TCR_Public/120226.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 26, 2012, Vol. 16, No. 56

                            Headlines

ALM V: Moody's Assigns Provisional Rating to Five Classes of CLO
ALT-A: Moody's Lowers Rating of Cl. I-A-1 Notes to 'Caa1'
BANC OF AMERICA 2007-BMB1: S&P Cuts 2 Cert Classes Ratings to 'D'
BEAR STEARNS: Expected Losses Cue Fitch to Affirm Ratings
CAPITAL ONE: Moody's Confirms 'Ba1' Counterparty Instrument Rating

CD 2007-CD4: Moody's Reviews 'B1' Rating of Cl. A-J Notes
CDO REPACK: S&P Lowers Rating on Class E-1 Notes to 'D'
CLAREGOLD TRUST: Moody's Reviews 'Ba3' Rating of Cl. F Notes
CREDIT SUISSE: Expected Losses Cue Fitch to Lower Ratings
CRESI FINANCE: Moody's Affirms 'Ba1' Rating of Cl. F Notes

CSFB 2002-CKS4: Moody's Lowers Cl. F Notes Rating to 'Ba2'
EAST LANE RE: S&P Gives 'BB' Rating on Series 2012 Class A Notes
EXETER AUTOMOBILE: S&P Gives 'BB' Rating on Class D Fixed Notes
FIRST INVESTORS: DBRS Puts Provisional Rating of 'BB' to Class E
FIRST INVESTORS: S&P Gives 'BB' Rating on Class E Fixed Notes

FORD CREDIT: Moody's Assigns Definitive Ratings to Series 2012-1
FORD CREDIT: Moody's Assigns Definitive Ratings to Series 2012-2
FORTRESS CREDIT: Moody's Moody's Upgrades Ratings of Seven Classes
FOUNDERS GROVE: S&P Affirms Rating on Class D Notes at 'B+'
GMACC 2002-C3: Moody's Lowers Rating of Cl. H Notes to 'Ba1'

GS MORTGAGE: Fitch Affirms Rating on $25 Mil. Notes at 'BB-sf'
JP MORGAN: Fitch Affirms Rating on Four Note Classes at 'Dsf'
JP MORGAN: Fitch Affirms Rating on Super Senior Classes
JP MORGAN: Losses Prompt Fitch to Downgrades Rating on Notes
LB MULTIFAMILY: Moody's Affirms Rating of Cl. A-1 Notes at 'Caa1'

LB-UBS 2006-C4: S&P Lowers Ratings on 2 Classes of Certs. to 'D'
LCM X: S&P Gives 'BB' Rating on Class E Deferrable Notes
MERRILL LYNCH: DBRS Confirms Class F Rating at 'BB'
MERRILL LYNCH: DBRS Confirms Class G Rating at 'BB'
MICHIGAN HIGHER: Moody's Reviews Ratings of Two Tranches

MISSISSIPPI HIGHER: Moody's Reviews Ratings for Possible Downgrade
ML-CFC COMMERCIAL: Fitch Downgrades Rating on Nine Note Classes
MLFA 2007-CANADA: Moody's Reviews 'Ba1' Rating of Cl. F Notes
MLFA 2007-CANADA: Moody's Reviews 'Ba1' Rating of Cl. F Notes
MORGAN STANLEY: Moody's Raises Rating of Class I-A Notes to 'Ba2'

MORGAN STANLEY: S&P Lowers Rating on Class L Cert. to 'D'
OCTAGON INVESTMENT: Moody's Gives (P)Ba3 Rating to Class E Notes
OCTAGON INVESTMENT: S&P Raises Rating on Class D Notes to 'BB'
OCTAGON INVESTMENT: S&P Rates Class E Deferrable Notes 'BB-'
PACIFIC SHORES: Moody's Lowers Rating of Class A Notes to 'Ba1'

REALT 2007-2: Moody's Affirms Rating of Cl. F Notes at 'Ba1'
RESTRUCTURED ASSET: Moody's Raises Rating of Cl. A-1B Notes to Ba1
REVE SPC: S&P Lowers Rating on Class A Notes to 'D' on Losses
ROSEDALE CLO: S&P Lowers Rating on Class D Notes to 'BB+'
SCORE TRUST: Moody's Reviews Rating of Asset-Backed Notes

SEAWALL SPC: S&P Lowers Rating on Notes From 'B' to 'CCC-'
TRAPEZA CDO: Moody's Raises Rating of Class B Notes to 'Ba1'
TRAPEZA CDO: Moody's Raises Rating for Class B-1 Notes to 'Ba2'
UNITED ARTISTS: Moody's Affirms 'B3' Rating of 1995-A Notes
ZAIS INVESTMENT: S&P Raises Rating on Class A-4 Notes to 'BB-'

ZOO HF3: Fitch Withdraws Rating on Four Mezzanine Notes

* S&P Places Ratings on 16 Tranches from 15 US CDOs on Watch Pos
* S&P Lowers Ratings on 59 Classes From 23 RMBS Transactions
* S&P Lowers Ratings on 405 Classes of Certificates to 'D'



                            *********


ALM V: Moody's Assigns Provisional Rating to Five Classes of CLO
----------------------------------------------------------------
Moody's Investors Service has assigned these provisional ratings
to notes to be issued by ALM V, Ltd.:

US$273,000,000 Class A-1 Senior Secured Floating Rate Notes due
2023, (the "Class A-1 Notes"), Assigned (P) Aaa (sf)

US$37,200,000 Class A-2 Senior Secured Floating Rate Notes due
2023, (the "Class A-2 Notes"), Assigned (P) Aa2 (sf)

US$37,700,000 Class B Senior Secured Deferrable Floating Rate
Notes due 2023, (the "Class B Notes"), Assigned (P) A2 (sf)

US$14,900,000 Class C Senior Secured Deferrable Floating Rate
Notes due 2023, (the "Class C Notes"), Assigned (P) Baa2 (sf)

US$25,700,000 Class D Senior Secured Deferrable Floating Rate
Notes due 2023, (the "Class D Notes"), Assigned (P) Ba2 (sf).

Moody's issues provisional ratings in advance of the final sale of
financial instruments, but these ratings only represent Moody's
preliminary credit opinions. Upon a conclusive review of a
transaction and associated documentation, Moody's will endeavor to
assign definitive ratings. A definitive rating (if any) may differ
from a provisional rating.

RATINGS RATIONALE

Moody's provisional ratings of the notes address the expected
losses posed to noteholders. The provisional ratings reflect the
risks due to defaults on the underlying portfolio of loans, the
transaction's legal structure, and the characteristics of the
underlying assets.

In addition to the notes rated by Moody's, the Issuer will issue
one class of subordinated notes. In accordance with the respective
priority of payments, interest and principal will be paid to the
rated notes prior to the payments to the subordinated notes. The
transaction incorporates interest and par coverage tests which, if
triggered, divert interest and principal proceeds to pay down the
rated notes in order of seniority.

ALM V is a managed cash flow CLO. The issued notes will be
collateralized substantially by broadly syndicated, first-lien
senior secured corporate loans. At least 90% of the portfolio must
be invested in senior secured loans or eligible investments, and
up to 10% of the portfolio may consist of senior secured floating
rate notes, second-lien loans, unsecured loans, secured bonds and
high-yield bonds. The underlying collateral pool will be
approximately 75% ramped up as of the closing date.

Apollo Credit Management (CLO) LLC, will direct the selection,
acquisition and disposition of collateral on behalf of the Issuer
and may engage in trading activity during the transaction's three-
year reinvestment period, including discretionary trading.
Thereafter, purchases are permitted using principal proceeds from
unscheduled principal payments and sales of credit risk
obligations, and are subject to certain restrictions.

For modeling purposes, Moody's used these base-case assumptions:

Par of $425,000,000

Diversity of 45

WARF of 2700

Weighted Average Spread of 3.50%

Weighted Average Coupon of 7.0%

Weighted Average Recovery Rate of 48.75%

Weighted Average Life of 8 years.

Together with the set of modeling assumptions above, Moody's
conducted additional sensitivity analyses which were an important
component in determining the ratings assigned to the notes. These
sensitivity analyses include increased default probability
relative to the base case.

Below is a summary of the impact of an increase in default
probability (expressed in terms of WARF level relative to the
base-case WARF of 2700) on the notes (shown in terms of the number
of notch difference versus the current model output, whereby a
negative difference corresponds to higher expected losses),
assuming that all other factors are held equal:

Moody's WARF + 15% (3150)

Class A-1 Notes: 0

Class A-2 Notes: -1

Class B Notes: -2

Class C Notes: -2

Class D Notes: -1

Moody's WARF +30% (3510)

Class A-1 Notes: -1

Class A-2 Notes: -2

Class B Notes: -4

Class C Notes: -3

Class D Notes: -2.

The V Score for this transaction is Medium/High. This V Score has
been assigned in a manner similar to the Medium/High V score
assigned for the global cash flow CLO sector, as described in the
special report titled "V Scores and Parameter Sensitivities in the
Global Cash Flow CLO Sector," dated July 6, 2009, available on
www.moodys.com.

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.

The principal methodology used in assigning the ratings to the
notes was "Moody's Approach to Rating Collateralized Loan
Obligations," published in June 2011.


ALT-A: Moody's Lowers Rating of Cl. I-A-1 Notes to 'Caa1'
---------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 11
tranches from 4 RMBS transactions and upgraded the ratings of 4
tranches from 3 RMBS transactions backed by Alt-A loans, issued in
2005.

RATINGS RATIONALE

The collateral backing these transactions consists primarily of
first-lien, Alt-A residential mortgage loans. The actions are a
result of the recent performance review of Alt-A pools and reflect
Moody's updated loss expectations on Alt-A pools issued from 2005
to 2008.

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

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

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

Moody's noted that on November 22, 2011, it released a Request for
Comment, in which the rating agency has requested market feedback
on potential changes to its rating methodology for Interest-Only
Securities. If the revised methodology is implemented as proposed
the rating on CWALT, Inc. Mortgage Pass-Through Certificates,
Series 2005-J6 Class 1-X and Prime Mortgage Trust 2005-4 Class II-
X will have a neutral impact. CSFB Mortgage-Backed Pass-Through
Certificates, Series 2005-5 Class II-X and CWALT, Inc. Mortgage
Pass-Through Certificates, Series 2005-J9 Class 2-X will have a
negative impact. And CSFB Mortgage-Backed Pass-Through
Certificates, Series 2005-5 Class C-X will have a positive impact.
Please refer to Moody's request for Comment, titled "Proposal
Changing the Global Rating Methodology for Structured Finance
Interest-Only Securities," for further details regarding the
implications of the proposed methodology change on Moody's rating.

Complete rating actions are:

Issuer: CSFB Mortgage-Backed Pass-Through Certificates, Series
2005-5

Cl. I-A-1, Downgraded to Caa1 (sf); previously on Jul 13, 2010
Downgraded to B1 (sf)

Cl. II-A-8, Upgraded to A1 (sf); previously on Jul 13, 2010
Downgraded to Ba3 (sf)

Cl. II-X, Downgraded to B1 (sf); previously on Jul 13, 2010
Downgraded to Ba3 (sf)

Cl. VI-A-2, Upgraded to Baa3 (sf); previously on Jul 13, 2010
Downgraded to B1 (sf)

Cl. C-X, Downgraded to B2 (sf); previously on Jul 13, 2010
Downgraded to B1 (sf)

Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series
2005-J6

Cl. 1-A-5, Downgraded to Caa1 (sf); previously on Apr 12, 2010
Downgraded to B2 (sf)

Cl. 1-A-7, Downgraded to Caa1 (sf); previously on Apr 12, 2010
Downgraded to B2 (sf)

Cl. 1-X, Downgraded to Caa1 (sf); previously on Apr 12, 2010
Downgraded to B2 (sf)

Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series
2005-J9

Cl. 1-A-3, Upgraded to Baa1 (sf); previously on Apr 12, 2010
Downgraded to Caa1 (sf)

Cl. 2-A-1, Downgraded to B1 (sf); previously on Apr 12, 2010
Downgraded to Ba2 (sf)

Cl. 2-A-2, Downgraded to B1 (sf); previously on Apr 12, 2010
Downgraded to Ba2 (sf)

Cl. 2-A-3, Downgraded to C (sf); previously on Apr 12, 2010
Downgraded to Ca (sf)

Cl. 2-X, Downgraded to B1 (sf); previously on Apr 12, 2010
Downgraded to Ba2 (sf)

Issuer: Prime Mortgage Trust 2005-4

Cl. II-A-6, Upgraded to A2 (sf); previously on Aug 11, 2010
Upgraded to Ba2 (sf)

Cl. II-X, Downgraded to B3 (sf); previously on Aug 11, 2010
Downgraded to Ba2 (sf)


BANC OF AMERICA 2007-BMB1: S&P Cuts 2 Cert Classes Ratings to 'D'
-----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings to 'D (sf)'
from 'CCC- (sf)' on the class L and RDI-1 commercial mortgage
pass-through certificates from Banc of America Large Loan Trust
2007-BMB1, a U.S. commercial mortgage-backed securities (CMBS)
transaction.

"We downgraded the class L and RDI-1 certificates following
principal losses due to the liquidation of the Reader's Digest
loan, as detailed in the Feb. 15, 2012, trustee remittance
report," S&P said.

"We attributed the principal losses on classes L and RDI-1 to the
liquidation of the Reader's Digest loan, as reported in the
February 2012 trustee remittance report. This loan was with the
special servicer and liquidated at a loss severity of 72.9%
(totaling $13.8 million in principal losses) on the trust
balance. The Reader's Digest loan had a pooled trust balance of
$16.0 million and a nonpooled trust balance of $2.9 million
that provided 100% of the cash flow to the class RDI-1 raked
certificate. Consequently, class L sustained a 28.0% loss to its
$38.8 million original principal balance, while class RDI-1 lost
100% of its $2.9 million original principal balance," S&P said.

            Standard & Poor's 17g-7 Disclosure Report

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

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

       http://standardandpoorsdisclosure-17g7.com/1111441.pdf


BEAR STEARNS: Expected Losses Cue Fitch to Affirm Ratings
---------------------------------------------------------
Fitch Ratings has affirmed six and downgraded eight classes of
Bear Stearns Commercial Mortgage Securities Trust 2004-TOP16,
commercial mortgage pass-through certificates.

The downgrades are due to an increase in Fitch expected losses and
the recent transfer of four loans to special servicing.  Fitch
modeled losses of 2.89% of the outstanding pool.  The expected
losses of the original pool are at 2.15%, which includes 0.65% to
date.  Current cumulative interest shortfalls totaling $384,448
are affecting classes O and P.

As of the February 2012 distribution date, the pool's certificate
balance has paid down 25% to $859.3 million from $1.156 billion.
Fitch identified 19 (22.4%) Fitch Loans of Concern, of which four
(1.7%) are specially serviced with a status of 60 or 90 days
delinquent. In addition, there are 10 (11.3%) defeased loans
within the pool, of which three (7.4%) are within the top 15.

The largest contributor to expected losses is a loan (0.86%)
secured by a 51,311 square feet (sf) unanchored retail center in
Duluth, GA.  The loan transferred to special servicing in October
2011 due to monetary default due to declining performance at the
property.  The last reported occupancy and debt service coverage
ratio (DSCR) on the property was 67.5% and 0.47 times (x),
respectively, as of March 2011.  The special servicer is
negotiating with the borrower while pursuing all right and
remedies to protect the trust.

The second largest contributor to expected losses is
collateralized by a 73,547 sf anchored mixed-use retail and office
center located in Foster City, CA.  The loan was special serviced
until April 2011 when it was modified and returned to the master
servicer as a corrected mortgage loan.  The modification included
a 12-month extension to the new maturity of July 2015 and
interest-only payments for the remaining term of the loan.  The
master servicer reports that as of third-quarter 2011 the
property's occupancy and DSCR was 76.9% and 0.92x respectively.

The third largest contributor to Fitch expected losses is a loan
(0.41%) secured by a 43,927 sf suburban office building located in
Fort Washington, PA.  The most recent occupancy reported by the
master servicer is 56.4% as of June 2011, which is down from 64%
as of year-end 2010.  In addition, the largest tenant, Temple
University (35%), is considering downsizing their current space.
The master servicer also reports that the occupancy has caused a
decrease in DSCR to 0.56x for the same period.

