMERCIAL: Fitch Rates $109MM Class AJ Notes 'B-sf'
ML-CFC COMMERCIAL: Moody's Lowers Cl. AJ Notes Rating to 'Ba3'
MLFA 2005-CANADA 15: Moody's Affirms Cl. F Notes Rating at 'Ba1'

MFLA 2006-CAN18: Moody's Affirms Cl. F Notes Rating at 'Ba1'
MORGAN STANLEY: Fitch Downgrades Rating on 14 Note Classes
MORGAN STANLEY: Fitch Lowers Rating on 19 Note Classes
MOUNTAIN CLO: S&P Raises Rating on Class B-1L Notes to 'BB-'
MSCI 2006-TOP 21: Moody's Lowers Rating of Cl. E Notes to 'Ba1'

MSDWC 2003-HQ2: Moody's Affirms Cl. H Notes Rating at 'Ba3'
NACM CLO: S&P Raises Rating on Class D Notes From 'B+' to 'BB'
NEWCASTLE CDO: Fitch Affirms Junk Rating on Four Note Classes
NEWCASTLE CDO: Fitch Affirms Junk Ratings on Seven Note Classes
NEWSTAR COMMERCIAL: Moody's Raises Class D Notes Rating to 'Ba2'

OHA PARK: S&P Raises Rating on Class D Notes From 'CCC+' to 'BB'
OMEGA CAPITAL: S&P Lowers Rating on Class 5Y-B Notes to 'D'
PPLUS TRUST: S&P Lowers Ratings on 2 Classes of Certs. to 'BB-'
SATURNS LIMITED: S&P Cuts $25-Mil. Callable Unit Rating to 'BB-'
SCSC 2007-8: Moody's Affirms Cl. F Notes Rating at 'Ba1'

SPLIT YIELD: DBRS Downgrades Class I Rating to 'D'
SPRING ROAD 2007-1: S&P Raises Rating on Class E Notes to 'BB+'
STST 2002-1: Moody's Affirms Rating of Cl. G Notes at 'B1'
STUYVESANT CDO: Moody's Upon Class A Notes Rating to Aa2 From Ba1
TIAA 2007-C4: S&P Lowers Ratings on 2 Classes of Cert. to 'D'

VEGA CAPITAL: Moody's Raises Class C Notes Rating to 'Ba2'
VITALITY RE II: S&P Affirms 'BB+' Rating on Class B Notes



                            *********

ABACUS 2006-10: Moody's Lowers C. A Notes Rating to 'Caa3'
----------------------------------------------------------
Moody's has downgraded one and affirmed nine classes of Notes
issued by Abacus 2006-10, LTD. The downgrade is 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). 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 Synthetic) transactions.

Cl. A, Downgraded to Caa3 (sf); previously on Mar 2, 2011
Downgraded to Caa2 (sf)

Cl. B, Affirmed at Caa3 (sf); previously on Mar 2, 2011 Downgraded
to Caa3 (sf)

Cl. C, Affirmed at Ca (sf); previously on Mar 2, 2011 Downgraded
to Ca (sf)

Cl. D, Affirmed at Ca (sf); previously on Mar 2, 2011 Downgraded
to Ca (sf)

Cl. E, Affirmed at Ca (sf); previously on Mar 2, 2011 Downgraded
to Ca (sf)

Cl. F, Affirmed at Ca (sf); previously on Mar 2, 2011 Downgraded
to Ca (sf)

Cl. G, Affirmed at Ca (sf); previously on Mar 2, 2011 Downgraded
to Ca (sf)

Cl. J, Affirmed at C (sf); previously on Mar 2, 2011 Downgraded to
C (sf)

Cl. K, Affirmed at C (sf); previously on Mar 2, 2011 Downgraded to
C (sf)

Cl. L, Affirmed at C (sf); previously on Mar 2, 2011 Downgraded to
C (sf)

RATINGS RATIONALE

Abacus 2006-10, LTD., is a static synthetic CRE CDO transaction
backed by a portfolio of tranched credit default swaps referencing
$3.7 billion notional amount of commercial mortgage backed
securities (CMBS). All of the reference obligations were
securitized in 2004 (26.7%) and 2005 (73.3%). Currently, 74.1% of
the reference obligations are 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 reference pool. Moody's
modeled a bottom-dollar WARF of 1,631 compared to 1,452 at last
review. The distribution of current ratings is: Aaa-Aa3 (2.4%
compared to 1.2% at last review), A1-A3 (21.9% compared to 21.5%
at last review), Baa1-Baa3 (27.1% compared to 38.9% at last
review), Ba1-Ba3 (21.9% compared to 14.2% at last review), B1-B3
(13.8% compared to 15.8% at last review), and Caa1-C (12.9%
compared to 8.4% 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 3.6
years compared to 4.4 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 15.6%, compared to 21.4% 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 21.7% , compared to 22.8% at
last review.

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

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 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 1 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.


ABACUS 2006-17: Moody's Affirms Cl. A-1 Notes Rating at 'C'
-----------------------------------------------------------
Moody's has affirmed the ratings of all classes of Notes issued by
Abacus 2006-17, 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 Synthetic) transactions.

Cl. A-1, Affirmed at C (sf); previously on Mar 2, 2011 Downgraded
to C (sf)

Cl. A-2, 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. E, Affirmed at C (sf); previously on Mar 26, 2010 Downgraded
to C (sf)

RATINGS RATIONALE

Abacus 2006-17, Ltd. is a static synthetic CRE CDO transaction
backed by a portfolio of tranched credit default swaps referencing
$532.2 million notional amount of commercial mortgage backed
securities (CMBS) (89.4% of notional amount) and CRE CDO debt
(10.6%). All of the reference obligations were securitized in 2004
(1.9%), 2005 (46.1%), and 2006 (52.0%). Currently, 81.2% of the
reference obligations are rated by Moody's.

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 pool. Moody's
modeled a bottom-dollar WARF of 8,872 compared to 8,837 at last
review. The distribution of current ratings is: Ba1-Ba3 (3.8%
compared to 3.4% at last review), B1-B3 (2.8% compared to 3.4% at
last review), and Caa1-C (93.4% compared to 93.2% at last review).

WAL acts to adjust the probability of default of the reference
obligations in the pool for time. Moody's modeled to a WAL of 5.6
years compared to 5.9 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 0.5%, 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 reference obligations pool (i.e. the measure of
diversity). Moody's modeled a MAC of 0.0%, the same as last
review.

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


AMERICREDIT FINANCIAL: Moody's Reviews 'Ba1' Rating of Cl. E Notes
------------------------------------------------------------------
Moody's Investors Service has placed on review for possible
upgrade, twelve subordinate tranches from three 2011 subprime auto
loan transactions sponsored by AmeriCredit Financial Services, Inc
(AmeriCredit).

Complete rating actions are:

Issuer: AmeriCredit Auto Receivables Trust 2011-1

Cl. B, Aa1 (sf) Placed Under Review for Possible Upgrade;
previously on Feb 3, 2011 Definitive Rating Assigned Aa1 (sf)

Cl. C, Aa3 (sf) Placed Under Review for Possible Upgrade;
previously on Feb 3, 2011 Definitive Rating Assigned Aa3 (sf)

Cl. D, Baa1 (sf) Placed Under Review for Possible Upgrade;
previously on Feb 3, 2011 Definitive Rating Assigned Baa1 (sf)

Cl. E, Ba1 (sf) Placed Under Review for Possible Upgrade;
previously on Feb 3, 2011 Definitive Rating Assigned Ba1 (sf)

Issuer: AmeriCredit Automobile Receivables Trust 2011-2

Cl. B, Aa1 (sf) Placed Under Review for Possible Upgrade;
previously on Apr 15, 2011 Definitive Rating Assigned Aa1 (sf)

Cl. C, Aa3 (sf) Placed Under Review for Possible Upgrade;
previously on Apr 15, 2011 Definitive Rating Assigned Aa3 (sf)

Cl. D, Baa1 (sf) Placed Under Review for Possible Upgrade;
previously on Apr 15, 2011 Definitive Rating Assigned Baa1 (sf)

Cl. E, Ba1 (sf) Placed Under Review for Possible Upgrade;
previously on Apr 15, 2011 Definitive Rating Assigned Ba1 (sf)

Issuer: AmeriCredit Automobile Receivables Trust 2011-3

Cl. B, Aa1 (sf) Placed Under Review for Possible Upgrade;
previously on Jun 20, 2011 Definitive Rating Assigned Aa1 (sf)

Cl. C, Aa3 (sf) Placed Under Review for Possible Upgrade;
previously on Jun 20, 2011 Definitive Rating Assigned Aa3 (sf)

Cl. D, Baa1 (sf) Placed Under Review for Possible Upgrade;
previously on Jun 20, 2011 Definitive Rating Assigned Baa1 (sf)

Cl. E, Ba1 (sf) Placed Under Review for Possible Upgrade;
previously on Jun 20, 2011 Definitive Rating Assigned Ba1 (sf)

RATINGS RATIONALE

The reviews were driven by a downward revision of collateral pool
net loss expectations. The reductions are a result of improved
performance of the 2010 and 2011 vintage transactions due to
stronger underlying borrower credit relative to earlier vintages
and a healthy used vehicle market that has increased recoveries on
repossessed vehicles.

Below are key performance metrics (as of the January distribution
date) and credit assumptions for each affected transaction. Credit
assumptions include Moody's expected lifetime CNL expected range
which is expressed as a percentage of the original pool balance.
Performance metrics include pool factor which is the ratio of the
current collateral balance to the original collateral balance at
closing; total credit enhancement, which typically consists of
subordination, overcollateralization, and a reserve fund; and per
annum excess spread.

Issuer: AmeriCredit Automobile Receivables Trust 2011-1

Lifetime CNL expected Range -- 8.00% - 10.00%, prior expectation
(Feb 2011 -- Closing) -- 16.00%

Pool factor -- 75.2%

Total credit enhancement (excluding excess spread): Class A
51.25%, Class B 41.61%, Class C 29.64%, Class D 17.87%, Class E
14.75%

Excess spread -- Approximately 10.8% per annum

Issuer: AmeriCredit Automobile Receivables Trust 2011-2

Lifetime CNL expected Range -- 8.00% - 10.00%, prior expectation
(Apr 2011 -- Closing) -- 11.75%

Pool factor -- 77.1%

Total credit enhancement (excluding excess spread): Class A
50.35%, Class B 40.95%, Class C 29.28%, Class D 17.8%, Class E
14.75

Excess spread -- Approximately 10.9% per annum

Issuer: AmeriCredit Automobile Receivables Trust 2011-3

Lifetime CNL expected Range -- 8.00% - 10.00%, prior expectation
(June 2011 -- Closing) -- 10.00%

Pool factor -- 84.4%

Total credit enhancement (excluding excess spread): Class A
47.26%, Class B 38.67%, Class C 28.01%, Class D 17.53%, Class E
14.75

Excess spread -- Approximately 10.9% per annum

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
macroeconomic environment, in which unemployment continues to
remain at elevated levels, and strength in the used vehicle
market. Moody's currently views the used vehicle market as much
stronger now than it was at the end of 2008 when the uncertainty
relating to the economy as well as the future of the U.S auto
manufacturers was significantly greater. Overall, Moody's expects
overall a sluggish recovery in most of the world's largest
economies, returning to trend growth rate with elevated fiscal
deficits and persistent unemployment levels.

The principal methodology used in rating these notes was "Moody's
Approach to Rating U.S. Auto Loan Backed Securities (2011)" rating
methodology published in May 2011. Other methodologies and factors
that may have been considered in the process of rating these notes
can also be found on Moody's website.


ARES XXIII: S&P Gives 'BB' Rating on Class E Floating-Rate Notes
----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary
ratings to Ares XXIII CLO Ltd./Ares XXIII CLO LLC's $384.85
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," S&P said.

The preliminary ratings are based on information as of Feb. 3,
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 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 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 asset manager's experienced management team.

    "Our projections regarding the timely interest and ultimate
    principal payments on the preliminary rated notes, which we
    assessed using our cash flow analysis and assumptions
    commensurate with the assigned preliminary ratings under
    various interest-rate scenarios, including LIBOR ranging from
    0.3439%-12.5332%," S&P said.

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

               Standard & Poor's 17g-7 Disclosure Report

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

Preliminary Ratings Assigned
Ares XXIII CLO Ltd./Ares XXIII CLO LLC

Class                 Rating            Amount
                                      (mil. $)
A                     AAA (sf)         270.900
B-1                   AA (sf)           20.950
B-2                   AA (sf)            7.000
C                     A (sf)            43.000
D                     BBB (sf)          22.575
E                     BB (sf)           20.425
Subordinated notes    NR                45.150

NR -- Not rated.


BANC OF AMERICA 2007-5: S&P Cuts Rating on Class J Cert. 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 2007-5, 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 follow our analysis of the transaction
primarily using our U.S. conduit/fusion CMBS criteria and also
include a review of the credit characteristics of the remaining
assets in the pool, 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 nine ($107.0 million, 6.2%) of the 10 assets ($124.2 million,
7.2%) that are 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 XW interest-only certificate based on
our current criteria," S&P said.

"Using servicer-provided financial information, we calculated an
adjusted debt service coverage (DSC) of 1.16x and a loan-to-value
(LTV) ratio of 147.2%. We further stressed the loans' cash flows
under our 'AAA' scenario to yield a weighted average DSC of 0.78x
and an LTV ratio of 202.9%. The implied defaults and loss severity
under the 'AAA' scenario were 92.7% and 49.2%. The DSC and LTV
calculations noted above exclude nine ($107.0 million, 6.2%) of
the 10 assets ($124.2 million, 7.2%) that are with the special
servicer," S&P said.

"We separately estimated losses for these specially serviced
assets and included them in our 'AAA' scenario implied default and
loss severity figures," S&P said.

                   Credit Considerations

As of the Jan. 10, 2012 trustee remittance report, 10 assets
($124.2 million, 7.2%) 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: three are real estate owned
(REO; $47.0 million, 2.7%), one is in foreclosure ($17.2 million,
1.0%), five are 90-plus-days delinquent ($58.3 million, 3.4%),
and one is 30 days delinquent ($1.7 million, 0.1%). Appraisal
reduction amounts (ARAs) totaling $58.8 million are in effect
against eight of the specially serviced assets. Details of the
three largest specially serviced assets are as set forth.

The West Hartford Portfolio asset ($35.9 million, 2.1%), the
largest asset with the special servicer, consists of 23 garden-
style apartment complexes totaling 680 units in Hartford, Conn.
The total reported exposure is $45.0 million. The loan was
transferred to C-III on Jan. 21, 2009, due to imminent payment
default, and the asset became REO on July 6, 2010. The reported
combined occupancy was 95.4% as of September 2011. C-III stated
that it is currently evaluating an offer on the properties. An ARA
of $22.4 million is in effect against the asset. We expect a
significant loss upon the eventual resolution of this asset.

The Eastern Silverado Center loan ($27.8 million, 1.6%) is
secured by a 100,454-sq.-ft. mixed-use (retail/office) property
in Las Vegas. The total reported exposure is $29.7 million. The
loan, which has a reported 90-plus-days delinquent payment status,
was transferred to C-III on Oct. 7, 2010, due to imminent default.
The reported DSC was 0.60x for the nine months ended Sept. 30,
2011, and the reported occupancy was 91.0% as of August 2011.
C-III stated that it is negotiating a potential discounted payoff
with the borrower. An ARA of $17.3 million is in effect against
the loan. "We expect a significant loss upon the eventual
resolution of the loan," S&P said.

"The 2404 Wilshire Lofts loan ($17.2 million, 1.0%) is secured by
a 71-unit mid-rise multifamily apartment complex in Los Angeles.
The loan was transferred to C-III on Dec. 11, 2009, due to payment
default. Although the loan's payment status is categorized as in
foreclosure, C-III informed us that the loan is now current and
has been corrected. According to C-III, the loan was returned to
the master servicer on Jan. 13, 2012," S&P said.

"The remaining seven assets with the special servicer individually
represent less than 1.0% of the total pool balance. ARAs totaling
$19.1 million are in effect for six of these assets. We estimated
losses for the seven assets and arrived at a weighted-average loss
severity of 52.9%," S&P said.

                      Transaction Summary

As of the Jan. 10, 2012 trustee remittance report, the collateral
pool balance was $1.7 billion, which is 92.9% of the balance at
issuance. The pool consists of 89 loans and three REO assets, down
from 100 loans at issuance. The master servicer, Bank of America
N.A. (BofA), provided financial information for 93.4% of the loans
in the pool, 58.7% of which was partial-year 2011 data, and the
remainder was partial- or full-year 2010 data.

"We calculated a weighted average DSC of 1.23x for the loans in
the pool based on the servicer-reported figures. Our adjusted DSC
and LTV ratio were 1.16x and 147.2%. Our adjusted DSC and LTV
figures excluded nine ($107.0 million, 6.2%) of the 10 assets
($124.2 million, 7.2%) that are with the special servicer. We
separately estimated losses for these specially serviced assets
and included them in our 'AAA' scenario implied default and
loss severity figures. The transaction has experienced principal
losses totaling $26.0 million from six assets to date. Twenty-two
loans ($539.7 million, 31.3%) in the pool are on the master
servicer's watchlist. Seventeen loans ($311.0 million, 18.0%) have
a reported DSC of less than 1.00x, and six loans ($240.9 million,
14.0%) have a reported DSC between 1.00x and 1.10x," S&P said.

                      Summary of Top 10 Loans

"The top 10 loans have an aggregate outstanding balance of
$906.7 million (52.5%). Using servicer-reported numbers, we
calculated a weighted average DSC of 1.13x for the top 10 loans.
Four ($361.8 million, 21.0%) of the top 10 loans are on the master
servicer's watchlist. Our adjusted DSC and LTV ratio for the top
10 loans were 0.95x and 177.7%," S&P said.

The Collier Center loan ($144.5 million, 8.4%), the largest loan
in the pool, is secured by a 24-story, 567,163-sq.-ft. office
tower in Phoenix, Ariz. The loan is on BofA's watchlist due to
a low reported DSC, which was 1.03x for the nine months ended
Sept. 30, 2011. Occupancy at the building was 81.1% according
to the Sept. 30, 2011 rent roll.

The Smith Barney Building loan, the fifth-largest loan in the
pool, has a trust balance of $99.6 million (5.8%) and a whole-loan
balance of $110.3 million. The loan is secured by a 10-story,
188,232-sq.-ft. suburban office building in San Diego, Calif. The
loan is on the master servicer's watchlist due to a low reported
in-trust DSC, which was 0.15x for the 12 months ended June 30,
2011. Occupancy was 62.9% according to the Sept. 30, 2011 rent
roll.

The Green Oak Village Place loan, the seventh-largest loan in the
pool, has a trust balance of $65.3 million (3.8%) and a whole-loan
balance of $72.7 million. The loan is secured by a 315,094-sq.-ft.
retail center in Brighton, Mich. The loan is on BofA's watchlist
due to a low reported in-trust DSC, which was 1.10x for the nine
months ended Sept. 30, 2011. Occupancy was 89.0% according to the
Sept. 30, 2011 rent roll.

The Sherman Oaks Marriott loan ($52.4 million, 3.0%), the ninth-
largest loan in the pool, is secured by a 213-room, full-service
hotel in Sherman Oaks, Calif. The loan is on BofA's watchlist due
to a low reported DSC, which was 0.90x for the 12 months ended
Sept. 30, 2011. The reported occupancy was 68.4% for the same
period.

"We stressed the collateral in the pool according to our current
criteria. The resultant credit enhancement levels are consistent
with our lowered and affirmed ratings," S&P said.

               Standard & Poor's 17g-7 Disclosure Report

Sec Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities. The Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

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

        http://standardandpoorsdisclosure-17g7.com

Ratings Lowered

Banc of America Commercial Mortgage Trust 2007-5
Commercial mortgage pass-through certificates
               Rating
Class      To           From       Credit enhancement (%)
A-J        BB- (sf)     BB (sf)                     11.95
B          B+ (sf)      BB- (sf)                    10.74
C          B (sf)       B+ (sf)                      9.93
D          B (sf)       B+ (sf)                      8.72
E          B- (sf)      B+ (sf)                      7.65
F          B- (sf)      B+ (sf)                      6.97
G          CCC+ (sf)    B (sf)                       5.90
H          CCC (sf)     B (sf)                       4.69
J          CCC- (sf)    CCC+ (sf)                    3.74

Ratings Affirmed

Banc of America Commercial Mortgage Trust 2007-5
Commercial mortgage pass-through certificates

Class      Rating             Credit enhancement (%)
A-2        AAA (sf)                            30.79
A-3        AAA (sf)                            30.79
A-SB       AAA (sf)                            30.79
A-4        A+ (sf)                             30.79
A-1A       A+ (sf)                             30.79
A-M        BBB (sf)                            20.03
XW         AAA (sf)                              N/A

N/A -- Not applicable.


BEAR STEARNS: Fitch Affirms Junk Rating on Nine Note Classes
------------------------------------------------------------
Fitch Ratings has affirmed the 'AAA' classes and downgraded 10
classes of Bear Stearns Commercial Mortgage Securities Trust
(BSCMS) Series 2007-TOP26.

The downgrades reflect an increase in Fitch modeled losses across
the pool and greater certainty of losses associated with specially
serviced assets.  Fitch modeled losses of 8.9% of the original
pool (includes losses realized to date) based on updated cashflows
and valuations of specially serviced loans.  There are currently
eight specially serviced loans (4.2%) in the pool.

As of the January 2012 distribution date, the pool's aggregate
principal balance was reduced to $1.85 billion from $2.11 billion
at issuance.  There are no defeased loans.  There are cumulative
interest shortfalls in the amount of $2.1 million currently
affecting classes F through P.  Fitch has identified 46 loans
(20.8%) as Fitch Loans of Concern, which includes eight specially
serviced loans (4.2%).

The largest contributor to Fitch modeled losses is a loan (3.0%)
secured by a 479,913 square foot (sf) office property located
in Phoenix, AZ.  The loan was transferred back to the master
servicer in August 2011 after being modified in May 2011.  The
modification terms wrote down the principal balance by $9 million
to $56 million.  As of the September 2011 rent roll the property
is 55.2% occupied which declined from 77.5% due to Viad Corp.
significantly reducing the amount of space occupied in the
building.  Leases representing 12% of NRA expire through YE2012.

The second largest contributor to Fitch modeled losses is a loan
(2.6%) secured by a 210,186 sf office property located in Tacoma,
WA.  The investment grade single tenant moved its headquarters to
Seattle and vacated the property in 2010.  The tenant is obligated
to make rental payments through November 2013; however, efforts to
sublease the property have not been successful to date.  A cash
flow sweep was be triggered in December 2011, which has collected
$580,020 to cover costs associated with re-leasing the property.

The third largest contributor to Fitch modeled losses is a loan
(1.7%) secured by a 260,467 sf office property located in Atlanta,
GA.  Occupancy as of the October 2011 rent roll is 70.3% which
declined from 75.7% as of June 2010.  The loss associated with
this property is due to reduced cashflow from declining occupancy
and rent concessions.

Fitch downgrades these classes and assigns Recovery Estimates
(RE):

  -- $160.6 million class A-J to 'BB' from 'BBB-sf'; to Outlook
     Negative from Stable;
  -- $42.1 million class B to 'CCCsf' from 'Bsf'; RE 65%;
  -- $18.4 million class C to 'CCCsf' from 'B-sf'; RE 0%;
  -- $29 million class D to 'CCsf' from 'CCCsf'; RE 0%;
  -- $15.8 million class E to 'CCsf' from 'CCCsf'; RE 0%;
  -- $18.4 million class F to 'CCsf' from 'CCCsf'; RE 0%;
  -- $18.4 million class G 'to 'Csf' from 'CCCsf'; RE 0%;
  -- $18.4 million class H to 'Csf' from 'CCsf'; RE 0%;
  -- $2.6 million class J to 'Csf' from 'CCsf'; RE 0%;
  -- $2.6 million class K to 'Csf' from 'CCsf' RE 0%.

In addition, Fitch affirms these classes and revises Outlooks:

  -- $49 million class A-2 at 'AAAsf'; Outlook Stable;
  -- $65.4 million class A-3 at 'AAAsf'; Outlook Stable;
  -- $78 million class A-AB at 'AAAsf'; Outlook Stable;
  -- $991.9 million class A-4 at 'AAAsf'; Outlook Stable;
  -- $122.7 million class A-1A at 'AAAsf'; Outlook Stable;
  -- $210.6 million class A-M at 'AAAsf'; Outlook to Negative from
     Stable.


BEAR STEARNS: Realized Losses Cue Fitch to Affirm Ratings
---------------------------------------------------------
Fitch Ratings has affirmed the super senior 'AAA' classes of
commercial mortgage pass-through certificates from Bear Stearns
Commercial Mortgage Securities Trust, series 2007-PWR18 and
downgraded 12 classes.

The downgrades reflect decreased credit enhancements as a result
of realized losses and additional Fitch modeled losses attributed
primarily to updated values on newly transferred specially
serviced loans.  As of January 2012 distribution date, ten loans
(3.9%) have been transferred to special servicing since last
review.  Fitch modeled losses of 10.0% on the current pool,
compared to 10.3% of the then pool balance at Fitch's last review.

As of the January 2012 distribution date, the pool's aggregate
principal balance has decreased 4.5% to $2.3 billion from $2.5
billion at issuance.  Fitch has designated 58 loans (33.9%) as
Fitch Loans of Concern which includes 19 specially serviced loans
(9.3%).

Fitch expects classes H through L may be fully depleted, and class
G to be impaired, due to losses associated with the specially
serviced assets.  As of January 2012, cumulative interest
shortfalls in the amount of $3.4 million are affecting classes M
and S.

The largest contributor to Fitch expected loss is secured by a
600-key full-service hotel in Houston, TX.  Hotel performance,
which deteriorated through 2010, has begun to show signs of
improvement based on 2011 trailing twelve data as of September
2011.  Occupancy as of trailing-twelve-month (TTM) third-quarter
2011 improved to 62.5% from 54% in 2010.  Hotel RevPAR also
improved to $74.24 as of TTM Q3 from $66.38 at YE2010 and $85 at
issuance.  The servicer-reported debt service coverage ratio
(DSCR) (based on net operating income [NOI]) was 1.05 times (x) at
year-end 2010.

The second largest contributor to Fitch expected loss is secured
by a 405-room full-service hotel located in Norfolk, VA.  The
property is connected to the Waterside Convention Center, a
60,000-square foot (sf) facility owned by the city and operated by
the hotel and is adjacent to the largest mall in the area, the
MacArthur Center Shopping Mall.  The loan transferred to the
special servicer in September 2010 due to imminent default and
declining property performance.  The special servicer is in the
process of completing a modification of the loan and it is
expected to be returned to the master servicer. Occupancy,, ADR,
and RevPar for the TTM ended Nov. 30, 2011 declined to 67.1%,
$111.25, and $74.65, respectively, from 78.2%, $128.70, and
$100.60 at issuance.  The most recent servicer reported DSCR is
1.01x as of YTD Nov. 2011.

The third largest contributor to Fitch expected loss is secured by
a one-million square foot (SF) regional mall located in Morrow,
GA, approximately 15 miles from downtown Atlanta.  Collateral for
the loan is 273,997 sf in-line space in the shopping center.  The
mall is anchored by Macy's and Sears which are not part of the
collateral.  The center also contains two dark anchor spaces
previously occupied by JCPenney and Macy's, which are also not
part of the collateral.  The loan transferred to the special
servicer in April 2009 due to borrower (GGP) bankruptcy.  The loan
was modified and returned to the master servicer in January 2011
as a corrected loan.  Modified terms include a two year maturity
extension to December 2019 and changes to reserve and accrued
interest collection The most recent servicer reported DSCR was
1.03x as of September 2011 and occupancy was 91%.

Fitch downgrades and removes Negative Outlooks for these classes:

  -- $182.5 million class A-J to 'CCCsf/RE100%' from 'BBsf';
  -- $33.6 million class A-JA to 'CCCsf/RE40%' from 'BBsf';
  -- $25 million class B to'CCCsf/RE0%' from 'Bsf';
  -- $25 million class C to 'CCC/RE0%' from 'B-sf';
  -- $18.9 million class D to 'CCCsf/RE0%' from 'B-sf'.

Fitch also downgrades these classes:

  -- $25 million class E to 'CCsf/RE0%' from 'CCCsf/RE100%';
  -- $18.9 million class F to 'CCsf/RE0%' from 'CCCsf/RE100%';
  -- $25 million class G to 'Csf/RE0%' from CCCsf/RE100%';
  -- $21.9 million class H to 'Csf/RE0%' from 'CCsf/RE100%';
  -- $18.9 million class J to 'Csf/RE0%' from 'CC/RE100%;
  -- $25 million class K to'Csf/RE0%' from 'CCsf/RE40%';
  -- $5.9 million class L to 'D/RE0%' from'C/RE0%'.

Fitch affirms these classes with a Stable Outlook:

  -- $260.4 million class A-2 at 'AAAsf';
  -- $269.7 million class A-3 at 'AAAsf';
  -- $131.9 million class A-AB at 'AAAsf';
  -- $710 million class A-4 at 'AAAsf';
  -- $266.9 million class A-1A at 'AAAsf';
  -- $211.6 million class A-M at 'AAAsf';
  -- $38.9 million class A-MA at 'AAAsf'.


BEAR STEARNS: S&P Affirms 'CCC-' Rating on Class J Cert.
--------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on three
classes of commercial mortgage pass-through certificates from
Bear Stearns Commercial Mortgage Securities Trust 2002-TOP6,
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 follow our analysis of the transaction
primarily using our U.S. conduit/fusion CMBS criteria and included
a review of the credit characteristics of the remaining
collateral, the deal structure, and the liquidity available to the
trust. The upgrades reflect increased credit enhancement levels
due to deleveraging of the pool balance and the stable financial
performance of the remaining collateral in the pool," S&P said.