Fitch downgrades these classes, revises Outlooks and assigns
Recovery Estimates (REs):

  -- $15.8 million class E to 'BBBsf' from 'A-sf'; Outlook to
     Stable from Negative;
  -- $10.1 million class F to 'BBsf' from 'BBB+sf'; Outlook to
     Stable from Negative;
  -- $11.5 million class G to 'BBsf' from 'BBB-sf'; Outlook
     Negative;
  -- $10.1 million class H to 'CCCsf' from 'Bsf'; RE 55%;
  -- $2.8 million class J to 'CCCsf' from 'Bsf'; RE 0%;
  -- $5.7 million class L to 'CCsf' from 'CCCsf'; RE 0%;
  -- $1.4 million class M to 'Csf' from 'CCCsf'; RE 0%;
  -- $1.4 million class N to 'Csf' from 'CCsf'; RE 0%.

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

  -- $70.7 million class A-5 at 'AAAsf'; Outlook Stable;
  -- $676 million class A-6 at 'AAAsf'; Outlook Stable;
  -- Interest only class X-2 at 'AAAsf'; Outlook Stable;
  -- $20.2 million class B at 'AA+sf'; Outlook Stable;
  -- $13 million class C at 'AAsf'; Outlook Stable;
  -- $13 million class D at 'Asf'; Outlook Stable;
  -- $4.3 million class K at 'CCCsf'; RE 0%.

Fitch does not rate class P.

Classes A-1, A-2, A-3 and A-4 have paid in full.  Class O will
remain at 'D' with a Recovery Estimate of 0% due to incurred
losses.


CAPITAL ONE: Moody's Confirms 'Ba1' Counterparty Instrument Rating
------------------------------------------------------------------
Moody's Investors Service confirmed the ratings on 32 classes of
asset-backed securities issued out of the Capital One Multi-asset
Execution Trust. The securities are backed by a $40 billion
revolving pool of consumer and small business credit card
receivables originated by Capital One Bank (USA), N.A. Moody's
also confirmed the Ba1 (sf) Counterparty Instrument Rating to the
Swap Agreement relating to credit card backed notes issued by
COMET Class C(2004-3). The ratings of the securities and the
Counterparty Rating were placed under review for possible
downgrade on June 20, 2011.

RATINGS RATIONALE

This action follows Moody's announcement on February 17 that it
has confirmed the long-term unsecured ratings and unsupported Bank
Financial Strength Rating (BSFR) of Capital One Bank (A3 and C
respectively). Capital One Bank is the sponsor bank and
seller/servicer of the Trust. The review of Capital One Bank's
ratings motivated the review of the ratings of the securities
issued by the Trust and of the Counterparty Rating.

The financial strength of the seller/servicer is an important
factor in Moody's determination of card ABS ratings, as an
issuer's ongoing willingness and ability to maintain card utility
(i.e. the purchase rate) is a significant driver of trust
collateral performance in an early amortization scenario. A
Capital One Bank downgrade would have implied a higher probability
of default of the sponsor bank and would have resulted in a weaker
credit profile for the credit card trust, holding other variables
constant.

The current expected range for the gross charge-off rate is 4.5%-
6.5%, for the principal payment rate is 19%-22%, and for the yield
is 21%-24%.

These performance expectations indicate our forward-looking view
of the likely range of performance over the medium term. From time
to time, we may, if warranted, change these expectations.
Performance that falls outside a given range may indicate that the
collateral's credit quality is stronger or weaker than anticipated
when the related securities were rated. 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. The primary source of
assumption uncertainty is the current macroeconomic environment,
in which unemployment continues to remain at elevated levels.
Overall, we expect a sluggish recovery in the U.S. economy, with
elevated fiscal deficits and persistent, high unemployment levels.

The principal methodology used in rating these transactions was
"Moody's Approach To Rating Credit Card Receivables-Backed
Securities", published in April 2007.

The complete rating actions are:

Issuer: Capital One Multi-asset Execution Trust

$500,000,000 Class A (2004-1) confirmed at Aaa (sf); previously on
June 20, 2011 placed under review for possible downgrade

$500,000,000 Class A (2004-4) confirmed at Aaa (sf); previously on
June 20, 2011 placed under review for possible downgrade

$750,000,000 Class A (2005-1) confirmed at Aaa (sf); previously on
June 20, 2011 placed under review for possible downgrade

$455,000,000 Class A (2005-6) confirmed at Aaa (sf); previously on
June 20, 2011 placed under review for possible downgrade

$500,000,000 Class A (2005-7) confirmed at Aaa (sf); previously on
June 20, 2011 placed under review for possible downgrade

$325,000,000 Class A (2005-9) confirmed at Aaa (sf); previously on
June 20, 2011 placed under review for possible downgrade

$500,000,000 Class A (2005-10) confirmed at Aaa (sf); previously
on June 20, 2011 placed under review for possible downgrade

$500,000,000 Class A (2006-1) confirmed at Aaa (sf); previously on
June 20, 2011 placed under review for possible downgrade

$400,000,000 Class A (2006-3) confirmed at Aaa (sf); previously on
June 20, 2011 placed under review for possible downgrade

$500,000,000 Class A (2006-5) confirmed at Aaa (sf); previously on
June 20, 2011 placed under review for possible downgrade

$300,000,000 Class A (2006-8) confirmed at Aaa (sf); previously on
June 20, 2011 placed under review for possible downgrade

$750,000,000 Class A (2006-11) confirmed at Aaa (sf); previously
on June 20, 2011 placed under review for possible downgrade

$500,000,000 Class A (2006-12) confirmed at Aaa (sf); previously
on June 20, 2011 placed under review for possible downgrade

$625,000,000 Class A (2007-1) confirmed at Aaa (sf); previously on
June 20, 2011 placed under review for possible downgrade

$700,000,000 Class A (2007-2) confirmed at Aaa (sf); previously on
June 20, 2011 placed under review for possible downgrade

$750,000,000 Class A (2007-4) confirmed at Aaa (sf); previously on
June 20, 2011 placed under review for possible downgrade

$600,000,000 Class A (2007-5) confirmed at Aaa (sf); previously on
June 20, 2011 placed under review for possible downgrade

$1,000,000,000 Class A (2007-7) confirmed at Aaa (sf); previously
on June 20, 2011 placed under review for possible downgrade

$500,000,000 Class A (2007-8) confirmed at Aaa (sf); previously on
June 20, 2011 placed under review for possible downgrade

$200,000,000 Class A (2007-A) confirmed at Aaa (sf); previously on
June 20, 2011 placed under review for possible downgrade

$600,000,000 Class A (2008-3) confirmed at Aaa (sf); previously on
June 20, 2011 placed under review for possible downgrade

$150,000,000 Class B (2004-3) confirmed at A2 (sf); previously on
June 20, 2011 placed under review for possible downgrade

$184,605,000 Class B (2004-7) confirmed at A2 (sf); previously on
June 20, 2011 placed under review for possible downgrade

$175,000,000 Class B (2005-1) confirmed at A2 (sf); previously on
June 20, 2011 placed under review for possible downgrade

$100,000,000 Class B (2005-3) confirmed at A2 (sf); previously on
June 20, 2011 placed under review for possible downgrade

$175,000,000 Class B (2006-1) confirmed at A2 (sf); previously on
June 20, 2011 placed under review for possible downgrade

$350,000,000 Class B (2007-1) confirmed at A2 (sf); previously on
June 20, 2011 placed under review for possible downgrade

$250,000,000 Class C (2003-3) confirmed at Ba1 (sf); previously on
June 20, 2011 placed under review for possible downgrade

$100,000,000 Class C (2004-2) confirmed at Ba1 (sf); previously on
June 20, 2011 placed under review for possible downgrade

$367,500,000 Class C (2004-3) confirmed at Ba1 (sf); previously on
June 20, 2011 placed under review for possible downgrade

$300,000,000 Class C (2007-1) confirmed at Ba1 (sf); previously on
June 20, 2011 placed under review for possible downgrade

$350,000,000 Class C (2007-4) confirmed at Ba1 (sf); previously on
June 20, 2011 placed under review for possible downgrade

Counterparty Instrument Rating to the Swap Agreement relating to
credit card backed notes issued by COMET Class C(2004-3) confirmed
at Ba1 (sf); previously on June 20, 2011 placed under review for
possible downgrade


CD 2007-CD4: Moody's Reviews 'B1' Rating of Cl. A-J Notes
---------------------------------------------------------
Moody's Investors Service placed eight classes of 2007-CD4
Commercial Mortgage Trust Commercial Mortgage Pass-Through
Certificates, Series 2007-CD4 on review for possible downgrade:

Cl. A-4, Aaa (sf) Placed Under Review for Possible Downgrade;
previously on Feb 24, 2011 Confirmed at Aaa (sf)

Cl. A-1A, Aaa (sf) Placed Under Review for Possible Downgrade;
previously on Feb 24, 2011 Confirmed at Aaa (sf)

Cl. A-MFX, A1 (sf) Placed Under Review for Possible Downgrade;
previously on Feb 24, 2011 Downgraded to A1 (sf)

Cl. A-MFL, A1 (sf) Placed Under Review for Possible Downgrade;
previously on Feb 24, 2011 Downgraded to A1 (sf)

Cl. A-J, B1 (sf) Placed Under Review for Possible Downgrade;
previously on Feb 24, 2011 Downgraded to B1 (sf)

Cl. B, B3 (sf) Placed Under Review for Possible Downgrade;
previously on Feb 24, 2011 Downgraded to B3 (sf)

Cl. C, Caa2 (sf) Placed Under Review for Possible Downgrade;
previously on Feb 24, 2011 Downgraded to Caa2 (sf)

Cl. D, Ca (sf) Placed Under Review for Possible Downgrade;
previously on Feb 24, 2011 Downgraded to Ca (sf)

RATINGS RATIONALE

The classes were placed on review due to higher expected losses
for the pool resulting from realized and anticipated losses from
specially serviced and troubled loans.

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.

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

DEAL AND PERFORMANCE SUMMARY

As of the January 13, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 5% to $6.2 billion
from $6.6 billion at securitization. The Certificates are
collateralized by 360 mortgage loans ranging in size from less
than 1% to 6% of the pool, with the top ten loans representing 32%
of the pool.

Ninety loans, representing 25% of the pool, are on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC; formerly the Commercial Mortgage
Securities Association) monthly reporting package. As part of
Moody's ongoing monitoring of a transaction, Moody's reviews the
watchlist to assess which loans have material issues that could
impact performance.

Eight loans have been liquidated from the pool, resulting in an
aggregate realized loss of $28.7 million (87.4% loss severity
overall). Forty-eight loans, representing 20% of the pool, are
currently in special servicing. The specially serviced loans are
secured by a mix of multifamily, retail, hotel and industrial
property types. The master servicer has recognized appraisal
reductions totaling $624 million for 40 of the specially serviced
loans.

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


CDO REPACK: S&P Lowers Rating on Class E-1 Notes to 'D'
-------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on the class
E-1 notes issued by CDO Repack SPC Ltd., a retranching of the
preference shares issued by Orion 2006-1 Ltd., to 'D (sf)' from
'CC (sf)'. "We lowered our rating on the class E-1 notes to 'CC
(sf)' on Dec. 1, 2008," S&P said.

"We lowered the rating on CDO Repack SPC's E-1 notes to 'D (sf)'
based on our view of the minimal realistic prospects of repayment
due to the ongoing deterioration of the residential mortgage-
backed securities (RMBS) assets held by Orion 2006-1," 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


CLAREGOLD TRUST: Moody's Reviews 'Ba3' Rating of Cl. F Notes
------------------------------------------------------------
Moody's Investors Service affirmed the ratings of three classes
and placed ten classes of ClareGold Trust Commercial Mortgage
Pass-Through Certificates, Series 2007-2 on review for possible
downgrade:

Cl. A-1, Affirmed at Aaa (sf); previously on Jul 26, 2007
Definitive Rating Assigned Aaa (sf)

Cl. A-2, Affirmed at Aaa (sf); previously on Jul 26, 2007
Definitive Rating Assigned Aaa (sf)

Cl. B, Aa2 (sf) Placed Under Review for Possible Downgrade;
previously on Jul 26, 2007 Definitive Rating Assigned Aa2 (sf)

Cl. C, A2 (sf) Placed Under Review for Possible Downgrade;
previously on Jul 26, 2007 Definitive Rating Assigned A2 (sf)

Cl. D, Baa2 (sf) Placed Under Review for Possible Downgrade;
previously on Jul 26, 2007 Definitive Rating Assigned Baa2 (sf)

Cl. E, Baa3 (sf) Placed Under Review for Possible Downgrade;
previously on Jul 26, 2007 Definitive Rating Assigned Baa3 (sf)

Cl. F, Ba3 (sf) Placed Under Review for Possible Downgrade;
previously on Aug 27, 2009 Downgraded to Ba3 (sf)

Cl. G, B2 (sf) Placed Under Review for Possible Downgrade;
previously on Aug 27, 2009 Downgraded to B2 (sf)

Cl. H, B3 (sf) Placed Under Review for Possible Downgrade;
previously on Aug 27, 2009 Downgraded to B3 (sf)

Cl. J, Caa2 (sf) Placed Under Review for Possible Downgrade;
previously on Aug 27, 2009 Downgraded to Caa2 (sf)

Cl. K, Caa2 (sf) Placed Under Review for Possible Downgrade;
previously on Aug 27, 2009 Downgraded to Caa2 (sf)

Cl. L, Caa3 (sf) Placed Under Review for Possible Downgrade;
previously on Aug 27, 2009 Downgraded to Caa3 (sf)

Cl. X, Affirmed at Aaa (sf); previously on Jul 26, 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.

Ten classes of ClareGold Trust 2007-2 are placed on review for
possible downgrade due to the uncertainty involving the upcoming
May 2012 maturity of the pool's largest loan, the Holiday
Portfolio ($71.58 million -- 17.8% of the pool). The loan is
secured by four cross-collateralized and cross-defaulted senior
living properties located in different provinces in Canada.
Property performance has declined due to overall property
occupancy decreasing from 89% at last review to 81% as of December
2010. The loan is full recourse to sponsor Holiday Canada ULC.
However, the borrower has not indicated its intention to payoff
the loan at maturity. Due to the uncertainty regarding loan payoff
upon maturity, Moody's is placing Classes B through L on review
for possible downgrade.

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,
"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 ClareGold Trust Commercial Mortgage Pass-Through
Certificates, Series 2007-2 Class X may be negatively affected.
Please refer to Moody's request for Comment, titled "Proposal
Changing the Global Rating Methodology for Structured Finance
Interest-Only Securities," for further details regarding the
implications of the proposed methodology change on Moody's rating.

Moody's review incorporated the use of the Excel-based CMBS
Conduit Model v 2.60 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) level are
driven by property type, Moody's actual and stressed DSCR, and
Moody's property quality grade (which reflects the capitalization
rate used by Moody's to estimate Moody's value). Conduit model
results at the B2 (sf) level are driven by a paydown analysis
based on the individual loan level Moody's LTV ratio. Moody's
Herfindahl score (Herf), a measure of loan level diversity, is a
primary determinant of pool level diversity and has a greater
impact on senior certificates. Other concentrations and
correlations may be considered in Moody's analysis. Based on the
model pooled credit enhancement levels at Aa2 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade credit estimates is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
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 19 compared to 16 at Moody's prior full review.

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

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review. Moody's prior full review is
summarized in a press release dated February 24, 2011.

DEAL PERFORMANCE

As of the January 16, 2012 distribution date, the
transaction's aggregate certificate balance has decreased by 9%
to $401.71 million from $475.38 million at securitization. The
Certificates are collateralized by 51 mortgage loans ranging in
size from less than 1% to 18% of the pool, with the top ten loans
representing 60% of the pool. Three loans, representing 16% of the
pool, have investment grade credit estimates.

Eleven 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.

There are no loans in special servicing and there have been no
realized losses to the pool to date. Moody's has assumed a high
default probability for two poorly performing loans representing
3% of the pool and has estimated a $1.66 million loss (15%
expected loss based on a 50% probability default) from these
troubled loans.

Moody's was provided with full year 2010 and partial year 2011
operating results for 87% and 11% of the performing pool,
respectively. Excluding troubled loans, Moody's weighted average
LTV is 90% compared to 93% at last full review. Moody's net cash
flow reflects a weighted average haircut of 10% to the most
recently available net operating income. Moody's value reflects a
weighted average capitalization rate of 8.9%.

Excluding troubled loans, Moody's actual and stressed DSCRs are
1.43X and 1.13X, respectively, compared to 1.41X and 1.12X 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.


CREDIT SUISSE: Expected Losses Cue Fitch to Lower Ratings
---------------------------------------------------------
Fitch Ratings has downgraded nine classes and affirmed 12 classes
of Credit Suisse Commercial Mortgage Trust, series 2006-C4.

The downgrades are due to an increase in Fitch expected losses
attributed to performance declines among the top 15 loans and
updated valuations of specially serviced loans.  Fitch modeled
losses of 16.1% of the remaining pool; expected losses on the
original pool balance total 17.5%, including losses already
incurred.  The pool has experienced $113.7 million (2.7% of the
original pool balance) in realized losses to date.  Fitch has
designated 121 loans (61.3%) as Fitch Loans of Concern, which
includes 40 specially serviced assets (16%).  Fitch expects
classes G through Q may be fully depleted from losses associated
with the specially serviced assets.

As of the January 2012 distribution date, the pool's aggregate
principal balance has been reduced by 7.9% to $3.89 billion from
$4.22 billion at issuance.  Two loans (0.1% of the pool) have
defeased since issuance.  Interest shortfalls are currently
affecting classes C through S.

The largest contributor to expected losses is the 11 Madison
Avenue loan (20.7% of the pool), which is secured by a 2.2 million
square foot, 29-story office tower located in the Madison Square
Park area of Manhattan, NY.  The property serves as the U.S.
headquarters for Credit Suisse (rated 'A' by Fitch), which leases
82% of the space.  While occupancy remains stable at the property,
cash flow appreciation will be constrained by lower asking rates
in the market, relative to the rates considered at origination.
The loan was underwritten on an issuer basis to relatively tight
margins, and although the property continues to perform, Fitch
expects the loan may default at maturity as pro forma cash flow
that was considered at issuance will be difficult to achieve.
The next largest contributor to expected losses is the specially-
serviced Babcock & Brown FX 3 - Sonterra loan (5%), which is
secured by 14 multifamily properties totaling 3,720 units.  The
properties are located in Nevada, Texas, Maryland, Florida and
South Carolina.  The loan transferred to special servicing in
February 2009 due to imminent default resulting from deteriorating
market conditions.  In addition, the servicer indicated that
property inspections have revealed deferred maintenance at some of
the locations.  The loan, which is in foreclosure, had a receiver
in August 2011, and will likely be marketed for sale.  Fitch
expects losses upon liquidation of the assets.

Fitch downgrades these classes and assigns or revises Rating
Outlooks and Recovery Estimates (REs):

  -- $427.3 million class A-M to 'Asf' from 'AAsf', Outlook to
     Negative from Stable;
  -- $341.8 million class A-J to 'CCCsf' from 'B-sf', RE 35%;
  -- $26.7 million class B to 'CCCsf' from 'B-sf', RE 0%;
  -- $64.1 million class C to 'CCCsf' from 'B-sf', RE 0%;
  -- $37.4 million class D to 'CCsf' from 'CCCsf', RE 0%;
  -- $21.4 million class E to 'CCsf' from 'CCCsf', RE 0%;
  -- $48.1 million class F to 'CCsf' from 'CCCsf', RE 0%;
  -- $42.7 million class G to 'Csf' from 'CCsf', RE 0%;
  -- $48.1 million class H to 'Csf' from 'CCsf', RE 0%.

Fitch affirms these classes:

  -- $97 million class A-AB at 'AAAsf', Outlook Stable;
  -- $1.8 billion class A-3 at 'AAAsf', Outlook Stable;
  -- $150 million class A-4FL at 'AAAsf', Outlook Stable;
  -- $662 million class A-1-A at 'AAAsf', Outlook Stable;
  -- $48.1 million class J at 'Csf', RE 0%;
  -- $53.4 million class K at 'Csf', RE 0%;
  -- $9.1 million class L at 'Dsf', RE 0%;
  -- $0 class M at 'Dsf', RE 0%;
  -- $0 class N at 'Dsf', RE 0%;
  -- $0 class O at 'Dsf', RE 0%;
  -- $0 class P at 'Dsf', RE 0%;
  -- $0 class Q at 'Dsf', RE 0%.

The class A-1 and A-2 certificates have paid in full.  Fitch does
not rate the class S certificates.  Fitch previously withdrew the
ratings on the interest-only class A-X, A-SP and A-Y certificates.


CRESI FINANCE: Moody's Affirms 'Ba1' Rating of Cl. F Notes
----------------------------------------------------------
Moody's Investors Service has affirmed seven classes of Notes
issued by CRESI Finance Limited Partnership 2006-A (CRESI), and
affirmed two classes of Notes issued by CRESIX Finance Limited
Credit Linked Notes, Series 2006-A (CRESIX). 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.

Moody's rating action is:

Issuer: CRESI Finance Limited Partnership 2006-A

Cl. A, Affirmed at Aaa (sf); previously on Jul 27, 2006 Assigned
Aaa (sf)

Cl. B, Affirmed at Aaa (sf); previously on Feb 23, 2011 Upgraded
to Aaa (sf)

Cl. C, Affirmed at Aa1 (sf); previously on Feb 23, 2011 Upgraded
to Aa1 (sf)

Cl. D, Affirmed at Aa3 (sf); previously on Feb 23, 2011 Upgraded
to Aa3 (sf)

Cl. E, Affirmed at A2 (sf); previously on Feb 23, 2011 Upgraded to
A2 (sf)

Cl. F, Affirmed at Ba1 (sf); previously on Feb 23, 2011 Upgraded
to Ba1 (sf)

Cl. G, Affirmed at Caa1 (sf); previously on Oct 29, 2009
Downgraded to Caa1 (sf)

Issuer: CRESIX Finance Limited Credit Linked Notes, Series 2006-A

Cl. F, Affirmed at Ba1 (sf); previously on Feb 23, 2011 Upgraded
to Ba1 (sf)

Cl. G, Affirmed at Caa1 (sf); previously on Oct 29, 2009
Downgraded to Caa1 (sf)

RATINGS RATIONALE

CRESI and CRESIX are static synthetic commercial real estate
collateralized debt obligations, referencing a portfolio of
floating rate commercial mortgage whole loans. The credit-linked
notes of CRESIX are structured to synthetically replicate the
aggregate cash flows of the Class F and Class G certificates
issued by CRESI (the Transaction). As of the January 25, 2012
distribution date, the Transaction's aggregate reference
obligation balance has decreased, through pay downs and regular
amortization, by approximately 81% to $222 million from
$1.19 billion at securitization. The reference obligations consist
of 15 mortgage loans ranging in size from less than 2% to 14.3% of
the current pool balance, with the top five loans representing
61.2% of the reference obligations. Moody's has limited access to
updated information on the underlying assets.

Moody's average weighted loan to value (LTV) ratio for the
reference obligations, excluding specially serviced loans,
watchlisted loans, and refinance risk loans, is 56% compared to
61% at last review and 82% at securitization. Moody's stressed
Debt Service Coverage Ratio (DSCR) for the reference obligations
is 1.63X compared to 1.69X at last review. Moody's stressed DSCR
is based on Moody's net cash flow (NCF) and a 9.25% stressed rate
applied to the loan balance.

The underlying reference obligations have incurred a $6.4 million
loss since securitization due to the liquidation of one loan in
November 2011. The original principal balance of this loan was
$9.8 million. There are currently no loans on the watchlist, real
estate owned (REO) or in special servicing.

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. For non-CUSIP collateral, Moody's is
eliminating the additional default probability stress applied to
corporate debt in CDOROM(R) v2.8 as Moody's expects the underlying
non-CUSIP collateral to experience lower default rates and higher
recovery compared to corporate debt due to the nature of the
secured real estate collateral. The bottom-dollar WARF is a
measure of the default probability within a collateral pool.
Moody's modeled a bottom-dollar WARF of 1,198 compared to 1,665 at
last review. The distribution of credit estimates is: Aaa-Aa3
(38.0% compared to 36.4% at last review), A1-A3 (12.1% compared to
15.8% at last review), Baa1-Baa3 (7.4% compared to 5.0% at last
review), Ba1-Ba3 (21.8% compared to 8.7% at last review), B1-B3
(3.9% compared to 14.9% at last review), and Caa1-C (16.8%
compared to 19.2% 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 2.3
years compared to 1.6 years at last review. The higher modeled WAL
is due to a 2-year extension assumed for loans maturing within 12
months.

WARR is the par-weighted average of the mean recovery values for
the reference obligations in the pool. Moody's modeled a variable
WARR of 46.9% compared to 52.2% at last review. The lower recovery
rate is due to the property type distribution of remaining
reference assets.

MAC is a single factor that describes the pair-wise asset
correlation to the default distribution among the instruments
within the collateral pool (i.e. the measure of diversity). For
non-CUSIP collateral, Moody's is reducing the maximum over
concentration stress applied to correlation factors due to the
diversity of tenants, property types, and geographic locations
inherent in the pooled transactions. Moody's modeled a MAC of
20.8% compared to 11.7% at last review.

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

Changes in any one or combination of the key parameters may have
rating implications on certain classes of rated notes. However, in
many instances, a change in key parameter assumptions in certain
stress scenarios may be offset by a change in one or more of the
other key parameters. In general, the rated Notes are particularly
sensitive to rating changes within the reference pool. Holding all
other key parameters static, changing the current credit estimates
of the reference obligations by one notch downward or by one notch
upward affects the model results by approximately 0 to 2 notches
downward and 0 to 2 notches upward, respectively.

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

On February 15, 2012, Moody's placed the Counterparty's short-term
and long-term ratings of Prime-1 and A2 (sf), respectively, on
review for possible downgrade.

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

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


CSFB 2002-CKS4: Moody's Lowers Cl. F Notes Rating to 'Ba2'
----------------------------------------------------------
Moody's Investors Service downgraded the ratings of four classes
and affirmed seven classes of Credit Suisse First Boston Mortgage
Securities Corp., Commercial Mortgage Pass-Through Certificates,
Series 2002-CKS4:

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

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

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

Cl. D, Affirmed at Aa2 (sf); previously on Sep 22, 2010 Downgraded
to Aa2 (sf)

Cl. E, Downgraded to Baa1 (sf); previously on Sep 22, 2010
Downgraded to A2 (sf)

Cl. F, Downgraded to Ba2 (sf); previously on Sep 22, 2010
Downgraded to Baa3 (sf)

Cl. G, Downgraded to Caa1 (sf); previously on Sep 22, 2010
Downgraded to B1 (sf)

Cl. H, Downgraded to C (sf); previously on Sep 22, 2010 Downgraded
to Caa3 (sf)

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

Cl. APM, Affirmed at A1 (sf); previously on Jun 26, 2008 Upgraded
to A1 (sf)

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

RATINGS RATIONALE

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

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

Moody's rating action reflects a cumulative base expected loss of
5.0% of the current balance compared to 7.5% 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 current sluggish
macroeconomic environment and performance in the commercial real
estate property markets. While commercial real estate property
markets are gaining momentum, a consistent upward trend will not
be evident until the volume of transactions increases, distressed
properties are cleared from the pipeline and job creation
rebounds. The hotel and multifamily sectors are continuing to show
signs of recovery through the first half of 2011, while recovery
in the non-core office and retail sectors are tied to pace of
recovery of the broader economy. Core office markets are showing
signs of recovery through lending and leasing activity. The
availability of debt capital continues to improve with terms
returning toward market norms. Moody's central global
macroeconomic scenario reflects an overall sluggish recovery as
the most likely scenario through 2012, amidst ongoing individual,
corporate and governmental deleveraging, persistent unemployment,
and government budget considerations, however the downside risks
to the outlook have risen since last quarter.

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

Moody's noted that on November 22, 2011, it released a Request for
Comment, in which the rating agency has requested market feedback
on potential changes to its rating methodology for Interest-Only
Securities. If the revised methodology is implemented as proposed
the rating on Credit Suisse First Boston Mortgage Securities
Series 2002-CKS4 Class A-X may be negatively affected. Please
refer to Moody's request for Comment, titled "Proposal Changing
the Global Rating Methodology for Structured Finance Interest-Only
Securities," for further details regarding the implications of the
proposed methodology change on Moody's rating.

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

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 18 compared to 27 at last review.

In cases where the Herf falls below 20, Moody's also employs the
large loan/single borrower methodology. This methodology uses the
excel-based Large Loan Model v 8.2 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 April 22, 2011.

DEAL PERFORMANCE

As of the January 18, 2011 distribution date, the
transaction's aggregate certificate balance has decreased by 40%
to $744.8 million from $1.2 billion at securitization. The
Certificates are collateralized by 95 mortgage loans ranging in
size from less than 1% to 12% of the pool, with the top ten non-
defeased loans representing 45% of the pool. Twenty-four loans,
representing 23% of the pool, have defeased and are collateralized
with U.S. Government securities. There is one loan with an
investment grade credit estimate. One loan, representing 12% of
the pool, previously had an investment grade credit estimate but
due to a decline in performance it is now analyzed as part of the
conduit model.

Twenty-two loans, representing 14% 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-two loans have been liquidated from the pool, resulting in
a realized loss of $70.3 million (47% loss severity overall).
Currently 11 loans, representing 9% of the pool, are in special
servicing. The largest specially serviced loan is the Forum at
Gateways Loan ($19.9 million -- 2.7% of the pool), which is
secured by a 258,300 square foot (SF) retail property located in
Sterling Heights, Michigan. The loan was transferred to special
servicing in July 2010 for imminent default and is currently real
estate owned (REO). The master servicer recognized a $11.4 million
appraisal reduction for this loan in January 2012.

The remaining ten specially serviced loans are secured by a
mix of asset types. The servicer has recognized an aggregate
$22.6 million appraisal reduction for seven of the specially
serviced loans. Moody's has estimated a $28.9 million loss (43%
loss severity on average) for the specially serviced loans.

Moody's has assumed a high default probability for three poorly
performing loans representing less than 1% of the pool and has
estimated an aggregate $647,273 loss (15% expected loss based on a
40% probability default) from these troubled loans.

Based on the most recent remittance statement, Classes H
through Q have experienced cumulative interest shortfalls totaling
$3.3 million compared to $2.7 million at last review. Moody's
anticipates that the pool will continue to experience interest
shortfalls because of the exposure to specially serviced loans.
Interest shortfalls are caused by special servicing fees,
including workout and liquidation fees, appraisal entitlement
reductions (ASERs), advanced interest claw backs on loans
determined to be non-recoverable and extraordinary trust expenses

Moody's was provided with full-year 2010 and partial year 2011
operating results for 97% and 95% of the pool, respectively.
Excluding specially serviced and troubled loans, Moody's weighted
average LTV is 81% compared to 84% at last review. Moody's net
cash flow reflects a weighted average haircut of 12% to the most
recently available net operating income (NOI). Moody's value
reflects a weighted average capitalization rate of 9.3%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.29X and 1.27X, respectively, compared to
1.28X and 1.28X at last review. Moody's actual DSCR is based on
Moody's net cash flow (NCF) and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.

The loan with a credit estimate is the Arbor Place Mall Loan
($60.4 million -- 8.2% of the pool), which is the senior pooled
component of a $64.4 million mortgage loan. The $4.0 million B-
Note is included in the trust and is the security for the non-
pooled Class APM. The loan is secured by a 1.0 million SF regional
mall located in Douglasville, Georgia, approximately 22 miles west
of Atlanta. The mall is anchored by Dillard's, Belk, Macy's, and
J.C. Penney. As of October 2011, the inline space was nearly 100%
leased, essentially the same as at last review. The loan amortizes
on a 25-year schedule and has amortized by approximately 21% since
securitization. Moody's credit estimate and stressed DSCR of the
senior component are Aa3 and 2.02X, respectively, compared to Aa3
and 1.94X at last review. The credit estimate of the B-Note is A1.