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

"Using servicer-provided financial information, we calculated
adjusted debt service coverage (DSC) of 1.57x and a loan-to-value
(LTV) ratio of 67.4% for the loans in the pool. We further
stressed the loans' cash flows under our 'AAA' scenario to yield a
weighted average DSC of 1.19x and an LTV ratio of 91.3%. The
implied defaults and loss severity under the 'AAA' scenario were
54.9% and 16.2%. The DSC and LTV calculations noted above exclude
the eight ($23.4 million, 9.0%) assets that are currently with the
special servicer and seven ($36.0 million, 13.8%) defeased loans.
We separately estimated losses for the specially serviced assets
and included them in our 'AAA' scenario implied default and loss
severity figures," S&P said.

                    Credit Considerations

As of the Jan. 17, 2012 trustee remittance reports, seven assets
($18.8 million, 7.2%) in the pool were with the special servicer,
Berkadia Commercial Mortgage LLC (Berkadia). In addition,
according to the master servicer, the Home Depot Distribution
Center loan ($4.6 million, 1.8%) was transferred to the special
servicer subsequent to the January 2012 trustee remittance
report. The reported payment status of these assets as of the
January 2012 trustee remittance report is: three ($8.7 million,
3.4%) are real estate-owned (REO) and five ($14.7 million, 5.6%)
are matured balloon loans. Appraisal reduction amounts (ARAs)
totaling $3.8 million were in effect against two of the specially
serviced assets. Details of the three largest assets with the
special servicer, all of which are top 10 assets secured by real
estate, are set forth.

The Ladson Crossing Shopping Center loan ($5.1 million, 1.9%) is
the largest asset with the special servicer and the sixth-largest
asset secured by real estate in the pool. The reported trust
exposure on the loan was $5.2 million. The loan is secured by a
52,607-sq.-ft. retail property in Ladson, S.C., built in 2000. The
loan was transferred to the special servicer on Nov. 9, 2011, due
to imminent maturity default. The loan matured on Nov. 1, 2011.
Berkadia stated that it is currently reviewing a loan modification
proposal from the borrower to extend the loan. The reported DSC
was 1.26x for the 12 months ended Jan. 31, 2011, and occupancy was
89.7% according to November 2011 rent roll. "We expect a minimal
loss upon the eventual resolution of this loan," S&P said.

The Home Depot Distribution Center loan ($4.6 million, 1.8%), the
seventh-largest asset in the pool, is secured by a 228,800-sq.-ft.
single-tenant-occupied industrial property in Charlotte, N.C. The
loan was transferred to Berkadia on Jan. 6, 2012, due to maturity
default. The loan matured on Jan. 1, 2012. According to the
special servicer, the borrower has requested a 90-day loan
extension to obtain refinancing and negotiate a lease extension
with the sole tenant. According to the June rent roll, the
property is 100% occupied by Home Depot Inc. with a lease
expiration of Jan. 31, 2013. The reported DSC was 1.71x as of
year-end 2010. "We expect a minimal loss upon the eventual
resolution of this loan," S&P said.

The Bridge Park Shopping Center asset ($4.1 million, 1.6%), the
eighth-largest asset in the pool, consists of a 66,331-sq.-ft.
retail property in Alpharetta, Ga., built in 2001. The reported
trust exposure was $4.5 million on the asset. The loan was
transferred to the special servicer on Dec. 6, 2010, due to
monetary default, and the property became REO on Sept. 6, 2011.
The reported occupancy on the property was 82.7% as of Oct. 31,
2011. Berkadia indicated that the retail property is currently
listed for sale. "We expect a moderate loss upon the resolution of
this asset," S&P said.

"The remaining five assets with the special servicer individually
represent less than 1.2% of the total pool balance. ARAs totaling
$3.8 million are in effect for two of these assets. We estimated
losses for these assets and arrived at a weighted average loss
severity of 43.2%," S&P said.

                          Transaction Summary

"As of the Jan. 17, 2012, trustee remittance report, the
transaction had an aggregate trust balance of $260.4 million (31
loans and three REO assets), compared with $1.1 billion (150
loans) at issuance. The master servicer, Wells Fargo Bank N.A.
(Wells Fargo), provided financial information for 94.3% of the
pool (by balance), which was primarily full-year 2010 and partial-
year 2011 information. We calculated a weighted average DSC of
1.24x for the loans in the pool based on the reported figures. Our
adjusted DSC and LTV were 1.57x and 67.4%, which excluded eight
($23.4 million, 9.0%) assets that are currently with the special
servicer and seven ($36.0 million, 13.8%) defeased loans. Three of
the eight specially serviced assets had reported DSCs; the
weighted average DSC for the three assets was 1.42x. The trust has
experienced principal losses to date totaling $14.1 million from
three assets. Seven loans ($134.4 million, 51.6%) are on the
master servicer's watchlist, including four of the top 10 assets.
Two loans ($63.6 million, 24.4%) have a reported DSC below 1.00x,"
S&P said.

           Summary of Top 10 Assets Secured By Real Estate

"The top 10 assets secured by real estate have an aggregate
outstanding trust balance of $198.6 million (76.3%). Using
servicer-reported information, we calculated a weighted average
DSC of 1.17x for seven of the top 10 assets. The remaining three
top 10 assets ($13.8 million, 5.3%) are currently with the
special servicer. Our adjusted DSC and LTV figures for seven
of the top 10 assets, excluding the three top 10 specially
serviced assets, were 1.53x and 69.9%. Four of the top 10 assets
($128.2 million, 49.2%) in the pool are on the master servicer's
watchlist," S&P said.

"The Coliseum Centre loan ($62.6 million, 24.0%) is the largest
asset secured by real estate in the pool. The loan is secured by a
974,329-sq.-ft. office complex in Charlotte, N.C. The loan is on
Wells Fargo's watchlist due to a low reported DSC and its
impending March 1, 2012, maturity. According to Wells Fargo, the
borrower has not provided a refinance commitment to date. The
loan's reported payment status is current. For the nine months
ended Sept. 30, 2011, the reported DSC was 0.95x and occupancy was
84.5% according to the November 2011 rent roll," S&P said.

The Bank One Center Office loan ($56.9 million, 21.9%), the
second-largest asset in the pool, is secured by a 1.0 million-sq.-
ft. office building in New Orleans, La. The loan is on Wells
Fargo's watchlist due to its impending March 1, 2012 maturity.
According to Wells Fargo, the borrower has not provided a
refinance commitment to date. The loan's reported payment status
is current. For the nine months ended Sept. 30, 2011, the reported
DSC was 1.21x and occupancy was 88.3% according to the June 2011
rent roll.

The Aborn Square Shopping Center loan ($5.3 million, 2.0%), the
fifth-largest loan in the pool, is secured by 63,377-sq.-ft.
retail property in San Jose, Calif. The loan is on Wells Fargo's
watchlist due to its Feb. 1, 2012 maturity date. According to
Wells Fargo, the borrower did not payoff the loan on its maturity
date. The reported DSC was 1.50x for year-end 2010, and reported
occupancy was 100% as of June 2011.

The SableOaks loan ($3.4 million, 1.3%), the ninth-largest loan in
the pool, is secured by a 68,400-sq.-ft. office property in South
Portland, Maine. The loan is on Wells Fargo's watchlist due to its
Feb. 1, 2012 maturity date. According to Wells Fargo, the borrower
did not pay off the loan on its maturity date. The reported DSC
and occupancy were 2.35x and 79.0%, as of year-end 2010.

"We stressed the assets in the pool according to our criteria and
the resultant credit enhancement levels are consistent with our
raised and affirmed ratings," S&P said.

               Standard & Poor's 17g-7 Disclosure Report

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities. The Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

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

           http://standardandpoorsdisclosure-17g7.com

Ratings Raised

Bear Stearns Commercial Mortgage Securities Trust 2002-TOP6
Commercial mortgage pass-through certificates
                 Rating
Class      To               From         Credit enhancement (%)
B          AAA (sf)         AA+ (sf)                     46.09
C          AA (sf)          AA- (sf)                     34.28
D          AA- (sf)         A+ (sf)                      29.46

Ratings Affirmed

Bear Stearns Commercial Mortgage Securities Trust 2002-TOP6
Commercial mortgage pass-through certificates
Class      Rating   Credit enhancement (%)
A-2        AAA (sf)                  57.89
E          BBB+ (sf)                 19.80
F          BBB (sf)                  16.04
G          B+ (sf)                   11.21
H          CCC+ (sf)                  7.46
J          CCC- (sf)                  4.24
X-1        AAA (sf)                   N/A

N/A -- Not applicable.


BEAR STEARNS: S&P Cuts Rating on Class B-2 to 'CCC'
---------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 10
classes from six U.S. residential mortgage-backed securities
(RMBS) transactions and removed one of them from CreditWatch with
negative implications. "We subsequently withdrew our ratings
on three of these classes due to the small number of loans
remaining and the lack of sufficient information to maintain the
ratings. We withdrew our rating on one other class from another
transaction due to our interest-only criteria. Additionally, we
affirmed our ratings on 45 classes from the four transactions
with lowered ratings and removed two of them from CreditWatch
negative," S&P said.

All of the transactions in this review are backed by prime jumbo
mortgage loan collateral issued from 1992 through 2004.

"The downgrades reflect our belief that projected credit
enhancement for the affected classes will be insufficient to cover
the projected losses we applied at the previous rating stresses.
For certain classes, the downgrade incorporated our interest
shortfall criteria," S&P said.

"The lowered ratings and subsequent withdrawals reflect our
opinion that projected credit support for the affected classes
will be insufficient to maintain the previous ratings. In
addition, each of these classes is backed by a pool with a small
number of remaining loans. If any of the remaining loans default,
the resulting loss could have a greater effect on the pool's
performance than if the pool consisted of a larger number of
loans. Because this performance volatility may have an adverse
affect on our outstanding ratings, we withdrew our ratings on the
related transactions," S&P said.

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

"In order to maintain a 'B' rating on a class from a prime jumbo
transaction, 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 235% for a 'AAA' rating. For example,
in general, we would assess whether one class could withstand
approximately 127% of our remaining base-case loss assumptions to
maintain a 'BB' rating, while we would assess whether a different
class could withstand approximately 154% 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
235% of our remaining base-case loss assumptions under our
analysis," S&P said.

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

Losses and Delinquencies*

Bear Stearns ARM Trust
        Original   Pool    Cum.          Total      Severe
       balance  factor  losses  delinquencies  delinquencies
Series (mil.$)     (%)     (%)            (%)            (%)
2003-7    1,172   18.68    0.30          11.14           7.25

MASTR Adjustable Rate Mortgages Trust
       Original    Pool    Cum.          Total        Severe
       balance  factor  losses  delinquencies  delinquencies
Series(mil. $)     (%)     (%)            (%)            (%)
2003-6     807    8.33    0.33          20.15          14.60

Mortgage Pass-Through Trust
     Original    Pool    Cum.          Total         Severe
       balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)   (%)         (%)     (%)            (%)
2004-HYB3 316   19.23    0.68          14.06          12.44

Saxon Mortgage Securities Corp.
      Original    Pool    Cum.          Total         Severe
       balance  factor  losses  delinquencies  delinquencies
Series(mil. $)     (%)     (%)            (%)            (%)
1992-1     100    0.28    0.00           0.00           0.00
1992-1     329    0.40    0.00           6.89           6.89
1992-6     300    0.30    0.00          14.52           4.83

Structured Mortgage Asset Residential Trust
      Original    Pool    Cum.          Total         Severe
       balance  factor  losses  delinquencies  delinquencies
1992-12    200    0.10    0.02          83.58           0.00

Structured Asset Securities Corp.
      Original    Pool    Cum.          Total         Severe
       balance  factor  losses  delinquencies  delinquencies
Series(mil. $)     (%)     (%)            (%)            (%)
2002-13    296    1.95    1.18          20.05          19.26


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

Subordination provides credit support for the affected
transactions.

            Standard & Poor's 17g-7 Disclosure Report

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities. The Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

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

      http://standardandpoorsdisclosure-17g7.com


Rating Actions

Bear Stearns ARM Trust 2003-7
Series 2003-7
                             Rating
Class      CUSIP       To              From
II-A       07384MYR7   AA+ (sf)        AAA (sf)/Watch Neg
B-1        07384MZC9   BBB (sf)        A+ (sf)
B-2        07384MZD7   CCC (sf)        B (sf)

MASTR Adjustable Rate Mortgages Trust 2003-6
Series 2003-6
                             Rating
Class      CUSIP       To              From
4-A-1      576433GG5   AAA (sf)        AAA (sf)/Watch Neg
4-A-2      576433GH3   AAA (sf)        AAA (sf)/Watch Neg
B-2        576433GX8   CCC (sf)        B- (sf)

Mortgage Pass-Through Trust 2004-HYB3
Series 2004-HYB3
                             Rating
Class      CUSIP       To              From
M          12669FZA4   CCC (sf)        B- (sf)
B-1        12669FZB2   CC (sf)         CCC (sf)

Saxon Mortgage Securities Corp.
Series 1992- 1
                             Rating
Class      CUSIP       To      Interim        From
B-1        805570AC2   NR       CC (sf)    BBB- (sf)/Watch Neg
B-2        805570AD0   NR       CC (sf)    BBB- (sf)

Saxon Mortgage Securities Corp.
Series 1992- 6
                             Rating
Class      CUSIP       To      Interim        From
B          805570AM0   NR       CC (sf)    B+ (sf)

Structured Asset Securities Corp.
Series 2002-13
                             Rating
Class      CUSIP       To              From
B2         86358RV87   BB+ (sf)        AA (sf)
BX         86358RW29   NR              AA (sf)

NR-Not rated.

RATINGS AFFIRMED

Bear Stearns ARM Trust 2003-7
Series 2003-7
Class      CUSIP       Rating
I-A        07384MYQ9   AAA (sf)
I-X        07384MZM7   AAA (sf)
III-A      07384MYS5   AAA (sf)
IV-A       07384MYT3   AAA (sf)
IV-AM      07384MYU0   AAA (sf)
V-A        07384MYV8   AAA (sf)
VI-A       07384MYW6   AAA (sf)
VII-A      07384MYX4   AAA (sf)
VIII-A     07384MYY2   AAA (sf)
IX-A       07384MYZ9   AAA (sf)
V-X        07384MZP0   AAA (sf)
B-3        07384MZE5   CC (sf)
B-4        07384MZF2   CC (sf)

MASTR Adjustable Rate Mortgages Trust 2003-6
Series 2003-6
Class      CUSIP       Rating
1-A-2      576433GA8   AAA (sf)
1-A-2X     576433GB6   AAA (sf)
2-A-1      576433GC4   AAA (sf)
2-A-2      576433GD2   AAA (sf)
2-A-X      576433GE0   AAA (sf)
3-A-1      576433GF7   AAA (sf)
3-A-X      576433HC3   AAA (sf)
4-A-X      576433GJ9   AAA (sf)
5-A-1      576433GK6   AAA (sf)
5-A-X      576433GL4   AAA (sf)
6-A-1      576433GM2   AAA (sf)
7-A-1      576433GN0   AAA (sf)
7-A-1X     576433HD1   AAA (sf)
7-A-2      576433GP5   AAA (sf)
7-A-2X     576433HE9   AAA (sf)
7-A-3      576433GQ3   AAA (sf)
8-A-1      576433GS9   AAA (sf)
8-A-X      576433GT7   AAA (sf)
B-1        576433GW0   BBB (sf)
B-3        576433GY6   CC (sf)

Mortgage Pass-Through Trust 2004-HYB3
Series 2004-HYB3
Class      CUSIP       Rating
1A         12669FYX5   BB+ (sf)
2-A        12669FYY3   BB+ (sf)
3-A        12669FYZ0   BB+ (sf)

Structured Asset Securities Corp.
Series 2002-13
Class      CUSIP       Rating
1-AP       86358RU21   AAA (sf)
1-AX       86358RU39   AAA (sf)
1-PAX      86358RU47   AAA (sf)
AP         86358RV46   AAA (sf)
AX         86358RV53   AAA (sf)
PAX        86358RV61   AAA (sf)
B1         86358RV79   AAA (sf)


BEAR STEARNS: S&P Lowers Rating on Class G Cert. to 'D'
-------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on six
classes of commercial mortgage pass-through certificates from Bear
Stearns Commercial Mortgage Securities Trust 2007-TOP26, a U.S.
commercial mortgage-backed securities (CMBS) transaction. "In
addition, we affirmed our ratings on nine other classes from the
same transaction," S&P said.

"Our rating actions follow our analysis of the transaction
structure and the liquidity available to the trust. The downgrades
primarily reflect credit support erosion that we anticipate will
occur upon the eventual resolution of the transaction's eight
($77.2 million, 4.2%) assets with the special servicer. We lowered
our rating on class G 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)' ratings on the class X-1 and X-2 interest-only (IO)
certificates based on our current criteria," S&P said.

"Our analysis included a review of the credit characteristics of
all of the remaining assets in the pool. Using servicer-provided
financial information, we calculated an adjusted debt service
coverage (DSC) of 1.67x and a loan-to-value (LTV) ratio of 100.2%.
We further stressed the loans' cash flows under our 'AAA' scenario
to yield a weighted average DSC of 1.03x and an LTV ratio of
142.5%. The implied defaults and loss severity under the 'AAA'
scenario were 71.0% and 33.8%, respectively. All of the DSC and
LTV calculations exclude the transaction's eight ($77.2 million,
4.2%) specially serviced assets. 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. 12, 2012 trustee remittance report, the trust
experienced total monthly interest shortfalls of $251,915, due
primarily to appraisal subordinate entitlement reduction (ASER)
amounts of $121,066 and special servicing fees and workout fees
totaling $17,839. The interest shortfalls affected all classes
subordinate to and including class F. We expect that the
interest shortfalls affecting class G will continue for the
foreseeable future, and consequently we lowered our rating on this
class to 'D (sf)'," S&P said.

                      Credit Considerations

As of the Jan. 12, 2012 trustee remittance report, eight
($77.2 million, 4.2%) assets in the pool were with the special
servicer, C-III Asset Management LLC. The reported payment status
of these specially serviced assets is: one ($10.0 million, 0.5%)
is real estate owned (REO); two ($31.6 million, 1.7%) are in
foreclosure; two ($19.8 million, 1.1%) are 90-plus-days
delinquent; two ($12.1 million, 0.7%) are matured balloon loans;
and one ($3.7 million, 0.2%) is current. Appraisal reduction
amounts (ARAs) totaling $23.6 million were in effect for three of
the specially serviced
assets.

"The Holiday Inn - Santa Maria loan ($22.3 million, 1.2%), the
largest specially serviced asset, is secured by a 207-room lodging
property in Santa Maria, Calif. The loan was transferred to the
special servicer in March 2010 and the payment status is reported
as being in foreclosure. Recent financial reporting information is
not available. There is an ARA of $9.8 million in effect against
the loan, for which we expect a moderate loss upon resolution,"
S&P said.

"The seven remaining specially serviced assets have individual
balances that represent less than 1.0% of the total pool balance.
ARAs totaling $13.8 million are in effect against two of the
assets. We estimated losses for all seven remaining specially
serviced assets and arrived at a weighted average loss severity of
46.7%," S&P said.

                       Transaction Summary

As of the Jan. 12, 2012 trustee remittance report, the collateral
pool had a trust balance of $1.85 billion, down from $2.11 billion
at issuance. The pool currently includes 217 loans and one REO
asset. The master servicer, Wells Fargo Bank N.A., provided
financial information for 90.9% of the pool (by balance), the
majority of which reflected full-year 2010 or partial-year 2011
data.

"We calculated a weighted average DSC of 1.76x for the pool based
on the reported figures. Our adjusted DSC and LTV ratio were 1.67x
and 100.2%, which exclude the transaction's eight ($77.2 million,
4.2%) specially serviced assets, for which we separately estimated
losses. The trust has experienced $27.6 million in principal
losses related to eight assets. Ninety-one loans ($565.2 million,
30.6%), including three ($135.5 million, 7.3%) of the top 10
loans in the pool, are on the master servicer's watchlist. Forty
($175.3 million, 9.5%) loans have a reported DSC under 1.10x, 28
($121.9 million, 6.6%) of which have a reported DSC under 1.00x,"
S&P said.

                     Summary of Top 10 Loans

"The top 10 loans have an aggregate outstanding trust balance of
$636.9 million (34.5%). Using servicer-reported numbers, we
calculated a weighted average DSC of 2.05x for the top 10 loans.
Our adjusted DSC and LTV ratio for the top 10 loans were 1.78x and
94.9%. Three ($135.5 million, 7.3%) of the top 10 loans in the
pool are on the master servicer's watchlist," S&P said.

The Viad Corporate Center loan ($56.0 million, 3.0%), the fifth-
largest loan in the pool, is on the master servicer's watchlist
due to a low reported DSC, which was 0.99x as of the six months
ended June 30, 2011. The loan is secured by a 476,424-sq.-ft.
office property in Phoenix. Reported occupancy was 77.0% as of
June 30, 2011.

The 909 A Street loan ($48.0 million, 2.6%), the sixth-largest
loan in the pool, is on the master servicer's watchlist due to
other default risk because the sole tenant may vacate the
property. The master servicer stated that it is in the process of
contacting the borrower for updated information. The loan is
secured by a 210,186-sq.-ft. office property in Tacoma, Wash.
Reported DSC was 1.62x as of Dec. 31, 2010, and reported occupancy
was 100.0% as of June 30, 2011.

The Overlook II loan ($31.5 million, 1.7%), the eighth-largest
loan in the pool, is on the master servicer's watchlist due to
a low reported DSC, which was 1.03x for the six months ended
June 30, 2011. The loan is secured by a 254,658-sq.-ft. office
property in Atlanta. Reported occupancy was 77.0% as of June 30,
2011.

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

               Standard & Poor's 17g-7 Disclosure Report

Sec Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities. The Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

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

        http://standardandpoorsdisclosure-17g7.com

Ratings Lowered

Bear Stearns Commercial Mortgage Securities Trust 2007-TOP26
Commercial mortgage pass-through certificates
             Rating
Class  To              From          Credit enhancement (%)
B      BB (sf)         BB+ (sf)                        6.77
C      BB- (sf)        BB (sf)                         5.77
D      B (sf)          BB- (sf)                        4.20
E      B- (sf)         B+ (sf)                         3.34
F      CCC- (sf)       CCC+ (sf)                       2.35
G      D (sf)          CCC- (sf)                       1.35

Ratings Affirmed

Bear Stearns Commercial Mortgage Securities Trust 2007-TOP26
Commercial mortgage pass-through certificates
Class    Rating                Credit enhancement (%)
A-2      AAA (sf)                               29.17
A-3      AAA (sf)                               29.17
A-AB     AAA (sf)                               29.17
A-4      AAA (sf)                               29.17
A-1A     AAA (sf)                               29.17
A-M      A (sf)                                 17.75
A-J      BBB (sf)                                9.05
X-1      AAA (sf)                                 N/A
X-2      AAA (sf)                                 N/A

N/A -- Not applicable.


BIRCH CDO I: S&P Cuts Class A-3 Note Rating to 'CCC-'; Off Watch
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered and removed from
CreditWatch negative its ratings on the A-2L, A-2, and A-3L
notes from Birch Real Estate CDO I Ltd., a static cash flow
collateralized debt obligation (CDO) transaction backed by
structured finance securities. "We also affirmed our rating
on the class B-1 note from the same transaction," S&P said.

"We previously lowered our ratings on the notes from this
transaction on May 3, 2010. The transaction has since paid down
the class A-1L and A-1 notes and began paying down the class A-2L
and A-2 notes. As of the Jan. 3, 2012 trustee report, the class A-
2L and A-2 notes have paid down to 75.74% of their original
balances. Despite the reduced notes balances, the interest
coverage ratio and the overcollateralization ratios continue to
fail," S&P said.

"The interest proceeds collected in 2011 have been insufficient to
make the interest payments due to the nondeferrable class A notes.
Principal cash had to be used to make interest payments," S&P
said.

These factors, which have reduced the credit support available to
the three remaining class A notes, prompted 's downgrades.

               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

Birch Real Estate CDO I Ltd.
                Rating
Class       To          From
A-2L        BB+ (sf)    BBB (sf)/Watch Neg
A-2         BB+ (sf)    BBB (sf)/Watch Neg
A-3         CCC- (sf)   CCC (sf)/Watch Neg

Rating Affirmed

Birch Real Estate CDO I Ltd.

Class       Rating
B-1         CC (sf)


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

The downgrade reflects principal losses of $29.7 million sustained
by class E that have reduced the principal balance of class E to
$12.2 million from $41.9 million at issuance.

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

The principal losses are due to principal losses on the underlying
commercial mortgage-backed securities (CMBS) collateral per the
trustee reports. Ten distinct transactions experienced aggregate
principal losses in the amount of $46.5 million. Standard & Poor's
determined that the CMBS classes that experienced significant
principal losses include:

    Bear Stearns Commercial Mortgage Securities Trust 2006-PWR14
    (classes L through N; $10.9 million loss);

    JPMorgan Chase Commercial Mortgage Securities Trust 2007-
    CIBC18 (classes J and K; 10.5 million loss);

    Morgan Stanley Capital I Trust 2006-TOP21 (classes O and P;
    $5.3 million); and

    Bear Stearns Commercial Mortgage Securities Trust 2005-PWR10
    (classes Q and S; $5.2 million).

According to the Jan. 20, 2012 remittance report, Centerline 2007-
1 was collateralized by 65 CMBS and three resecuritized real
estate mortgage investment conduit (re-REMIC) certificates
($445.9 million, 100%) from 15 distinct transactions issued
between 2000 and 2007.

Rating Lowered

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

Ratings Affirmed

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


CIENA CAPITAL: Moody's Reviews 'B1' Rating on Class B1 Notes
-------------------------------------------------------------
Moody's Investors Service has placed on review for possible
downgrade five certificates issued in three securitizations of
small business loans sponsored by Ciena Capital, LLC, formerly
known as Business Loan Express. The loans are secured primarily by
small balance commercial real estate.

The complete rating actions are:

Issuer: Business Loan Express Business Loan Trust 2003-A

Class A, A2 (sf) Placed Under Review for Possible Downgrade;
previously on Jan 26, 2011 Confirmed at A2 (sf)

Class B, Ba3 (sf) Placed Under Review for Possible Downgrade;
previously on Jan 26, 2011 Confirmed at Ba3 (sf)

Issuer: Business Loan Express Business Loan Trust 2007-A

Cl. A, B1 (sf) Placed Under Review for Possible Downgrade;
previously on Jan 26, 2011 Downgraded to B1 (sf)

Issuer: Business Loan Express SBA Loan Trust 2005-1

Cl. A, Aa3 (sf) Placed Under Review for Possible Downgrade;
previously on Jan 26, 2011 Downgraded to Aa3 (sf)

Cl. M, Ba1 (sf) Placed Under Review for Possible Downgrade;
previously on Jan 26, 2011 Downgraded to Ba1 (sf)

RATINGS RATIONALE

The ratings actions were due to a decrease in available credit
enhancement caused by prolonged levels of high delinquencies and
continued charge-offs in the underlying collateral pools. Over the
past two years, delinquencies 60 days or more past due, including
REO, for these deals have remained between approximately 20% to
40% of the outstanding pool balance. The relatively high levels of
delinquencies, in turn, have decreased the amount of available
credit enhancement to cover future losses.

The methodology used in these review actions included an analysis
of the loan collateral to arrive at a preliminary range of
estimated lifetime losses. This range of net losses was then
evaluated against the available credit enhancement provided by the
reserve account, subordination, overcollateralization, and excess
spread. Sufficiency of coverage was considered in light of the
credit quality of the collateral pool, industry, geographical and
loan concentrations, historical variability of losses experienced
by the issuer, andservicer quality.

During the review period, Moody's will project expected losses on
the underlying pools of loans using delinquency roll rates and an
estimate of market recoveries for deals with more than 70 loans
outstanding. For deals will less than 70 loans outstanding,
expected losses will be projected using a loan level analysis. The
Aaa volatility proxies will also be determined for deals with more
than 70 loans outstanding. Driving factors of the Aaa volatility
proxy for each deal are the credit quality of the collateral pool,
the historical variability in losses experienced by the issuer,
the servicer quality as well as the industrial, geographical and
obligor concentrations.

Based on Moody's revised expected losses and Aaa volatility
proxies, Moody's will evaluate whether the available credit
enhancement adequately protects investors against future
collateral losses for given rating assignments.

Primary sources of assumption uncertainty are the general economic
environment, commercial property values, and the ability of small
businesses to recover from the recession.

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


CIT GROUP: DBRS Assigns 'B' Rating on Series C Notes
----------------------------------------------------
DBRS, Inc., has assigned its B (high) rating to the new Series C
Notes issued by CIT Group Inc. (CIT or the Company).  The trend on
the rating is Positive.  This rating action does not impact the
issuer rating of CIT, which remains at B (high) with a Positive
trend.

The rating considers the secured position of the Series C Notes,
which benefit from a second lien on substantially all U.S. assets
of CIT that are not otherwise pledged to secure the borrowings of
special purpose entities and the equity of foreign subsidiaries.
Moreover, the Series C Notes rank pari passu with the existing
second lien Series A Notes and Series C Notes.  The rating
reflects DBRS's view that recovery on the Series C Notes would be
less than the first lien notes but greater than the unsecured
debt.


COMM 2006-7: Expected Losses Prompt Fitch to Affirms Ratings
------------------------------------------------------------
Fitch Ratings has affirmed the super senior and mezzanine classes
of COMM 2006-C7, commercial mortgage pass-through certificates at
'AAA' and downgraded eight classes.

The downgrades reflect an increase in Fitch expected losses
largely attributed to updated valuations on specially serviced
assets, particularly two loans secured by retail properties in
tertiary markets.  Both loans, which are within the top 15 and
combined represent 7% of the transaction, were not in foreclosure
at Fitch's last review and have since become real estate owned
(REO).  Fitch modeled losses of the transaction are 12.8% of the
remaining pool.

Fitch designated 48 loans (37.2%) as Fitch Loans of Concern, which
includes 16 specially serviced loans (18.8%).  Fitch expects
losses associated with the specially serviced loans to deplete
classes E thru P and slightly impact class D.  Additionally, four
of the top 15 loans (12.3%) are currently in special servicing,
two of which (7%), are among the top three largest contributors to
Fitch modeled losses.