The loan that previously had a credit estimate is the Crystal Mall
Loan ($90.3 million -- 12.2% of the pool), which is secured by a
793,747 SF regional mall located in Waterford, Connecticut. The
center is anchored by Sears, Macy's and J.C. Penney. The in-line
space was 57% leased as of September 2011 compared to 79% at last
review. Property performance has decreased due to lower occupancy
and reduced base rent. Moody's LTV and stressed DSCR are 75% and
1.26X.

The top three performing conduit loans represent 13% of the
pool balance. The largest loan is SummitWoods Crossing Loan
($42.5 million -- 5.7% of the pool), which is secured by a
719,600 SF retail center located in Lee's Summit, Missouri. The
property was 99% leased as of October 2011, essentially the same
as last review. Major tenants include Target, Lowe's Home Centers
and Kohl's. Property performance has been stable. Moody's LTV and
stressed DSCR are 96% and 1.04X, respectively, compared to 96% and
1.04X at last review.

The second largest loan is the 345 Old Hickory Mall Loan
($28.5 million -- 3.8% of the pool), which is secured by a 555,000
SF regional mall located in Jackson, Tennessee. The anchor tenants
are Macy's, Sears, Belk and J.C. Penney. The in-line shops were
98% leased as of September 2011, compared to 96% at last review.
The property's performance has improved due to an increase in
occupancy. The loan is structured with a 25-year amortization
schedule and has amortized 21% since securitization. Moody's LTV
and stressed DSCR are 68% and 1.32X, respectively, compared to 74%
and 1.34X at last review.

The third largest loan is the Creeks at Virginia Center Loan
($24.3 million -- 3.3% of the pool), which is secured by a 265,100
SF retail power center located in Glen Allen, Virginia. The
property was 85% leased as of September 2011, essentially the same
as at last review. Property performance has been stable. The
Moody's LTV and stressed DSCR are 102% and 1.02X, respectively,
compared to 110% and 0.93X at last review.


EAST LANE RE: S&P Gives 'BB' Rating on Series 2012 Class A Notes
----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB(sf)' and 'BB-
(sf)' preliminary ratings to the Series 2012 Class A and Class B
notes to be issued by East Lane Re V Ltd. (East Lane V). The notes
cover losses from hurricanes and severe thunderstorm on a per-
occurrence basis in the covered area.

"Our views of the transaction's credit risk reflect the
counterparty credit ratings on all of the parties involved that
can affect the timely payment of interest and the ultimate payment
of principal on the notes. Our preliminary ratings on the notes
take into account the rating on Chubb Corp.'s operating insurance
subsidiaries ('AA') which will make quarterly premium payments to
East Lane V; the implied rating on the catastrophe risk of 'BB'
for the Class A notes, and 'BB-' for the Class B notes; and the
rating on the assets in the reinsurance trust accounts ('AAAm').
The preliminary ratings reflect the lowest of these three ratings,
which for each class of notes is currently the implied rating on
the catastrophe risk," S&P said.

"This is the fifth cat bond Chubb has sponsored, two of which are
outstanding. East Lane Re III Ltd. Series 2009-1 Class A notes,
which cover losses from hurricanes, will mature on March 16, 2012,
and East Lane Re IV Ltd. Series 2011-1 Class A and B notes, which
mature on March 14, 2014, and March 15, 2015 cover losses from
hurricanes, earthquakes, thunderstorms, and winter storms," S&P
said.

East Lane Re V Ltd., a Cayman Islands-exempted company licensed as
a Class B insurer, is seeking to raise $[125,000,000] to
collateralize two reinsurance agreements with Chubb.

Ratings List
Preliminary Ratings Assigned

East Lane Re V Ltd.
Class A Notes               BB(sf)(prelim)
Class B Notes               BB-(sf)(prelim)


EXETER AUTOMOBILE: S&P Gives 'BB' Rating on Class D Fixed Notes
---------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary
ratings to Exeter Automobile Receivables Trust 2012-1's $200
automobile receivables-backed notes series 2012-1.

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

The preliminary ratings are based on information as of Feb. 21,
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 availability of approximately 44%, 37%, 30%, and 22% of
   credit support for the class A, B, C, and D notes based on
   stress cash flow scenarios (including excess spread), which
   provide coverage of more than 2.8x, 2.3x, 1.75x, and 1.4x our
   14.00%-15.00% expected cumulative net loss," S&P said.

* "The timely interest and principal payments made to the
   preliminary rated notes by the assumed legal final maturity
   dates under stress cash flow modeling scenarios that we believe
   are appropriate for the assigned preliminary ratings," S&P
   said.

* "Our expectation that under a moderate ('BBB') stress scenario,
   all else being equal, our ratings on all classes of notes would
   remain within one rating category of our preliminary 'AA (sf)',
   'A (sf)', 'BBB (sf)', and 'BB (sf)' ratings during the first
   year. These potential rating movements are consistent with our
   credit stability criteria, which outlines the outer bound of
   credit deterioration equal to a one-category downgrade within
   the first year for 'AA' rated securities and a two-category
   downgrade within the first year for 'A' through 'BB' rated
   securities under the moderate stress conditions," S&P said.

* The servicer's experienced management team with an average of
   over 16 years of experience in the auto finance industry.

* "Our analysis of three-and-a-half years of static pool data on
   Exeter Finance Corp.'s lending programs," S&P said.

* "The fact that the company is not profitable yet, has a
   relatively short performance history (3.5 years) compared to
   its peer companies, and that the company, itself, doesn't have
   a securitization track record. We also took into account the
   company's rapid growth plan," S&P said.

* The transaction's payment/credit enhancement and legal
   structures.
            Standard & Poor's 17g-7 Disclosure Report

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

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

      http://standardandpoorsdisclosure-17g7.com/1111441.pdf

Preliminary Ratings Assigned
Exeter Automobile Receivables Trust 2012-1

Class     Rating      Type            Interest          Amount
                                      rate         (mil. $)(i)
A         AA (sf)     Senior          Fixed             142.00
B         A (sf)      Subordinate     Fixed              23.50
C         BBB (sf)    Subordinate     Fixed              17.50
D         BB (sf)     Subordinate     Fixed              17.00

(i) The interest rates and actual sizes of these tranches will be
    determined on the pricing date.


FIRST INVESTORS: DBRS Puts Provisional Rating of 'BB' to Class E
----------------------------------------------------------------
DBRS has assigned provisional ratings to these classes issued by
First Investors Auto Owner Trust 2012-1:

  -- Series 2012-1 Notes, Class A-1 rated R-1 (high) (sf)
  -- Series 2012-1 Notes, Class A-2 rated AAA (sf)
  -- Series 2012-1 Notes, Class B rated AA (sf)
  -- Series 2012-1 Notes, Class C rated A (sf)
  -- Series 2012-1 Notes, Class D rated BBB (sf)
  -- Series 2012-1 Notes, Class E rated BB (sf)


FIRST INVESTORS: S&P Gives 'BB' Rating on Class E Fixed Notes
-------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary
ratings to First Investors Auto Owner Trust 2012-1's $150 million
automobile receivables-backed notes.

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

The preliminary rating is based on information as of Feb. 17,
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 availability of approximately 34.04%, 29.17%, 22.50%,
   16.59%, and 14.87% credit support for the class A, B, C, D, and
   E notes based on stressed cash flow scenarios (including excess
   spread). These credit support levels provide more than 3.75x,
   3.25x, 2.50x, 1.90x, and 1.55x coverage of our 8.00%-8.50%
   expected cumulative net loss range for the class A, B, C, D,
   and E notes," S&P said.

* The timely interest and principal payments made under stressed
   cash flow modeling scenarios that are appropriate to the
   preliminary ratings.

* "Our expectation that under a moderate, or 'BBB', stress
   scenario, the ratings on the class A and B notes would not
   decline by more than one rating category, which is consistent
   with our rating stability criteria, and the ratings on the
   class C and D notes would remain within the two-rating category
   outlined in our rating stability criteria," S&P said.

* The collateral characteristics of the pool being securitized.

* First Investors Financial Services Inc.'s 22-year history of
   originating and underwriting auto loans, 13-year history of
   servicing auto loans for itself and other companies as a third-
   party servicer, and track record of securitizing auto loans
   since 2000.

* Wells Fargo Bank N.A.'s experience as the committed back-up
   servicer. And

* 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

Preliminary Ratings Assigned
First Investors Auto Owner Trust 2012-1


Class     Rating        Type           Interest        Amount
                                       rate       (mil. $)(i)
A-1       A-1+ (sf)     Senior         Fixed            23.30
A-2       AAA (sf)      Senior         Fixed            93.70
B         AA (sf)       Subordinate    Fixed            10.00
C         A (sf)        Subordinate    Fixed            12.00
D         BBB (sf)      Subordinate    Fixed             9.00
E         BB (sf)       Subordinate    Fixed             2.00

(i) The actual size of the tranches will be determined on the
    pricing date.


FORD CREDIT: Moody's Assigns Definitive Ratings to Series 2012-1
----------------------------------------------------------------
Moody's Investors Service has assigned definitive ratings to the
notes issued by Ford Credit Master Owner Trust A, Series 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 Aaa (sf)

Cl. B, Assigned Aa1 (sf)

Cl. C, Assigned Aa3 (sf)

Cl. D, Assigned 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 to. 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
lower 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.


FORD CREDIT: Moody's Assigns Definitive Ratings to Series 2012-2
----------------------------------------------------------------
Moody's Investors Service has assigned definitive ratings to the
notes issued by Ford Credit Master Owner Trust A, Series 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 Aaa (sf)

Cl. B, Assigned Aa1 (sf)

Cl. C, Assigned Aa3 (sf)

Cl. D, Assigned 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 to. 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
lower 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.

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.


FORTRESS CREDIT: Moody's Moody's Upgrades Ratings of Seven Classes
------------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of these notes
issued by Fortress Credit Opportunities I L.P.:

US$175,000,000 Class A-1 Floating Rate First Priority Senior
Secured Term Notes Due July 15, 2019, Upgraded to Aa2 (sf);
previously on November 21, 2011 Upgraded to Aa3 (sf);

US$525,000,000 New Class A-1 Floating Rate First Priority Senior
Secured Term Notes Due July 15, 2019, Upgraded to Aa2 (sf);
previously on November 21, 2011 Upgraded to Aa3 (sf);

US$525,000,000 Class A-2 Floating Rate First Priority Senior
Secured Revolving Notes Due July 15, 2019 (current outstanding
balance of $61,007,905), Upgraded to Aa2 (sf); previously on
November 21, 2011 Upgraded to Aa3 (sf);

US$75,000,000 New Class A-2 Floating Rate First Priority Senior
Secured Revolving Notes Due July 15, 2019 (current outstanding
balance of $8,715,415), Upgraded to Aa2 (sf); previously on
November 21, 2011 Upgraded to Aa3 (sf);

US$400,000,000 Class A-2 Dec05 New Floating Rate First Priority
Senior Secured Revolving Notes Due July 15, 2019 (current
outstanding balance of $46,482,213), Upgraded to Aa2 (sf);
previously on November 21, 2011 Upgraded to Aa3 (sf);

US$265,000,000 Class A-2 Aug07 New Floating Rate First Priority
Senior Secured Revolving Notes Due July 15, 2019 (current
outstanding balance of $30,794,466), Upgraded to Aa2 (sf);
previously on November 21, 2011 Upgraded to Aa3 (sf);

US$1,035,000,000 Class A-3 Floating Rate First Priority Senior
Secured Delayed Draw Notes Due July 15, 2019, Upgraded to Aa2
(sf); previously on November 21, 2011 Upgraded to Aa3 (sf).

RATINGS RATIONALE

According to Moody's, the rating actions taken on the notes are
primarily a result of credit improvement of the underlying
portfolio. Since the last rating action in November 2011, the
Moody's adjusted WARF has improved to 4639 from 4970 due to the
large number of credit estimates in the portfolio that have been
updated since the last rating action and the re-balancing of the
portfolio to increase its exposure to more highly-rated credits
with public ratings. As a result of these updates, the default
probability stresses applied to the portfolio have been reduced.
Additionally, based on the January 31, 2012 trustee report, the
diversity score for the portfolio has increased to 42 compared to
38 in October 2011.

Moody's current assumptions also include consideration of a fully
funded capital structure as part of the analysis, reflecting a
complete drawdown of the Class A-2 Notes that are currently 44%
unfunded. The additional proceeds from the drawdown are assumed to
be reinvested at current collateral quality levels with the
exception of diversity that is proportionally increased to reflect
the reinvestment into additional collateral. Therefore, on a fully
funded basis, Moody's overcollateralization ratios may be lower
than trustee reported levels.

The ratings on the Notes reflect the actual underlying ratings of
the Notes. These underlying ratings are based solely on the
intrinsic credit quality of the Notes in the absence of the
guarantees from MBIA, whose insurance financial strength rating is
currently B3, Rating Under Review for Possible Downgrade. The
above action is a result of, and is consistent with, Moody's
modified approach to rating structured finance securities wrapped
by financial guarantors as described in the press release dated
November 10, 2008, titled "Moody's modifies approach to rating
structured finance securities wrapped by financial guarantors."

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011, key model inputs used by
Moody's in its analysis, such as par, weighted average rating
factor, diversity score, and weighted average recovery rate, may
be different from the trustee's reported numbers. In its base
case, Moody's analyzed the underlying collateral pool to have a
performing par and principal proceeds balance of $4.3 billion,
defaulted par of $284 million, a weighted average default
probability of 31.46% (implying a WARF of 4639), a weighted
average recovery rate upon default of 40.33%, and a diversity
score of 40. The default and recovery properties of the collateral
pool are incorporated in cash flow model analysis where they are
subject to stresses as a function of the target rating of each CLO
liability being reviewed. The default probability is derived from
the credit quality of the collateral pool and Moody's expectation
of the remaining life of the collateral pool. The average recovery
rate to be realized on future defaults is based primarily on the
seniority of the assets in the collateral pool. In each case,
historical and market performance trends and collateral manager
latitude for trading the collateral are also factors.

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 18% of the assets in the collateral pool have a
Credit Estimate that has not been updated for more than 12 months.
In addition, for each CE where the related exposure constitutes
more than 3% of the collateral pool, Moody's applied a 2-notch
equivalent assumed downgrade (but only on the CEs representing in
aggregate the largest 30% of the pool) in lieu of the
aforementioned stresses. Notwithstanding the foregoing, in all
cases the lowest assumed rating equivalent is Caa3.

Fortress Credit Opportunities I L.P., issued in July 2004, is a
collateralized loan obligation backed primarily by a portfolio of
senior secured loans with significant exposure to loans of middle
market issuers.

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

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

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

A summary of the impact of different default probabilities
(expressed in terms of WARF levels) on all rated notes (shown in
terms of the number of notches' difference versus the current
model output, where a positive difference corresponds to lower
expected loss), assuming that all other factors are held equal:

Moody's Adjusted WARF -- 20% (3711)

Class A-1: +2

New Class A-1: +2

Class A-2: +2

New Class A-2: +2

Class A-2 Dec05: +2

Class A-2 Aug07: +2

Class A-3: +2

Moody's Adjusted WARF + 20% (5567)

Class A-1: -2

New Class A-1: -2

Class A-2: -2

New Class A-2: -2

Class A-2 Dec05: -2

Class A-2 Aug07: -2

Class A-3: -2

Sources of additional performance uncertainties are:

1) Recovery of defaulted assets: Market value fluctuations in
defaulted assets reported by the trustee and those assumed to be
defaulted by Moody's may create volatility in the deal's
overcollateralization levels. Further, the timing of recoveries
and the manager's decision to work out versus sell defaulted
assets create additional uncertainties. Moody's analyzed defaulted
recoveries assuming the lower of the market price and the recovery
rate in order to account for potential volatility in market
prices.