The largest contributor to Fitch expected losses is secured by a
1,032,843 square foot (sf) super regional mall located in Media,
PA, approximately 12 miles from the central business district
(CBD) of Philadelphia.  The mall is anchored by Sears, Boscov's,
JC Penney, and Kohl's.  Sears and JC Penney own their stores but
are subject to ground leases.  The loan transferred to special
servicing in October 2010 due to imminent default and subsequently
became REO via a deed in lieu of foreclosure.  The special
servicer has installed Madison Marquette to manage and lease the
mall.  Madison is evaluating the mall's current tenancy, re-
bidding current contracts, and developing a comprehensive leasing
plan.  As of December 2011, in-line occupancy was 74% and 92% for
the total mall (including non-collateral anchors).  Fitch expects
a significant loss upon liquidation of asset based on a recent
valuation obtained by the servicer.

The second largest contributor to loss is secured by a 254,880 sf
retail property located in Battle Creek, MI, and formally
sponsored by General Growth Properties (GGP).  The mall is
anchored by Macy's, Sears and JC Penney.  The loan was transferred
back to special servicing in August 2010 due to imminent default.
GGP and the special servicer could not agree on terms for a
modification and the property was subsequently returned to the
lender via a deed in lieu of foreclosure.  The most recent
servicer reported total mall occupancy and debt service coverage
ratio (DSCR) are 87% and 0.36x, respectively.  Fitch expects a
significant loss upon liquidation of asset based on a recent
valuation obtained by the servicer.

The third largest contributor to loss is secured by a 305,858 sf
retail property located in Westminster, CO, just north of Denver.
The property was foreclosed upon in October 2011 and is currently
REO.  The property was 75% occupied as of December 2011.  The
special servicer has engaged a new leasing agent.  Prior to
foreclosure a new lease was signed by the receiver for a
restaurant tenant in addition to a draft renewal with an existing
tenant.  Fitch expects a loss upon liquidation of asset based on a
recent valuation obtained by the servicer.

Fitch downgrades, and assigns or revises Recovery Estimates (RE)
to these classes:

  -- $189.7 million class A-J to 'B' from 'A'; Outlook Stable;
  -- $52 million class B to 'CCC', from 'BB'; RE 25%;
  -- $24.5 million class C to 'CC' from 'BB'; RE 0%;
  -- $36.7 million class D to 'C' from 'B-'; RE 0%;
  -- $21.4 million class E to 'C' from 'B-'; RE 0%;
  -- $30.6 million class F to 'C' from 'B-'; RE 0%;
  -- $24.5 million class G to 'C'. RE 0% from 'CCC', RE 100%;
  -- $30.6 million class H to 'C'. RE 0% from 'CC', RE 40%.

Additionally, Fitch affirms these classes:

  -- $12.7 million class A-2 at 'AAA'; Outlook Stable;
  -- $40.1 million class A-3 at 'AAA'; Outlook Stable;
  -- $83.1 million class A-AB at 'AAA'; Outlook Stable;
  -- $1,052.7 million class A-4 at 'AAA'; Outlook Stable;
  -- $268 million class A-1A at 'AAA'; Outlook Stable;
  -- $244.7 million class A-M at 'AAA'; Outlook Stable;
  -- $12.2 million class J at 'C', RE 0%;
  -- $6.1 million class K at 'C', RE 0%;
  -- $9.2 million class L at 'C', RE 0%;
  -- $3.1 million class M at 'C', RE 0%;
  -- $6.1 million class N at 'C', RE 0%;
  -- $9.2 million class O at 'C', RE 0%.

Fitch had previously withdrawn the rating on the interest-only
class X.


CORE EDUCATION: S&P Gives 'B+' Rating on Senior Unsecured Notes
---------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B+' issue
rating to the proposed issue of senior unsecured notes due
2017 by Core Education and Consulting Solutions Inc., a wholly
owned subsidiary of Core Education & Technologies Ltd. (CORE;
B+/Stable/--). "CORE and some of its subsidiaries guarantee the
notes, which will be issued under rule 144A and Regulation S of
the Securities Act. The rating is subject to our review of the
final issuance documentation," S&P said.

CORE intends to use the proceeds to fund capital expenditure and
potential acquisitions, and for general corporate purposes. It
will also use some of the proceeds to partially repay its rupee-
denominated debt.

"The rating on the proposed notes is derived from the 'B+' long-
term corporate credit rating on CORE. The rating on CORE reflects
the fragmented and competitive nature of the education technology
market globally and the company's customer concentration in the
U.S., where clients face budgetary constraints. The risks from
CORE's entry into lower-margin, capital-intensive businesses are
also a rating weakness. Further, the company generates negative
free cash flows due to its high capital expenditure and low cash
generation from operations as a result of a high working capital
cycle. CORE's established presence in the niche formative
assessment market with high renewal rates, its wider product
offerings than some education technology peers, and its expansion
in India and the U.K. temper these weaknesses," S&P said.


CREDIT SUISSE: S&P Cuts Rating on Class D Cert. to 'B-'
-------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on three
classes of commercial mortgage pass-through certificates from
Credit Suisse Commercial Mortgage Trust Series 2007-C4, a U.S.
commercial mortgage-backed securities (CMBS) transaction. "In
addition, we affirmed our ratings on 13 other classes from the
same transaction," S&P said.

"Our rating actions follow our analysis of the transaction,
including a review of the deal structure and the liquidity
available to the trust using our U.S. conduit/fusion CMBS
criteria. The downgrades further reflect credit support erosion
that we anticipate will occur upon the eventual resolution of 17
($244.3 million, 12.4%) of the 19 assets ($260.7 million, 13.2%)
that are currently with the special servicer, one loan that we
determined to be credit-impaired ($12.4 million, 0.6%), as well as
the 2600 Michelson B Note ($24.9 million, 1.3%)," 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.

"Our analysis included a review of the credit characteristics of
the remaining assets in the pool. Using servicer-provided
financial information, we calculated an adjusted debt service
coverage (DSC) of 1.10x and a loan-to-value (LTV) ratio of 138.2%.
We further stressed the loans' cash flows under our 'AAA' scenario
to yield a weighted average DSC of 0.68x and an LTV ratio of
207.8%. The implied defaults and loss severity under the 'AAA'
scenario were 93.4% and 52.8%. The DSC and LTV calculations
exclude 17 ($244.3 million, 12.4%) of the 19 ($260.7 million,
13.2%) specially serviced assets, one loan that we determined to
be credit-impaired ($12.4 million, 0.6%), as well as the 2600
Michelson B Note ($24.9 million, 1.3%). We separately estimated
losses for the excluded specially serviced assets and included
them in our 'AAA' scenario implied default and loss severity
figures," S&P said.

                    Credit Considerations

As of the Jan. 18, 2012 trustee remittance report, 19 assets
($260.7 million, 13.2%) in the pool were with the special
servicers, Torchlight Investors LLC and NCB, FSB. The reported
payment status of the specially serviced assets as of the most
recent trustee remittance report is: two are real estate-owned
(REO, $4.6 million, 0.2%), one is in foreclosure ($2.2 million,
0.1%), 13 are 90-plus days delinquent ($190.9 million, 9.6%), one
is 30 days delinquent ($30.3 million, 1.5%), one is late but less
than 30 days delinquent ($31.0 million, 1.6%), and one is current
($1.8 million, 0.1%). Appraisal reduction amounts (ARAs) totalling
$74.0 million are in effect for 15 of the specially serviced
assets. Details of the three largest specially serviced assets,
all of which are top 10 assets, are set forth.

The City Tower loan ($115.0 million, 5.8%) is the third-largest
asset in the pool and the largest asset with the special servicer.
The loan is secured by a 410,068-sq.-ft. class A office building
in Orange, Calif. The property was built in 1988. The loan was
transferred to the special servicer on Oct. 8, 2010, due to
imminent default. The payment status for the loan is reported to
be 90-plus-days delinquent. An ARA of $43.6 million is in effect
against the loan based on an Aug. 18, 2011, appraisal value of
$80.0 million. The reported DSC and occupancy for the loan were
1.04x and 76.1%, respectively, as of year-end 2010. Standard &
Poor's expects a moderate loss upon the eventual resolution of
this loan.

The Esquire Portfolio loan ($31.0 million, 1.6%) is the ninth-
largest asset in the pool and the second-largest asset with the
special servicer. The loan is secured by four multifamily
properties with an aggregate of 214 units in the Upper East Side
neighbourhood of New York City. The properties were built between
1910 and 1930 and renovated between 1988 and 2004. The loan was
transferred to the special servicer on Sept. 23, 2011, due to
imminent default. The special servicer indicated that the borrower
did not pay judgments and the Environmental Control Board placed a
lien on the property. The payment status for the loan is reported
as late but less than 30 days delinquent. The reported DSC and
occupancy for the loan were 0.48x and 98.1%, respectively, as of
year-end 2010. Standard & Poor's expects a moderate loss
upon the eventual resolution of this loan.

The Artisan Las Vegas Multifamily Portfolio loan ($30.3 million,
1.5%) is the 10th-largest asset in the pool and the third-largest
asset with the special servicer. The loan is secured by 448
multifamily units in Las Vegas. The properties were built between
1976 and 1990 and renovated in 2006. The loan was transferred to
the special servicer on Oct. 14, 2011, due to imminent default.
The payment status for this loan is reported to be 30 days
delinquent. The reported DSC and occupancy for the loan were 0.95x
and 93.7% for the six months ended June 2011. Standard & Poor's
expects a moderate loss upon the eventual resolution of this loan.

"The 16 remaining assets with the special servicer have individual
balances that represent less than 0.8% of the total pooled trust
balance. ARAs totaling $30.5 million are in effect against 14 of
these assets. We estimated losses for 14 of these assets, arriving
at a weighted-average loss severity of 46.4%. According to the
master servicer, two of the remaining assets are in the process of
being returned to the master servicer," S&P said.

"In addition to the specially serviced assets, we determined one
loan to be credit-impaired. The University Center West - San Diego
loan ($12.4 million, 0.6%) is secured by a 43,023-sq.-ft.
industrial building in San Diego, Calif. The master servicer
indicated that the sole tenant vacated in November 2010 and the
space has been dark since then. Accordingly, we viewed this loan
to be at an increased risk of default and loss," S&P said.

                     Transaction Summary

As of the Jan. 18, 2012 remittance report, the collateral pool
had an aggregate trust balance of $1.98 billion, down from
$2.08 billion at issuance. The pool comprises 192 loans and
one REO asset, down from 211 loans at issuance. The master
servicers, Wells Fargo Bank N.A., KeyCorp Real Estate Capital
Markets Inc., Midland Loan Services, and NCB, FSB, provided
financial information for 96.7% of the loans in the pool, most
of which reflected full-year 2010 data.

"We calculated a weighted average DSC of 1.07x for the
loans in the pool based on the servicer-reported figures. Our
adjusted DSC and LTV were 1.10x and 138.2%. Our adjusted figures
exclude 17 ($244.3 million, 12.4%) of the 19 ($260.7 million,
13.2%) specially serviced assets, one loan that we determined
to be credit-impaired ($12.4 million, 0.6%), as well as the
2600 Michelson B Note ($24.9 million, 1.3%). Recent financial
reporting information was available for 11 of the excluded
specially serviced and credit-impaired assets, which reflected
a weighted average DSC of 0.98x. We separately estimated losses
for the excluded specially serviced assets and included them in
our 'AAA' scenario implied default and loss severity figures. To
date, the transaction has experienced $46.3 million in principal
losses from 20 assets. Sixty-five loans ($723.2 million, 36.6%)
in the pool are on the master servicer's watchlist, including
four of the top 10 assets and the 2600 Michelson B Note. Fifty-
six loans ($842.0 million, 42.6%) have a reported DSC of less
than 1.10x, 41 of which ($466.1 million, 23.6%) have a reported
DSC of less than 1.00x," S&P said.

"Five loans totaling $159.4 million (8.1%) were previously
specially serviced and have been returned to the master servicer.
Pursuant to the transaction documents, the special servicer is
entitled to a workout fee equal to 1.0% of all future and
principal payments on the loans (including the final balloon
payments, if applicable) if they continue to perform and remain
with the master servicer," S&P said.

                         Summary of Top 10 Loans

"The top 10 loans have an aggregate outstanding balance of
$942.8 million (47.7%). Using servicer-reported numbers, we
calculated a weighted average DSC of 0.95x for the top 10 loans.
Three of the top 10 loans ($176.3 million, 8.9%) are with the
special servicer and four other top 10 loans ($352.7 million,
17.8%) are on the master servicer's combined watchlist. Our
adjusted DSC and LTV for the top 10 assets are 1.09x and 150.3%.
Our adjusted figures exclude the specially serviced top 10 assets,
as well as the 2600 Michelson B note ($24.9 million, 1.3%)," S&P
said. Recent financial reporting information was available for all
three specially serviced top 10 loans, which reflected a weighted
average DSC of 0.94x. Details of the four largest top 10 loans on
the master servicers' combined watchlist are set forth.

The 245 Fifth Avenue loan ($140.0 million, 7.1%) is the second-
largest loan in the pool and the largest loan on the watchlist.
The loan is secured by a 25-story class B office building in the
Midtown South neighborhood of New York City. The property was
built in 1926, renovated in 2000, and comprises 303,139-sq.-ft. of
office space. The loan appears on the master servicer's combined
watchlist due to its May 11, 2012 maturity and low reported DSC.

For the nine months ended Sept. 30, 2011, the reported DSC and
occupancy were 1.06x and 86.2%.

The 2600 Michelson loan ($91.5 million, 4.6%) is the fourth-
largest loan in the pool and the second-largest loan on the
watchlist. The loan is secured by a 307,271-sq.-ft. office
building in Irvine, Calif. The property was built in 1986. This
loan was previously sent to the special servicer due to imminent
monetary default. The loan was returned to the master servicer
on Oct. 20, 2011, following a loan modification. The modification
terms include, but are not limited to, a $3.5 million paydown
of the loan, bifurcating the trust's $95.0 million note into a
$66.6 million senior A note and a $24.9 million subordinate note.
For the nine months ended Sept. 30, 2011, the reported occupancy
was 50.3% and the property's cash flows were insufficient to pay
all operating expenses.

The Meyberry House loan ($90.0 million, 4.6%) is the fifth-largest
loan in the pool and the third-largest loan on the watchlist. The
loan is secured by 181-unit multifamily property with eight
professional units, and a 93-space garage in the Upper East Side
neighborhood of New York City. The loan was transferred to the
special servicer on Sept. 30, 2009, due to imminent default. The
loan was returned to the master servicer on May 23, 2011,
following three successive timely monthly payments. The loan is on
the master servicer's combined watchlist due to low reported DSC.
For the nine months ended Sept. 30, 2011, the reported DSC and
occupancy were 0.60x and 95.5%.

The Lakeview Plaza loan ($31.2 million, 1.6%) is the eighth-
largest loan in the pool and the fourth-largest loan on the
watchlist. The loan is secured by a 175,570-sq.-ft. retail
property in Southeast, New York. The loan is on the master
servicer's combined watchlist due to low reported DSC. For the
nine months ended Sept. 30, 2011, the reported DSC and occupancy
were 0.93x and 90.5%.

Standard & Poor's stressed the pool collateral according to its
criteria. The resultant credit enhancement levels are consistent
with S&P's lowered 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 2007-C4
Commercial mortgage pass-through certificates

               Rating
Class     To             From        Credit enhancement (%)
B         B (sf)         B+ (sf)                      11.86
C         B (sf)         B+ (sf)                      10.41
D         B- (sf)        B+ (sf)                       9.23

Ratings Affirmed

Credit Suisse Commercial Mortgage Trust Series 2007-C4
Commercial mortgage pass-through certificates

Class      Rating    Credit enhancement (%)
A-2        AAA (sf)                   29.21
A-3        BBB (sf)                   29.21
A-AB       BBB (sf)                   29.21
A-4        BBB (sf)                   29.21
A-1-A      BBB (sf)                   29.21
A-M        BB (sf)                    18.69
A-1-AM     BB (sf)                    18.69
A-J        B+ (sf)                    13.04
A-1-AJ     B+ (sf)                    13.04
E          CCC+ (sf)                   8.31
F          CCC (sf)                    7.39
G          CCC- (sf)                   6.34
A-X        AAA (sf)                     N/A

N/A -- Not applicable.


CSAM FUNDING IV: S&P Removes 'BB-' Ratings on 2 Classes Off Watch
-----------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on 10
classes of notes from CSAM Funding IV, a collateralized loan
obligation (CLO) transaction managed by CSFB Alternative Capital
Inc. "At the same time, we removed our ratings on the class C-1,
C-2, D-1, and D-2 notes from CreditWatch, where we placed them
with positive implications on Nov. 14, 2011," S&P said.

"The affirmations reflect sufficient credit support available to
the notes at the current rating levels since we raised our ratings
on the classes on Jan. 26, 2011. The transaction has since
continued to amortize. As of the Jan. 3, 2012 trustee report, the
class A notes have been paid down to 41.29% of their original
balance," S&P said.

"We did not raise our ratings on the notes at this point primarily
because the transaction is subject to potential market value risks
due to its exposure to long-dated securities. The transaction
currently has approximately $93 million in underlying collateral,
or 26.51% of the collateral portfolio, that matures after the
transaction's legal final maturity," S&P said.

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

               Standard & Poor's 17g-7 Disclosure Report

Sec Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities. The Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

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

        http://standardandpoorsdisclosure-17g7.com

Rating And Creditwatch Actions

CSAM Funding IV
                        Rating
Class            To                    From
C-1              BBB- (sf)             BBB-(sf)/Watch Pos
C-2              BBB- (sf)             BBB-(sf)/Watch Pos
D-1              BB- (sf)              BB-(sf)/Watch Pos
D-2              BB- (sf)              BB-(sf)/Watch Pos


Ratings Affirmed

CSAM Funding IV
                   Rating
A-1                AAA (sf)
A-1NV              AAA (sf)
A-1V               AAA (sf)
A-2                AA+ (sf)
B-1                A+ (sf)
B-2                A+ (sf)

Transaction Information

Issuer:               CSAM Funding IV
Collateral manager:   CSFB Alternative Capital Inc.
Trustee:              The Bank of New York Mellon
Transaction type:     Cash flow CLO


CSMC 2009-2R: S&P Lowers Rating on Class 7-A-2 From 'AAA' to 'CCC'
------------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on class 7-
A-2 from CSMC Series 2009-2R, a residential mortgage-backed
securities (RMBS) resecuritized real estate mortgage investment
conduit (re-REMIC) transaction. "In addition, we affirmed our
ratings on 22 other classes from this transaction and removed one
of them from CreditWatch negative," S&P said.

"In performing our ratings analysis, we reviewed the interest and
principal amounts due on the underlying securities, which are then
passed through to the applicable re-REMIC classes. When performing
this analysis, we applied our loss projections, incorporating our
loss assumptions, to the underlying collateral to identify the
principal and interest amounts that could be passed through from
the underlying securities under our rating scenario stresses. We
stressed our loss projections at various rating categories to
assess whether the re-REMIC classes could withstand the stressed
losses associated with their ratings while receiving timely
payment of interest and principal consistent with our criteria.
The ratings on the class 4-A-2, 5-A-2, and 7-A-2 certificates
address only the expected return of the principal amount," S&P
said.

"As a result of this review, we lowered our rating on class 7-A-2
based on our belief that the  amount of credit enhancement will be
insufficient to cover projected principal losses being passed
through from the underlying security at the previous rating
stress. The affirmations reflect our belief that the amount of
credit enhancement will be sufficient to cover projected losses
being passed through from the underlying securities at the
previous rating stresses," 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 Actions

CSMC Series 2009-2R
Series 2009-2R
                           Rating
Class      CUSIP         To        From
5-A-1      22944FCN7     AAA (sf)  AAA/Watch Neg
7-A-2      22944FCY3     CCC (sf)  AAA (sf)

Ratings Affirmed

CSMC Series 2009-2R
Series 2009-2R
Class      CUSIP         Rating
1-A-2      22944FAC3     AAA (sf)
1-A-3      22944FAE9     AAA (sf)
1-A-4      22944FAG4     AAA (sf)
1-A-5      22944FAJ8     AAA (sf)
1-A-6      22944FAL3     AAA (sf)
1-A-7      22944FAN9     AAA (sf)
1-A-8      22944FAQ2     AAA (sf)
1-A-9      22944FAS8     AAA (sf)
1-A-10     22944FAU3     AAA (sf)
1-A-11     22944FAW9     AAA (sf)
1-A-12     22944FAY5     AAA (sf)
1-A-13     22944FBA6     AAA (sf)
1-A-14     22944FBC2     AAA (sf)
1-A-15     22944FBE8     AAA (sf)
1-A-16     22944FBG3     AAA (sf)
1-A-17     22944FBJ7     AAA (sf)
1-A-18     22944FBL2     AAA (sf)
4-A-1      22944FCJ6     AAA (sf)
4-A-2      22944FCL1     AAA (sf)
7-A-1      22944FCW7     AAA (sf)
7-R        22944FDT3     AAA (sf)


DUANE STREET: S&P Raises Class E Note Rating to 'CCC+'; Off Watch
-----------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the
class B, C, D, and E notes from Duane Street CLO 1 Ltd., a U.S.
collateralized loan obligation (CLO) transaction managed by
DiMaio Ahmad Capital LLC. "At the same time, we removed the
ratings on the class B, C, D, and E notes from CreditWatch,
where we placed them with positive implications on Nov. 14,
2011. Additionally, we affirmed our 'AA+ (sf)' ratings on the
class A and A-2 notes," S&P said.

"The upgrades mainly reflect the improved performance of the
transaction's underlying asset portfolio since we lowered our
ratings on all of the notes in January 2010, following the
application of our September 2009 collateralized debt obligation
(CDO) criteria. As of the January 2012 trustee report, the
transaction had $2.00 million of defaulted assets. This was down
from the $23.15 million of defaulted assets noted in the December
2009 trustee report, which we referenced for our January 2010
rating actions. Additionally, the trustee reported $14.73 million
in assets from obligors rated in the 'CCC' category in January
2012, compared with $24.19 million in December 2009," S&P said.

The upgrades also reflect an improvement in the
overcollateralization (O/C) available to support the notes since
our January 2010 rating actions. The trustee reported the
following O/C ratios in the January 2012 monthly report:

   The class B O/C ratio was 119.67%, compared with a reported
   ratio of 115.77% in December 2009; and

   The class D O/C ratio was 108.04%, compared with a reported
   ratio of 104.51% in December 2009.

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

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

               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 Raised

Duane Street CLO 1 Ltd.
                   Rating
Class         To           From
B             A+ (sf)      A (sf)/Watch Pos
C             BBB+ (sf)    BBB- (sf)/Watch Pos
D             BB+ (sf)     CCC- (sf)/Watch Pos
E             CCC+ (sf)    CCC- (sf)/Watch Pos

Ratings Affirmed

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

Transaction Information
Issuer:             Duane Street CLO 1 Ltd.
Co-issuer:          Duane Street CLO 1 Corp.
Underwriter:        Morgan Stanley & Co. LLC
Collateral manager: DiMaio Ahmad Capital LLC
Trustee:            The Bank of New York Mellon
Transaction type:   Cash flow CDO


FORD CREDIT: Moody's Assigns Ratings on FCMOT 2012-1 Notes
----------------------------------------------------------
Moody's Investors Service has assigned provisional ratings to the
notes issued by Ford Credit Master Owner Trust 2012-1 (FCMOT 2012-
1). This transaction represents a securitization of dealer
floorplan loans sponsored by Ford Motor Credit Company (Ford
Credit, Ba1 positive).

The complete rating action is:

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

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

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

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

RATINGS RATIONALE

Moody's said the ratings are based on the quality of the
underlying auto dealer floorplan receivables, the strength of the
structure, the experience of Ford Credit as servicer, and the
experience of Wells Fargo Bank, National Association as back-up
servicer.

The quality of the floorplan receivables was considered based upon
a number of characteristics. A primary consideration is the
strength of the manufacturers and the vehicles that the
dealerships and the receivables have exposure. Moody's also
considered the size of the Ford's dealership base, the dealer risk
rating distribution based on Ford Credit's proprietary risk rating
model, the age distribution of the receivables, and the overall
trust monthly payment rate. Vehicle values under stressed
historical scenarios were also considered in Moody's analysis. In
cases of manufacturer bankruptcy or brand discontinuation within
the industry, there has been a 15% to 30% negative impact on
vehicle values. Moody's recovery rates in Moody's analysis are
higher than this under more stressful rating scenarios since
industry information is limited and a weaker economy could also
create a more severe result.

PRIMARY METHODOLOGY

The principal methodology used in this rating was Moody's Approach
to Rating U.S. Floorplan ABS Securities, published in January
2010.

V-SCORE AND PARAMETER SENSITIVITY

The V Score for this transaction is Medium, which is equal to the
Medium V score assigned for the U.S. Dealer Floorplan Loan ABS
sector. The V Score indicates "Medium" uncertainty about critical
assumptions such as dealer default probabilities and recovery
rates. 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: Moody's analysis reveals Class A
sensitivity down to the Baa level when average dealer ratings are
stressed to Caa1 and recovery rates are stressed an additional 50%
or if dealer defaults are front-loaded in a material way. The
Class B rating shows sensitivity down to the Ba level when average
dealer ratings are stressed to Caa1 and recovery rates stressed an
additional 40%. The Class C rating shows sensitivity down to the B
level with when average dealer ratings are stressed to Caa1 and
recovery rates stressed an additional 20%. The Class D rating
shows sensitivity down to the B level with a recovery rate haircut
of 20% and the initial average dealer ratings of B3.

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.


FORD CREDIT: Moody's Assigns Ratings on FCMOT 2012-2 Notes
----------------------------------------------------------
Moody's Investors Service has assigned provisional ratings to the
notes issued by Ford Credit Master Owner Trust 2012-2 (FCMOT 2012-
2). This transaction represents a securitization of dealer
floorplan loans sponsored by Ford Motor Credit Company (Ford
Credit, Ba1 positive).

The complete rating action is:

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

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

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

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

RATINGS RATIONALE

Moody's said the ratings are based on the quality of the
underlying auto dealer floorplan receivables, the strength of the
structure, the experience of Ford Credit as servicer, and the
experience of Wells Fargo Bank, National Association as back-up
servicer.

The quality of the floorplan receivables was considered based upon
a number of characteristics. A primary consideration is the
strength of the manufacturers and the vehicles that the
dealerships and the receivables have exposure. Moody's also
considered the size of the Ford's dealership base, the dealer risk
rating distribution based on Ford Credit's proprietary risk rating
model, the age distribution of the receivables, and the overall
trust monthly payment rate. Vehicle values under stressed
historical scenarios were also considered in Moody's analysis. In
cases of manufacturer bankruptcy or brand discontinuation within
the industry, there has been a 15% to 30% negative impact on
vehicle values. Moody's recovery rates in Moody's analysis are
higher than this under more stressful rating scenarios since
industry information is limited and a weaker economy could also
create a more severe result.

PRINCIPAL METHODOLOGY

The principal methodology used in this rating was Moody's Approach
to Rating U.S. Floorplan ABS Securities, published in January
2010.

V-SCORE AND PARAMETER SENSITIVITY

The V Score for this transaction is Medium, which is equal to the
Medium V score assigned for the U.S. Dealer Floorplan Loan ABS
sector. The V Score indicates "Medium" uncertainty about critical
assumptions such as dealer default probabilities and recovery
rates. 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: Moody's analysis reveals Class A
sensitivity down to the Baa level when average dealer ratings are
stressed to Caa1 and recovery rates are stressed an additional 50%
or if dealer defaults are front-loaded in a material way. The
Class B rating shows sensitivity down to the Ba level when average
dealer ratings are stressed to Caa1 and recovery rates stressed an
additional 40%. The Class C rating shows sensitivity down to the B
level with when average dealer ratings are stressed to Caa1 and
recovery rates stressed an additional 20%. The Class D rating
shows sensitivity down to the B level with a recovery rate haircut
of 20% and the initial average dealer ratings of B3.

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.


GE COMMERCIAL: S&P Lowers Rating on Class N Certs. to 'CCC-'
------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on four
classes of commercial mortgage pass-through certificates from GE
Commercial Mortgage Corp.'s series 2003-C1, a U.S. commercial
mortgage-backed securities (CMBS) transaction. "In addition, we
affirmed our ratings on 11 other classes from the same
transaction," S&P said.

"Our rating actions follow our analysis of the credit
characteristics of the collateral remaining in the pool, as well
as the deal structure and the liquidity available to the trust. We
downgraded the class K, L, M, and N certificates to reflect
reduced liquidity support available to these classes. We also
considered the near-term loan maturities and the potential for the
transaction to experience future interest shortfalls and reduced
liquidity support because we believe a portion of these loans may
be transferred to the special servicer if the respective borrowers
are not able to refinance or payoff these loans at maturity.
Excluding the defeased loans ($197.9 million, 27.9%) and specially
serviced assets ($29.2 million, 4.1%), 64.2% ($455.2 million) of
the remaining loans mature in 2012 and 2013," 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-1 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 1.37x and a loan-to-value
(LTV) ratio of 85.2%. We further stressed the loans' cash flows
under our 'AAA' scenario to yield a weighted average DSC of 1.17x
and an LTV ratio of 106.2%. The implied defaults and loss severity
under the 'AAA' scenario were 31.4% and 30.5%. All of the DSC and
LTV calculations exclude the transaction's five ($29.2 million,
4.1%) assets that are currently with the special servicer and 23
($197.9 million, 27.9%) defeased loans. We separately estimated
losses for the excluded specially serviced assets and included
them in the 'AAA' scenario implied default and loss severity
figures," S&P said.

                        Credit Considerations

"As of the Jan. 10, 2012 trustee remittance report, four
($16.6 million, 2.3%) assets in the pool were with the special
servicer, LNR Partners LLC (LNR).

"The master servicer informed us that one additional loan, the
Commerce Park II loan ($12.7 million, 1.8%), was transferred to
LNR subsequent to the January 2012 trustee remittance report. The
payment status of the specially serviced assets as of the Jan. 10,
2012 trustee remittance report is: one ($1.6 million, 0.2%) is
real estate-owned (REO); one ($7.7 million, 1.1%) is 90-plus days
delinquent; one ($5.4 million, 0.8%) is 60 days delinquent; and
two ($14.5 million, 2.0%) are in their grace periods. Appraisal
reduction amounts (ARAs) totaling $6.1 million are in effect for
two of the specially serviced assets. Details on the five
specially serviced loans are as set forth," S&P said.