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

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

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


FOUNDERS GROVE: S&P Affirms Rating on Class D Notes at 'B+'
-----------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the
class A-1, A-2, B, and C notes from Founders Grove CLO Ltd., a
collateralized loan obligation (CLO) transaction managed by
Tall Tree Investment Management LLC, and removed them from
CreditWatch with positive implications. "At the same time, we
affirmed our rating on the class D notes and removed it from
CreditWatch positive," S&P said.

"The upgrades reflect an improvement in the credit profile of the
assets and the overcollateralization available to support the
notes since our January 2010 rating actions, when we lowered our
ratings on all of the notes. As of the Jan. 12, 2012 trustee
report, the transaction held $1.6 million in defaulted assets.
This was down from the $5.7 million in defaulted assets noted in
the December 2009 trustee report, which we referenced for our
January 2010 rating actions. Also, as of January 2012, the
transaction held $18.4 million in assets from underlying obligors
with ratings in the 'CCC' range, compared with $34.6 million in
December 2009," S&P said.

"Since December 2009, the transaction has paid down the class A-1
and A-2 notes by $12.2 million and $41.5 million," S&P said. The
improvement in asset credit quality and the significant paydowns
to the class A-1 and A-2 notes have benefited the transaction's
overcollateralization (O/C) ratios, which all have increased since
December 2009:

* The class A O/C ratio is 132.4%, compared with 126.5%;

* The class A/B O/C ratio is 119.7%, compared with 115.9%;

* The class C O/C ratio is 116.0%, compared with 112.8%; and

* The class D O/C ratio is 103.9%, compared with 102.4%.

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

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

            Standard & Poor's 17g-7 Disclosure Report

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

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

          http://standardandpoorsdisclosure-17g7.com

Rating And Creditwatch Actions

Founders Grove CLO Ltd.
                            Rating
Class                   To           From
A-1                     AA+ (sf)     AA (sf)/Watch Pos
A-2                     AA+ (sf)     AA (sf)/Watch Pos
B                       A+ (sf)      A (sf)/Watch Pos
C                       BBB+ (sf)    BBB (sf)/Watch Pos
D                       B+ (sf)      B+ (sf)/Watch Pos


GMACC 2002-C3: Moody's Lowers Rating of Cl. H Notes to 'Ba1'
------------------------------------------------------------
Moody's Investors Service downgraded the ratings of seven classes
and affirmed nine CMBS classes of GMAC Commercial Mortgage
Securities, Inc., Series 2002-C3 Mortgage Pass-Through
Certificates:

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

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

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

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

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

Cl. F, Affirmed at Aa3 (sf); previously on Sep 25, 2008 Upgraded
to Aa3 (sf)

Cl. G, Downgraded to Baa3 (sf); previously on Feb 16, 2006
Upgraded to A3 (sf)

Cl. H, Downgraded to Ba1 (sf); previously on Feb 16, 2006 Upgraded
to Baa1 (sf)

Cl. J, Downgraded to B3 (sf); previously on Jul 7, 2011 Downgraded
to B1 (sf)

Cl. K, Downgraded to Caa2 (sf); previously on Jul 7, 2011
Downgraded to Caa1 (sf)

Cl. L, Downgraded to Caa3 (sf); previously on Jul 7, 2011
Downgraded to Caa2 (sf)

Cl. M, Downgraded to Ca (sf); previously on Dec 2, 2010 Downgraded
to Caa3 (sf)

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

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

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

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

RATINGS RATIONALE

The downgrades are due to higher than expected losses from
troubled loans and loans in special servicing as well as increased
interest shortfalls.

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

Moody's rating action reflects a cumulative base expected loss of
4.6% of the current balance. At last review, Moody's cumulative
base expected loss was 4.1%. Depending on the timing of loan
payoffs and the severity and timing of losses from specially
serviced loans, the credit enhancement level for investment grade
classes could decline below the current levels. If future
performance materially declines, the expected level of credit
enhancement and the priority in the cash flow waterfall may be
insufficient for the current ratings of these classes.

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

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

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

On November 22, 2011 Moody's released a Request for Comment, in
which the rating agency has requested market feedback on potential
changes to its rating methodology for Interest-Only Securities. If
the revised methodology is implemented as proposed, the ratings on
GMAC Commercial Mortgage Securities, Inc., Series 2002-C3 Mortgage
Pass-Through Certificates, Class X-1 may be negatively affected.
Please refer to Moody's request for Comment, titled "Proposal
Changing the Global Rating Methodology for Structured Finance
Interest-Only Securities," for further details regarding the
implications of the proposed methodology change on Moody's rating.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.60 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) level are
driven by property type, Moody's actual and stressed DSCR, and
Moody's property quality grade (which reflects the capitalization
rate used by Moody's to estimate Moody's value). Conduit model
results at the B2 (sf) level are driven by a 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 37 compared to 40 at Moody's prior review.

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

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

DEAL PERFORMANCE

As of the February 10, 2012 distribution date, the
transaction's aggregate certificate balance has decreased by 35%
to $504.9 million from $777.4 million at securitization. The
Certificates are collateralized by 85 mortgage loans ranging in
size from less than 1% to 6% of the pool, with the top ten non-
defeased loans representing 28% of the pool. Twenty loans,
representing 27% of the pool, have defeased and are secured by
U.S. Government securities.

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

Four loans have been liquidated from the pool, resulting in a
realized loss of $13.3 million (55.8% loss severity). Currently
six loans, representing 8% of the pool, are in special servicing.
Moody's estimates an aggregate $13.9 million loss for the
specially serviced loans (45% expected loss on average).

Moody's has assumed a high default probability for five poorly
performing loans representing 4% of the pool and has estimated an
aggregate $3.2 million 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 $2.23 million and
affecting Classes P through J. 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),
extraordinary trust expenses and non-advancing by the master
servicer based on a determination of non-recoverability. The
master servicer has made a determination of non-recoverability for
the Cherryland Center Loan ($7.6 million) and the Wakefield Forest
Apartments Loan ($3.9 million) and is no longer advancing on these
loans.

Moody's was provided with full year 2010 operating results for 89%
of the pool. Excluding specially serviced and troubled loans,
Moody's weighted average LTV is 82% compared to 81% at Moody's
prior review. Moody's net cash flow reflects a weighted average
haircut of 7% to the most recently available net operating income.
Moody's value reflects a weighted average capitalization rate of
9.0%.

Excluding special serviced and troubled loans, Moody's actual and
stressed DSCRs are 1.41X and 1.35X, respectively, compared to
1.45X and 1.36X 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 13% of the pool. The
largest loan is the Clifton Commons Loan ($30.2 million -- 6% of
the pool), which is secured by a 173,000 square foot (SF) retail
center located in Clifton, New Jersey. Major tenants include a 16-
screen AMC Theatre (36% of the gross leasable area (GLA); lease
expiration in May 2019), The Sports Authority (25% of the GLA;
lease expiration in March 2014) and Barnes & Noble (20% of the
GLA; lease expiration in May 2014). As of June 2011, the property
was 100% leased, the same as at last review. Performance is
stable. Moody's LTV and stressed DSCR are 75% and 1.26X,
respectively, compared to 79% and 1.20X at last review.

The second largest loan is the Shops at River Park Loan
($24.4 million -- 4.8% of the pool), which is secured by a 134,000
SF retail center located in Fresno, California. Major tenants
include Borders Books (18% of the GLA; lease expiration in May
2013) and Cost Plus World Market (13% of the GLA; lease expiration
in January 2012). As of September 2011, the property was 97%
leased compared to 90% as of December 2009. Moody's LTV and
stressed DSCR are 70% and 1.41X, respectively, compared to 74% and
1.34X at last review.

The third largest loan is the Sea Aire Apartments Loan
($12.3 million -- 2.4% of the pool), which is secured by 336-unit
multifamily property located in Somers Point, New Jersey. As of
September 2011, occupancy was 92% compared to 86% at last review.
Performance has been stable. Moody's LTV and stressed DSCR are 87%
and 1.08X, respectively, compared to 91% and 1.04X, at last
review.


GS MORTGAGE: Fitch Affirms Rating on $25 Mil. Notes at 'BB-sf'
--------------------------------------------------------------
Fitch Ratings has affirmed all classes of GS Mortgage Securities
Trust, commercial mortgage pass-through certificates, series 2011-
ALF:

  -- $194.9 million class A notes at 'AAAsf'; Outlook Stable;
  -- $194.9 million interest-only class XA-1 notes at 'AAAsf';
     Outlook Stable;
  -- $194.9 million interest-only class XA-2 notes at 'AAAsf';
     Outlook Stable;
  -- $40 million class B notes at 'AA-sf'; Outlook Stable;
  -- $27 million class C notes at 'A-sf'; Outlook Stable;
  -- $38 million class D notes at 'BBB-sf'; Outlook Stable;
  -- $25 million class E notes at 'BB-sf'; Outlook Stable.

Fitch does not rate the interest-only classes XB-1 and XB-2.

The affirmations and Stable Outlooks are the result of stable
portfolio performance.  As of year-to-date June 2011 the servicer-
reported NCF DSCR was 1.94 times (x) compared to a 1.29x Fitch
stressed DSCR at issuance.

The transaction represents a securitization of the beneficial
interest in a three-year loan, cross-collateralized first lien
mortgage secured by 29 assisted living facilities owned
collectively by 19 property companies (the PropCo borrowers).  The
portfolio consists of 29 properties in 12 states, with the largest
concentrations in New York (29.5%), Illinois (17.5%), New Jersey
(14.3%), and California (12.2%).  The collateral for the note also
includes the PropCo borrowers' interest in the leases and rents,
19 operating companies (the OpCo borrowers) interest in the
operating revenues from the properties, and the assignment of the
cash management accounts.

Proceeds from the notes, together with additional equity, were
used by the sponsors, Sunrise Senior Living Inc. and CNL Income
Partners, LP, to acquire the 29 properties from a joint venture
between Sunrise and Arcapita Inc.  The ratings reflect an analysis
of the cash flows from the assets of the trust, not an assessment
of the corporate default risk of the ultimate parent.

The loan is expected to mature in February 2014.  The Fitch
stressed loan-to-value (LTV) ratio is approximately 73.6% based on
capitalization of the Fitch-adjusted net cash flow at a rate of
10.48%.


JP MORGAN: Fitch Affirms Rating on Four Note Classes at 'Dsf'
-------------------------------------------------------------
Fitch Ratings has placed one class of J.P. Morgan Chase Commercial
Mortgage Securities Corp. series 2001-CIBC1 commercial mortgage
pass-through certificates on Rating Watch Negative.

Class G has been placed on Rating Watch due to the potential
increase in Fitch losses attributed to updated valuations of
specially serviced loans.  Fitch expects to resolve the Rating
Watch status of this class, which could result in a one or more
category downgrade, following the receipt of updated valuations
and leasing information for the specially serviced loans.

As of the January 2012 distribution date, the pool's certificate
balance has been reduced to by 94.7% (including 5.1% in realized
losses) to $53.6 million from $1 billion.  There is one defeased
loan (1.4%). There are cumulative interest shortfalls in the
amount of $3.7 million currently affecting classes G, H, and K
through NR. There are currently five loans (39.6%) in special
servicing.

Fitch placed this class on Rating Watch Negative:

  -- $29.2 million class G at 'BBB-sf'; on Rating Watch Negative
     from Outlook Negative;

Fitch affirms these classes and revises the Outlook and Recovery
Estimates (RE):

  -- $1.7 million class E at 'AAAsf'; Outlook Stable;
  -- $14 million class F at 'AAsf'; Outlook to Negative from
     Stable;
  -- $8.9 million class H at 'Dsf' RE to 0% from 100%;
  -- Class J at 'Dsf'; RE to 0% from 75%;
  -- Class K at 'Dsf'; RE 0%;
  -- Class L at 'Dsf'; RE 0%;
  -- Class M at 'Dsf'; RE 0%.

Classes A-1 through D and class X2 are paid in full.  Fitch does
not rate class NR.  The rating on class X1 was previously
withdrawn.


JP MORGAN: Fitch Affirms Rating on Super Senior Classes
-------------------------------------------------------
Fitch Ratings has affirmed the super senior classes of J.P. Morgan
Chase Commercial Mortgage Securities Corp., series 2006-CIBC17,
commercial mortgage pass-through certificates and downgraded eight
classes.

The downgrades reflect an increase in the Fitch expected losses
most of which is attributed to increase losses on specially
serviced loans based on updated valuations.  Fitch modeled losses
of 14.8% of the remaining pool; expected losses of the original
pool are 14.4%, including losses incurred to date.  Fitch has
designated 46 loans (33.3%) as Fitch Loans of Concern which
includes 21 specially serviced loans (22.7%).  Fitch expects
classes C thru NR may be fully depleted from losses associated
with the specially serviced assets and class B to be impacted as
well.

The largest contributors to loss are three of the top 15 loans
(15%) which are all currently specially serviced.

The largest contributor to Fitch expected loss is a loan (10.8%)
is secured by a 1.25 million square foot (sf), class A office
property located in downtown Atlanta, GA.  The loan was
transferred to special servicing in February 2011 due to imminent
default based on expected revenue decline as a result of the
largest tenant, Bank of America restructuring its lease.  The Bank
of America space was downsized to approximately 14% from 30%
effective October 2011 and their lease rate was reduced by
approximately half.  As of December 2011, the property was 62.6%
occupied down from approximately 100% at issuance.

The second largest contributor to loss is a portfolio (2.3%)
secured by seven multifamily properties consisting of 2,226 units
located in the Greenspoint section of Houston, TX.  The loan was
transferred to special servicing in February 2010 due to imminent
default.  The property was foreclosed upon in July 2010 and
management is currently addressing life safety issues at the
property.  Additionally, there has been a significant fire at the
property which has resulted in 50 units being taken off line.  The
most recent servicer reported occupancy for the portfolio as of
January 2012 is 89.7%.

The third largest contributor to loss is a loan (1.9%) secured by
a 163,512 sf office tower located in Great Neck, NY. Major tenants
include Garfunkel Wild & Travis (10.6%) NRA), SERVISAIR,LLC 1
(7.8% NRA) and JIMLAR Corporation (7.3% NRA).  The loan was
transferred to special servicing in November 2009 due to monetary
default.  Per the special servicer, the borrower has been
uncooperative in establishing a lockbox and paying operating
expenses.  A receiver was appointed in February 2010 and a new
property management firm was hired.  The most recent servicer
reported occupancy is 80% and leases representing 24% of the NRA
expire in 2012.

Fitch has downgraded, removed from Rating Watch Negative, revised
and assigned Recovery Estimates (RE), to these classes:

  -- $253.7 million class A-M to 'Asf' from 'AAAsf'; Outlook
     Negative;
  -- $202.9 million class A-J to 'CCCsf'/RE 75% from 'BB';
  -- $44.4 million class B to 'CCsf'/RE 0% from'B';
  -- $19 million class C to 'Csf'/RE 0% from 'B-';
  -- $34.9 million class D to 'Csf'/RE 0% from 'B-';
  -- $31.7 million class E to 'Csf'/RE 0% from 'CCC';
  -- $34.9 million class F to 'Csf'/RE 0% from 'CCC';
  -- $31.7 million class G to 'Csf'/RE 0% from 'CC'.

Classes A-M, A-J, B, C, & D, were removed from Rating Watch
Negative.

Additionally, Fitch has affirmed these classes:

  -- $97.4 million class A-3 at 'AAAsf'; Outlook Stable;
  -- $1.2 billion class A-4 at 'AAAsf'; Outlook Stable;
  -- $83.6 million class A-SB 'AAAsf'; Outlook Stable;
  -- $281.3 million class A-1A at 'AAAsf'; Outlook Stable;
  -- $31.7 million class H at 'Csf';
  -- $9.5 million class J at 'Csf';
  -- $9.5 million class K at 'Csf';
  -- $9.5 million class L at 'Csf';
  -- $3.2 million class M at 'Csf';
  -- $6.3 million class N at 'Csf';
  -- $6.3 million class P at 'Csf'.

Fitch does not rate the $29.5 million class NR.  Class A-1 has
paid in full.


JP MORGAN: Losses Prompt Fitch to Downgrades Rating on Notes
------------------------------------------------------------
Fitch Ratings has downgraded eight classes of J.P. Morgan Chase
Commercial Mortgage Securities Corp., commercial mortgage pass-
through certificates, series 2007-CIBC20, due to an increase in
expected losses on the specially serviced loans and further
deterioration of collateral performance.

The downgrades reflect an increase in Fitch modeled losses across
the pool, which includes assumed losses on loans in special
servicing and on performing loans with declines in performance
indicative of a higher probability of default.  Fitch modeled
losses of 10.3% of the current pool balance based on expected
losses on the specially serviced loans and loans that could not
refinance at maturity; expected losses of the original pool are
11.6%.

As of the January 2012 distribution date, the pool's aggregate
principal balance has decreased 4.2% to $2.44 billion from
$2.54 billion at issuance.  As of January 2012, there are
cumulative interest shortfalls in the amount of $5.5 million,
affecting classes K through NR.

The largest contributor to expected loss of the loans in special
servicing is the STF Portfolio (2% of the pool balance), which is
the largest specially serviced asset in the pool.  The portfolio
consists of 1.2 million square feet (sf) over 19 properties, 15 of
which are located in McAllen, TX; two in El Paso, TX; and two in
Santa Theresa, NM.  All of the properties in this portfolio are
located within 10 miles of the U.S.-Mexico border.  The loan
transferred to special servicing in August 2010 for payment
default.

The second largest contributor to expected losses from specially
serviced assets is a real-estate owned (REO) retail property
located in Bluffton, SC (0.9% of the pool).  The asset transferred
to special servicing in November 2008 for payment default.  A
receiver is in place and the property has been listed for sale.

The largest contributor to expected loss of the loans not in
special servicing is North Hills Mall (5.8% of the pool), which is
secured by a 585,798 sf retail property located in Raleigh, NC.
Overall occupancy has remained high compared to issuance, though
the servicer reported a year-end (YE) 2010 debt service coverage
ratio (DSCR) of 1.07 times (x).  Major tenants include: Target
(not part of the collateral); JCPenney; Regal Cinemas; and REI.

In total, there are 14 loans (9.5%) in special servicing including
two loans (1.4%) that are real estate owned (REO). At Fitch's last
review there were 13 loans (8.5%) in special servicing.

Fitch has downgraded, revised Rating Outlooks and assigned
Recovery Estimates (RE) to these classes:

  -- $152.6 million class A-J to 'BBB-sf' from 'BBBsf'; Outlook to
     Negative from Stable;
  -- $31.8 million class B to 'BBsf' from 'BBB-sf'; Outlook
     Negative;
  -- $25.4 million class C to 'Bsf' from 'BBsf'; Outlook Negative;
  -- $26.6 million class D to 'CCCsf' from 'Bsf'; RE 40%;
  -- $22.3 million class E to 'CCCsf' from 'B-sf'; RE 0%;
  -- $22.3 million class F to 'CCCsf' from 'B-sf'; RE 0%;
  -- $35.0 million class H to 'CCsf' from 'CCCsf'; RE 0%;
  -- $31.8 million class J to 'CCsf' from 'CCCsf'; RE 0%.

Additionally, Fitch has affirmed these classes, maintained Rating
Outlooks or assigned Recovery Estimates (RE):

  -- $83.8 million class A-2 at 'AAAsf' Outlook Stable;
  -- $208.6 million class A-3 at 'AAAsf'; Outlook Stable;
  -- $991.7 million class A-4 at 'AAAsf'; Outlook Stable;
  -- $84.4 million class A-SB at 'AAAsf'; Outlook Stable;
  -- $350.6 million class A-1A at 'AAAsf'; Outlook Stable;
  -- $219.3 million class A-M at 'AAAsf'; Outlook Stable;
  -- $35 million class A-MFX at 'AAAsf'; Outlook Stable;
  -- $25.4 million class G at 'CCCsf'; RE 0%;
  -- $28.6 million class K at 'CCsf'; RE 0%;
  -- $31.8 million class L at 'Csf'; RE 0%;
  -- $9.5 million class M at 'Csf'; RE 0%;
  -- $6.4 million class N at 'Csf'; RE 0%.

Fitch does not rate class P.  The non-rated classes Q, T and NR
are fully depleted. Class A-1 is paid in full.


LB MULTIFAMILY: Moody's Affirms Rating of Cl. A-1 Notes at 'Caa1'
-----------------------------------------------------------------
Moody's Investors Service (Moody's) affirmed the ratings of LB
Multifamily Mortgage Trust, Series 1991-4:

Cl. A-1 Senior Secured Pass-Through Apr 25, 2021, Affirmed at Caa1
(sf); previously on Sept 11, 2008 Affirmed at Caa1 (sf)

Cl. A-2 Senior Secured Pass-Through Apr 25, 2021, Affirmed at B1
(sf); previously on Sept 11, 2008 Upgraded to B1 (sf)

RATINGS RATIONALE

Moody's affirms the above classes because the credit enhancement
levels are sufficient to maintain the current ratings.

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

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.

Borrowers are not required to provide financial information for
loans included in this transaction. Due to the lack of updated
financial statements, Moody's did not utilize its standard
methodology for this type of transaction. Moody's evaluated the
loan-level performance matrices contained in remittance statements
provided by the Trustee, including delinquency status, specially
serviced loans and realized losses as well as the structural,
legal and tax aspects associated with Certificates when assigning
the ratings. Other methodologies and factors that may have been
considered in the process of rating this transaction can also be
found in the Rating Methodologies sub-directory on Moody's
website.

The methodologies used in this rating were "Moody's Approach to
Rating U.S. CMBS Conduit Transactions" published in September
2000, and "CMBS: Moody's Approach to Small Loan Transactions"
published in December 2004.

Moody's ratings are determined by a committee process that
considers both quantitative and qualitative factors. There was no
model used in the review of this transaction.

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

DEAL PERFORMANCE

As of the January 25, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 99% to $392,399
from $105.8 million at securitization. The Certificates are
collateralized by two mortgage loans, which are the are secured by
two multi-family properties located in the Los Angeles, California
MSA. The loans mature in 2019. Accordsing to the Master Servicer,
both loans are current and neither loan is on the Master
Servicer's watch list.

The pool has experienced aggregate realized losses totaling
$33.5 million, which have eliminated non-rated Classes B, C and D
and resulted in a $9.2 million loss for Class A-1. Class A-2 has
not experienced any losses to date. Realized losses allocated to
the Class A-2 certificates are offset by a reserve fund held by
the Trustee. It is anticipated that there are sufficient funds
available in the reserve fund to offset any potential losses to
Class A-2.


LB-UBS 2006-C4: S&P Lowers Ratings on 2 Classes of Certs. to 'D'
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on eight
classes of commercial mortgage pass-through certificates from LB-
UBS Commercial Mortgage Trust 2006-C4, 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.

"The downgrades primarily reflect credit support erosion that we
anticipate will occur upon the eventual resolution of the 26
($249.9 million, 14.4%) assets that are with the special servicer
and a reduction in liquidity support available to the subject
classes due to interest shortfalls. As of the Jan. 18, 2012,
trustee remittance report, the pool experienced monthly interest
shortfalls totaling $684,626, primarily due to appraisal
subordinate entitlement reduction (ASER) amounts ($459,372),
interest not advanced on assets that have been deemed
nonrecoverable by the master servicers ($156,480), and special
servicing fees ($52,082). The interest shortfalls affected all
classes subordinate to and including class G. Our analysis
indicated that the total anticipated recurring monthly interest
shortfalls will cause class G and the classes subordinate to it to
continue to experience interest shortfalls for the foreseeable
future, and lead to a reduction in the liquidity support available
to the classes senior to it. As a result of our analysis, we
lowered our ratings on classes G and H to 'D (sf)'," S&P said.

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

"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 1.12x and a loan-to-value (LTV) ratio of 123.3%.
We further stressed the loans' cash flows under our 'AAA' scenario
to yield a weighted average DSC of 0.77x and an LTV ratio of
167.9%. The implied defaults and loss severity under the 'AAA'
scenario were 82.2% and 49.8%. All of the DSC and LTV calculations
noted above exclude the transaction's 26 ($249.9 million, 14.4%)
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.

                     Credit Considerations

"As of the Jan. 18, 2012 trustee remittance report, 26
($249.9 million, 14.4%) assets were with the special servicer,
CWCapital Asset Management LLC. The reported payment status of the
specially serviced assets is: 19 ($200.5 million, 11.5%) are real
estate owned (REO); two ($16.3 million, 0.9%) are in foreclosure;
and five ($33.1 million, 1.9%) are 90-plus-days delinquent.
Appraisal reduction amounts (ARAs) totaling $109.3 million were in
effect for 23 of the specially serviced assets," S&P said.

"Rivergate Plaza ($58.5 million, 3.4%), the seventh-largest asset
in the pool, is the largest specially serviced asset and comprises
a 302,058-sq.-ft. office property in Miami, Fla. The loan was
transferred to the special servicer in September 2009 and is now
REO. Recent financial reporting information is not available.
There is an ARA of $34.9 million in effect against the asset. We
expect a significant loss upon the resolution of this asset," S&P
said.

"Belmont at Cowan Place ($32.8 million, 1.9%), the 10th-largest
asset in the pool, is the second-largest specially serviced asset
and consists of a 300-room multifamily property in Fredericksburg,
Va. The loan was transferred to the special servicer in July 2009
for monetary default and is now REO. Recent financial reporting
information is not available. There is an ARA of $6.5 million in
effect against the asset. We expect a moderate loss upon the
resolution of this asset," S&P said.

"The 24 remaining specially serviced assets have individual
balances that represent less than 1.6% of the total pool balance.
ARAs totaling $67.9 million are in effect against 21 of the
assets. We estimated losses for all 24 remaining specially
serviced assets and arrived at a weighted average loss severity of
52.0%," S&P said.

                  Transaction Summary

As of the Jan. 18, 2012 trustee remittance report, the pooled
collateral had a balance of $1.74 billion, down from $1.98 billion
at issuance. The pool currently includes 116 loans and 19 REO
assets. The master servicer, Wells Fargo Commercial Mortgage
Servicing, provided financial information for 87.8% 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 1.04x for the pool based
on the reported figures. Our adjusted DSC and LTV ratio were 1.12x
and 123.3%, which exclude the transaction's 26 ($249.9 million,
14.4%) specially serviced assets, for which we separately
estimated losses. Recent financial information was available
for six of the 26 excluded assets, which exhibited a weighted
average reported DSC of 1.02x. To date, the pool has experienced
$1.8 million in principal losses related to one asset," S&P said.

Twenty-nine loans ($758.0 million, 43.6%), including five
($647.4 million, 37.2%) of the top 10 assets in the pool, are on
the master servicer's watchlist.

Twenty-five ($748.4 million, 43.0%) assets have reported DSC under
1.10x, 17 ($624.3 million, 35.9%) of which have reported DSC under
1.00x.

                    Summary of Top 10 Assets

"The top 10 assets have an aggregate outstanding pooled balance
of $986.5 million (59.4%). Using servicer-provided financial
information, we calculated an adjusted DSC of 1.01x and LTV ratio
of 137.2% for the top 10 assets. Two ($91.3 million, 5.3%) of the
top 10 assets are specially serviced, while five ($647.4 million,
37.2%) others are on the master servicer's watchlist," S&P said.

"The One Federal Street loan ($262.0 million, 15.1%), the largest
loan in the pool, is on the master servicer's watchlist due to a
low reported DSC, which was 0.54x as of Sept. 30, 2011. The loan
is secured by a 1.1 million-sq.-ft. office property in Boston,
Mass. The reported occupancy was 62.3% as of Sept. 30, 2011," S&P
said.

The One New York Plaza loan ($189.1 million, 10.9%), the second-
largest loan in the pool, is on the master servicer's watchlist
due to a low reported DSC, which was 0.70x as of Sept. 30, 2011.
The loan is secured by a 2.4 million-sq.-ft. office property in
New York, N.Y. The reported occupancy was 73.0% as of Sept. 30,
2011.

The 44 Wall Street loan ($74.4 million, 4.3%), the fourth-largest
loan in the pool, is on the master servicer's watchlist due to a
low reported DSC, which was 0.51x as of Sept. 30, 2011. The loan
is secured by a 336,747-sq.-ft. office property in New York, N.Y.
The reported occupancy was 76.4% as of Oct. 31, 2011.

The Canyon Park Technology Center loan ($71.3 million, 4.1%), the
sixth-largest loan in the pool, is on the master servicer's
watchlist due to a low reported DSC, which was 1.06x as of Sept.
30, 2011. The loan is secured by a 904,336-sq.-ft. office property
in Orem, Utah. The reported occupancy was 81.7% as of June 30,
2011.

The Courtyard Marriott Fifth Avenue loan ($50.7 million, 2.9%),
the eighth-largest asset in the pool, is on the master servicer's
watchlist due to a low reported DSC, which was 0.96x as of Dec.
31, 2010. The loan is secured by a 185-room lodging property in
New York, N.Y. The reported occupancy was 85.8% as of Sept. 9,
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

LB-UBS Commercial Mortgage Trust 2006-C4
Commercial mortgage pass-through certificates

             Rating
Class  To              From          Credit enhancement (%)
A-J    BB (sf)         BB+ (sf)                       13.99
B      BB- (sf)        BB (sf)                        13.00
C      B+ (sf)         BB- (sf)                       11.57
D      B (sf)          B+ (sf)                        10.57
E      B- (sf)         B+ (sf)                         9.72
F      CCC- (sf)       CCC+ (sf)                       8.30
G      D (sf)          CCC- (sf)                       7.16
H      D (sf)          CCC- (sf)                       6.30

RATINGS AFFIRMED

LB-UBS Commercial Mortgage Trust 2006-C4
Commercial mortgage pass-through certificates

Class    Rating                Credit enhancement (%)
A-2      AAA (sf)                               33.93
A-3      AAA (sf)                               33.93
A-AB     AAA (sf)                               33.93
A-4      AA- (sf)                               33.93
A-1A     AA- (sf)                               33.93
A-M      BBB+ (sf)                              22.54
X        AAA (sf)                                 N/A

N/A -- Not applicable.


LCM X: S&P Gives 'BB' Rating on Class E Deferrable Notes
--------------------------------------------------------
Standard & Poor's Ratings Services assigned its ratings to LCM X
L.P./LCM X LLC's $370.5 million floating-rate notes.

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

The ratings reflect S&P's assessment of:
* The credit enhancement provided to the rated notes through the
   subordination of cash flows that are payable to the
   subordinated notes.

* The transaction's credit enhancement, which is sufficient to
   withstand the defaults applicable for the supplemental tests
   (not counting excess spread), and cash flow structure, which
   can withstand the default rate projected by Standard & Poor's
   CDO Evaluator model, as assessed by Standard & Poor's using the
   assumptions and methods outlined in its corporate
   collateralized debt obligation criteria.

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

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

* The asset manager's experienced management team.

* "Our projections regarding the timely interest and ultimate
   principal payments on the rated notes, which we assessed using
   our cash flow analysis and assumptions commensurate with the
   assigned ratings under various interest-rate scenarios,
   including LIBOR ranging from 0.34%-12.26%," 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

Ratings Assigned

LCM X L.P./LCM X LLC

Class                   Rating        Amount (mil. $)
A                       AAA (sf)                259.0
B                       AA (sf)                  45.0
C (deferrable)          A (sf)                   29.5
D (deferrable)          BBB (sf)                 20.0
E (deferrable)          BB (sf)                  17.0
Equity                  NR                       39.5

NR -- Not rated.


MERRILL LYNCH: DBRS Confirms Class F Rating at 'BB'
---------------------------------------------------
DBRS has confirmed the ratings of all 15 classes of Merrill Lynch
Financial Assets Inc., Series 2006-Canada 19:

  -- Class A-2 at AAA (sf)
  -- Class A-3 at AAA (sf)
  -- Class B at AA (sf)
  -- Class C at A (sf)
  -- Class D at BBB (sf)
  -- Class E at BBB (low) (sf)
  -- Class F at BB (high) (sf)
  -- Class G at BB (sf)
  -- Class H at BB (low) (sf)
  -- Class J at B (high) (sf)
  -- Class K at B (sf)
  -- Class L at B (low) (sf)
  -- Class XP-1 at AAA (sf)
  -- Class XP-2 at AAA (sf)
  -- Class XC at AAA (sf)

Trends for Class J, K and L changed to Stable from Negative.  All
other classes were confirmed with a Stable trend.