"The Commerce Park II loan ($12.7 million, 1.8%), the ninth-
largest loan secured by real estate in the pool, is secured by
250,662 sq. ft. of industrial properties in Irving, Texas. The
master servicer indicated that the loan was transferred to LNR on
Jan. 12, 2012 (subsequent to the January 2012 trustee remittance
report) due to imminent default. The master servicer placed
the loan on its watchlist due to a low reported DSC, which was
1.04x for the nine months ending Sept. 30, 2011. The September
2011 rent roll shows the property to be 77.0% occupied. LNR is
currently evaluating a workout strategy for this loan. We expect a
moderate loss upon the eventual resolution of this loan," S&P
said.

"The Concourse Center loan ($7.7 million, 1.1%) has a total
reported exposure of $9.0 million. It is secured by a 468,726-sq.-
ft. industrial property in Cheektowaga, N.Y. The loan, which has a
reported 90-day delinquent payment status, was transferred to the
special servicer on Nov. 2, 2009, for imminent default. LNR
indicated that a receiver was appointed in April 2011. Recent
financial reporting information is not available. An ARA of $4.5
million is in effect against the loan. We expect a significant
loss upon the resolution of this loan," S&P said.

"The Shoppes at Audubon loan ($5.4 million, 0.8%) has a total
reported exposure of $5.5 million. It is secured by a 46,252-sq.-
ft. retail property in Naples, Fla. The loan was transferred to
the special servicer on June 1, 2011, for imminent default. The
loan's payment status is reported as 60-days delinquent. The
special servicer and the borrower are currently in discussions
regarding the delinquent payments. The reported DSC on the loan
was 0.84x as of Dec. 31, 2010, and the reported occupancy was
75.0% as of April 2011. An ARA of $1.6 million is in effect
against the loan. We expect a moderate loss upon the resolution of
this loan," S&P said.

"The Paradise Village MHC loan ($1.8 million, 0.2%) has a total
reported exposure of $1.8 million.  It is secured by an 81-pad
manufacturing housing community in Tucson, Ariz. The loan was
transferred to the special servicer on July 26, 2011, for
collateral risk nonmonetary default. The reported DSC was 1.63x as
of Dec. 31, 2010, and the reported occupancy was 83.0% as of June
2011. We expect a minimal loss upon the eventual resolution of
this loan," S&P said.

"The Woodridge Health Center asset ($1.6 million, 0.2%) has a
total reported exposure of $3.1 million. The loan was transferred
to LNR on May 11, 2010, and the asset became REO on April 28,
2011. The 59,942-sq.-ft. office property in Washington, D.C., is
fully vacant. According to the special servicer, leasing efforts
are ongoing. We believe the master servicer, Bank of America N.A.
(BofA), will likely declare a nonrecoverability determination in
the near term due because it has already advanced a significant
amount (approximately $1.5 million to date) for this asset. It is
our opinion that a nonrecoverability determination will likely
cause liquidity interruptions due to higher interest shortfalls.
We expect a minimal loss upon the eventual resolution of this
asset," S&P said.

                      Transaction Summary

As of the Jan. 10, 2012 trustee remittance report, the
collateral pool had a trust balance of $709.5 million, down from
$1.19 billion at issuance. The pool currently includes 101 loans
and one REO asset, compared to 134 loans at issuance. The master
servicer provided financial information for 98.2% of the pool (by
balance), the majority of which reflected full-year 2010 or
partial-year 2011 data.

"We calculated a weighted average DSC of 1.40x for the pool based
on the reported figures. Our adjusted DSC and LTV ratio were 1.37x
and 85.2%, which exclude the transaction's five ($29.2 million,
4.1%) assets that are currently with the special servicer and 23
($197.9 million, 27.9%) defeased loans. We separately estimated
losses for the excluded specially serviced assets. To date, the
trust has experienced $16.9 million in principal losses related to
five assets. Twenty-one loans ($174.4 million, 24.6%), including
four ($78.6 million, 11.1%) of the top 10 loans in the pool,
are on the master servicer's watchlist. Excluding the defeased
loans and specially serviced assets, 72 ($455.2 million, 64.2%)
loans mature in 2012 and 2013," S&P said.

                     Summary of Top 10 Loans

"The top 10 loans secured by real estate have an aggregate
outstanding trust balance of $202.1 million (28.5%). Using
servicer-reported numbers, we calculated a weighted average DSC of
1.40x for nine of the top 10 loans. The remaining top 10 loan
($12.7 million, 1.8%) is currently with the special servicer. Our
adjusted DSC and LTV ratio for nine of the top 10 loans, excluding
the specially serviced loan, were 1.30x and 83.8%, respectively.
Four ($78.6 million, 11.1%) of the top 10 loans, including the
Commerce Park II loan, in the pool are on the master servicer's
watchlist," S&P said.

"The Centennial Center I loan ($36.4 million, 5.1%), the second-
largest loan in the pool, is on the master servicer's watchlist
due to a low reported DSC, which was 1.03x as of Dec. 31, 2010.
The loan is secured by a 355,457-sq.-ft. retail power center in
Las Vegas, Nev. Occupancy was 85.4% according to the October 2011
rent roll. Circuit City occupied the property but vacated the
space after declaring bankruptcy. The space remained vacant as of
the October 2011 rent roll," S&P said.

"The Charter Woods Apartments loan ($14.8 million, 2.1%), the
seventh-largest loan in the pool, is on the master servicer's
watchlist due to a low reported DSC, which was 1.02x for the nine
months ended Sept. 30, 2011. The loan is secured by a 307-unit
multifamily property in Fairborn, Ohio, built in 1998. Occupancy
was 96.4%, according to the October 2011 rent roll," S&P said.

"The Chatham Retail loan ($14.7 million, 2.1%), the eighth-largest
loan in the pool, is on BofA's watchlist because some tenants have
leases that roll within the next six months. The loan is secured
by a 34,451-sq.-ft. retail space in New York City. The largest
tenant, Banana Republic, which occupied 20,892 sq. ft. (60.6% of
the space), had a lease that expired on Jan. 31, 2012," S&P said.

According to BofA, Banana Republic will vacate the space, but
expects Pier 1 Imports Inc. to lease a majority of the vacated
space.

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

              Standard & Poor's 17g-7 Disclosure Report

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities. The Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

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

       http://standardandpoorsdisclosure-17g7.com

Ratings Lowered

GE Commercial Mortgage Corp.
Commercial mortgage pass-through certificates series 2003-C1
             Rating
Class  To              From        Credit enhancement (%)
K      B+ (sf)         BB+ (sf)                      4.53
L      B- (sf)         BB- (sf)                      3.48
M      CCC+ (sf)       B+ (sf)                       3.06
N      CCC- (sf)       CCC+ (sf)                     1.59

Ratings Affirmed

GE Commercial Mortgage Corp.
Commercial mortgage pass-through certificates series 2003-C1
Class   Rating                Credit enhancement (%)
A-4     AAA (sf)                               29.45
A-1A    AAA (sf)                               29.45
B       AAA (sf)                               23.59
C       AAA (sf)                               21.28
D       AA+ (sf)                               17.72
E       AA (sf)                                15.42
F       A+ (sf)                                13.95
G       A (sf)                                 11.65
H       BBB+ (sf)                               9.34
J       BBB- (sf)                               5.78
X-1     AAA (sf)                                 N/A

N/A -- Not applicable.


GENESIS 2007-2: S&P Removes 'CCC-' Class F Note Rating Off Watch
----------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on the
class A, B, C, D, E, and F notes from Genesis CLO 2007-2 Ltd., a
collateralized loan obligation (CLO) transaction managed by LLCP
Advisors LLC. "At the same time, we removed the ratings on the
class C, D, E, and F notes from CreditWatch where we placed them
with positive implications on Nov. 14, 2011," S&P said.

"The affirmations reflect sufficient credit support available to
the notes at the current rating levels since we raised our ratings
on five of the notes on Jan. 31, 2011. The transaction is now
amortizing, and it has paid down the balance of the class A notes
to $399 million. As of the Jan. 4, 2012 trustee report, the class
A notes had been paid down to 32.32% of their original balance,"
S&P said.

"We did not raise our ratings on the class C, D, E, and F
notes at this point primarily because the transaction is
subject to potential market value risks due to its exposure to
long-dated securities. The transaction currently has approximately
$196 million (27%) in underlying collateral that matures after the
legal final maturity of the transaction. We understand that the
maturity dates of these underlying assets have been extended due
to the restructuring of the underlying loans," S&P said.

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

             Standard & Poor's 17g-7 Disclosure Report

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities. The Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

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

        http://standardandpoorsdisclosure-17g7.com


Rating And CreditWatch Actions

Genesis CLO 2007-2 Ltd.
                        Rating
Class            To                    From
C                A+ (sf)               A+(sf)/Watch Pos
D                BBB (sf)              BBB(sf)/Watch Pos
E                BB- (sf)              BB-(sf)/Watch Pos
F                CCC-(sf)              CCC-(sf)/Watch Pos

Ratings Affirmed

Genesis CLO 2007-2 Ltd.
                   Rating
A                  AAA (sf)
B                  AA+ (sf)

Transaction Information

Issuer:               Genesis CLO 2007-2 Ltd.
Collateral manager:   LLCP Advisors LLC
Trustee:              Deutsche Bank Trust Co. Americas
Transaction type:     Cash flow CLO


GM FINANCIAL: S&P Retains Counterparty Credit Rating to 'BB'
------------------------------------------------------------
Standard & Poor's Ratings Services assigned its ratings to
AmeriCredit Automobile Receivables Trust 2012-1's $975.074 million
automobile receivables-backed notes.

The note issuance is an asset-backed securities transaction backed
by subprime auto loan receivables.

The ratings reflect:

   "The availability of approximately 44.2%, 39.3%, 32.4%, 25.9%,
   and 23.6% credit support for the class A, B, C, D, and E notes
   (based on stressed cash-flow scenarios, including excess
   spread), which provide coverage of more than 3.50x, 3.25x,
   2.55x, 1.92x, and 1.67x our 11.25%-11.75% expected cumulative
   net loss range for the class A, B, C, D, and E notes. These
   credit support levels are commensurate with the assigned 'AAA
   (sf)', 'AA+ (sf)', 'A+ (sf)', 'BBB+ (sf)', and 'BBB- (sf)'
   ratings on the class A, B, C, D, and E notes," S&P said.

   "Our expectation that under a moderate, or 'BBB', stress
   scenario, our ratings on the class A, B, and C notes would not
   decline by more than one rating category of our ratings (all
   else being equal) over a 12-month period and our ratings on the
   class D and E notes would not decline by more than two rating
   categories over a 12-month period. Our ratings stability
   criteria describes the outer bound of credit deterioration
   within one year as being one rating category in the case of
   'AAA (sf)'and 'AA (sf)' rated securities and two rating
   categories in the case of 'A (sf)', 'BBB (sf)', and 'BB (sf)'
   rated securities," S&P said.

   The credit enhancement in the form of subordination,
   overcollateralization, a reserve account, and excess
   spread.

   The timely interest and ultimate principal payments made under
   the stressed cash flow modeling scenarios, which are consistent
   with the assigned ratings.

   The collateral characteristics of the securitized pool of
   subprime auto loans.

   General Motors Financial Co. Inc.'s (GM Financial, formerly
   known as AmeriCredit Corp.; BB/Stable/--) extensive
   securitization performance history since 1994. On Jan. 5, 2012,
   Standard & Poor's raised its long-term counterparty credit
   rating on GM Financial to 'BB' from 'B+' and removed the rating
   from CreditWatch positive, where it had been placed on
   Sept. 30, 2011.

   The transaction's payment 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 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 Assigned
AmeriCredit Automobile Receivables Trust 2012-1

Class    Rating        Type            Interest        Amount
                                       rate(i)       (mil. $)
A-1      A-1+ (sf)     Senior          Fixed          204.900
A-2      AAA (sf)      Senior          Fixed          366.700
A-3      AAA (sf)      Senior          Fixed          137.159
B        AA+ (sf)      Subordinate     Fixed           76.923
C        A+ (sf)       Subordinate     Fixed           95.492
D        BBB+ (sf)     Subordinate     Fixed           93.900
E(i)     BBB- (sf)     Subordinate     Fixed           24.926

(i)Class E will be privately placed and is not included in the
public offering amount.


GRAMERCY 2005-1: S&P Cuts Rating on Class K From 'CCC' to 'CCC-'
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on eight
classes from Gramercy Real Estate CDO 2005-1 Ltd. (Gramercy 2005-
1), a U.S. commercial real estate collateralized debt obligation
(CRE CDO) transaction. "At the same time, we affirmed our ratings
on three other classes from the same transaction," S&P said.

"The downgrades and affirmations primarily reflect our assessment
of increased risks and credit stability considerations regarding
subordinate note cancellations that occurred prior to their
repayment through the transaction's payment waterfall. The rating
actions also reflect the transaction's exposure to downgraded
underlying commercial mortgage-backed securities (CMBS) collateral
($122.5 million, 13.6% of the total asset balance)," S&P said.

As noted in the Dec. 30, 2011, remittance report, classes E, F, G,
and H had partial note cancellations without repayment.

Notes Cancelled Without Payments
Class        Original par amount of
                cancelled notes ($)
E                         1,067,000
F                         1,000,000
G                         3,000,000
H                         1,000,000

"In addition, our analysis of the transaction follows our rating
actions on the underlying CMBS collateral. Standard & Poor's has
downgraded seven securities from seven transactions totaling
$122.5 million (13.6% of the total asset balance)," S&P said.
Gramercy 2005-1 has exposure to the securities that Standard &
Poor's has downgraded:

    Morgan Stanley Capital I Inc. series 2007-XLF9 (class A-2;
    $48.5 million, 5.4%)

    GS Mortgage Securities Trust 2006-GG6 (class A-J;
    $30.0 million, 3.3%);

    LB-UBS Commercial Mortgage Trust 2007-C2 (class A-J;
    $29.2 million, 3.2%);

    JPMorgan Chase Commercial Mortgage Securities Trust 2007-
    CIBC19 (class J; $5.5 million, 0.6%);

    Morgan Stanley Capital I Trust 2006-TOP23 (class B;
    $5.5 million, 0.6%);

    LB-UBS Commercial Mortgage Trust 2004-C6 (class D;
    $2.0 million, 0.2%); and

    Morgan Stanley Capital I Trust 2007-HQ13 (class D;
    $1.8 million, 0.2%).

"In our assessment of the transaction and downgraded underlying
CMBS collateral, we analyzed the transaction for increased risks
and credit stability considerations due to the subordinate note
cancellations," S&P said. To assess these risks, S&P applied the
stresses it deemed appropriate:

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

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

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

According to the Dec. 30, 2011 trustee report, the transaction's
current assets included:

    20 whole loans and senior participations ($499.3 million,
    55.3%);

    19 CMBS tranches ($250.0 million, 27.7%);

    Three B-note and mezzanine loans ($119.6 million, 13.2%);

    One preferred equity note ($24.1 million, 2.7%);

    Two rake bonds ($10.0 million, 1.1%); and

    Cash ($0.38 million, 0.04%).

"The aggregate principal balance of the assets totaled
$903.4 million, including cash and defaulted securities, while the
transaction liabilities totaled $849.3 million. The trustee report
noted five defaulted loans ($145.3 million, 16.1%) in the pool and
two defaulted securities ($7.3 million, 0.8%). Standard & Poor's
estimated specific recovery rates for the defaulted loans with
a weighted average recovery rate of 21.1%. We based the recovery
rates on information from the collateral manager, special
servicer, and third-party data providers," S&P said. The
defaulted loan assets are:

    Stuyvesant Town mezzanine loan ($49.1 million, 5.4%);
    Roddy Ranch whole loan ($33.9 million, 3.7%);
    Las Vegas Hilton whole loan ($27.3 million, 3.0%);
    Williams Gateway whole loan ($20.5 million, 2.3%); and
    Jameson Mezzanine IV mezzanine loan ($14.6 million, 1.6%).

"According to the trustee report, the deal is passing all three
par value tests and interest coverage tests, and is now in its
amortization period," S&P said.

"We analyzed the transaction and its underlying assets in
accordance with our current criteria. Our analysis is consistent
with the lowered and affirmed ratings," S&P said.

            Standard & Poor's 17g-7 Disclosure Report

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities. The Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

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

      http://standardandpoorsdisclosure-17g7.com

Ratings Lowered

Gramercy Real Estate CDO 2005-1 Ltd.
                  Rating
Class     To                   From
C         BBB- (sf)            BBB (sf)
D         BB+ (sf)             BBB- (sf)
E         BB+ (sf)             BBB- (sf)
F         BB (sf)              BB+ (sf)
G         BB- (sf)             BB+ (sf)
H         B+ (sf)              BB (sf)
J         CCC (sf)             B+ (sf)
K         CCC- (sf)            CCC (sf)

Ratings Affirmed

Gramercy Real Estate CDO 2005-1 Ltd.

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


GSMSC 2005-ROCK: Moody's Affirms Rating of Cl. J Notes at 'Ba1'
---------------------------------------------------------------
Moody's Investors Service affirmed the ratings of ten classes of
GS Mortgage Securities Corporation II, Trust Pass-Through
Certificates Series 2005-ROCK:

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

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

Cl. B, Affirmed at Aa1 (sf); previously on Jun 1, 2005 Definitive
Rating Assigned Aa1 (sf)

Cl. C-1, Affirmed at A1 (sf); previously on Mar 4, 2009 Downgraded
to A1 (sf)

Cl. E, Affirmed at A3 (sf); previously on Mar 4, 2009 Downgraded
to A3 (sf)

Cl. F, Affirmed at Baa1 (sf); previously on Mar 4, 2009 Downgraded
to Baa1 (sf)

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

Cl. H, Affirmed at Baa3 (sf); previously on Mar 4, 2009 Downgraded
to Baa3 (sf)

Cl. J, Affirmed at Ba1 (sf); previously on Mar 4, 2009 Downgraded
to Ba1 (sf)

Cl. X-1, Affirmed at Aaa (sf); previously on Jun 1, 2005
Definitive Rating Assigned Aaa (sf)

RATINGS RATIONALE

The affirmations are due to the stable performance of the real
estate collateral and key parameters including Moody's loan to
value (LTV) ratio and Moody's stressed debt service coverage
(DSCR) remaining within acceptable ranges.

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 GS Mortgage Securities Corporation II, Series 2005-
ROCK Class X-1 may be negatively affected.

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 -- Remittance Reports and MOST(R) (Moody's
Surveillance Trends) -- and on a periodic basis through a
comprehensive review. Moody's prior review is summarized in a
press release dated April 22, 2011.

DEAL PERFORMANCE

The $1,685.0 million Rockefeller Center loan is secured by a
$1,210.0 million first lien mortgage on the borrower's fee
interest and leasehold interests in the property; the additional
$475.0 million in debt is secured by a pledge of 100% of the
equity interest in the borrower held by RCPI Mezz, lLC. The fixed-
rate interest-only loan has a 20-year term maturing in May 2025.
Non-trust subordinate debt consists of a $320 million mezzanine
loan.

Rockefeller Center is a 10-building office, retail and
entertainment complex, located in midtown Manhattan, New
York City. The landmark development consists of approximately
6.9 million square feet of net rentable area (NRA) with
5.2 million square feet of office space, 868,388 square feet of
retail and storage space, 255,714 square feet of underground
parking and the 6,000-seat Radio City Music Hall. Amenities
include the Top of the Rock observation deck, plaza areas and a
skating rink. As of September 2011 the office space was 91% leased
and the retail and storage space was 95% leased. Including Radio
City Music Hall, Rockefeller Center was 92% leased, compared to
94% at the last review and at securitization.

The ten largest office tenants lease approximately 42% of total
office NRA and contribute approximately 48% of total office rent.
The largest tenant is Deloitte, LLP with approximately 436,000
square feet. Deloitte, LLP signed an 18-year lease in January 2011
at 30 Rockefeller Plaza. Deloitte currently occupies 108,719
square feet with occupancy and lease commencement on the balance
of the space scheduled for 2014 to 2015. Lazard Freres & Co. LLC
is the second largest office tenant, leasing approximately 421,289
square feet at various locations. The third largest office tenant
is Bank of America, N.A. leasing 321,890 square feet at 50
Rockefeller Plaza through January 2021. The fourth and fifth
largest office tenants are Fiduciary Trust Co. International and
Christie's Inc. These two tenants lease 179,752 square feet and
166,738, respectively with lease expirations in 2016 for Fiduciary
Trust and 2027 for Christie's.

Significant retail tenants include Radio City Music Hall that
leases 548,250 square feet with total rent accounting for 16% of
total retail rent. Radio City Music Hall's lease expires in 2023.
The second largest tenant is Banana Republic, followed by NBC
Universal, Inc, Faconnable USA Corp. and Ann Taylor Retail, Inc.
These four tenants account for 26% of the total retail rent.

Moody's loan to value (LTV) ratio is 71% and Moody's stressed debt
service coverage (DSCR) is 1.30 X. Moody's credit estimate is Ba1,
the same as last review.


HIGHLAND CREDIT: S&P Removes 'BB' Class C 2006 Rating From Watch
----------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on four
classes of notes from Highland Credit Opportunities CDO Ltd. and
three classes of notes from McDonnell Loan Opportunity Ltd. and
removed them from CreditWatch with negative implications, where it
placed them on November 2011. Both transactions are U.S. market-
value collateralized debt obligations (CDOs).

Since the September 2011 monthly report, which S&P used for its
November 2011 action, the overcollateralization (O/C) ratios
increased for all classes for Highland Credit Opportunities CDO:

    The class A O/C ratio was 106.29% in December 2011, compared
    with 91.69% in September 2011;

    The class B O/C ratio was 106.02% in December 2011, compared
    with 93.23% in September 2011; and

    The class C O/C ratio was 104.01% in December 2011, compared
    with 93.07%.

    Over the same time period, the O/C ratios also increased for
    all classes for McDonnell Loan Opportunity Ltd:

    The senior O/C ratio was 114.56% in December 2011, compared
    with 106.34% in September 2011; and

    The second senior O/C ratio was 111.09% in December 2011,
    compared with 104.85% in September 2011.

"On Aug. 31, 2010, Standard & Poor's published a request for
comment asking for feedback on changes it is proposing to its
methodology and assumptions for rating market-value securities. If
adopted as proposed, it is likely that the final criteria would
have a significant negative affect on the ratings assigned to
market-value transactions," S&P said.

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

Highland Credit Opportunities CDO Ltd.
                    Rating
Class         To                   From
A-1 2006      A (sf)               A (sf)/Watch Neg
A-2 2006      A (sf)               A (sf)/Watch Neg
B 2006        BBB (sf)             BBB (sf)/Watch Neg
C 2006        BB (sf)              BB (sf)/Watch Neg

McDonnell Loan Opportunity Ltd.
                    Rating
Class         To                   From
B-1 2006-2    AA (sf)              AA (sf)/Watch Neg
2SrTmL06-1    AA (sf)              AA (sf)/Watch Neg
2dSrLn06-2    AA (sf)              AA (sf)/Watch Neg


HUMMINGBIRD SECURITISATION: S&P Puts 'CCC' Loan Rating on Watch
---------------------------------------------------------------
Standard & Poor's Ratings Services placed on CreditWatch with
negative implications its rating on the series 2 loan issued under
the Hummingbird Securitisation Ltd. collateralized debt obligation
(CDO) transaction.

"During our monthly run of transactions on version 5.1 of our CDO
evaluator, the tranche placed on CreditWatch negative had
synthetic rated overcollateralization (SROC) levels that fell
below 100% as of Jan. 31, 2012," S&P said.

"For all the transactions that we ran on our CDO evaluator, we
applied the top obligor and industry test SROCs, as well as the
results of the Monte Carlo default simulation," S&P said.

"By the end of the month, we intend to review the above tranche,
the rating of which we placed on CreditWatch negative, along with
any other tranches with ratings that are presently on CreditWatch
negative or positive, in accordance with our current CDO
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 Report
included in this credit rating report is available at:

        http://standardandpoorsdisclosure-17g7.com

Rating Placed On CreditWatch Negative
Hummingbird Securitisation Ltd. Series 2 loan
Class       To                     From         Issue amount
#2 Loan     CCC (sf)/Watch Neg     CCC (sf)     JPY3.0 bil.


JPMCC 2003-C1: Moody's Affirms Rating of Cl. F Notes at 'B1'
------------------------------------------------------------
Moody's Investors Service upgraded the ratings of two pooled
classes and three non-pooled or rake classes and affirmed nine
classes of J.P. Morgan Chase Commercial Mortgage Securities Corp.,
Commercial Mortgage Pass-Through Certificates, Series 2003-C1:

Cl. A-1, Affirmed at Aaa (sf); previously on Mar 28, 2003
Definitive Rating Assigned Aaa (sf)

Cl. A-2, Affirmed at Aaa (sf); previously on Mar 28, 2003
Definitive Rating Assigned Aaa (sf)

Cl. B, Affirmed at Aaa (sf); previously on Sep 2, 2010 Confirmed
at Aaa (sf)

Cl. C, Upgraded to Aaa (sf); previously on Sep 2, 2010 Downgraded
to Aa1 (sf)

Cl. D, Upgraded to Aa3 (sf); previously on Sep 2, 2010 Downgraded
to A1 (sf)

Cl. E, Affirmed at Baa1 (sf); previously on Sep 2, 2010 Downgraded
to Baa1 (sf)

Cl. F, Affirmed at B1 (sf); previously on May 4, 2011 Downgraded
to B1 (sf)

Cl. G, Affirmed at Caa1 (sf); previously on Sep 2, 2010 Downgraded
to Caa1 (sf)

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

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

Cl. CM-1, Upgraded to A1 (sf); previously on May 4, 2011 Upgraded
to A2 (sf)

Cl. CM-2, Upgraded to A2 (sf); previously on May 4, 2011 Upgraded
to A3 (sf)

Cl. CM-3, Upgraded to A3 (sf); previously on May 4, 2011 Upgraded
to Baa1 (sf)

Cl. X-1, Affirmed at Aaa (sf); previously on Mar 28, 2003
Definitive Rating Assigned Aaa (sf)

RATINGS RATIONALE

The upgrades of the pooled classes are due to overall improved
pool financial performance and increased credit support due to
loan payoffs and amortization.The upgrades for the three non-
pooled, or rake classes, which are associated with the Concord
Mills Mall Loan, are due to improved loan performance since last
review as a result of an increase in property cash flow and loan
amortization.

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

Moody's rating action reflects a cumulative base expected loss of
2.7% of the current balance. At last review, Moody's cumulative
base expected loss was 4.4%. 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 JPMCC 2003-C1 X1 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 23 compared to 27 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 May 4, 2011.

DEAL PERFORMANCE

As of the January 12, 2012 distribution date, the aggregate
certificate balance of the pooled classes has decreased by 28% to
$772 million from $1.07 billion at securitization. The
Certificates are collateralized by 85 mortgage loans ranging in
size from less than 1% to 18% of the pool, with the top ten non-
defeased or non-specially serviced loans representing 45% of the
pool. The pool includes two loans, representing 22% of the pool,
with a credit estimate. Twenty-seven loans, representing 26% of
the pool, have defeased and are secured by U.S. Government
securities.

Ten loans, representing 8% of the pool, are on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package. As part of
Moody's ongoing monitoring of a transaction, Moody's reviews the
watchlist to assess which loans have material issues that could
impact performance.

Eight loans have been liquidated from the pool, resulting in a
realized loss of $63.0 million (70% loss severity overall).
Approximately 52% of this deal's aggregate realized loss is
attributed to the liquidation of the Crossroads Mall Loan. This
loan was the deal's second largest loan at securitization and
resulted in a $33 million loss when it was disposed of in June
2010.

Currently two loans, representing 2% of the pool, are in special
servicing. Moody's has estimated an aggregate $8.4 million loss
(54% expected loss, on average) for the specially serviced loans.
The largest specially serviced loan is the 200-220 West Germantown
Pike Loan ($14.3 million -- 1.8% of the pool), which is secured by
two office buildings totaling 115,000 square feet (SF) located in
Plymouth Meeting, PA. Loan performance deteriorated after a tenant
occupying 40% of the net rentable area (NRA) vacated upon its
October 2010 lease expiration. The loan is currently real estate
owned (REO). Moody's has estimated an aggregate $8.4 million loss
(54% expected loss based on a 98% probability of default) for the
specially serviced loans.

Loans representing approximately 95% of the pool mature within the
next 15 months. Moody's expects most of these loans will be able
to refinance at or prior to loan maturity. However, Moody's has
assumed a high default probability for five poorly performing
loans representing 4.5% of the pool and has estimated an aggregate
$5.5 million loss (16% expected loss based on a 32% probability
default) from these troubled loans.

Moody's was provided with full year 2010 and full or partial year
2011 operating results for 94% and 94% of the pool, respectively.
Excluding specially serviced, troubled and defeased loans, Moody's
weighted average conduit LTV is 76%, the same as 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 9.5%.

Excluding specially serviced, troubled and defeased loans,
Moody's actual and stressed conduit DSCR are 1.51X and 1.47X,
respectively, compared to 1.56X and 1.48X 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 Concord Mills Loan
($139.1 million -- 18.0% of the pool), which is secured by a 1.26
million SF regional mall located in Concord, NC. In addition to
the pooled debt, there is a $18.3 million non-pooled, or rake
component, which supports Classes CM1, CM2 and CM3. The mall is a
top shopping, entertainment and tourist destination in North
Carolina with over 17 million visitors annually. In-line occupancy
has improved from 89% at last review to 91% as of September 2011,
with total mall occupancy also increasing from 94% to 95% since
last review. In-line sales have increased over the last three
years from $343 in 2009 to $378 in 2010 and $388 in 2011. Simon
Property Group is the sponsor for the loan. Moody's credit
estimate and stressed DSCR are Aa3 and 1.98X, respectively, as
compared to A1 and 1.83X at last review.

The second loan with a credit estimate is the Bishops Gate Loan
($32.5 million -- 4.2% of the pool), which is secured by two
office buildings totaling 484 thousand SF located in Mt. Laurel,
NJ. The collateral is 100% leased to PHH Mortgage, a subsidiary of
PHH Corporation (Moody's senior unsecured rating Ba2; negative
outlook), through December 2022. The loan has an anticipated
repayment date (ARD) of January 2013 and has amortized 15% since
securitization. Moody's credit estimate and stressed DSCR are A3
and 2.00X, respectively, compared to A3 and 2.04X at last review.

The three largest conduit loans represent 11.5% of the outstanding
pool balance. The largest loan is the Crossways/Newington
Portfolio ($38.6 million -- 5.0% of the pool), which consists of
two cross-collateralized loans secured by two industrial/office
flex buildings totaling 844,000 SF. Both properties are located in
Virginia. As of September 2011, the two properties were 86%
leased, compared to 87% at last review. The loan has amortized 12%
since securitization. Moody's LTV and stressed DSCR are 64% and
1.66X, respectively, compared to 62% and 1.66X at last review.

The second largest loan is the Somerset Shoppes Loan
($26.2 million -- 3.4% of the pool), which is secured by a 189,000
SF community shopping center located in Boca Raton, FL. Major
tenants include T.J. Maxx, Michaels and Loehmann's. The center was
93% leased as of January 2012, the same as at last review.
Property performance has been stable since securitization with
improvement in 2010 over 2009. At last review, Moody's value
reflected the risk tied to high tenant turnover during 2011 and
2012. However, many of these tenants have renewed their leases.
Moody's LTV and stressed DSCR are 92% and 1.15X, respectively,
compared to 105% and 1.01X at last review.

The third largest loan is the Prince Georges Metro Center IV Loan
($23.8 million -- 3.1% of the pool), which is secured by a 178,000
SF class A office building located in near Washington, DC in
Hyattsville, MD. The property was constructed in 2002 as a build-
to-suit for the US Department of Health and Human Services (HHS)
which occupies 100% of the building under a 10-year lease expiring
in December 2012. The loan has amortized 12% since securitization
and matures in March 2013. Moody's believes this loan will be
difficult to refinance if HHS does not renew or a replacement
tenant is not found prior to loan maturity. Moody's analysis
utilized a lit/dark analysis to account for this single tenant
exposure. Moody's LTV and stressed DSCR are 103% and 0.99X,
respectively, compared to 108% and 1.01X at last review.


JPMCC 2004-LN2: Moody's Downgrades Cl. D Notes Rating to 'B1'
-------------------------------------------------------------
Moody's Investors Service downgraded the ratings of four classes
and affirmed the ratings of 10 classes of J.P. Morgan Chase
Commercial Mortgage Securities Corp., Commercial Mortgage Pass-
Through Certificates, Series 2004-LN2:

Cl. A-1, Affirmed at Aaa (sf); previously on Aug 23, 2004
Definitive Rating Assigned Aaa (sf)

Cl. A-2, Affirmed at Aa3 (sf); previously on Dec 2, 2010
Downgraded to Aa3 (sf)

Cl. A-1A, Affirmed at Aa3 (sf); previously on Dec 2, 2010
Downgraded to Aa3 (sf)

Cl. B, Affirmed at Baa1 (sf); previously on Dec 2, 2010 Downgraded
to Baa1 (sf)

Cl. C, Downgraded to Baa3 (sf); previously on Dec 2, 2010
Downgraded to Baa2 (sf)

Cl. D, Downgraded to B1 (sf); previously on Dec 2, 2010 Downgraded
to Ba2 (sf)

Cl. E, Downgraded to B3 (sf); previously on Dec 2, 2010 Downgraded
to B2 (sf)

Cl. F, Downgraded to Caa2 (sf); previously on Dec 2, 2010
Downgraded to Caa1 (sf)

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

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

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

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

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

Cl. X-1, Affirmed at Aaa (sf); previously on Aug 23, 2004
Definitive Rating Assigned Aaa (sf)

RATINGS RATIONALE

The downgrades are due to higher than expected losses from
troubled loans and loans in special servicing. Over 15% of the
pool is currently in special servicing compared to 11% at the last
full 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
7.8% of the current balance. At last review, Moody's cumulative
base expected loss was 7.0%. 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 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 Chase Commercial Mortgage Securities
Corp., Commercial Mortgage Pass-Through Certificates, Series 2004-
LN2 Class X-1 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 45 compared to 50 at Moody's prior review.

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

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

DEAL PERFORMANCE

As of the January 17, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 28% to $892 million
from $1.25 billion at securitization. The Certificates are
collateralized by 143 mortgage loans ranging in size from less
than 1% to 8% of the pool, with the top ten non-defeased loans
representing 32% of the pool. Nine loans, representing 5% of the
pool, have defeased and are secured by U.S. Government securities.

Thirty-three loans, representing 27% of the pool, are on the
master servicer's watchlist. The watchlist includes loans which
meet certain portfolio review guidelines established as part of
the CRE Finance Council (CREFC) monthly reporting package. As part
of Moody's ongoing monitoring of a transaction, Moody's reviews
the watchlist to assess which loans have material issues that
could impact performance.

Fourteen loans have been liquidated from the pool, resulting in a
realized loss of $35.9 million (59% loss severity on average).
Currently 15 loans, representing 15% of the pool, are in special
servicing. The largest specially serviced loan is the Countryside
Apartments Loan ($22.1 million -- 2.5% of the pool), which is
secured by a 701-unit apartment complex located in St. Louis,
Missouri. The subject was built in 1970. The loan was transferred
to special servicing in January 2010 for maturity default and the
property was foreclosed in January 2011. The property has been
impacted by the delivery of newly renovated developments nearby.
As of December 2011, the property was 56% leased compared to 72%
at the last full review. The special servicer plans on marketing
the property for sale after stabilization at the end of 2012.

The remaining 13 specially serviced properties are secured by a
mix of property types. Moody's estimates an aggregate $38.3
million loss for the specially serviced loans (45% expected loss
on average).

Moody's has assumed a high default probability for seven poorly
performing loans representing 5% of the pool and has estimated an
aggregate $6.6 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 97%
of the pool. Excluding specially serviced and troubled loans,
Moody's weighted average LTV is 89% compared to 85% at Moody's
prior review. Moody's net cash flow reflects a weighted average
haircut of 8% 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 1.44X and 1.30X, respectively, compared to
1.58X and 1.35X at last review. Moody's actual DSCR is based on
Moody's net cash flow (NCF) and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.

The top three conduit loans represent 18% of the pool. The largest
performing loan is the World Apparel Center Loan ($68.4 million --
7.7% of the pool), which represents a 33.3% pari-passu interest
in a $205.3 million first mortgage loan. The loan is secured by a
1.1 million square foot (SF) Class A office building located in
the Times Square submarket of New York City. Built in 1970 and
renovated in 2002, the building's principal tenants include Jones
Apparel Group (Moody's senior unsecured rating Ba2, stable
outlook) and JPMorgan Chase & Co. (Moody's senior unsecured rating
Aa3, negative outlook). The property was 89% leased through
September 2011 compared to 91% at last review and 72% at the
second prior review. Jones Apparel Group, whose current lease
expires in April 2012, recently renewed for an additional 15 years
through April 2027. Moody's LTV and stressed DSCR are 81% and
1.17X, respectively, compared to 75% and 1.39X at last review.

The second largest performing loan is the Chesapeake Square Loan
($67.8 million -- 7.6% of the pool), which is secured by an
810,305 SF (530,158 SF of collateral), single-level, enclosed
regional mall located in Chesapeake, Virginia. The loan's sponsor
is Simon Property Group. Anchor tenants include Target (not part
of the collateral), Macy's, Sears and JC Penney. As of September
2011, total and in-line occupancy were 87% and 66% respectively
(the same as at the prior review). Overall, occupancy has been on
the decline primarily since late 2009 when the anchor tenant
Dillard's vacated. However, Burlington Coat Factory has taken a
portion of that space effective as of September 2010. Decreased
rental income from the increased vacancy has deteriorated
financial performance since securitization. Moody's LTV and
stressed DSCR are 137% and 0.79X, respectively, compared to 138%
and 0.78X at last review.

The third largest performing loan is the Embassy Suites - BWI
Airport Loan ($20.6 million -- 2.3% of the pool), which is secured
by a 251-room full service hotel located in Linthicum, Maryland.
This loan is currently on the watchlist due to low occupancy and
DSCR. Occupancy, ADR, and RevPAR were 80%, $125, and $119
respectively during the second quarter 2010 compared to 69%, $100,
and $83 during the same period in 2011. Overall, the hotel market
has been impacted by the economic downturn but Moody's analysis
incorporates an anticipated improvement in the hotel sector.
Moody's LTV and stressed DSCR are 81% and 1.50X, respectively,
compared to 72% and 1.70X at last review.


LBUBS 2001-C2: Moody's Affirms Rating of Cl. F Notes at 'B1'
------------------------------------------------------------
Moody's Investors Service upgraded the ratings of three classes
and affirmed five classes of LB-UBS, Commercial Mortgage Trust,
Commercial Mortgage Pass-Through Certificates, Series 2001-C1:

Cl. X, Affirmed at Aaa (sf); previously on May 24, 2001 Definitive
Rating Assigned Aaa (sf)

Cl. D, Upgraded to Aaa (sf); previously on Feb 24, 2011 Upgraded
to Aa3 (sf)

Cl. E, Affirmed at A3 (sf); previously on Feb 24, 2011 Upgraded to
A3 (sf)

Cl. F, Affirmed at B1 (sf); previously on Feb 11, 2010 Downgraded
to B1 (sf)

Cl. G, Upgraded to B2 (sf); previously on Feb 11, 2010 Downgraded
to Caa1 (sf)

Cl. H, Upgraded to Caa2 (sf); previously on Feb 11, 2010
Downgraded to Ca (sf)

Cl. J, Affirmed at C (sf); previously on Feb 11, 2010 Downgraded
to C (sf)

Cl. K, Affirmed at C (sf); previously on Feb 11, 2010 Downgraded
to C (sf)

RATINGS RATIONALE

The upgrades are due to increased credit subordination levels
resulting from paydowns and amortization. The pool has paid down
62% since Moody's prior review. Although credit support has built
up significantly since last review, Moody's is concerned about
future increased interest shortfalls caused by the anticipated 1%
workout fee upon the liquidation of specially serviced loans and
the payoff of the largest loan in the pool, which previously had
been in special servicing.

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
12.9% of the current balance. At last review, Moody's cumulative
base expected loss was 6.6%. Although the current base expected
loss is higher on a percentage basis compared to last review
because of amortization, it is essentially the same as last review
on a dollar basis. 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 LBUBS 2001-C2 transaction Class X maybe 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
underlying rating of the loan which corresponds to a range of
credit enhancement levels. Actual fusion credit enhancement levels
are selected based on loan level diversity, pool leverage and
other concentrations and correlations within the pool. Negative
pooling, or adding credit enhancement at the underlying rating
level, is incorporated for loans with similar credit estimates in
the same transaction.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 2, compared to 6 at the Moody's prior review.

In cases where the Herf falls below 20, Moody's employs also the
large loan/single borrower methodology. This methodology uses the
excel-based Large Loan Model v 8.2. 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.

DEAL PERFORMANCE

As of the January 16, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 92% to
$98.6 million from $1.32 billion at securitization. The
Certificates are collateralized by seven mortgage loans ranging
in size from less than 1% to 66% of the pool.

Three loans, representing 73% 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-one loans have been liquidated from the pool since
securitization, resulting in a $54.2 million loss (39% loss
severity on average). The pool has experienced an aggregate
$51.7 million loss at last review. Realized losses have resulted
in 100% principal loss for Classes L through Q and a 70% loss to
Class K. There are presently four loans, representing 27% of the
pool, in special servicing. The largest specially serviced loan is
the Shadowood Office Park Loan ($12.4 million -- 12.6% of the
pool), which is secured by a 197,452 square foot (SF) three-
building office complex located in Atlanta, Georgia. This loan was
transferred to special servicing in February 2010 due to imminent
default and is now real estate owned (REO). The buildings are
approximately 40% leased.

The second largest specially serviced loan is the Metroplex Tech
Center I Loan ($9.4 million -- 9.5% of the pool), which is secured
by a 106,000 SF office building located in Carrollton, Texas. The
loan was transferred to special servicing in December 2009 due to
technical default and it is now REO.

Moody's estimates an aggregate $10.4 million loss for all
specially serviced loans (38% expected loss on average). The
special servicer has recognized appraisal reductions totaling
$6.1 million for two specially serviced loans.

Moody's was provided with full year 2010 and partial year 2011
operating results for 100% and 97%, respectively, of the
performing loans. Excluding specially serviced loans, Moody's
weighted average LTV is 88% compared to 73% at Moody's prior
review. Moody's net cash flow reflects a weighted average haircut
of 15% to the most recently available net operating income.
Moody's value reflects a weighted average capitalization rate of
9.4%.

Excluding specially serviced loans, Moody's actual and stressed
DSCRs are 1.08X and 1.15X, respectively, compared to 1.30X and
1.39X 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 performing loan is the NewPark Mall Loan
($64.8 million -- 65.7% of the pool), which is secured by the
borrower's interest in a 1.2 million SF enclosed regional shopping
mall located in Newark, California. The loan sponsor is an
affiliate of General Growth Properties (GGP). The loan had been in
special servicing due to GGP's bankruptcy filing but was
transferred back to the master servicer in the fall of 2010 after
the maturity date was extended from June 2010 to August 2014 as
part of the bankruptcy court's reorganization plan. Anchor tenants
include Target, Macy's, Sears and JC Penney. As of September 2011
in-line and total mall occupancy were 79% and 92%, respectively,
compared to 61% and 96% at last review. Financial performance has
declined since last review due to lower rental rates for new and
renewing tenants and an increase in concessions. Net operating
income ( NOI) has decreased by 13% since last review. The loan is
on the servicer's watchlist. Moody's LTV and stressed DSCR are 85%
and 1.18X, respectively, compared to 71% and 1.38X at last review.

The second largest performing loan is the Willow Ridge Loan
($5.3 million -- 5.4% of the pool), which is secured by a 157-
unit, 11-building apartment/affordable housing property located in
Avondale Estate, Georgia. The original maturity was extended to
December 2012. As of September 2011 the property was 94% leased.
Performance has been stable for the last two years. The loan is on
the servicer's watchlist. Moody's LTV and stressed DSCR are 117%
and 0.83X, respectively, compared to 118% and 0.83X at last
review.

The third largest performing loan is the Woodbridge Commons
Shopping Center Loan ($1.6 million -- 1.6% of the pool), which is
secured by a 10,609 SF retail shopping center located in Elgin,
Illinois. The loan just returned from the special servicer after
being extended to March 2012 with an additional extension option
to March 2013. The property was apprised for $2.0 million in
February 2011. Performance has declined since last review. NOI has
decreased by 10% since last review. The loan is on the servicer's
watchlist for upcoming maturity. Moody's LTV and stressed DSCR are
96% and 1.07X, respectively, compared to 79% and 1.29X at last
review.


LIGHTPOINT CLO VIII: S&P Raises Rating on Class E Notes to 'BB'
---------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-1-B, B, C, D, and E notes from LightPoint CLO VIII Ltd., a
collateralized loan obligation (CLO) transaction managed by
Neuberger Berman Inc. "At the same time, we removed these ratings
from CreditWatch, where we placed them with positive implications
on Nov. 14, 2011. We also affirmed our rating on the class A-1-A
notes," S&P said.

"The upgrades reflect the improved performance we have observed in
the deal's underlying asset portfolio since our November 2009
rating actions. According to the Dec. 7, 2011 trustee report, the
transaction's asset portfolio did not hold any defaulted assets,
down from the $14 million noted in the October 2009 trustee
report. Additionally, the collateral pool consisted of
approximately $13 million in assets from obligors rated in the
'CCC' category in December 2011, down from $29 million in October
2009," S&P said.

"We affirmed our rating on the class A-1-A notes to reflect the
sufficient credit support available at the class' current rating
level," S&P said.

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

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

Rating Affirmed

LightPoint CLO VIII Ltd.
Class                Rating
A-1-A                AAA (sf)


MADISON AVENUE: Moody's Raises Class B Notes Rating to 'Caa3'
-------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of two classes
of notes issued by Madison Avenue Structured Finance CDO I,
Limited. The notes affected by the rating action are:

US$250,000,000 Class A Floating Rate Notes Due 2036 (current
balance of $32,523,818), Upgraded to Baa3 (sf); previously on
July 31, 2009 Downgraded to Ba2 (sf);

US$21,000,000 Class B Floating Rate Notes Due 2036 (current
balance of $21,000,000), Upgraded to Caa3 (sf); previously on
June 17, 2010 Downgraded to Ca (sf).

RATINGS RATIONALE

According to Moody's, the rating action results primarily from the
delevering of the Class A Notes. Moody's notes that the Class A
Notes have paid down by approximately 44% or $25 million since the
rating action in June 2010 and the par coverage on the Class A
Notes has increased as a result. As of the last payment date, both
interest proceeds and principal proceeds are being diverted to pay
down the principal balance of the Class A Notes due to the Class
AB overcollateralization test failure. Based on the latest trustee
report dated December 2011, the Class AB overcollateralization
ratio is reported at 104.59% versus a May 2010 level of 92.84%.

Madison Avenue Structured Finance CDO I, Limited, issued on
December 5, 2001, is a collateralized debt obligation backed
primarily by a portfolio of RMBS, CMBS and Consumer ABS loans.

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

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

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

Moody's notes that in arriving at its ratings of SF CDOs, there
exist a number of sources of uncertainty, operating both on a
macro level and on a transaction-specific level. Primary sources
of assumption uncertainty are the extent of the slowdown in growth
in the current macroeconomic environment and the commercial and
residential 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. Among the uncertainties in the residential
real estate property market 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 non-investment grade rated assets notched up by 2 rating
notches:

Class A: 0

Moody's non-investment grade rated assets notched down by 2 rating
notches:

Class A: 0


MAGNOLIA FINANCE: Moody's Affirms Rating of Notes Due 2045 at 'C'
-----------------------------------------------------------------
Moody's has affirmed one class of Notes issued by Magnolia Finance
II Series 2007-5. The affirmation is due to the key transaction
parameters performing within levels commensurate with the existing
rating 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:

CMBS Portfolio Variable Rate Notes due October 2045, Affirmed at C
(sf); previously on Mar 2, 2011 Downgraded to C (sf)

RATINGS RATIONALE

Magnolia Finance II plc Series 2007-5 is a static synthetic CRE
CDO transaction backed by a portfolio of commercial mortgage
backed securities (CMBS) reference obligations (100.0% of the pool
balance). All of the CMBS reference obligations were securitized
between 2005 and 2007.

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 reference obligation pool.
Moody's modeled a bottom-dollar WARF of 8,458 compared to 8,448 at
last review. The distribution of current ratings and credit
estimates is: Baa1-Baa3 (2.2% compared to 2.0% at last review),
Ba1-Ba3 (2.2% compared to 0.0% at last review), B1-B3 (6.7%
compared to 12.0% at last review), and Caa1-C (88.8% compared to
86.0% 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 5.5
years compared to 5.4 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 0.0% compared to 1.1% at last review.

MAC is a single factor that describes the pair-wise asset
correlation to the default distribution among the instruments
within the reference obligation pool (i.e. the measure of
diversity). Moody's modeled a MAC of 0.0% compared to 99.9% 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, 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 principal methodology used in this rating was "Moody's
Approach to Rating SF CDOs" published in November 2010.


MAGNOLIA FINANCE: Moody's Affirms Rating of Notes Due 2052 at 'C'
-----------------------------------------------------------------
Moody's has affirmed one class of Notes issued by Magnolia Finance
II Series 2007-2A. The affirmation is due to the key transaction
parameters performing within levels commensurate with the existing
rating level. 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:

CMBS Portfolio Variable Rate Notes due November 2052, Affirmed at
C (sf); previously on Mar 2, 2011 Downgraded to C (sf)

RATINGS RATIONALE

Magnolia Finance II plc Series 2007-2A is a static synthetic CRE
CDO transaction backed by a portfolio of commercial mortgage
backed securities (CMBS) reference obligations (100.0% of the pool
balance). All of the CMBS reference obligations were securitized
between 2005 and 2006.

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 reference obligation pool.
Moody's modeled a bottom-dollar WARF of 8,803 compared to 8,673 at
last review. The distribution of current ratings and credit
estimates is: Baa1-Baa3 (1.7% compared to 1.6% at last review),
Ba1-Ba3 (0% compared to 1.6% at last review), B1-B3 (5.0% compared
to 7.8% at last review), and Caa1-C (93.4% compared to 89.1% 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 5.3
years compared to 5.4 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 0.6% compared to 3.9% at last review.

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

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


MAGNOLIA FINANCE: Moody's Affirms Rating of Cl. D Notes at 'C'
--------------------------------------------------------------
Moody's has affirmed two classes of Notes issued by Magnolia
Finance II Series 2007-2. The affirmations are due to the key
transaction parameters performing within levels commensurate with
the existing ratings levels. The rating on the Class E note will
subsequently be withdrawn as it has experienced a write-down to
zero. 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:

Cl. D CMBS Portfolio Variable Rate Notes due November 2052,
Affirmed at C (sf); previously on Mar 17, 2010 Downgraded to C
(sf)

Cl. E CMBS Portfolio Variable Rate Notes due November 2052,
Affirmed at C (sf); previously on Mar 17, 2010 Downgraded to C
(sf)

RATINGS RATIONALE

Magnolia Finance II Series 2007-2 is a static synthetic CRE CDO
transaction backed by a portfolio of commercial mortgage backed
securities (CMBS) reference obligations (100% of the pool
balance). All of the CMBS reference obligations were securitized
between 2005 and 2006.

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 reference obligation pool.
Moody's modeled a bottom-dollar WARF of 8,803 compared to 8,673 at
last review. The distribution of current ratings and credit
estimates is: Baa1-Baa3 (1.7% compared to 1.6% at last review),
Ba1-Ba3 (0.0% compared to 1.6% at last review), B1-B3 (5.0%
compared to 7.8% at last review), and Caa1-C (93.4% compared to
89.1% 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 5.3
years compared to 5.4 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 0.6% compared to 3.9% at last review.

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

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


ML-CFC COMMERCIAL: Fitch Rates $109MM Class AJ Notes 'B-sf'
-----------------------------------------------------------
Fitch Ratings has placed these classes of ML-CFC Commercial
Mortgage Trust, series 2007-8 (ML-CFC 2007-8) on Rating Watch
Negative:

  -- $126.9 million class AM 'AAsf';
  -- $116.6 million class AM-A 'AAsf';
  -- $109.4 million class AJ 'B-sf;
  -- $100.6 million class AJ-A 'B-sf'.

The classes have been placed on Rating Watch Negative due to an
expectation for increased losses following updated valuations on
several specially serviced loans

The largest specially serviced loan is the Empirian Multifamily
Portfolio 2(14.8% of the pool), which is secured by 73 multifamily
properties totaling 6,892 units, located across eight states.

Fitch expects to resolve the Rating Watch status following updated
information on valuations and potential resolutions.  Following
its review, the classes placed on Rating Watch Negative may be
downgraded several categories.


ML-CFC COMMERCIAL: Moody's Lowers Cl. AJ Notes Rating to 'Ba3'
--------------------------------------------------------------
Moody's Investors Service downgraded the ratings of 11 classes and
affirmed 10 classes of ML-CFC Commercial Mortgage Trust 2006-4
Commercial Mortgage Pass-Through Certificates, Series 2006-4:

Cl. A-2, Affirmed at Aaa (sf); previously on Jan 3, 2007
Definitive Rating Assigned Aaa (sf)

Cl. A-2FL, Affirmed at Aaa (sf); previously on Jan 3, 2007
Definitive Rating Assigned Aaa (sf)

Cl. A-2FX, Affirmed at Aaa (sf); previously on Mar 15, 2010
Assigned Aaa (sf)

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

Cl. A-1A, Affirmed at Aaa (sf); previously on Jan 3, 2007
Definitive Rating Assigned Aaa (sf)

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

Cl. AM, Downgraded to A1 (sf); previously on Dec 9, 2011 Aa2 (sf)
Placed Under Review for Possible Downgrade

Cl. AJ, Downgraded to Ba3 (sf); previously on Dec 9, 2011 Baa3
(sf) Placed Under Review for Possible Downgrade

Cl. AJ-FL, Downgraded to Ba3 (sf); previously on Dec 9, 2011 Baa3
(sf) Placed Under Review for Possible Downgrade

Cl. AJ-FX, Downgraded to Ba3 (sf); previously on Dec 9, 2011 Baa3
(sf) Placed Under Review for Possible Downgrade

Cl. B, Downgraded to B2 (sf); previously on Dec 9, 2011 Ba2 (sf)
Placed Under Review for Possible Downgrade

Cl. C, Downgraded to Caa1 (sf); previously on Dec 9, 2011 B1 (sf)
Placed Under Review for Possible Downgrade

Cl. D, Downgraded to Caa2 (sf); previously on Dec 9, 2011 B2 (sf)
Placed Under Review for Possible Downgrade

Cl. E, Downgraded to Caa3 (sf); previously on Dec 9, 2011 B3 (sf)
Placed Under Review for Possible Downgrade

Cl. F, Downgraded to Caa3 (sf); previously on Dec 9, 2011 Caa2
(sf) Placed Under Review for Possible Downgrade

Cl. G, Downgraded to C (sf); previously on Dec 9, 2011 Ca (sf)
Placed Under Review for Possible Downgrade

Cl. H, Downgraded to C (sf); previously on Dec 9, 2011 Ca (sf)
Placed Under Review for Possible Downgrade

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

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

Cl. XP, Affirmed at Aaa (sf); previously on Jan 3, 2007 Definitive
Rating Assigned Aaa (sf)

Cl. XC, Affirmed at Aaa (sf); previously on Jan 3, 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, interest shortfalls and concerns
about refinance risk associated with loans that have reached
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.

On December 9, 2011 Moody's placed 11 classes on review for
possible downgrade. This action concludes Moody's review.

Moody's rating action reflects a cumulative base expected loss of
9.4% of the current balance. At last review, Moody's cumulative
base expected loss was 7.6%. 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 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 2006-4 Commercial
Mortgage Pass-Through Certificates, Series 2006-4 Classes XP and
XC 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
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 March 2, 2011.

DEAL PERFORMANCE

As of the January 12, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 19% to $3.7 billion
from $4.5 billion at securitization. The Certificates are
collateralized by 246 mortgage loans ranging in size from less
than 1% to 11% of the pool, with the top ten loans representing
32% of the pool. The pool contains one loan with an investment
grade credit estimate that represents 1% of the pool.

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

Twenty-five loans have been liquidated from the pool, resulting in
an aggregate realized loss of $129.0 million (46% loss severity
overall). Thirty-five loans, representing 20% of the pool, are
currently in special servicing. The largest loan in special
servicing is the Pinnacle Hills Promenade Loan ($140 million --
3.8%), which is secured by a 661,071 square foot (SF) (425,965
SF of which represent the collateral) mall located in Rogers,
Arkansas. The loan was transferred to special servicing in October
2011 due to imminent maturity default and was subsequently granted
a 60-day extension to negotiate a long-term proposal. The loan was
scheduled to mature in December 2011. The mall is anchored by
Dillard's and J.C. Penney and was 92% leased as of September 2011.
The workout discussion between the special servicer and borrower
is ongoing and no workout agreement has been reached. The master
servicer has recognized an aggregate $177.5 million appraisal
reduction for 25 of the specially serviced loans. Moody's has
estimated an aggregate $220.2 million loss (37% expected loss on
average) for the specially serviced loans.

Moody's has assumed a high default probability for 22 poorly
performing loans representing 9% of the pool and has estimated a
$51.3 million aggregate loss (15% expected loss based on a 50%
probability default) from these troubled loans.

As of the most recent remittance date, the pool has experienced
cumulative interest shortfalls totaling $16.1 million and
affecting Classes S through E. Moody's anticipates that the pool
will continue to experience interest shortfalls caused by
specially serviced loans. Interest shortfalls are caused by
special servicing fees, including workout and liquidation fees,
appraisal subordinate entitlement reductions (ASERs), loan
modifications, extraordinary trust expenses and non-advancing by
the master servicer based on a determination of non-
recoverability.

Moody's was provided with full year 2010 and partial year 2011
operating results for 97% and 56% of the pool's non-specially
serviced loans, respectively. Excluding specially serviced and
troubled loans, Moody's weighted average conduit LTV is 116%
compared to 124% 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 specially serviced and troubled loans, Moody's conduit
actual and stressed DSCRs are 1.18X and 0.90X, respectively,
compared to 1.21X and 0.85X at last review. Moody's actual DSCR is
based on Moody's net cash flow (NCF) and the loan's actual debt
service. Moody's stressed DSCR is based on Moody's NCF and a 9.25%
stressed rate applied to the loan balance.

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 48, the same at Moody's prior review.

The loan with a credit estimate is the White Oaks Mall Loan
($50 million -- 1.4%), which is secured by a 834,000 SF regional
mall located in Springfield, Illinois. The loan is interest only
for its entire 10-year term. The property was 90% leased as of
September 2011 compared to 89% at last review. The center is
anchored by Sears, Macy's and Bergner's. Moody's considered
potential leasing volatility in its analysis as 26% and 9% of
the inline net rentable area (NRA) expires in 2012 and 2013,
respectively. Moody's current credit estimate and stressed DSCR
are Baa1 and 1.52X, respectively, compared to A3 and 1.56X at last
review.

The top three performing conduit loans represent 15% of the pool
balance. The largest loan is the Park La Brea Apartments Loan
($387.5 million -- 10.6%), which represents a pari passu interest
in a $775 million first mortgage loan. The loan is secured by a
4,238-unit multifamily complex located in Hollywood, California.
The property was 97% leased as of October 2011, essentially the
same at last review. The loan is interest only for its entire 10
year 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 Georgetown Renaissance Portfolio
Loan ($100 million -- 2.7%), which is secured by 18 cross-
collateralized and cross-defaulted mixed-use properties located in
Washington, DC and Alexandria, Virginia. The majority of the
properties are located in the Georgetown Submarket along M Street.
The portfolio was 99% leased as of September 2011 compared to 90%
as of December 2010 and 74% at securitization. Although occupancy
remains strong, 14% and 28% of the NRA expires in 2012 and 2013,
respectively. Moody's considered the potential leasing volatility
in its analysis. Overall, loan performance remains stable. Moody's
LTV and stressed DSCR are 104% and 0.96X, respectively, compared
to 103% and 0.97X at last review.