These rating actions reflect the continued stable performance of
the pool overall.  At the time of the February 2011 DBRS review of
this transaction, there were two loans in special servicing and
two large loans on the servicer's watchlist.  Given the
uncertainty surrounding these four loans, DBRS placed classes J, K
and L on trend Negative at that time.  Shortly after the review,
one of the loans in special servicing, Prospectus ID #23 (Summit
Properties), was resolved with no loss to the trust and the two
large loans on the watchlist, Prospectus ID #3 (Castle Royale) and
Prospectus ID #10 (8100 Granville), have been removed as the
performance has improved significantly for each property.
Reflecting these developments, DBRS has changed the trends for
classes J, K and L to Stable.

As of the February 2012 remittance report, there were 58 of the
original 75 loans in the pool remaining, with a collateral
reduction of approximately 24.2% since issuance.  With 96.6% of
loans reporting updated financial information, the pool has a
weighted-average DSCR of 1.5x, as compared to 1.4x at issuance.
In addition, the current weighted-average debt yield is 12.1% and
the weighted-average LTV is 64.5%, as compared to 10.3% and 70.6%,
respectively, at issuance.  There is one loan in special
servicing, Prospectus ID #4 (Marriott Pooled Senior Loan), which
comprises 5.6% of the outstanding pool balance.  There are 11
loans on the servicer's watchlist; those loans combine for 10.9%
of the outstanding pool balance.

For a complete discussion of the DBRS viewpoint, including
detailed information on the largest loans in the pool, the loans
in special servicing and the loans on the servicer's watchlist,
please see the February 2012 Monthly Surveillance Report for this
pool, which will publish shortly.


MERRILL LYNCH: DBRS Confirms Class G Rating at 'BB'
---------------------------------------------------
DBRS has confirmed the ratings of all 15 classes of Merrill Lynch
Financial Assets Inc., Series 2006-Canada 20:

  -- Class A-2 at AAA (sf)
  -- Class A-3 at AAA (sf)
  -- Class B at AA (sf)
  -- Class C at A (sf)
  -- Class D at BBB (sf)
  -- Class E at BBB (low) (sf)
  -- Class F at BB (high) (sf)
  -- Class G at BB (sf)
  -- Class H at BB (low) (sf)
  -- Class J at B (high) (sf)
  -- Class K at B (sf)
  -- Class L at B (low) (sf)
  -- Class XP-1 at AAA (sf)
  -- Class XP-2 at AAA (sf)
  -- Class XC at AAA (sf)

All classes were confirmed with a Stable trend.

These rating actions reflect the continued stable performance of
the pool overall.  As of the February 2012 remittance report,
there were 49 of the original 66 loans in the pool remaining, with
a collateral reduction of approximately 26.9% since issuance.
With 77.8% of loans reporting updated financial information, the
pool has a weighted-average DSCR of 1.7x, as compared to 1.4x at
issuance.  In addition, the current weighted-average debt yield is
13.2% and the weighted-average LTV is 63.5%, as compared to 10.4%
and 69.5%, respectively, at issuance.  The actual percentage of
the pool reporting updated financial information is significantly
higher than 77.8%, but because of reporting issues, DBRS was
unable to include the complete list in these calculations.  DBRS
is working with the servicer to resolve the issues for future
reports.  There is one loan in special servicing, Prospectus ID #8
(Marriott Pooled Senior Loan), which comprises 5.7% of the
outstanding pool balance. There are four loans on the servicer's
watchlist; those loans combine for 6.0% of the outstanding pool
balance.

For a complete discussion of the DBRS viewpoint, including
detailed information on the largest loans in the pool, the loans
in special servicing and the loans on the servicer's watchlist,
please see the February 2012 Monthly Surveillance Report for this
pool, which will publish shortly.


MICHIGAN HIGHER: Moody's Reviews Ratings of Two Tranches
--------------------------------------------------------
Moody's Investors Service placed on review for possible downgrade
two classes of student loan revenue bonds issued by Michigan
Higher Education Student Loan Authority under an indenture dated
September 1, 2007. The underlying collateral consists exclusively
of student loans originated under the Federal Family Education
Loan Program (FFELP), which are guaranteed by the U.S. government
for a minimum of 97% of defaulted principal and accrued interest.

RATINGS RATIONALE

The review was prompted by discovery of an input error that had
occurred during the previous downgrades of the senior and
subordinate classes on June 4, 2009 and February 12, 2009,
respectively. The coupon rate on the bonds is defined as the
product of the applicable percentage and the greater of SIFMA
Municipal Index and the after-tax yield of one-month LIBOR. As
long as the bonds are rated Aaa, the applicable percentage is
200%. However, when the rating of the bonds is lower than Aaa,
transaction documents state that the applicable percentage should
increase to 250%. At the time of the previous rating actions,
Moody's did not take this rating trigger into account and
continued using an applicable percentage of 200%, even though the
ratings on both senior and subordinate bonds were downgraded below
Aaa, to B3 and Ca, respectively.

The complete rating actions are:

Issuer: Michigan Higher Education Student Loan Authority (2007
Indenture)

Senior Lien Series 20-A Bonds (AMT), B3 (sf) Placed Under Review
for Possible Downgrade; previously on Jun 4, 2009 Downgraded to B3
(sf)

Subordinate Lien Series 20-B Bonds (AMT), Ca (sf) Placed Under
Review for Possible Downgrade; previously on Feb 12, 2009
Downgraded to Ca (sf)

The ratings for the senior and subordinate bonds were assigned in
line with Moody's existing methodology, as described below. On
January 18, 2012, Moody's released a Request for Comment, in which
the rating agency requested market feedback on potential changes
to its rating methodology for FFELP US Student Loan-Backed
Securitizations. If the revised methodology is implemented as
proposed, the ratings on both senior and subordinate bonds are
unlikely to be affected. Please refer to Moody's Request for
Comment, titled "Moody's Proposes to Update Its Approach to Rating
Securities Backed by FFELP Student Loans," for further details
regarding the implications of the proposed methodology changes for
Moody's ratings.

In monitoring securitizations backed by FFELP student loans,
Moody's assesses both liquidity and credit risks of the
transactions. The factors affecting liquidity and credit
performance of a transaction include defaults, guarantor reject
rates, voluntary prepayments, basis risk, borrower benefit
utilization, and the number of borrowers in non-repayment status,
such as deferment and forbearance. As a part of Moody's analysis,
Moody's examines historical FFELP static pool performance data. To
the extent that performance data is available from a specific
issuer, that information is used to arrive at Moody's cash flow
assumptions for that particular issuer. If an issuer's data are
either limited or unavailable, Moody's assumptions are based on
FFELP performance data received from other participants.

Historical interest rates and spreads are also analyzed to
evaluate the basis risk between the interest rate to which the
notes are indexed and the interest rate to which the FFELP loans
are indexed. This historical data is used to derive the expected,
or most likely, outcome for each variable. These expected
defaults, prepayments, interest rates, and other assumptions are
then stressed in accordance with the rating categories requested
by the issuer. Factors that influence the stress levels include
the availability of relevant issuer-specific performance data, the
seasoning of the loans, collateral concentrations (school types,
loan programs), the financial strength and stability of the
servicer, and the general economic environment.

These stressed assumptions are then incorporated into a cash flow
model that takes into account the FFELP loan characteristics as
well as structural (e.g., starting parity, cash flow waterfall,
bond tranching, etc.) and pricing features of the transaction. The
cash flow model outputs are analyzed to determine whether the
transaction as structured by the issuer has sufficient credit
protection to pay off the notes by their legal final maturity
dates. In certain circumstances where cash flow runs are not
available, Moody's relies on model results from similar
transactions. Moody's also analyzes the liquidity risk of the
transaction given that borrowers can be in non-repayment status
while in school, grace, deferment or forbearance status, and the
transaction can experience delays in default reimbursement and
other payments. Basis risk is the primary credit risk in FFELP
student loan ABS. Moody's Aaa (sf) stressed basis risk assumption
between LIBOR and the CP Rate is 25 basis points with certain
periods in which the spread increases to 150 basis points. This is
based on an analysis of historical spreads between the two
indices. For additional information, please see "Methodology
Update on Basis Risk in FFELP Student Loan-Backed Securitization,"
on moodys.com. Other methodologies and factors that may have been
considered in the process of rating this issue can also be found
in the Rating Methodologies sub-directory on Moody's website.

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 uncertainty with
regard to excess spread are increased basis risk and the failed
auction.


MISSISSIPPI HIGHER: Moody's Reviews Ratings for Possible Downgrade
------------------------------------------------------------------
Moody's Investors Service placed on review for possible downgrade
five tranches of student loan revenue bonds issued by Mississippi
Higher Education Assistance Corporation under an indenture dated
June 1, 2004. The underlying collateral consists exclusively of
student loans originated under the Federal Family Education Loan
Program (FFELP), which are guaranteed by the U.S. government for a
minimum of 97% of defaulted principal and accrued interest.

RATINGS RATIONALE

The review was prompted by discovery of an input error that had
occurred during the previous downgrades of the subordinate bonds
on December 5, 2008, from A2 to Caa1. The coupon rate on the
subordinate bonds is defined as the product of the applicable
percentage and the greater of SIFMA Municipal Index and the after-
tax yield of "Aa" Composite Commercial Paper Rate. And the coupon
is subject to a cap of 14%. As long as the bonds are rated above
the Baa category by Moody's or BBB category by other rating agency
on the transaction, the applicable percentage is 175%. However,
when the rating of the bonds is downgraded below Baa category by
Moody's or BBB category by other rating agency, transaction
documents state that the applicable percentage should increase to
265%. At the time of the previous rating actions, Moody's did not
take this rating trigger into account and continued using an
applicable percentage of 175%, even though the rating of the
subordinate bonds was downgraded below Baa3 to Caa1.

The complete rating actions are:

Issuer: Mississippi Higher Education Assistance Corporation (2004
Indenture)

2004-A-1, Aaa (sf) Placed Under Review for Possible Downgrade;
previously on Aug 2, 2011 Confirmed at Aaa (sf)

2004-B-1, Caa1 (sf) Placed Under Review for Possible Downgrade;
previously on Dec 5, 2008 Downgraded to Caa1 (sf)

2007-A-1, Aaa (sf) Placed Under Review for Possible Downgrade;
previously on Aug 2, 2011 Confirmed at Aaa (sf)

2007-A-2, Aaa (sf) Placed Under Review for Possible Downgrade;
previously on Aug 2, 2011 Confirmed at Aaa (sf)

2007-B-1, Caa1 (sf) Placed Under Review for Possible Downgrade;
previously on Dec 5, 2008 Downgraded to Caa1 (sf)

The ratings for the senior and subordinate bonds were assigned in
line with Moody's existing methodology, as described below. On
January 18, 2012, Moody's released a Request for Comment, in which
the rating agency requested market feedback on potential changes
to its rating methodology for FFELP US Student Loan-Backed
Securitizations. If the revised methodology is implemented as
proposed, the ratings on the senior and subordinate bonds may be
negatively affected.

In monitoring securitizations backed by FFELP student loans,
Moody's assesses both liquidity and credit risks of the
transactions. The factors affecting liquidity and credit
performance of a transaction include defaults, guarantor reject
rates, voluntary prepayments, basis risk, borrower benefit
utilization, and the number of borrowers in non-repayment status,
such as deferment and forbearance. As a part of Moody's analysis,
Moody's examines historical FFELP static pool performance data. To
the extent that performance data is available from a specific
issuer, that information is used to arrive at Moody's cash flow
assumptions for that particular issuer. If an issuer's data are
either limited or unavailable, Moody's assumptions are based on
FFELP performance data received from other participants.

Historical interest rates and spreads are also analyzed to
evaluate the basis risk between the interest rate to which the
notes are indexed and the interest rate to which the FFELP loans
are indexed. This historical data is used to derive the expected,
or most likely, outcome for each variable. These expected
defaults, prepayments, interest rates, and other assumptions are
then stressed in accordance with the rating categories requested
by the issuer. Factors that influence the stress levels include
the availability of relevant issuer-specific performance data, the
seasoning of the loans, collateral concentrations (school types,
loan programs), the financial strength and stability of the
servicer, and the general economic environment.

These stressed assumptions are then incorporated into a cash flow
model that takes into account the FFELP loan characteristics as
well as structural (e.g., starting parity, cash flow waterfall,
bond tranching, etc.) and pricing features of the transaction. The
cash flow model outputs are analyzed to determine whether the
transaction as structured by the issuer has sufficient credit
protection to pay off the notes by their legal final maturity
dates. In certain circumstances where cash flow runs are not
available, Moody's relies on model results from similar
transactions. Moody's also analyzes the liquidity risk of the
transaction given that borrowers can be in non-repayment status
while in school, grace, deferment or forbearance status, and the
transaction can experience delays in default reimbursement and
other payments. Basis risk is the primary credit risk in FFELP
student loan ABS. Moody's Aaa (sf) stressed basis risk assumption
between LIBOR and the CP Rate is 25 basis points with certain
periods in which the spread increases to 150 basis points. This is
based on an analysis of historical spreads between the two
indices. For additional information, please see "Methodology
Update on Basis Risk in FFELP Student Loan-Backed Securitization,"
on moodys.com. Other methodologies and factors that may have been
considered in the process of rating this issue can also be found
in the Rating Methodologies sub-directory on Moody's website.

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 uncertainty with
regard to excess spread are increased basis risk and the failed
auction.


ML-CFC COMMERCIAL: Fitch Downgrades Rating on Nine Note Classes
---------------------------------------------------------------
Fitch Ratings has downgraded nine classes and affirmed 14 classes
of ML-CFC Commercial Mortgage Trust's commercial mortgage pass-
through certificates, series 2007-8 (ML-CFC 2007-8).  In addition,
Fitch has resolved the Rating Watch Negative on classes AM, AM-A,
AJ, and AJ-A.

The downgrades reflect an increase in Fitch-modeled losses across
the pool due to further deterioration of loan performance, most of
which involves increased losses on the specially serviced loans.
Fitch modeled losses of 13.2% of the remaining pool (15.8% of the
original pool).  Fitch expects losses associated with the
specially serviced loans to deplete classes J and K and a portion
of class H. As of January 2012, cumulative interest shortfalls
total $10.5 million.

As of the January 2012 distribution date, the pool's aggregate
principal balance has been reduced by 7% to $2.266 billion from
$2.435 billion at issuance.

Fitch has identified 41 loans (35.2%) as Fitch Loans of Concern,
including 14 specially serviced loans (22.3%).  Of the 14 loans in
special servicing, six loans (15.8%) were 90 days or more
delinquent, four loans (1.3%) were real-estate owned, two loans
(2.6%) were in foreclosure, and two loans (2.5%) were current.

The largest contributors to modeled losses are three (30.2%) of
the top 15 loans in the transaction, one (14.8%) of which is
currently specially serviced.

The largest contributor to modeled losses is a specially serviced
loan (14.8%) secured by 73 multifamily properties totaling 6,892
units located across eight states. As of the January 2012
distribution date, the loan was greater than 90 days delinquent.
The loan transferred to special servicing in December 2010 for
imminent default.  According to the special servicer, foreclosure
is being dual-tracked with forbearance discussions, although
details of the forbearance terms were not provided.  The servicer-
reported year-end (YE) 2010 net operating income (NOI) debt-
service coverage ratio (DSCR) was 1.11 times (x), down from 1.48x
at YE 2009. YE 2010 occupancy was 88%, down from 93% in 2009.