The third largest loan is the Anaheim Plaza Loan ($61.8 million --
1.7%), which is secured by a retail property located in Anaheim,
California. The property is shadow-anchored by Walmart Supercenter
and major tenants include Forever 21 (23% of the NRA), El Super
(16% of the NRA) and Office Max (9% of the NRA). The property was
98% leased as of September 2011 compared to 99% as of December
2010. Moody's LTV and stressed DSCR are 137% and 0.71X,
respectively, compared to 154% and 0.63X at last review.


MLFA 2005-CANADA 15: Moody's Affirms Cl. F Notes Rating at 'Ba1'
----------------------------------------------------------------
Moody's affirmed the ratings of 18 classes of Merrill Lynch
Financial Assets Inc., Commercial Mortgage Pass-Through
Certificates, Series 2005-Canada 15:

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

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

B, Affirmed at Aaa (sf); previously on Feb 16, 2011 Upgraded to
Aaa (sf)

C, Affirmed at Aa3 (sf); previously on Feb 16, 2011 Upgraded to
Aa3 (sf)

D-1, Affirmed at Baa1 (sf); previously on Feb 16, 2011 Upgraded to
Baa1 (sf)

D-2, Affirmed at Baa1 (sf); previously on Feb 16, 2011 Upgraded to
Baa1 (sf)

E-1, Affirmed at Baa3 (sf); previously on Apr 11, 2005 Definitive
Rating Assigned Baa3 (sf)

E-2, Affirmed at Baa3 (sf); previously on Apr 11, 2005 Definitive
Rating Assigned Baa3 (sf)

F, Affirmed at Ba1 (sf); previously on Apr 11, 2005 Definitive
Rating Assigned Ba1 (sf)

G, Affirmed at Ba2 (sf); previously on Apr 11, 2005 Definitive
Rating Assigned Ba2 (sf)

H, Affirmed at Ba3 (sf); previously on Apr 11, 2005 Definitive
Rating Assigned Ba3 (sf)

J, Affirmed at B2 (sf); previously on Dec 3, 2009 Downgraded to B2
(sf)

K, Affirmed at Caa1 (sf); previously on Dec 3, 2009 Downgraded to
Caa1 (sf)

L, Affirmed at Caa2 (sf); previously on Dec 3, 2009 Downgraded to
Caa2 (sf)

XC-1, Affirmed at Aaa (sf); previously on Apr 11, 2005 Definitive
Rating Assigned Aaa (sf)

XC-2, Affirmed at Aaa (sf); previously on Apr 11, 2005 Definitive
Rating Assigned Aaa (sf)

XP-1, Affirmed at Aaa (sf); previously on Apr 11, 2005 Definitive
Rating Assigned Aaa (sf)

XP-2, Affirmed at Aaa (sf); previously on Apr 11, 2005 Definitive
Rating Assigned Aaa (sf)

RATINGS RATIONALE

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

Moody's rating action reflects a cumulative base expected loss of
1.8% of the current balance, the same as at last review. Depending
on the timing of loan payoffs and the severity and timing of
losses from specially serviced loans, the credit enhancement level
for investment grade classes could decline below the current
levels. If future performance materially declines, the expected
level of credit enhancement and the priority in the cash flow
waterfall may be insufficient for the current ratings of these
classes.

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 Merrill Lynch Financial Assets Inc., Commercial
Mortgage Pass-Through Certificates, Series 2005-Canada 15 Classes
XC-1, XC-2, XP-1 and XP-2 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 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 20, up from 19 at last review.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp --and on a periodic
basis through a comprehensive review. Moody's prior full review is
summarized in a press release dated February 16, 2011.

DEAL PERFORMANCE

As of the January 12, 2012 distribution date, the transaction's
aggregate certificate balance had decreased by 34.5% to
$291.0 million from $440.0 million at securitization. The
Certificates are collateralized by 43 mortgage loans which range
in size from less than 1% to 13% of the pool, with the top ten
loans representing 50% of the pool. The pool contains one loan
with an investment grade credit estimate, representing 13% of the
pool.

Five loans, representing 16% 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.

One loan has been liquidated from the pool since securitization,
resulting in approximately a $630,000 loss (41% loss severity
overall). There are currently no loans in special servicing.

Moody's has assumed a high default probability for two poorly
performing loans representing 3% of the pool and has estimated a
$1.4 million loss (15% expected loss based on a 50% probability
default) from these troubled loans.

Moody's was provided with full year 2010 financials for 62% of the
pool. Excluding troubled loans, Moody's weighted average LTV is
75% compared to 76% at Moody's prior review. Moody's net cash flow
reflects a weighted average haircut of 11.0% to the most recently
available net operating income. Moody's value reflects a weighted
average capitalization rate of 9.0%.

Excluding troubled loans, Moody's actual and stressed DSCRs are
1.53X and 1.38X, respectively, compared to 1.50X and 1.32X 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 an investment grade credit estimate is the EPR
Pooled Senior Interest Loan ($36.8 million -- 12.6% of the pool),
which is a 50% pari passu interest in a $73.6 million first
mortgage loan. The loan is secured by four separate multiplex
anchored retail plazas totaling 985,000 square feet (SF). All four
multiplexes are operated by AMC Cinemas. The portfolio's weighted
average occupancy on October 31, 2011 was 98%, the same as at last
review. The sponsor is Entertainment Properties Trust (Moody's
senior unsecured rating Baa3, stable outlook). The loan benefits
from a 20 year amortization schedule and has amortized 23% since
securitization and 4% since last review. The loan is currently on
the watchlist due to deferred maintenance at one of the four
properties. In the event that the property with deferred
maintenance will need to temporarily close due to the repairs, the
cash flow from the other properties is sufficient for Moody's
current credit estimate. Moody's credit estimate and stressed DSCR
are Aaa and 3.75X, respectively, compared to Aaa and 3.21X at last
review.

The top three performing conduit loans represent 17% of the pool
balance. The largest conduit loan is the Calloway Saint John Loan
($20.5 million -- 7.0% of the pool), which is secured by a 271,000
SF Wal-Mart anchored retail center located in St. John, New
Brunswick. The retail center is also shadow anchored by a Canadian
Tire Store and Kent Home Improvement Centre. Wal-Mart leases 47%
of the net rentable area (NRA) through November 2019. As of
October 2011, the property was 94% leased compared to 100% at last
review. The loan is full recourse to Calloway REIT. Moody's LTV
and stressed DSCR are 69% and 1.32X, respectively, as compared to
69% and 1.34X at last review.

The second largest conduit loan is the 276-288 St Jacques Loan
($15.0 million -- 5.21% of the pool), which is secured by a
236,000 SF office property located in Old Montreal, Quebec. As of
November 2011, the property was 96% leased, compared to 99% at
last review. The Government of Quebec leases approximately 55% of
the NRA with lease expirations ranging from 2015-17. The loan has
benefited from 1.6% amortization since last review. Moody's LTV
and stressed DSCR are 72% and 1.42X, respectively, compared to 74%
and 1.35X at last review.

The third largest conduit loan is the Prospera Portfolio
($14.2 million -- 4.9% of the pool), which is secured by eight
cross-collateralized and cross-defaulted office properties located
in Abbotsford, British Columbia. The properties total 108,000 SF.
The portfolio's performance has improved since last review due to
increased rental rates at several of the properties. The portfolio
has also benefited from 2.5% of amortization since last review.
Moody's LTV and stressed DSCR are 73% and 1.37X, respectively,
compared to 80% and 1.24X at last review.


MFLA 2006-CAN18: Moody's Affirms Cl. F Notes Rating at 'Ba1'
------------------------------------------------------------
Moody's upgraded two classes and affirmed the ratings of 13
classes of Merrill Lynch Financial Assets Inc., Commercial
Mortgage Pass-Through Certificates, Series 2006-Canada 18:

Cl. A-2, Affirmed at Aaa (sf); previously on Mar 13, 2006
Definitive Rating Assigned Aaa (sf)

Cl. A-3, Affirmed at Aaa (sf); previously on Mar 13, 2006
Definitive Rating Assigned Aaa (sf)

Cl. B, Upgraded to Aa1 (sf); previously on Mar 13, 2006 Definitive
Rating Assigned Aa2 (sf)

Cl. C, Upgraded to A1 (sf); previously on Mar 13, 2006 Definitive
Rating Assigned A2 (sf)

Cl. D, Affirmed at Baa2 (sf); previously on Mar 13, 2006
Definitive Rating Assigned Baa2 (sf)

Cl. E, Affirmed at Baa3 (sf); previously on Mar 13, 2006
Definitive Rating Assigned Baa3 (sf)

Cl. F, Affirmed at Ba1 (sf); previously on Mar 13, 2006 Definitive
Rating Assigned Ba1 (sf)

Cl. G, Affirmed at Ba2 (sf); previously on Mar 13, 2006 Definitive
Rating Assigned Ba2 (sf)

Cl. H, Affirmed at Ba3 (sf); previously on Mar 13, 2006 Definitive
Rating Assigned Ba3 (sf)

Cl. J, Affirmed at B1 (sf); previously on Mar 13, 2006 Definitive
Rating Assigned B1 (sf)

Cl. K, Affirmed at B2 (sf); previously on Mar 13, 2006 Definitive
Rating Assigned B2 (sf)

Cl. L, Affirmed at B3 (sf); previously on Mar 13, 2006 Definitive
Rating Assigned B3 (sf)

Cl. XP-1, Affirmed at Aaa (sf); previously on Mar 13, 2006
Definitive Rating Assigned Aaa (sf)

Cl. XP-2, Affirmed at Aaa (sf); previously on Mar 13, 2006
Definitive Rating Assigned Aaa (sf)

Cl. XC, Affirmed at Aaa (sf); previously on Mar 13, 2006
Definitive Rating Assigned Aaa (sf)

RATINGS RATIONALE

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

Moody's rating action reflects a cumulative base expected loss
of 1.9% of the current balance compared to 2.0% at last review.
Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline
below the current levels. If future performance materially
declines, the expected level of credit enhancement and the
priority in the cash flow waterfall may be insufficient for
the current ratings of these classes.

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 2006-Canada 18 Classes
XP1, XP2 and XC 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 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 24, down from 26 at last review.

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

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

DEAL PERFORMANCE

As of the January 12, 2012 distribution date, the
transaction's aggregate certificate balance has decreased by
28% to $424.9 million from $590.2 million at securitization.
The Certificates are collateralized by 63 mortgage loans which
range in size from less than 1% to 11% of the pool, with the
top ten loans representing 52% of the pool. No loans have credit
estimates. One loan, representing 2% of the pool has defeased
and is collateralized by Canadian Government securities.

Eight loans, representing 8% of the pool, are on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package. As part of
Moody's ongoing monitoring of a transaction, Moody's reviews the
watchlist to assess which loans have material issues that could
impact performance. No loans have been liquidated from the pool
since securitization. There are currently no loans in special
servicing and Moody's has estimated no losses for specially
serviced loans.

Moody's has assumed a high default probability for one poorly
performing loan representing 0.5% of the pool and has estimated a
$415,000 loss (20% expected loss based on a 50% probability
default) from this troubled loan.

Moody's was provided with full year 2010 operating results for 75%
of the pool's non-specially serviced loans.

Excluding specially serviced and troubled loans, Moody's
weighted average LTV is 80% compared to 86% at Moody's prior
review. Moody's net cash flow reflects a weighted average haircut
of 11.0% to the most recently available net operating income.
Moody's value reflects a weighted average capitalization rate of
9.1%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.49X and 1.28X, respectively, compared to
1.46X 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 top three performing loans represent 26% of the pool
balance. The largest loan is the TransGlobe Pooled Senior Loan
($47.9 million -- 11.3% of the pool), which represents the
borrower's 45% pari-passu interest in a $106.3 million A note.
There is also $11.0 million B note held outside the trust. The
loan is secured by 25 multifamily properties totaling 2,214 units
located in Ontario and Nova Scotia. The loan was transferred to
special servicing in September 2009 because the borrower obtained
subordinate financing without the lender's approval. Prior to
transferring back to the master servicer, the loan was modified,
three properties were released and subordinate debt was repaid in
full and a partial prepayment of $7.4 million was made. The
portfolio's performance has improved since last review due to
higher revenues. Moody's LTV and stressed DSCR are 88% and 1.04X,
respectively, compared to 110% and 0.84X at last review.

The second largest loan is the Anchored Retail Portfolio Loan
($38.2 million -- 9.0% of the pool), which is secured by 14 retail
centers ranging in size from 6,054 SF to 58,343 SF and totaling
369,618 SF. Thirteen of the properties are located in Quebec and
one is located in Ontario. The largest tenant at each center is
Jean Coutu (34% of net rentable area), a Canadian pharmacy chain,
with leases maturing in 2020. Financial performance declined
slightly between year-end 2010 and 2009 with occupancy reported
at 95% as of April 2011 versus 96% at last review. The loan has
amortized 10% since securitization. Moody's LTV and stressed DSCR
are 92% and 1.06X, respectively, compared to 96% and 1.01X at last
review.

The third largest performing loan is the Halifax Marriott Center
Loan ($26.0 million -- 5.1% of the pool), which is secured by a
six-story full service hotel located on Halifax's waterfront at
the northern edge of the central business district. The property
is connected to the Halifax Casino via a pedestrian walkway.
Performance improved since last review and the loan has amortized
13% since securitization. Moody's LTV and stressed DSCR are 57%
and 1.98X, respectively, compared to 63% and 1.80X at last review.


MORGAN STANLEY: Fitch Downgrades Rating on 14 Note Classes
----------------------------------------------------------
Fitch Ratings has downgraded 14 and affirmed two classes of Morgan
Stanley Capital I Trust 2005-TOP17 (MSCI 2005-TOP17) commercial
mortgage pass-through certificates.

The downgrades reflect updated valuations for specially serviced
loans in the pool, including the recently modified Coventry Mall
(9.4%).  Fitch modeled losses of 7.24% of the remaining pool.
There are currently five specially-serviced loans (11.65%) in the
pool.

As of the January 2012 distribution date, the pool's aggregate
principal balance has been reduced by 22.7% (including 0.25% of
realized losses) to $758.3 million from $980.8 million at
issuance.  Four loans in the pool (3.6%) are currently defeased.
Interest shortfalls are affecting classes K through P.

The largest contributor to modeled losses is a specially-serviced
loan secured by Coventry Mall, an 803,898 square foot (sf)
regional mall located in Pottstown, PA. The loan was transferred
to special servicing in February 2011 due to the borrower's
request for a loan restructure.  Two of the property's tenants,
Boscov's (24% of NRA) and Super Fresh Market (5% of NRA), filed
for bankruptcy.  As a result, the property has suffered from a
decline in percentage rents since issuance.  Boscov's has emerged
from bankruptcy and remains in occupancy at the property. Super
Fresh Market vacated in April 2009 and its parent company, A&P,
filed for bankruptcy in December 2010.  The loan modification
closed in December 2011 and included the creation of a Hope Note.

The second largest contributor to modeled losses is secured by a
50,055 sf retail center located in Fort Lauderdale, FL.  Occupancy
has decreased from 84% in December 2009 to 50% in June 2011.
Property performance is significantly below issuance.  For YE
2010, the servicer-reported DSCR was 0.57 times (x) compared to
1.34x at issuance.

Fitch downgrades these classes:

  -- $74.8 million class A-J to 'Asf' from 'AAsf'; Outlook Stable;
  -- $20.8 million class B to 'BBB-sf' from 'Asf'; Outlook Stable;
  -- $7.4 million class C to 'BBsf' from 'Asf'; Outlook Stable;
  -- $11 million class D to 'CCCsf' from 'BBBsf'; RE 100%;
  -- $9.8 million class E to 'CCCsf' from 'BBB-sf'; RE 50%;
  -- $6.1 million class F to 'CCCsf' from 'BBsf'; RE 0%;
  -- $7.4 million class G to 'CCCsf' from 'Bsf'; RE 0%;
  -- $7.4 million class H to 'CCCsf' from 'B-sf'; RE 0%;
  -- $2.5 million class J to 'CCsf' from 'CCCsf'; RE to 0% from
     100%;
  -- $3.7 million class K to 'CCsf' from 'CCCsf'; RE to 0% from
     100%;
  -- $3.7 million class L to 'Csf' from 'CCCsf'; RE to 0% from
     100%;
  -- $1.2 million class M to 'Csf' from 'CCCsf'; RE to 0% from
     100%;
  -- $1.2 million class N to 'Csf' from 'CCCsf'; RE to 0% from
     100%;
  -- $2.5 million class O to 'Csf' from 'CCsf'; RE to 0% from 95%.

In addition, Fitch affirms these classes as indicated:

  -- $18 million class A-AB at 'AAAsf'; Outlook Stable;
  -- $576 million class A-5 at 'AAAsf'; Outlook Stable.

Classes A-1 through A-4 are paid in full.  Fitch does not rate
class P.  The rating on classes X-1 and X-2 have previously been
withdrawn.


MORGAN STANLEY: Fitch Lowers Rating on 19 Note Classes
------------------------------------------------------
Fitch Ratings has downgraded 19 classes of Morgan Stanley Capital
I Trust 2006-HQ9 commercial mortgage pass-through certificates,
primarily due to an increase in expected losses on specially
serviced loans.

The downgrades reflect an increase in expected losses on loans in
special servicing.  Fitch modeled losses of 5.8% (6.6% cumulative
transaction losses which includes losses realized to date). F itch
expects losses on specially serviced loans to deplete classes K
through Q and a portion of class J.  As of January 2012, there are
cumulative interest shortfalls in the amount of $7.13 million
currently affecting classes K through Q.

As of the January 2012 distribution date, the pool's aggregate
principal balance has been paid down by 8.2% to $2.39 billion from
$2.60 billion at issuance.  There are no defeased loans.

Fitch has identified 59 loans (23.5%) as Fitch Loans of Concern,
which includes 21 specially serviced loans (8.1%).

The largest contributor to losses is the Center Point Complex
Portfolio loan (1.27%) which is secured by four specialty trade-
mart properties located in High Point, NC.  The aggregate square
footage for the portfolio is 460,681 square feet (sf).  All of the
tenants are in the furniture and home improvement sectors.  The
loan transferred to special servicing in May 2009 due to monetary
default.  The borrower is in process of sourcing an equity partner
to pursue a loan modification.

The second largest contributor to losses is a 369,052 sf retail
center (1.02%) located in Dallas, TX.  The property is being
considered for condemnation due to plans for a Texas Department of
Transportation project to expand a nearby expressway.  A
forbearance agreement was executed through February 2012 and the
strategy for resolution will be evaluated upon ruling from the
condemnation hearing in April 2012.

The third largest contributor to losses is a 56,051 sf retail
property (0.4%) in Ft. Myers, FL.  The asset is a vacant showroom
that became REO in December 2011.  The property is being marketed
for sale and incoming bids are being evaluated.

In total, there are currently 21 loans (8.1%) in special servicing
which consists of four loans (1.8%) in foreclosure, eight loans
(3.8%) that are 30 to 90 days delinquent, five loans (1.3%) that
are REO, three loans (0.2%) that are current and one loan (1%)
that is a non-performing matured balloon loan.

At Fitch's last review there were 21 loans (10.1%) in special
servicing consisting of 4 loans (0.96%) in foreclosure, 10 loans
(3.08%) that were 90 days delinquent and 7 loans (6.05%) that were
current.

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

  -- $202 million class A-J to 'Asf' from 'AAsf'; Outlook Stable;
  -- $19.2 million class B to 'Asf' from 'AAsf'; Outlook Stable
  -- $35.3 million class C to 'BBBsf' from 'Asf'; Outlook Stable;
  -- $28.9 million class D at 'BBB-sf' from 'Asf'; Outlook to
     Negative from Stable;
  -- $22.4 million class E to 'BBsf' from 'BBBsf'; Outlook to
     Negative from Stable;
  -- $25.7 million class F to 'Bsf' from 'BBB-sf'; Outlook to
     Negative from Stable;
  -- $25.7 million class G to 'CCCsf' from 'BBsf'; RE 100%;
  -- $28.9 million class H to 'CCCsf' from 'Bsf'; RE 35%;
  -- $32.1 million class J to 'CCsf' from 'CCCsf; RE to 0% from
     100%;
  -- $25.7 million class K to 'Csf' from 'CCCsf; RE to 0% frrom
     85%';
  -- $9.6 million class L to 'Csf' from 'CCCsf'; RE 0%;
  -- $3.2 million class M to 'Csf' from 'CCCsf'; RE 0%;
  -- $9.6 million class N to 'Csf' from 'CCCsf'; RE 0%;
  -- $6.4 million class O to 'Csf' from 'CCsf'; RE 0%;
  -- $3.2 million class P to 'Csf' from 'CCsf'; RE 0%;
  -- $2.9 million class ST-B to 'B-sf' from 'BBsf'; Outlook
     Stable;
  -- $1.1 million class ST-C to 'CCCsf' from 'BB-sf'; RE 100%;
  -- $2.3 million class ST-D to 'CCCsf' from 'Bsf'; RE 100%;
  -- $1.3 million class ST-E to 'CCCsf' from 'B-sf'; RE 100%.

Additionally, Fitch affirms these classes, with a Stable Outlook:

  -- $152.9 million class A-1A at 'AAAsf'; Outlook Stable;
  -- $30 million class A-2 at 'AAAsf'; Outlook Stable;
  -- $215 million class A-3 at 'AAAsf'; Outlook Stable;
  -- $84.6 million class A-AB at 'AAAsf'; Outlook Stable;
  -- $784.2 million class A-4 at 'AAAsf'; Outlook Stable;
  -- $350 million class A-4FL at 'AAAsf'; Outlook Stable;
  -- $256.5 million class A-M at 'AAAsf'; Outlook Stable;
  -- $2.5 million class Q at 'Dsf'.

The ST classes are related to a non-pooled B-Note secured by 633
17th Street.  The underlying collateral is an office building in
the central business district of Denver, CO.  Fitch downgrades
these classes as the performance of the property has declined
significantly with NOI down 32% from 2009 and 20% since issuance.

Fitch has withdrawn the ratings of the interest only classes X and
X-MP.

Fitch does not rate classes S, DP, ST-F.  The interest only X-RC
class, class A-1 and ST-A have been paid in full.


MOUNTAIN CLO: S&P Raises Rating on Class B-1L Notes to 'BB-'
------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the A-2L,
A-3F, A-3L, and B-1L notes from Mountain Capital CLO III Ltd., a
U.S. collateralized loan obligation (CLO) transaction managed by
Carlyle Investment Management LLC. "At the same time, we removed
the ratings from CreditWatch, where we placed them with positive
implications on Nov. 14, 2011. We also affirmed our 'AAA (sf)'
ratings on class A-1La and A-1Lb notes from the same transaction,"
S&P said.

"The upgrades reflect factors that have positively affected the
credit enhancement available to support the notes since we
upgraded them in February 2011. The primary factor has been
delevering of the transaction," S&P said.

"Since February 2011, the transaction has paid down approximately
$97 million to the class A-1La notes, including a $14 million
payment on the Nov. 15, 2011 distribution date. The upgrades also
reflect an improvement in the overcollateralization (O/C)
available to support the notes since the February 2011 rating
actions," S&P said. The trustee reported the O/C ratios in the
January 2012 monthly report:

    The class A-2L O/C ratio was 157.30%, compared with a reported
    ratio of 126.00% in February 2011;

    The class A-3L O/C ratio was 127.30%, compared with a reported
    ratio of 113.70% in February 2011; and

    The class B-1L O/C ratio was 107.10%, compared with a reported
    ratio of 104.60% in February 2011.

"We affirmed our ratings on the class A-1La and A-1Lb notes to
reflect the credit support available at the current rating
levels," S&P said.

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

             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

Mountain Capital CLO III Ltd.

                        Rating
Class              To           From
A-2L               AAA (sf)     AA (sf)/Watch Pos
A-3F               A+ (sf)      BBB+ (sf)/Watch Pos
A-3L               A+ (sf)      BBB+ (sf)/Watch Pos
B-1L               BB- (sf)     B+ (sf)/Watch Pos

Ratings Affirmed

Mountain Capital CLO III Ltd.

Class              Rating
A-1La              AAA (sf)
A-1Lb              AAA (sf)

Transaction Information
Issuer:             Mountain Capital CLO III Ltd.
Coissuer:           Mountain Capital CLO III (Del) Corp.
Collateral manager: Carlyle Investment Management LLC
Underwriter:        Bear Stearns Cos. LLC
Trustee:            Bank of New York Mellon (The)
Transaction type:   Cash flow CDO


MSCI 2006-TOP 21: Moody's Lowers Rating of Cl. E Notes to 'Ba1'
---------------------------------------------------------------
Moody's Investors Service downgraded the ratings of five classes
and affirmed 15 classes of Morgan Stanley Capital I Trust,
Commercial Pass-Through Certificates, Series 2006-TOP21:

Cl. A-2, Affirmed at Aaa (sf); previously on Feb 22, 2006
Definitive Rating Assigned Aaa (sf)

Cl. A-AB, Affirmed at Aaa (sf); previously on Feb 22, 2006
Definitive Rating Assigned Aaa (sf)

Cl. A-3, Affirmed at Aaa (sf); previously on Feb 22, 2006
Definitive Rating Assigned Aaa (sf)

Cl. A-4, Affirmed at Aaa (sf); previously on Feb 22, 2006
Definitive Rating Assigned Aaa (sf)

Cl. A-M, Affirmed at Aaa (sf); previously on Feb 22, 2006
Definitive Rating Assigned Aaa (sf)

Cl. A-J, Affirmed at Aa3 (sf); previously on Feb 11, 2009
Downgraded to Aa3 (sf)

Cl. B, Affirmed at A2 (sf); previously on Feb 11, 2009 Downgraded
to A2 (sf)

Cl. C, Affirmed at A3 (sf); previously on Feb 11, 2009 Downgraded
to A3 (sf)

Cl. D, Downgraded to Baa3 (sf); previously on Feb 11, 2009
Downgraded to Baa2 (sf)

Cl. E, Downgraded to Ba1 (sf); previously on Feb 11, 2009
Downgraded to Baa3 (sf)

Cl. F, Downgraded to Ba3 (sf); previously on Feb 11, 2009
Downgraded to Ba2 (sf)

Cl. G, Downgraded to B2 (sf); previously on Feb 11, 2009
Downgraded to B1 (sf)

Cl. H, Affirmed at Caa1 (sf); previously on Feb 9, 2011 Downgraded
to Caa1 (sf)

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

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

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

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

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

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

Cl. X, Affirmed at Aaa (sf); previously on Feb 22, 2006 Definitive
Rating Assigned Aaa (sf)

RATINGS RATIONALE

The downgrade of five classes is due to deterioration in credit
support caused by higher than expected realized losses and
anticipated losses from the pool's specially serviced and 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) 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. At last review, Moody's cumulative
base expected loss was 3.5%. Moody's stressed scenario loss is
18.8% of the current balance. Depending on the timing of loan
payoffs and the severity and timing of losses from specially
serviced loans, the credit enhancement level for investment grade
classes could decline below the current levels. 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 methodology used in this rating was "CMBS: Moody's
Approach to Rating Fusion Transactions" published in April 2005.
See the Credit Policy page on www.moodys.com for a copy of these
methodologies.

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 23 compared to 24 at Moody's prior review.

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

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

DEAL PERFORMANCE

As of the January 12, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 20% to
$1.09 billion from $1.37 billion at securitization. The
Certificates are collateralized by 111 mortgage loans ranging in
size from less than 1% to 12% of the pool, with the top ten loans
representing 54% of the pool. The pool includes five loans,
representing 5% of the pool, with investment-grade credit
estimates.

Forty-eight loans, representing 35% of the pool, are on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package. As part of
Moody's ongoing monitoring of a transaction, Moody's reviews the
watchlist to assess which loans have material issues that could
impact performance.

Four loans have been liquidated from the pool since
securitization, resulting in a $10.8 million loss (45% loss
severity). Currently, there are two loans in special servicing,
representing 0.5% of the pool. The master servicer has not
recognized any appraisal reductions for the specially serviced
loans. Moody's has estimated an aggregate loss of $2.1 million
(42% expected loss on average) for all of the specially serviced
loans.

Moody's has assumed a high default probability for four poorly
performing loans representing 7% of the pool and has estimated a
$15.4 million loss (20% expected loss based on a 43% probability
default) from these troubled loans. The largest troubled loan is
the Mervyn's Portfolio Loan ($54.8 million -- 5.0% of the pool)
which is secured by 25 single tenant retail properties which were
originally 100% leased to Mervyn's. Mervyn's rejected all of the
leases as part of its bankruptcy filing in 2008. As of May 2011,
twelve of the properties were leased to replacement tenants. The
properties are located in California (23) and Texas (2) and total
1.9 million square feet (SF). The loan is structured as a pari-
passu note with a total outstanding principal balance of
$107.2 million. The loan is on the watchlist due to low DSCR
coverage and declining financial performance since securitization
but has remained current. The loan has benefited from 18%
amortization since securitization, strong sponsorship and several
reserve accounts for capital improvements and debt service.

Moody's was provided with full year 2010 and partial 2011
operating results for 89% and 68%, respectively, for the pool.
Excluding specially serviced and troubled loans, Moody's weighted
average conduit LTV is 91%, 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 9.4%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.60X and 1.18X, essentially the same as at
last review. Moody's actual DSCR is based on Moody's net cash flow
(NCF) and the loan's actual debt service. Moody's stressed DSCR is
based on Moody's NCF and a 9.25% stressed rate applied to the loan
balance.

The five loans with investment-grade credit estimates represent
5.2% of the pool. Moody's credit estimates for these loans are
the same as last full review. The Hampton Court Co-op Loan
($14.8 million -- 1.3% of the pool), 45 East 89th Street Condop
Loan ($14.0 million -- 1.2% of the pool) and Rego Park Gardens Co-
op Loan ($7.66 million -- 0.7% of the pool) have credit estimates
of Aaa. The 8-12 14th Street Loan ($12.5 million -- 1.1% of the
pool) has a credit estimate of A1. The Sunnyhurst Apartments Loan
($10.2 -- 0.9% of the pool) has a credit estimate of Baa3.

The top three performing conduit loans represent 29% of the
pool balance. The largest loan is the Monmouth Mall Loan
($134.6 million -- 12.3% of the pool), which is secured by the
borrower's interest in a 1.4 million SF regional mall located
in Eatontown, New Jersey. The property is also encumbered by a
$27.9 million junior loan which secures non-pooled classes MMA
and MMB. The mall is anchored by Macy's, J.C. Penney and Lord &
Taylor. Although the performance of the property has been stable,
it has not achieved Moody's original projections. Boscov's, a
former anchor tenant comprising 261,000 SF, been vacant for two
years although its lease does not expire until April 2018. As of
September 2011, the mall shops were 84% leased, the same as at
last review, compared to 94% at securitization. The 2010 net
operating income (NOI) was 5% lower than in 2009 due to an overall
increase in operating expenses. The loan had a 60-month interest-
only period and is now amortizing on a 360-month schedule maturing
in September 2015. Moody's LTV and stressed DSCR for the A-note
are 80% and 1.54X, respectively, compared to 73% and 1.19X at
securitization.

The second largest loan is the SBC-Hoffman Estates Loan
($95.7 million -- 8.7% of the pool) which is secured by a
1.7 million square foot office complex located approximately 25
miles northwest of Chicago in Hoffman Estates, Illinois. The
complex is 100% leased to SBC Services Inc. through August 2016.
The lease is guaranteed by AT&T Corporation (senior unsecured
rating A2, stable outlook). The loan is structured as a pari passu
note with a total balance of $187.6 million. The loan is currently
on the watchlist because it was not able to refinance at its
anticipated repayment date (ARD) in December 2010. Since last
review, the loan balance has decreased by 9% due to hyper-
amortization. Moody's utilized a Lit/Dark analysis to reflect
potential cash flow volatility due to the single tenant exposure.
Moody's LTV and stressed DSCR are 96% and 1.07X, respectively,
compared to 103% and 1.06X, respectively, at last review.

The third largest loan is the InTown Suites Portfolio - Roll Up
Loan ($86.4 million -- 7.9% of the pool), which is secured by 30
extended-stay hotels totaling 3,791 rooms. The hotels are located
in 25 cities and 17 states. Property performance has declined as
the hotel market has been affected by the economic downturn.
RevPAR for the 12-month period ending December 2010 was $21.46
compared to $21.14 at last review and $21.99 at securitization.
The loan is amortizing on a 300-month schedule maturing in
November 2015 and has paid down 13% since securitization. Moody's
LTV and stressed DSCR are 88% and 1.45X, respectively, compared to
89% and 1.43X at securitization.


MSDWC 2003-HQ2: Moody's Affirms Cl. H Notes Rating at 'Ba3'
-----------------------------------------------------------
Moody's Investors Service upgraded the ratings of three classes
and affirmed 12 CMBS classes of Morgan Stanley Dean Witter Capital
I Inc. Commercial Pass-Through Certificates, Series 2003-HQ2:

Cl. A-1, Affirmed at Aaa (sf); previously on Mar 27, 2003
Definitive Rating Assigned Aaa (sf)

Cl. A-2, Affirmed at Aaa (sf); previously on Mar 27, 2003
Definitive Rating Assigned Aaa (sf)

Cl. B, Affirmed at Aaa (sf); previously on Apr 25, 2008 Upgraded
to Aaa (sf)

Cl. C, Upgraded to Aa3 (sf); previously on Mar 27, 2003 Definitive
Rating Assigned A2 (sf)

Cl. D, Upgraded to A2 (sf); previously on Mar 27, 2003 Definitive
Rating Assigned A3 (sf)

Cl. E, Upgraded to A3 (sf); previously on Mar 27, 2003 Definitive
Rating Assigned Baa1 (sf)

Cl. F, Affirmed at Baa2 (sf); previously on Mar 27, 2003
Definitive Rating Assigned Baa2 (sf)

Cl. G, Affirmed at Baa3 (sf); previously on Mar 27, 2003
Definitive Rating Assigned Baa3 (sf)

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

Cl. J, Affirmed at B1 (sf); previously on Feb 9, 2011 Downgraded
to B1 (sf)

Cl. K, Affirmed at B2 (sf); previously on Feb 9, 2011 Downgraded
to B2 (sf)

Cl. L, Affirmed at Caa1 (sf); previously on Feb 9, 2011 Downgraded
to Caa1 (sf)

Cl. M, Affirmed at Caa2 (sf); previously on Feb 9, 2011 Downgraded
to Caa2 (sf)

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

Cl. X-1, Affirmed at Aaa (sf); previously on Mar 27, 2003
Definitive Rating Assigned Aaa (sf)

RATINGS RATIONALE

The upgrades are due primarily to lower expected losses from
troubled loans and an increased share of defeased loans in the
pool. The upgrades also reflect Moody's assumption that many of
the maturing loans in the pool are well-positioned for refinance.
Of the pool's loans slated to mature in the next 12 months, 86%
have debt yields, DSCRs and LTVs which meet or exceed levels
typically required for financing in the current marketplace.

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 1.5% of the current deal balance. At last review,
Moody's cumulative base expected loss was approximately 2.3%.
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 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 ratings on the interest-only class of MSDWC 2003-HQ2 Class X1
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 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 8, compared to a Herf of 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 May 26, 2010.

DEAL PERFORMANCE

As of the January 12, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 19% to
$757.6 million from $931.6 million at securitization. The
Certificates are collateralized by 52 mortgage loans ranging in
size from less than 1% to 16% of the pool, with the top ten loans
(excluding defeasance) representing 58% of the pool. The pool
includes three loans with investment-grade credit estimates,
representing 32% of the pool. Sixteen loans, representing
approximately 26% of the pool, are defeased and are collateralized
by U.S. Government securities.

Nine loans, representing 7% of the pool, are on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package. As part of
Moody's ongoing monitoring of a transaction, Moody's reviews the
watchlist to assess which loans have material issues that could
impact performance.

Two loans have liquidated from the pool, resulting in an aggregate
realized loss of $6.8 million (53% average loan loss severity).
There are no loans currently in special servicing.

Moody's has assumed a high default probability for five poorly-
performing loans representing 3.6% of the pool. Moody's analysis
attributes to these troubled loans an aggregate $4.1 million loss
(15% expected loss severity based on a 50% probability default).

Moody's was provided with full-year 2010 and partial year 2011
operating results for 92% and 92% of the performing pool,
respectively. Excluding troubled loans, Moody's weighted average
LTV is 81%, compared to 84% at last full review. Moody's net cash
flow reflects a weighted average haircut of 15% to the most
recently available net operating income. Moody's value reflects a
weighted average capitalization rate of 9.6%

Excluding troubled loans, Moody's actual and stressed DSCRs are
1.47X and 1.33X, respectively, compared to 1.46X and 1.30X 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 credit estimate is the 1290 Avenue of the
Americas Loan (20% of the pool), which represents a participation
interest in the senior component of a $354 million mortgage loan.
The loan is secured by a 2 million square-foot Class A office
building in the Rockefeller Center submarket of Midtown Manhattan,
New York City. Major tenants include the AXA Equitable Life
Insurance Company (Moody's Insurance Financial Strength Rating
Aa3, stable outlook), Morrison & Foerster LLP, and Microsoft
Corporation (Moody's Senior Unsecured Rating Aaa, stable outlook).
The loan sponsors are Vornado and The Trump Organization. The
property was 92% leased as of September 2011 compared to 96% in
September 2010. The property is also encumbered by a $55 million
junior loan that is held outside the trust. Moody's credit
estimate and stressed DSCR are Aa3 and 1.91X, respectively,
compared to A1 and 1.74X at last review.

The second-largest loan with a credit estimate is the Oakbrook
Center Loan (9% of the pool), which represents a participation
interest in a $201 million mortgage loan. The loan is secured by
the borrower's interest in a mixed-use property in Oak Brook,
Illinois that consists of an open-air super-regional mall, three
office buildings, and a ground lease underlying a hotel and a
theater. Oakbrook Center totals 2.4 million square feet, though
only 1.6 million square feet is part of the loan collateral. The
mall is anchored by Lord & Taylor, Macy's, Neiman Marcus,
Nordstrom, Sears, and a Bloomingdale's Home & Furniture store. The
Bloomingdale's store (92,000 square feet / 5.7% of collateral NRA)
is slated for closure in 2012. Performance has improved slightly
since the last review. The potential negative impact of increased
vacancy due to the upcoming Bloomingdale's store closure was
factored into Moody's analysis. The loan has amortized 3% since
last review. Moody's current credit estimate and stressed DSCR are
Aa3 and 1.77X, respectively, compared to Aa3 and 1.76X at last
review.

The third loan with a credit estimate is the TruServ Portfolio 1
Loan (3% of the pool). The loan is secured by three warehouse
distribution properties totaling 1.5 million total square feet and
located in Fogelsville, Pennsylvania, Springfield, Oregon, and
Kingman, Arizona. The loan sponsor is W.P. Carey & Company. The
properties are 100% leased to TruServ Corporation through December
2022. Moody's current credit estimate and stressed DSCR are A3 and
1.71X respectively, compared to A3 and 1.67X at last review.

The top three performing conduit loans represent 20% of the pool.
The largest loan is the Katy Mills Loan (12% of the pool), which
represents a participation interest in a $138 million loan. The
loan is secured by a 1.2 million square-foot outlet mall in Katy,
Texas, 30 miles west of Houston. Major tenants include Burlington
Coat Factory, Bass Pro Shops, Marshalls, Saks Off Fifth, and
Neiman Marcus Last Call. Mall occupancy was 85% in September 2011
-- the same as at last review. Moody's current LTV and stressed
DSCR are 94% and 1.06X, respectively, compared to 100% and 1.00X
at last review.

The second-largest loan is the DC Portfolio Loan (5.4% of the
pool). The loan is secured by two mixed-use properties totaling
215,000 square feet in the East End submarket of downtown
Washington, DC. The properties include office, multifamily, and
retail space. The retail space includes space leased to the
International Spy Museum. The office space includes the
headquarters for the loan sponsor, Douglas Development Corp. The
properties were 89% leased as of September 2011 compared to 80% in
September 2010. Moody's current LTV and stressed DSCR are 78% and
1.36X, respectively, compared to 96% and 1.10X at last review.

The third-largest loan is the TruServ Portfolio 2 Loan (3.1% of
the pool). The loan is secured by two distribution warehouse
properties totaling 1.1 million square feet, located in Corsicana,
Texas and Woodland, California. The loan sponsor is W.P. Carey &
Company. The properties are 100% leased to TruServ Corporation
through December 2022. Moody's current LTV and stressed DSCR are
55% and, 1.81X respectively, compared to 60% and 1.72X at last
review.


NACM CLO: S&P Raises Rating on Class D Notes From 'B+' to 'BB'
--------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
B, C, and D notes from NACM CLO I, a U.S. collateralized loan
obligation (CLO) transaction managed by Nicholas Applegate Capital
Management. "We affirmed our ratings on the class A-1 and A-2
notes," S&P said.

"The upgrades reflect an improved performance in the deal's
underlying asset portfolio since we downgraded the notes on
Dec. 11, 2009. As of the Jan. 6, 2012 trustee report, the
transaction had only $2.9 million in defaulted assets, compared
with over $10 million noted in the Oct. 7, 2009 trustee report,
which we referenced for our December 2009 rating actions. The
affirmations reflect the credit support available to the class A-1
and A-2 notes at the current rating levels," S&P said.

The transaction has also benefited from an increase in the
overcollateralization (O/C) available to support the rated notes.
The trustee reported these O/C ratios in the Jan. 6, 2012 monthly
report:

    The A-2 O/C ratio was 121.45%, compared with a reported ratio
    of 119.77% in October 2009;

    The B O/C ratio was 113.62%, compared with a reported ratio of
    112.05% in October 2009;

    The C O/C ratio was 108.94%, compared with a reported ratio of
    107.43% in October 2009; and

    The D O/C ratio was 105.20%, compared with a reported ratio of
    103.74% in October 2009.

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

            Standard & Poor's 17g-7 Disclosure Report

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities. The Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

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

      http://standardandpoorsdisclosure-17g7.com

Rating And Creditwatch Actions

NACM CLO I
                     Rating
Class            To          From
B                A (sf)      A- (sf)
C                BBB (sf)    BBB- (sf)
D                BB (sf)     B+ (sf)

Ratings Affirmed

NACM CLO I
Class         Rating
A-1           AA+ (sf)
A-2           AA (sf)

Transaction Information

Issuer:               NACM CLO I
Collateral manager:   Nicholas Applegate Capital Management
Trustee:              The Bank of New York Mellon
Transaction type:     Cash flow CLO


NEWCASTLE CDO: Fitch Affirms Junk Rating on Four Note Classes
-------------------------------------------------------------
Fitch Ratings has affirmed all classes of Newcastle CDO IX
Ltd./Newcastle CDO IX, LLC (collectively, Newcastle CDO IX)
reflecting Fitch's base case loss expectation of 30.8%, an
improvement from 36.2% at the last rating action.  Fitch's
performance expectation incorporates prospective views regarding
commercial real estate market value and cash flow declines.

Since last rating action, nine assets were removed from the pool
and 11 assets were added.  Realized losses since Fitch's last
rating action were approximately $5 million, while par building
was approximately $8 million.  In addition, the collateralized
debt obligation (CDO) is holding approximately $66.3 million in
principal cash.

As of the January 2012 trustee report and per Fitch
categorizations, the CDO was substantially invested as follows:
commercial real estate (CRE) mezzanine debt (32.2%), real estate
bank loans and corporate debt (19.5%), B-notes (14.4%), whole
loan/A-note (9.1%), CRE CDOs (8.3%), principal cash (8.2%),
commercial mortgage-backed securities (CMBS; 3.7%), real estate
investment trust debt (REIT; 3.1%), and residential mortgage-
backed securities (RMBS; 1.5%).  The loan portion of the
collateral (55.7%) is comprised of senior debt (9.1%) and
subordinate debt (either B notes or mezzanine debt) (46.6%).
Fitch modeled significant losses upon default for these assets
since they are generally highly leveraged debt classes.

Three assets (5.3%) were defaulted or delinquent, including one B-
note (3.6%), one mezzanine debt (1.5%), and one CMBS rake bond
(0.2%).  Fitch modeled significant to full losses on these assets.
Fitch has also designated one mezzanine loan (4%) and two whole
loans (0.5%) as Fitch Loans of Concern.

Newcastle CDO IX was issued as an $825 million CRE collateralized
debt obligation (CDO) managed by Newcastle Investment Corp.  The
transaction has a five-year reinvestment period during which
principal proceeds may be used to invest in substitute collateral.
The reinvestment period ends in May 2012. In April and September
2009, notes with a face amount of $64,525,000 were surrendered to
the trustee for cancellation, which has resulted in greater
cushion to the overcollateralization (OC) ratios.  All OC and
interest coverage (IC) ratios have remained above their covenants,
as of the January 2012 trustee report.

Under Fitch's methodology, approximately 63.9% of the portfolio is
modeled to default in the base case stress scenario, defined as
the 'B' stress.  In this scenario, the modeled average cash flow
decline is 7.9% from, generally, trailing 12-month (TTM) second
and third quarter 2011.

The largest component of Fitch's base case loss expectation is a
mezzanine loan (3.1%) secured by interests in a portfolio of 12
full service hotels totaling 4,718 keys located in Puerto Rico,
Jamaica, and Florida.  Performance remains significantly below
expectations at issuance.  Fitch modeled a term default and full
loss on this overleveraged position in its base case scenario.

The next largest component of Fitch's base case loss expectation
is a mezzanine loan (4%) secured by interests in a portfolio of
100 public and private golf courses.  The asset manager reported
that TTM November 2011 net cash flow declined by 17% when compared
to year-end 2010.  Fitch modeled a term default with a significant
loss in its base case scenario.

The third largest component of Fitch's base case loss expectation
is an A-note (2.9%) secured by a construction project of a super
regional mall and entertainment facility located in New Jersey,
adjacent to the Metlife Stadium.  In April 2011, a replacement
developer was selected and was given until March 2012 to close
with a commitment for senior debt financing.  Fitch modeled a term
default with a moderate loss in its base case scenario.

This transaction was analyzed according to the 'Surveillance
Criteria for U.S. CREL CDOs and CMBS Large Loan Floating-Rate
Transactions', which applies stresses to property cash flows and
debt service coverage ratio (DSCR) tests to project future default
levels for the underlying portfolio. Recoveries for the loan
assets are based on stressed cash flows and Fitch's long-term
capitalization rates.  The structured finance bonds, real estate
bank loans and corporate debt portion of the collateral were
analyzed in the Portfolio Credit Model according to the 'Global
Rating Criteria for Structured Finance CDOs'.  The combined
default levels were then compared to the breakeven levels
generated by Fitch's cash flow model of the CDO under the various
default timing and interest rate stress scenarios, as described in
the report 'Global Criteria for Cash Flow Analysis in CDOs'.
Based on this analysis, the breakeven rates for classes A-1
through G are generally consistent with the ratings assigned
below.  The Rating Outlooks for classes A-1 and A-2 remain Stable
reflecting the classes' senior position in the capital stack and
positive cushion in cash flow modeling.  The Outlook remains
Negative for classes B through G reflecting Fitch's expectation of
further negative credit migration of the underlying collateral.

The 'CCC' ratings for classes H through L are based on a
deterministic analysis that considers Fitch's base case loss
expectation for the pool and the current percentage of defaulted
assets and Fitch Loans of Concern factoring in anticipated
recoveries relative to each classes credit enhancement.

Fitch affirms these classes and revises Recovery Estimates (REs):

  -- $33,540,000 class S at 'BBBsf', Outlook Stable;
  -- $379,500,000 class A-1 at 'BBBsf', Outlook Stable;
  -- $115,500,000 class A-2 at 'BBsf', Outlook Stable;
  -- $37,125,000 class B at 'BBsf', Outlook Negative;
  -- $24,750,000 class E at 'BBsf', Outlook Negative;
  -- $18,562,000 class F to 'Bsf', Outlook Negative;
  -- $11,262,000 class G to 'Bsf', Outlook Negative;
  -- $18,056,000 class H to 'CCCsf', RE to 100% from 25%;
  -- $21,656,000 class J to 'CCCsf', RE to 100% from 10%;
  -- $19,593,000 class K to 'CCCsf', RE to 35% from 10%;
  -- $23,718,000 class L to 'CCCsf', RE to 0% from 10%.

Fitch has previously withdrawn the ratings on classes C and D.
Fitch does not rate the preferred shares.


NEWCASTLE CDO: Fitch Affirms Junk Ratings on Seven Note Classes
---------------------------------------------------------------
Fitch Ratings has affirmed all classes of Newcastle CDO VIII 1,
Ltd./Newcastle CDO VIII 2, Ltd./ Newcastle CDO VIII, LLC
(collectively, Newcastle CDO VIII) reflecting Fitch's base case
loss expectation of 36.5%, a slight increase from 36%, at the last
rating action.  Fitch's performance expectation incorporates
prospective views regarding commercial real estate market value
and cash flow declines.

The collateralized debt obligation (CDO) exited its reinvestment
period in November 2011.  As of the January 2012 trustee report,
the transaction has paid down by $5.2 million.  Since last rating
action, 11 assets were removed from the pool and nine assets were
added.  Realized losses since Fitch's last rating action were
approximately $20 million, while par building was approximately
$8 million.  In addition, the CDO is holding approximately
$1.2 million in principal cash.

As of the January 2012 trustee report and per Fitch
categorizations, the CDO was substantially invested as follows:
commercial mortgage-backed securities (CMBS; 15.4%), real estate
bank loans and corporate debt (22.4%), commercial real estate
(CRE) mezzanine debt (37.3%), CRE CDOs (10%), residential
mortgage-backed securities (RMBS; 8.5%), B notes (6.3%), and
principal cash (0.1%).  The loan portion of the collateral (43.6%)
is entirely subordinate debt (either B-notes or mezzanine debt).
Fitch modeled significant losses upon default for these assets
since they are generally highly leveraged debt classes.

Four assets (5.6%) were reported as defaulted or delinquent,
including one B-note (2.7%), two CMBS bonds (2.4%), and one RMBS
bond (0.5%).  Fitch modeled significant to full losses on these
assets. Fitch has also designated one mezzanine loan (2.5%) as a
Fitch Loan of Concern.

Newcastle CDO VIII was issued as a $950 million CRE CDO managed by
Newcastle Investment Corp.  In April and September 2009, notes
with a face amount totaling $80,187,500 were surrendered to the
trustee for cancellation.  As of the January 2012 trustee report,
all overcollateralization and interest coverage ratios were in
compliance.

Under Fitch's methodology, approximately 61.4% of the portfolio is
modeled to default in the base case stress scenario, defined as
the 'B' stress.  In this scenario, the modeled average cash flow
decline is 5% from, generally, trailing 12-month second and third
quarter 2011.

The largest component of Fitch's base case loss expectation is a
mezzanine loan (4.1%) secured by interests in a portfolio of 12
full service hotels totaling 4,718 keys located in Puerto Rico,
Jamaica, and Florida.  Performance remains significantly below
expectations at issuance.  Fitch modeled a term default and full
loss on this overleveraged position in its base case scenario.
The next largest component of Fitch's base case loss expectation
is a mezzanine loan (1.8%) secured by an interest in a 424-room
full-service hotel located in Boston, MA.  Fitch modeled a term
default and full loss on this overleveraged position in its base
case scenario.

The third largest component of Fitch's base case loss expectation
is a mezzanine loan (3.8%) secured by interests in a portfolio of
13 full service hotel properties located across 10 states and
Canada.  The hotels are under the Westin, Hilton, Sheraton, and
Marriott flags.  Fitch modeled a term default and full loss on
this overleveraged position in its base case scenario.

This transaction was analyzed according to the 'Surveillance
Criteria for U.S. CREL CDOs and CMBS Large Loan Floating-Rate
Transactions', which applies stresses to property cash flows and
debt service coverage ratio (DSCR) tests to project future default
levels for the underlying portfolio. Recoveries for the loan
assets are based on stressed cash flows and Fitch's long-term
capitalization rates.  The structured finance bonds, real estate
bank loans and corporate debt portion of the collateral were
analyzed in the Portfolio Credit Model according to the 'Global
Rating Criteria for Structured Finance CDOs'.  The combined
default levels were then compared to the breakeven levels
generated by Fitch's cash flow model of the CDO under the various
default timing and interest rate stress scenarios, as described in
the report 'Global Criteria for Cash Flow Analysis in CDOs'.
Based on this analysis, the breakeven rates for classes I-A
through III are generally consistent with the ratings assigned
below.  The Rating Outlooks for classes I-A and I-AR remain Stable
reflecting the classes' senior position in the capital stack.  The
Outlook remains Negative for classes I-B through III reflecting
Fitch's expectation of further negative credit migration of the
underlying collateral.

The 'CCC' ratings for classes V through XII are based on a
deterministic analysis that considers Fitch's base case loss
expectation for the pool and the current percentage of defaulted
assets and Fitch Loans of Concern factoring in anticipated
recoveries relative to each classes credit enhancement.

Fitch affirms these classes and revises Recovery Estimates (REs):

  -- $457,306,355 class I-A at 'BBsf'; Outlook Stable;
  -- $59,326,230 class I-AR at 'BBsf'; Outlook Stable;
  -- $38,000,000 class I-B at 'BBsf'; Outlook Negative;
  -- $42,750,000 class II at 'BBsf'; Outlook Negative;
  -- $42,750,000 class III at 'Bsf'; Outlook Negative;
  -- $28,500,000 class V at 'CCCsf'; RE to 0% from 25%;
  -- $22,562,500 class VIII at 'CCCsf'; RE to 0% from 10%;
  -- $6,000,000 class IX-FL at 'CCCsf'; RE to 0% from 10%;
  -- $7,600,000 class IX-FX at 'CCCsf'; RE to 0% from 10%;
  -- $18,650,000 class X at 'CCCsf'; RE to 0% from 10%;
  -- $24,125,000 class XI at 'CCCsf'; RE to 0% from 10%;
  -- $28,500,000 class XII at 'CCCsf'; RE to 0% from 10%.

Class S has paid in full. Fitch has previously withdrawn the
ratings on classes IV, VI, and VII. Fitch does not rate the
preferred shares.


NEWSTAR COMMERCIAL: Moody's Raises Class D Notes Rating to 'Ba2'
----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by NewStar commercial Loan Trust 2005-1:

US$156,000,000 Class A-1 Floating Rate Notes due 2018 (current
balance of $52,934,044), Upgraded to Aaa (sf); previously on
September 11, 2009 Downgraded to Aa2 (sf);

US$80,476,777 Class A-2 Revolving Floating Rate Notes due 2018
(current balance of $27,021,820), Upgraded to Aaa (sf); previously
on September 11, 2009 Downgraded to Aa2 (sf);

US$18,750,000 Class B Floating Rate Deferrable Interest Notes due
2018 (current balance of $18,682,557), Upgraded to Aa1 (sf);
previously on September 11, 2009 Downgraded to A2 (sf);

US$39,375,000 Class C Floating Rate Deferrable Interest Notes due
2018 (current balance of $39,233,370), Upgraded to A2 (sf);
previously on September 11, 2009 Confirmed at Ba1 (sf);

US$24,375,000 Class D Floating Rate Deferrable Interest Notes due
2018 (current balance of $24,287,324), Upgraded to Ba2 (sf);
previously on September 11, 2009 Confirmed at B1 (sf).

In addition, Moody's has downgraded the rating of these notes:

US$24,375,000 Class E Floating Rate Deferrable Interest Notes due
2018 (current balance of $24,287,325), Downgraded to Caa3 (sf);
previously on September 11, 2009 Confirmed at Caa2 (sf).

RATINGS RATIONALE

According to Moody's, the rating actions taken on the notes are
primarily a result of delevering of the senior notes since the
rating action in September 2009. Moody's notes that the Class A-1
Notes and Class A-2 Notes have been paid down by approximately
$141 million in aggregate since the rating action in September
2009. As a result of the delevering, the par coverage on the Class
A-1 Notes, Class A-2 Notes, Class B Notes, and Class C Notes has
improved.

Notwithstanding the delevering of the transaction, Moody's notes
that the credit quality of the underlying portfolio has
deteriorated since the rating action in September 2009. Such
credit deterioration is observed through an increase in the dollar
amount of charged-off securities and an increase in the WARF.
Based on the latest trustee report dated January 25, 2012,
charged-off securities have increased from $0 in July 2009 to
$40.8 million in January 2012. In addition, the weighted average
rating factor is currently 4668 compared to 4023 in July 2009.

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

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011, key model inputs used by
Moody's in its analysis, such as par, weighted average rating
factor, diversity score, and weighted average recovery rate, may
be different from the trustee's reported numbers. In its base
case, Moody's analyzed the underlying collateral pool to have a
performing par balance of $180.6 million, charged-off loans
balance of $40.8 million, a weighted average rating factor of
6195, a weighted average recovery rate upon default of 50.24%, and
a diversity score of 14. 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.

Moody's also notes that a material proportion of the collateral
pool includes debt obligations whose credit quality has been
assessed through Moody's Credit Estimates ("CEs"). Moody's
analysis reflects the application of certain stresses with respect
to the default probabilities associated with CEs. Specifically,
the default probability stresses include (1) a one-notch
equivalent downgrade assumed for CEs updated between 12-15 months
ago; and (2) assuming an equivalent of Caa3 for CEs that were not
updated within the last 15 months. Moody's notes that
approximately 41% of the assets in the collateral pool have a
Credit Estimate that has not been updated for more than 12 months.

NewStar Commercial Loan Trust 2005-1, issued in August of 2005, is
a collateralized loan obligation backed primarily by a portfolio
of senior secured loans of middle market issuers.

The principal methodology used in this rating was "Moody's
Approach to Rating Collateralized Loan Obligations" published in
June 2011.

Moody's modeled the transaction using the Binomial Expansion
Technique, as described in Section 2.3.2.1 of the "Moody's
Approach to Rating Collateralized Loan Obligations" rating
methodology published in June 2011.

Moody's notes that this transaction is subject to a high level of
macroeconomic uncertainty, as evidenced by 1) uncertainties of
credit conditions in the general economy and 2) the large
concentration of speculative-grade debt maturing between 2013 and
2015 which may create challenges for issuers to refinance. CLO
notes' performance may also be impacted by 1) the manager's
investment strategy and behavior and 2) divergence in legal
interpretation of CLO documentation by different transactional
parties due to embedded ambiguities.

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% (4956)

Class A-1: 0

Class A-2: 0

Class B: 0

Class C: +2

Class D: +1

Class E: 0

Moody's Adjusted WARF + 20% (7434)

Class A-1: 0

Class A-2: 0

Class B: 0

Class C: -2

Class D: -2

Class E: -2

Sources of additional performance uncertainties are:

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

2) Exposure to credit estimates: The deal is exposed to a large
number of securities whose default probabilities are assessed
through credit estimates. In the event that Moody's is not
provided the necessary information to update the credit estimates
in a timely fashion, the transaction may be impacted by any
default probability stresses Moody's may assume in lieu of updated
credit estimates. Moody's also conducted stress tests to assess
the collateral pool's concentration risk in obligors bearing a
credit estimate that constitute more than 3% of the collateral
pool.

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

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


OHA PARK: S&P Raises Rating on Class D Notes From 'CCC+' to 'BB'
----------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-1a, A-1b, A2, and D notes from OHA Park Avenue CLO I Ltd., a
U.S. collateralized loan obligation (CLO) transaction managed by
Oak Hill Advisors. "We affirmed our ratings on the class B and C
notes. At the same time, we removed our rating on the class D
notes from CreditWatch, where we placed it with positive
implications on Dec. 20, 2011," S&P said.

"The upgrades reflect improved performance in the deal's
underlying asset portfolio and an increase in the credit support
available to the notes since we lowered our ratings on all classes
in November 2009, following the application of our September 2009
corporate collateralized debt obligation (CDO) criteria," S&P
said.

"As of the January 2012 trustee report, the transaction's
asset portfolio had $645,000 in defaulted assets, down from
$13.38 million in October 2009 trustee report that was used for
analysis in the November 2009 rating actions. Many of the defaults
were sold at prices higher than the assumed recovery rates," S&P
said.

In addition, the transaction's overcollateralization (O/C) ratios
have increased since October 2009. The trustee reported these O/C
ratios in the January 2012 monthly report:

    The class A OC ratio was 130.34%, compared with a reported
    ratio of 126.40% in October 2009;

    The class B par value ratio test was 120.07compared with a
    reported ratio of 116.44% in October 2009.

    The class C par value ratio was 113.86%, compared with a
    reported ratio of 110.42% in October 2009; and

    The class D par value ratio test was 107.67%, compared with a
    reported ratio of 104.42% in October 2009;

"We raised our ratings on the class A-1a, A-1b, A2, and D notes
due to an increase in the credit support available to them. The
affirmed ratings on the class B and C notes reflect our opinion
that the credit support available at the current rating levels is
sufficient. The rating oN the class D notes was removed from
CreditWatch," S&P said.

"The obligor concentration supplemental test (which is part of our
criteria for rating corporate CDO transactions) affected our
rating on the class D notes in the November 2009 downgrade. The
obligor concentration supplemental test did not affect any of the
current ratings," S&P said.

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

            Standard & Poor's 17g-7 Disclosure Report

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities. The Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

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

      http://standardandpoorsdisclosure-17g7.com


Rating And Creditwatch Actions

OHA Park Avenue CLO I Ltd.
                        Rating
Class              To           From
A-1a               AAA (sf)     AA+ (sf)
A-1b               AAA (sf)     AA+ (sf)
A-2                AA+ (sf)     AA (sf)
D                  BB (sf)      CCC+/Watch Pos (sf)

Ratings Affirmed
OHA Park Avenue CLO I Ltd.
Class              Rating
B                  A (sf)
C                  BBB (sf)


OMEGA CAPITAL: S&P Lowers Rating on Class 5Y-B Notes to 'D'
-----------------------------------------------------------
Standard & Poor's Ratings Services lowered to 'D (sf)' from 'CC
(sf)' its rating on the class 5Y-B secured notes issued under
Omega Capital Investments PLC's series 48 transaction.

"We lowered the rating on the notes because the transaction's
aggregate losses from credit events in the underlying reference
portfolio have exceeded its available credit enhancement and a
principal loss has been realized," S&P said.

             Standard & Poor's 17g-7 Disclosure Report

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and a
description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities. The Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

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

        http://standardandpoorsdisclosure-17g7.com

Rating Lowered
Omega Capital Investments PLC
Series 48 secured notes
Class     To         From        Issue amount
5Y-B      D (sf)     CC (sf)     JPY1.0 bil.
The transaction's closing date was June 6, 2007.


PPLUS TRUST: S&P Lowers Ratings on 2 Classes of Certs. to 'BB-'
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on PPLUS
Trust Series LTD-1's $25 million class A and B certificates to
'BB-' from 'BB+'.

"Our ratings on the certificates are dependent on our rating on
the underlying security, Limited Brands' 6.95% debentures due
March 1, 2033 ('BB-')," S&P said.

"The downgrades follow our Feb. 2, 2012, lowering of our rating on
the underlying security to 'BB-' from 'BB+'. We may take
subsequent rating actions on the certificates 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 LIMITED: S&P Cuts $25-Mil. Callable Unit Rating to 'BB-'
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on
Structured Asset Trust Unit Repackagings (SATURNS) Limited Brands
Inc. Debenture Backed Series 2005-3's $25 million callable
units to 'BB-' from 'BB+'.

"Our rating on the callable units is dependent on our rating on
the underlying security, Limited Brands' 6.95% debentures due
March 1, 2033 ('BB-')," S&P said.

"The downgrade follows our Feb. 2, 2012, lowering of our rating on
the underlying security to 'BB-' from 'BB+'. 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


SCSC 2007-8: Moody's Affirms Cl. F Notes Rating at 'Ba1'
--------------------------------------------------------
Moody's Investors Service affirmed the ratings of 15 classes of
Schooner Trust, Commercial Mortgage Pass-Through Certificates,
Series 2007-8:

Cl. A-1, Affirmed at Aaa (sf); previously on Jun 27, 2007
Definitive Rating Assigned Aaa (sf)

Cl. A-2, Affirmed at Aaa (sf); previously on Jun 27, 2007
Definitive Rating Assigned Aaa (sf)

Cl. A-J, Affirmed at Aaa (sf); previously on Jun 27, 2007
Definitive Rating Assigned Aaa (sf)

Cl. B, Affirmed at Aa2 (sf); previously on Jun 27, 2007 Definitive
Rating Assigned Aa2 (sf)

Cl. C, Affirmed at A2 (sf); previously on Jun 27, 2007 Definitive
Rating Assigned A2 (sf)

Cl. D, Affirmed at Baa2 (sf); previously on Jun 27, 2007
Definitive Rating Assigned Baa2 (sf)

Cl. E, Affirmed at Baa3 (sf); previously on Jun 27, 2007
Definitive Rating Assigned Baa3 (sf)

Cl. F, Affirmed at Ba1 (sf); previously on Jun 27, 2007 Definitive
Rating Assigned Ba1 (sf)

Cl. G, Affirmed at Ba2 (sf); previously on Jun 27, 2007 Definitive
Rating Assigned Ba2 (sf)

Cl. H, Affirmed at Ba3 (sf); previously on Jun 27, 2007 Definitive
Rating Assigned Ba3 (sf)

Cl. J, Affirmed at B1 (sf); previously on Jun 27, 2007 Definitive
Rating Assigned B1 (sf)

Cl. K, Affirmed at B3 (sf); previously on Feb 11, 2010 Downgraded
to B3 (sf)

Cl. L, Affirmed at Caa1 (sf); previously on Feb 11, 2010
Downgraded to Caa1 (sf)

Cl. XP, Affirmed at Aaa (sf); previously on Jun 27, 2007
Definitive Rating Assigned Aaa (sf)

Cl. XC, Affirmed at Aaa (sf); previously on Jun 27, 2007
Definitive Rating Assigned Aaa (sf)

RATINGS RATIONALE

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

Moody's rating action reflects a cumulative base expected loss of
2.3% of the current balance. At last review, Moody's cumulative
base expected loss was 1.4%. 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: "CMBS: Moody's
Approach to Rating Fusion Transactions" published on April 19,
2005. Other supporting methodologies include: "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 SCSC 2007-8 XP and XC 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 26, the same as 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 February 24, 2011.

DEAL PERFORMANCE

As of the January 12, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 7% to $479.8
million from $518.1 million at securitization. The Certificates
are collateralized by 66 mortgage loans ranging in size from less
than 1% to 10.2% of the pool, with the top ten loans representing
47% of the pool. The pool includes two loans with investment-grade
credit estimates, representing 10% of the pool.

Six loans, representing 8% of the pool, are on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package. As part of
Moody's ongoing monitoring of a transaction, Moody's reviews the
watchlist to assess which loans have material issues that could
impact performance.

The pool has not experienced any losses since securitization and
there are currently no loans in special servicing. Moody's has
assumed a high default probability for three poorly performing
loans representing 4% of the pool and has estimated an aggregate
$2.7 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
100% of the pool. Excluding troubled loans Moody's, weighted
average LTV is 89% compared to 90% at last review. Moody's net
cash flow reflects a weighted average haircut of 11% to the most
recently available net operating income. Moody's value reflects a
weighted average capitalization rate of 9.0%.

Excluding troubled loans Moody's actual and stressed DSCRs are
1.39X and 1.13X, respectively, compared to 1.42X and 1.11X 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 Atrium on Bay
Pooled Interest A-Note ($38.7 million -- 8.1%), which is secured
by a 1.05 million square foot (SF) office/retail complex located
in the central business district of Toronto, Ontario. The loan
represents a 33% pari passu interest in a $116 million first
mortgage. A $74 million B note held outside the trust also
encumbers the property. The property was 98% leased as of May
2011. The largest tenant is the Canadian Imperial Bank of Commerce
(CIBC) which leases 35% of the net rentable area (NRA). The
property was sold in June 2011 by Hines Real Estate Investments to
H&R REIT Properties. Property performance has remained stable
since last review. Moody's current credit estimate and stressed
DSCR are A2 and 1.73X, respectively, compared to A2 and 1.68X at
last review.

The second loan with a credit estimate is the 107 Woodlawn Road
West Loan ($9.2 million -- 1.9%), which is secured by a 618,400 SF
industrial property located in Guelph, Ontario. The property is
100% leased to Synnex Canada, a distributor technology products to
resellers, through February 2019. The loan is amortizing on a 15
year schedule and has paid down by 6% since last review. Moody's
current credit estimate and stressed DSCR are A1 and 1.88X,
respectively, compared to A3 and 1.76X at last review.

The top three performing conduit loans represent 21.1% of the
pool balance. The largest loan is the Londonderry Mall Loan
($48.8 million -- 10.2% of the pool), which is secured by a
777,032 SF regional shopping center located in Edmonton, Alberta.
The loan represents a 67% pari passu interest in a $73.2 million
first mortgage. As of December 2010, the property was 90% leased
compared to 92% in December 2009 and 97% in December 2008. Moody's
LTV and stressed DSCR are 85% and 1.08X, respectively, the same as
at last review.

The second largest loan is the Mega Centre Cote-Vertu Loan
($26. million -- 5.5% of the pool), which is secured by a 277,477
SF anchored retail center located in Montreal, Quebec. Property
performance has suffered since last review due to a decline in
base rents. This has driven NOI downward although occupancy has
increased to 87% as of December 2010 compared to 85% at last
review. Moody's LTV and stressed DSCR are 103% and 0.89X,
respectively, compared to 94% and 0.98X at last review.

The third largest loan is the Atrium II Loan ($25.9 million --
5.4% of the pool), which is secured by a 110,090 SF office
building located in Calgary, Alberta. Over half of the tenant base
is linked to energy exploration. The property is owned by Dundee
REIT. Performance at the property has declined as occupancy has
decreased from 93% at last review to 84% as of March 2011 coupled
with declining base rents as current tenants renew at lower rates.
Moody's LTV and stressed DSCR are 113% and 0.86X, respectively,
compared to 94% and 1.03X at last review.


SPLIT YIELD: DBRS Downgrades Class I Rating to 'D'
--------------------------------------------------
DBRS has downgraded the rating of the 5.5% Class I Cumulative
Preferred Shares (the Class I Preferred Shares) issued by Split
Yield Corporation (the Company) from Pfd-5 to D and confirmed the
rating of the 7.0% Class II Cumulative Preferred Shares (the Class
II Preferred Shares) issued by the Company at D.

On December 6, 2011, the Company announced that all of its
outstanding Class I and Class II Preferred Shares would be
redeemed as scheduled on February 1, 2012 (the Redemption Date),
in accordance with the redemption provisions of the shares.
Quadravest Capital Management, manager of the Company, began
liquidating the portfolio during the latter half of January 2012
in preparation for the final redemption.

On February 1, 2012, all outstanding Class I and Class II
Preferred Shares were redeemed.  The final redemption prices were
$19.00 and $0.005 for the Class I and II Preferred Shares,
respectively, which were less than the issue prices of the Class I
and Class II Preferred Shares.  As a result, the holders of the
Class I and Class II Preferred Shares suffered a loss on their
principals.


SPRING ROAD 2007-1: S&P Raises Rating on Class E Notes to 'BB+'
---------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
B, C, D, and E notes from Spring Road CLO 2007-1 Ltd., a U.S.
collateralized loan obligation (CLO) transaction managed by Denali
Capital LLC. "We affirmed our ratings on the class A-1 and
A-2 notes," S&P said.

"The upgrades reflect an improved performance in the deal's
underlying asset portfolio since we affirmed the notes on
Dec. 8, 2009. As of the Jan. 10, 2012 trustee report, the
transaction had only $8.55 million in defaulted assets, compared
with $27.08 million noted in the Oct. 7, 2009 trustee report,
which we referenced for our December 2009 review. 's affirmations
reflect the credit support available to the class A-1 and A-2
notes at the current rating levels," S&P said.

The transaction has also benefited from an increase in the
overcollateralization (O/C) available to support the rated notes.
The trustee reported the O/C ratios in the Jan. 10, 2012 monthly
report:

    The B O/C ratio was 135.86%, compared with a reported ratio of
    133.70% in October 2009;

    The C O/C ratio was 123.43%, compared with a reported ratio of
    121.47% in October 2009;

    The D O/C ratio was 116.01%, compared with a reported ratio of
    114.16% in October 2009; and

    The E O/C ratio was 108.83%, compared with a reported ratio of
    107.1% in October 2009.

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

Spring Road CLO 2007-1 Ltd.
                     Rating
Class            To          From
B                AA+ (sf)    AA (sf)
C                A+ (sf)     A (sf)
D                BBB+ (sf)   BBB (sf)
E                BB+ (sf)    BB (sf)

Ratings Affirmed

Spring Road CLO 2007-1 Ltd.
Class         Rating
A-1           AAA (sf)
A-2           AAA (sf)

Transaction Information

Issuer:               Spring Road CLO 2007-1 Ltd.
Coissuer:             Merrill Lynch CLO 2007-1 LLC
Collateral manager:   Denali Capital LLC
Trustee:              Deutsche Bank Trust Co. Americas
Transaction type:     Cash flow CLO


STST 2002-1: Moody's Affirms Rating of Cl. G Notes at 'B1'
----------------------------------------------------------
Moody's Investors Service upgraded the ratings of four classes and
affirmed six classes of Solar Trust Commercial Mortgage Pass-
Through Certificates, Series 2002-1:

Cl. A-2, Affirmed at Aaa (sf); previously on Dec 11, 2002
Definitive Rating Assigned Aaa (sf)

Cl. B, Affirmed at Aaa (sf); previously on Apr 6, 2006 Upgraded to
Aaa (sf)

Cl. C, Upgraded to Aaa (sf); previously on Feb 24, 2011 Upgraded
to Aa2 (sf)

Cl. D, Upgraded to Aa3 (sf); previously on Feb 24, 2011 Upgraded
to A3 (sf)

Cl. E, Upgraded to A3 (sf); previously on Apr 6, 2006 Upgraded to
Baa2 (sf)

Cl. F, Upgraded to Baa3 (sf); previously on Dec 11, 2002
Definitive Rating Assigned Ba2 (sf)

Cl. G, Affirmed at B1 (sf); previously on Dec 16, 2009 Downgraded
to B1 (sf)

Cl. H, Affirmed at Caa1 (sf); previously on Dec 16, 2009
Downgraded to Caa1 (sf)

Cl. J, Affirmed at Caa2 (sf); previously on Dec 16, 2009
Downgraded to Caa2 (sf)

Cl. IO, Affirmed at Aaa (sf); previously on Dec 11, 2002
Definitive Rating Assigned Aaa (sf)

RATINGS RATIONALE

The upgrades are due to the significant increase in subordination
due to loan payoffs and amortization and overall stable pool
performance. The pool has paid down by 33% since Moody's 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
2.0% of the current balance. At last review, Moody's cumulative
base expected loss was 1.9%. 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, "Moody's Approach to Rating Canadian CMBS" published in May
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 Solar Trust Commercial Mortgage Pass-Through
Certificates, Series 2002-1 Class IO 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
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 13 compared to 18 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 12, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 54% to
$122.2 million from $266.6 million at securitization. The
Certificates are collateralized by 34 mortgage loans ranging in
size from less than 1% to 13% of the pool, with the top ten loans
representing 67% of the pool. Nine loans, representing 13% of the
pool, have defeased and are collateralized with Canadian
Government securities.

Twelve loans, representing 46% 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. One loan,
representing less than 1% of the pool, is currently in special
servicing.

Moody's was provided with full year 2010 operating results for 88%
of the pool. Excluding troubled loans, Moody's weighted average
LTV is 67% compared to 65% at Moody's prior review. Moody's net
cash flow reflects a weighted average haircut of 10% to the most
recently available net operating income. Moody's value reflects a
weighted average capitalization rate of 10.2%.

Excluding troubled loans, Moody's actual and stressed DSCRs are
1.65X and 1.96X, respectively, compared to 1.64X and 1.92X at last
review. Moody's actual DSCR is based on Moody's net cash flow
(NCF) and the loan's actual debt service. Moody's stressed DSCR is
based on Moody's NCF and a 9.25% stressed rate applied to the loan
balance.

The top three performing loans represent 32% of the pool balance.
The largest loan is the Hotel Novotel Loan ($15.3 million -- 12.5%
of the pool), which is secured by a 262-key full-service hotel
located in Toronto, Ontario. The property also contains 25,000 SF
of office/retail space. Property performance has improved. The
year to date performance as of September 30, 2011 shows revenue
per available room (RevPAR) and occupancy at $107.79 and 80%,
respectively, compared to $103.68 and 78% as of December 31, 2010.
Moody's last review reflected a stabilized performance for this
loan, which has been achieved. Moody's LTV and stressed DSCR are
73% and 1.69X, respectively, essentially the same at last review.

The second largest loan is the La Porte de Gatineau Loan
($12.1 million -- 9.9% of the pool), which is secured by a 154,977
square foot (SF) retail property located in Gatineau, Quebec. The
property was 85% leased as of November 2011 compared to 94% at
last review. At the last review, Moody's anticipated potential
leasing volatility and incorporated a stressed cash flow in its
analysis. Loan performance remains stable and the loan is full
recourse to the borrower. Moody's LTV and stressed DSCR are 73%
and 1.44X, respectively, compared to 76% and 1.40X at last review.

The third largest loan is the Parkland Mall Loan ($12.1 million --
9.9% of the pool), which is secured by a 266,756 SF anchored mall
located in Yorkton, Saskatchewan. The mall is anchored by Zellers
(69% of the net rentable area; September 2016 lease expiration).
The property was 84% leased as of January 2011 compared to 80% at
last review. Loan performance remains stable and the loan is
scheduled to mature in August 2012. Moody's LTV and stressed DSCR
are 73% and 1.52X, relatively, compared to 82% and 1.36 at last
review.


STUYVESANT CDO: Moody's Upon Class A Notes Rating to Aa2 From Ba1
-----------------------------------------------------------------
Moody's Investors Service has upgraded the rating of one class of
notes issued by Stuyvesant CDO V, Ltd. The instrument affected by
the rating action is:

US$25,000,000 Class A Floating Rate Notes, Upgraded to Aa2 (sf);
previously on August 24, 2009 Downgraded to Ba1 (sf).

RATINGS RATIONALE

The rating upgrade action taken reflects the delevering of the
Super Senior notes and improvement in the credit quality of the 22
securities in the reference portfolio. Moody's notes that the
Super Senior notes have been paid down by approximately 58.3% or
$277.1 million since the rating action in August 2009. Moreover,
all of the CLO tranches in the reference portfolio are currently
rated Aaa, a four notch improvement from the A1 average rating at
the time of the last rating action.

Stuyvesant CDO V, Limited is a synthetic collateralized debt
obligation that references a portfolio of Collateralized Loan
Obligations (CLOs).

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.

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

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

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:

Aaa-rated assets notched down by 1 rating notch:

Class A: -3


TIAA 2007-C4: S&P Lowers Ratings on 2 Classes of Cert. to 'D'
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on eight
classes of commercial mortgage pass-through certificates from TIAA
Seasoned Commercial Mortgage Trust 2007-C4, a U.S. commercial
mortgage-backed securities (CMBS) transaction. "Concurrently, we
affirmed our ratings on 12 other classes from the same
transaction," S&P said.

"Our rating actions follow our analysis of the credit
characteristics of the collateral remaining in the pool, as
well as 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 eight
($117.7 million, 8.9%) assets that are with the special servicer.
We also considered the monthly interest shortfalls affecting the
trust. We lowered our ratings to 'D (sf)' on the class Q and
S certificates because we believe the accumulated interest
shortfalls will remain outstanding for the foreseeable future,"
S&P said.

"The rating affirmations on the principal and interest
certificates reflect subordination and liquidity support levels
that we consider to be consistent with our outstanding ratings on
these classes. We affirmed our 'AAA (sf)' 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 1.54x and a loan-to-value
(LTV) ratio of 94.5%. We further stressed the loans' cash flows
under our 'AAA' scenario to yield a weighted-average DSC of 1.10x
and an LTV ratio of 125.3%. The implied defaults and loss severity
under the 'AAA' scenario were 60.2% and 33.3%. The DSC and LTV
calculations exclude the eight ($117.7 million, 8.9%) specially
serviced assets. We separately estimated losses for the excluded
specially serviced assets 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 net interest shortfalls totaling $88,751. The net
interest shortfalls were primarily due to appraisal subordinate
entitlement reduction (ASER) amounts totaling $41,066, workout
fees of $4,427, loan modification-generated shortfalls of $18,695,
and special servicing fees of $24,562. The class Q and S
certificates have experienced cumulative interest shortfalls for
six consecutive months, which we expect to remain outstanding for
the foreseeable future. Consequently, we downgraded these classes
to 'D (sf)'," S&P said.

                     Credit Considerations

As of the Jan. 18, 2012 trustee remittance report, eight
assets ($117.7 million, 8.9%) in the pool were with the special
servicer, C-III Asset Management LLC (C-III). One of the specially
serviced assets, the 711 Westchester Avenue loan ($11.7 million,
0.9%) was bi-furcated into an A note and a B note. The reported
payment status of the specially serviced assets is: one is
real estate-owned (REO) ($8.6 million, 0.6%); two are in
foreclosure ($22.3 million, 1.7%); two are 90-plus days delinquent
($55.9 million, 4.2); one is 30 days delinquent ($10.2 million,
0.8%); one is less than 30 days delinquent ($9.0 million, 0.7%;
and one is current ($11.7 million, 0.9%). Appraisal reduction
amounts (ARAs) totaling $9.0 million are in effect against four
of the specially serviced assets.

The Regency Portfolio loan ($40.2 million, 3.0%) is the largest
specially serviced asset and the fifth-largest loan in the pool.
It was transferred to special servicing on May 26, 2011, due to
imminent payment default. The loan's payment status is reported
as 90-plus days delinquent. The loan is secured by six cross-
collateralized and cross-defaulted first mortgages on eight office
buildings totaling 626,998 sq. ft. located in West Des Moines,
Iowa.

According to C-III, a discounted payoff of the loan has been
accepted.

Servicer-reported combined DSC was 1.03x for the year ended
Dec. 31, 2010, and reported combined occupancy was 89.0% as of
March 31, 2011. Standard & Poor's anticipates a moderate loss upon
the eventual resolution of this loan.

The remaining seven specially serviced assets have individual
balances that represent less than 1.2% of the total pool balance.
ARAs totaling $9.0 million were in effect against four of these
specially serviced assets. Standard & Poor's estimated a weighted-
average loss severity of 22.7% for the remaining seven assets that
are with the special servicer.

                          Transaction Summary

As of the Jan. 18, 2012 trustee remittance report, the collateral
pool balance was $1.33 billion, which is 63.5% of the balance at
issuance. The pool includes 111 loans and one REO asset, down from
148 loans at issuance. The master servicer, Wells Fargo Bank N.A.
(Wells Fargo), provided financial information for 89.3% of the
loan balance, 86.4% of which reflected full-year 2010 or partial-
year 2011 data.

"We calculated a weighted average DSC of 1.53x for the loans in
the pool based on the servicer-reported figures. Our adjusted DSC
and LTV ratios were 1.54x and 94.5%. The transaction has not
experienced any principal losses. Five loans ($122.0 million,
9.2%) in the pool are on the master servicer's watchlist. Nine
loans ($200.2 million, 15.1%) have reported DSC of less than
1.10x, seven of which ($148.3 million, 11.2%) have reported
DSC below 1.00x.

                     Summary of The Top 10 Loans

"The top 10 loans have an aggregate outstanding balance of
$455.0 million (34.3%). Using servicer-reported numbers, we
calculated a weighted average DSC of 1.56x for the top 10 loans.
Our adjusted DSC and LTV ratios, were 1.67x and 105.1% for the top
10 loans. The fifth-largest loan in the pool, the Regency
Portfolio loan, is in special servicing," 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 S&P's 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

TIAA Seasoned Commercial Mortgage Trust 2007-C4
Commercial mortgage pass-through certificates

               Rating
Class       To          From   Credit enhancement
                                              (%)
J           B (sf)      B+ (sf)              4.13
K           B- (sf)     B+ (sf)              3.54
L           CCC+ (sf)   B (sf)               2.95
M           CCC (sf)    B (sf)               2.36
N           CCC- (sf)   B- (sf)              2.17
P           CCC- (sf)   B- (sf)              1.58
Q           D (sf)      CCC+ (sf)            1.38
S           D (sf)      CCC (sf)             1.18

Ratings Affirmed

TIAA Seasoned Commercial Mortgage Trust 2007-C4
Commercial mortgage pass-through certificates

Class       Rating             Credit enhancement
                                              (%)
A-2         AAA (sf)                        31.50
A-3         AAA (sf)                        31.50
A-1A        AAA (sf)                        31.50
A-J         A+ (sf)                         14.37
B           A (sf)                          13.58
C           BBB+ (sf)                       11.42
D           BBB (sf)                        10.04
E           BBB- (sf)                        9.65
F           BB+ (sf)                         8.47
G           BB (sf)                          6.89
H           BB- (sf)                         5.91
X           AAA (sf)                          N/A

N/A -- Not applicable.


VEGA CAPITAL: Moody's Raises Class C Notes Rating to 'Ba2'
----------------------------------------------------------
Moody's Investors Service has upgraded the rating of these notes
issued by Vega Capital Ltd.:

US$63,900,000 Series 2010-I Class C Principal At-Risk Variable
Rate Notes due December 20, 2013, Upgraded to Ba2 (sf); previously
on July 29, 2011 Confirmed at Ba3 (sf).

RATING RATIONALE

Vega Capital Ltd. is a catastrophe bond program that can issue
notes in different series to cover a portfolio of natural
catastrophe risks over specific risk periods. Investors in the
Series 2010-I Notes, issued on December 14, 2010, provide
protection to Swiss Reinsurance Company Ltd. ("Swiss Re") against
losses that may result from the occurrence of up to five separate
perils over a risk period of three years, i.e. until December 14,
2013. The perils covered by the Series 2010-I issuance include:
European windstorms, Japan typhoons, Japan earthquakes, California
earthquakes and North Atlantic hurricanes.

Moody's notes that with less than two years remaining in the
transaction, the likelihood of occurrence of the number of
qualified events with the associated aggregate losses required to
attach the class of rated Notes has been significantly reduced.
Additionally, the transaction receives reserve account payments
from Swiss Re on each payment date which has resulted in a buildup
of a significant first loss position in the capital structure, in
addition to the $42.6 million of unrated Class D Notes that
provide a layer of protection below the rated Notes. A reserve
account balance of $21.3 million is incorporated in the monitoring
model. Due to the size of the remaining first loss layer and
structure of the loss trigger mechanism of the transaction that
limits the annual losses attributable to each separate peril, the
occurrence of more than one of the covered type of perils are
required for the Class C Notes to experience any losses.

In addition, the rating action taken on the notes is also the
result of the final loss determination reported by the Calculation
Agent related to Event Notices received with respect to two
Parametric Japan Earthquake Events, the Earthquake Tohoku and the
Magnitude 7.9 aftershock of Tohoku Earthquake. These Events did
not result in Principal Loss Amounts to the rated Notes.

In reaching its determination, Moody's reviewed two Events Reports
prepared by the Calculation Agent which made the following
calculations for the two Parametric Japan Earthquake Events:

(1) Earthquake Tohoku, Event Notice dated March 16, 2011,with an
Index Value of 285.1 and an Event Percentage of 42.48%, and

(2) Magnitude 7.9 aftershock of Tohoku Earthquake, Event Notice
dated April 8, 2011, with an Index Value of 8.4 and an Event
Percentage of 0%.

Based on this calculation, the Reserve Account Loss Amount was
US$15.93 million. The structure of Vega Capital Ltd. allows for
the build-up over time of a first-loss protection layer via
payments by the Counterparty to the Reserve Account.

The principal methodology used in this rating was "Moody's
Approach to Rating Catastrophe Bonds Updated" published in January
2004.


VITALITY RE II: S&P Affirms 'BB+' Rating on Class B Notes
---------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on Vitality
Re Ltd.'s Series 2010-1 Class A notes to 'BBB+(sf)' from 'BBB-
(sf)', and its rating on Vitality Re II Ltd.'s Series 2011-1 Class
A notes to 'BBB+(sf)' from 'BBB (sf)'. "At the same time, we
affirmed our 'BB+(sf)' rating on Vitality Re II Ltd.'s Series
2011-1 Class B notes. Each class of notes is removed from
CreditWatch Positive where they were placed on Jan. 12, 2012," S&P
said.

"We have received updated model results from Milliman Inc. based
on the methodology it used to model Vitality Re III Ltd. The
upgrades reflect the improved claims experience on the covered
business that Health Re Inc. ceded to Vitality Re Ltd. and to
Vitality Re II Ltd. The medical benefit ratio (MBR) attachment for
the Series 2010-1 Class A notes is 104%, and 105% for the Series
2011-1 Class A notes. When calculating the updated MBR for the
upcoming resets, we expect the positive claims trends during the
past two years to lower the probability of attachment at the
related MBR. The initial MBR for each of the issues was weighted
more heavily on the 2009 MBR, which had been less favorable than
the MBR for 2010 and the first nine months of 2011," S&P said.

"The MBR attachment for the Vitality Re II Ltd. Series 2011-1
Class B notes is 100%. Although the updated probability of
attachment is lower, the adjusted probability of attachment is
still within the 'BB+' rating range of the default table we use to
rate the notes," S&P said.

"We based our ratings on the notes on the probability of
attachment in each year. Because we expect the actual results to
differ from the modeled results, we adjust the probability of
attachment for each class of notes in line with strengths and
weaknesses identified by using the stress scenarios Milliman
supplied, and then deriving adjusted probabilities of attachment
for each class of notes," S&P said.

"We then assign the ratings by selecting the next category below
this adjusted probability of attachment that is greater than or
equal to the adjusted probability of default from our insurance-
linked securities default table," S&P said.

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

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

Ratings Affirmed, Removed From CreditWatch
                                To          From
Vitality Re II Ltd.
  Series 2011-1 Class B Notes   BB+(sf)     BB+(sf)/Watch Pos


                           *********

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
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                           *********

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