The second largest contributor to modeled losses is a loan (4.4%)
secured by a portfolio of nine office properties; five of which
are located in Overland Park, KS and the other four in Kansas
City, MO.  Portfolio performance has been on the decline.  The
servicer-reported YE 2010 NOI DSCR decreased to 0.98x from 1.17x
at YE 2009. YE 2010 occupancy also has decreased to 61.5% from
67%, 69%, and 94% at YE 2009, YE 2008, and at issuance,
respectively.  Four of the nine properties in the portfolio have a
debt service coverage ratio below 1.0x on a standalone basis.
Additionally, according to the September 2011 rent roll, over 76%
of the net rentable area expires prior to the loan's maturity in
July 2017 and the current market's vacancy is 20%.  There are
significant upcoming near-term lease rollovers: 2012 (32.2%), 2013
(10.9%), 2014 (9.1%); 2015 (9.9%), and 2016 (14.2%).

The third largest contributor to modeled losses is a loan (11%)
secured by 274 mobile home communities totaling 57,179 home sites
located across 23 states.  The loan was transferred to special
servicing in June 2010 for imminent default. The loan was modified
in April 2011.  The terms of the modification include a maturity
date extension and additional loan enhancements.

The most recently reported NOI DSCR and occupancy as of the
trailing 12 months ending September 2011 was 1.92x and 80.4%.
Although the servicer-reported DSCR shows improvement from the
1.31x reported at issuance, this is due to a large portion of the
total mortgage having a debt service based on LIBOR, which has
declined significantly since issuance.

In Fitch's analysis, Fitch derived its modeled losses by applying
a haircut to the YE 2010 NOI to account for further performance
deterioration and applying a 10% capitalization rate to account
for the condition and location of the properties.

The Negative Rating Outlooks assigned were based on the lack of
clarity surrounding the workout of the Empirian portfolio and the
continued decline of several larger loans in the pool.

Fitch has downgraded and assigned Rating Outlooks and Recovery
Estimates (REs):

  -- $126.9 million class AM to 'BBBsf' from 'AAsf'; Outlook
     Negative;
  -- $116.6 million class AM-A to 'BBBsf' from 'AAsf'; Outlook
     Negative;
  -- $109.4 million class AJ to 'CCCsf' from 'B-'; assign 'RE 0%';
  -- $100.6 million class AJ-A to 'CCCsf' from 'B-'; assign 'RE
     0%'.

Classes AM, AM-A, AJ, and AJ-A have also been removed from Rating
Watch Negative.

Fitch has also downgraded and revised and assigned REs:

  -- $12.2 million class B to 'CCCsf' from 'B-sf'; assign 'RE 0%';
  -- $39.6 million class C to 'CCsf' from 'CCCsf'; RE revised to
     0% from 100%;
  -- $27.4 million class D to 'CCsf' from 'CCCsf'; RE revised to
     0% from 100%;
  -- $9.1 million class E to 'CCsf' from 'CCCsf'; RE revised to 0%
     from 100%;
  -- $18.3 million class F to 'Csf' from 'CCsf'; RE revised to 0%
     from 40%.

In addition, Fitch has affirmed these classes:

  -- $781.5 million class A-1A at 'AAAsf'; Outlook Stable;
  -- $110.6 million class A-2 at 'AAAsf'; Outlook Stable;
  -- $72.7 million class A-SB at 'AAAsf'; Outlook Stable;
  -- $655.8 million class A-3 at 'AAAsf'; Outlook Stable;
  -- $21.3 million class G at 'Csf'; RE 0%;
  -- $33.5 million class H at 'Csf'; RE 0%;
  -- $24.4 million class J at 'Csf'; RE 0%;
  -- $5.6 million class K at 'Dsf'; RE 0%;
  -- $0 class L at 'Dsf'; RE 0%;
  -- $0 class M at 'Dsf'; RE 0%;
  -- $0 class N at 'Dsf'; RE 0%;
  -- $0 class P at 'Dsf'; RE 0%;
  -- $0 class Q at 'Dsf'; RE 0%;
  -- $0 class S at 'Dsf'; RE 0%.


MLFA 2007-CANADA: Moody's Reviews 'Ba1' Rating of Cl. F Notes
-------------------------------------------------------------
Moody's Investors Service affirmed the ratings of six classes and
placed 13 classes of Merrill Lynch Financial Assets Inc. Series
2007-Canada 23 on review for possible downgrade:

Cl. A-1, Affirmed at Aaa (sf); previously on Oct 2, 2007
Definitive Rating Assigned Aaa (sf)

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

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

Cl. A-J, Aaa (sf) Placed Under Review for Possible Downgrade;
previously on Oct 2, 2007 Definitive Rating Assigned Aaa (sf)

Cl. B, Aa2 (sf) Placed Under Review for Possible Downgrade;
previously on Oct 2, 2007 Definitive Rating Assigned Aa2 (sf)

Cl. C, A2 (sf) Placed Under Review for Possible Downgrade;
previously on Oct 2, 2007 Definitive Rating Assigned A2 (sf)

Cl. D-1, Baa2 (sf) Placed Under Review for Possible Downgrade;
previously on Oct 2, 2007 Definitive Rating Assigned Baa2 (sf)

Cl. D-2, Baa2 (sf) Placed Under Review for Possible Downgrade;
previously on Oct 2, 2007 Definitive Rating Assigned Baa2 (sf)

Cl. E-1, Baa3 (sf) Placed Under Review for Possible Downgrade;
previously on Oct 2, 2007 Definitive Rating Assigned Baa3 (sf)

Cl. E-2, Baa3 (sf) Placed Under Review for Possible Downgrade;
previously on Oct 2, 2007 Definitive Rating Assigned Baa3 (sf)

Cl. F, Ba1 (sf) Placed Under Review for Possible Downgrade;
previously on Oct 2, 2007 Definitive Rating Assigned Ba1 (sf)

Cl. G, Ba2 (sf) Placed Under Review for Possible Downgrade;
previously on Oct 2, 2007 Definitive Rating Assigned Ba2 (sf)

Cl. H, B1 (sf) Placed Under Review for Possible Downgrade;
previously on Sep 23, 2009 Downgraded to B1 (sf)

Cl. J, B3 (sf) Placed Under Review for Possible Downgrade;
previously on Sep 23, 2009 Downgraded to B3 (sf)

Cl. K, Caa1 (sf) Placed Under Review for Possible Downgrade;
previously on Feb 24, 2011 Downgraded to Caa1 (sf)

Cl. L, Caa2 (sf) Placed Under Review for Possible Downgrade;
previously on Feb 24, 2011 Downgraded to Caa2 (sf)

Cl. XP-1, Affirmed at Aaa (sf); previously on Oct 2, 2007
Definitive Rating Assigned Aaa (sf)

Cl. XP-2, Affirmed at Aaa (sf); previously on Oct 2, 2007
Definitive Rating Assigned Aaa (sf)

Cl. XC, Affirmed at Aaa (sf); previously on Oct 2, 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.

Thirteen classes are placed on review for possible downgrade due
to the uncertainty involving the upcoming May 2012 maturity of the
pool's largest loan, the Holiday Portfolio ($85.63 million --
21.5% of the pool). The loan, which is a 50.0% participation
interest in a $171.25 million loan, is secured by ten cross-
collateralized and cross-defaulted senior living properties
located in different provinces in Canada. The other 50% pari-passu
piece is in Merrill Lynch Financial Assets Inc. Series 2007-Canada
22. Average property occupancy was 90% as of December 2010,
essentially the same as last review. Property performance has
declined due to decrease in average rental rates. The loan is full
recourse to sponsor Holiday Canada ULC. However, the borrower has
not indicated its intention to payoff the loan at maturity. Due to
the uncertainty regarding the loan payoff, Moody's is placing
Classes A-J through L on review for possible downgrade.

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,
"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 Merrill Lynch Financial Assets Inc. Series 2007-
Canada 23 Classes XP-1, XP-2 and XC may be negatively affected.
Please refer to Moody's request for Comment, titled "Proposal
Changing the Global Rating Methodology for Structured Finance
Interest-Only Securities," for further details regarding the
implications of the proposed methodology change on Moody's rating.

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

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 12, the same 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 16, 2012 distribution date, the
transaction's aggregate certificate balance has decreased by 6%
to $397.91 million from $424.75 million at securitization. The
Certificates are collateralized by 51 mortgage loans ranging in
size from less than 1% to 22% of the pool, with the top ten loans
representing 69% of the pool. One loan, representing 8% of the
pool, has an investment grade credit estimate.

Seventeen loans, representing 32% 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.

There are no loans in special servicing and there have been no
realized losses to the pool to date.

Moody's was provided with full year 2010 and partial year 2011
operating results for 78% and 28% of the performing pool,
respectively. Excluding troubled loans, Moody's weighted average
LTV is 94% compared to 96% at last full 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 9.0%.

Excluding troubled loans, Moody's actual and stressed DSCRs are
1.43X and 1.07X, respectively, compared to 1.38X and 1.02X at last
review. Moody's actual DSCR is based on Moody's net cash flow
(NCF) and the loan's actual debt service. Moody's stressed DSCR is
based on Moody's NCF and a 9.25% stressed rate applied to the loan
balance.


MLFA 2007-CANADA: Moody's Reviews 'Ba1' Rating of Cl. F Notes
-------------------------------------------------------------
Moody's Investors Service placed ten CMBS classes of Merrill Lynch
Financial Assets Inc. Series 2007-Canada 22 on review for possible
downgrade:

Cl. B, Aa2 (sf) Placed Under Review for Possible Downgrade;
previously on Jun 20, 2007 Definitive Rating Assigned Aa2 (sf)

Cl. C, A2 (sf) Placed Under Review for Possible Downgrade;
previously on Jun 20, 2007 Definitive Rating Assigned A2 (sf)

Cl. D, Baa2 (sf) Placed Under Review for Possible Downgrade;
previously on Jun 20, 2007 Definitive Rating Assigned Baa2 (sf)

Cl. E, Baa3 (sf) Placed Under Review for Possible Downgrade;
previously on Jun 20, 2007 Definitive Rating Assigned Baa3 (sf)

Cl. F, Ba1 (sf) Placed Under Review for Possible Downgrade;
previously on Jun 20, 2007 Definitive Rating Assigned Ba1 (sf)

Cl. G, Ba3 (sf) Placed Under Review for Possible Downgrade;
previously on Oct 6, 2011 Downgraded to Ba3 (sf)

Cl. H, B2 (sf) Placed Under Review for Possible Downgrade;
previously on Oct 6, 2011 Downgraded to B2 (sf)

Cl. J, Caa1 (sf) Placed Under Review for Possible Downgrade;
previously on Oct 6, 2011 Downgraded to Caa1 (sf)

Cl. K, Caa2 (sf) Placed Under Review for Possible Downgrade;
previously on Dec 2, 2010 Downgraded to Caa2 (sf)

Cl. L, Caa3 (sf) Placed Under Review for Possible Downgrade;
previously on Dec 2, 2010 Downgraded to Caa3 (sf)

RATINGS RATIONALE

The classes were placed on review for possible downgrade due to
uncertainty about the borrower's ability to repay or refinance the
pool's largest loan. The loan in question, the Holiday Portfolio
Loan ($86 million -- 22% of the pool), is currently on the
watchlist due to its upcoming May 2012 maturity. The loan is a 50%
pari passu interest in a $171 million first mortgage, which is
secured by ten cross-collateralized and cross-defaulted senior
living properties located in six different provinces in Canada.
The other 50% pari-passu piece is in Merrill Lynch Financial
Assets Inc. Series 2007-Canada 23. The portfolio's overall
performance has been stable since last review, however, the
borrower has not indicated its intention to repay the loan at
maturity. Due to the uncertainty regarding the loan payoff,
Moody's is placing Classes B through L on review for possible
downgrade.

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 MLFA 2007-Canada 22 Classes XP-1, XP-2 and XC may be
negatively affected. Please refer to Moody's request for Comment,
titled "Proposal Changing the Global Rating Methodology for
Structured Finance Interest-Only Securities," for further details
regarding the implications of the proposed methodology change on
Moody's rating.

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

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 13, the same 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 October 6, 2011.

DEAL PERFORMANCE

As of the February 13, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 11% to $388 million
from $434 million at securitization. The Certificates are
collateralized by 61 mortgage loans ranging in size from less than
1% to 22% of the pool, with the top ten loans representing 61% of
the pool. One loan, representing less than 1% of the pool, has
defeased an is secured by US Government securities.

Twenty-five loans, representing 43% 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 resulting in a $2.5 million realized
loss to the trust (44% loss severity). One loan, representing less
than 1% of the pool is in special servicing.

Moody's analysis will focus on the refinancing prospects for the
Holiday Portfolio Loan and the performance of the overall pool.


MORGAN STANLEY: Moody's Raises Rating of Class I-A Notes to 'Ba2'
-----------------------------------------------------------------
Moody's Investors Service announced this rating action on Morgan
Stanley Managed ACES SPC Series 2005-1, 2006-2, and 2006-4, a
collateralized debt obligation transaction (the " Collateralized
Synthetic Obligation" or "CSO"). The CSO references a portfolio of
synthetic corporate senior unsecured and subordinated bonds.

Issuer: Morgan Stanley Manged ACES SPC, Series 2005-1

US$100,000,000 Class I-A Secured Floating Rate Notes due 2013
Notes, Upgraded to Ba2 (sf); previously on May 27, 2011 Upgraded
to Ba3 (sf)

US$96,000,000 Class II-A Secured Floating Rate Notes due 2013
Notes, Upgraded to Caa1 (sf); previously on May 27, 2011 Upgraded
to Caa2 (sf)

EUR38,000,000 Class II-B Secured Floating Rate Notes due 2013
Notes, Upgraded to Caa1 (sf); previously on May 27, 2011 Upgraded
to Caa2 (sf)

Issuer: Morgan Stanley Managed ACES SPC, Series 2006-2

EUR20,000,000 Class III Secured Fixed Rate Notes due 2013 Notes,
Upgraded to Caa3 (sf); previously on February 12, 2009 Downgraded
to Ca (sf)

Issuer: Morgan Stanley Managed ACES SPC, Series 2006-4

EUR5,000,000 Class IA Secured Floating Rate Notes due 2013 Notes,
Upgraded to Ba2 (sf); previously on September 28, 2010 Upgraded to
B1 (sf)

EUR5,000,000 Class IB Secured Floating Rate Notes due 2013 Notes,
Upgraded to Ba2 (sf); previously on September 28, 2010 Upgraded to
B1 (sf)

EUR5,000,000 Class II Secured Floating Rate Notes due 2013 Notes,
Upgraded to Caa1 (sf); previously on June 3, 2011 Upgraded to Caa2
(sf)

RATINGS RATIONALE

Moody's rating action is the result of the shortened time to
maturity of the CSO, the level of credit enhancement remaining in
the transactions, and improvement in the credit quality of the
underlying portfolio.

The CSO has a remaining life of 1.1 years. Since closing, the
portfolio has experienced eight credit events, equivalent to 8% of
the portfolio based on the portfolio notional value at closing.
Since inception, the subordination of the rated tranches have been
reduced by 4.17% due to credit events on Ambac Financial Group
Inc., The Rouse Company, Federal Home Loan Mortgage Corporation,
Federal National Mortgage Association, Lehman Brothers Holdings
Inc., Quebecor World Inc., and Washington Mutual Bank. In
addition, the portfolio is exposed to Clear Channel Communications
Inc., Harrah's Operating Company Inc., and Residential Capital,
LLC, none of which have had credit events, but nonetheless are
rated Ca.

Since the last rating action in May 2011, the ten-year weighted
average rating factor (WARF) of the portfolio declined from 1714
to 1611, excluding settled credit events. The credit quality of
the portfolio continues to improve with 10.1% of the portfolio
rated Caa1 or below, compared to 13% from the last rating action.
There are 16 reference entities with a negative outlook compared
to 7 that are positive, and 4 entities on watch for downgrade
compared to 1 on watch for upgrade

The principal methodology used in these ratings was "Moody's
Approach to Rating Corporate Collateralized Synthetic Obligations"
published in September 2009.

Moody's analysis for this transaction is based on CDOROM v2.8.

Moody's rating action factors in a number of sensitivity analyses
and stress scenarios, discussed below. Results are given in terms
of the number of notches' difference versus the base case, where
higher notches correspond to lower expected losses, and vice-
versa:

* Market Implied Ratings are modeled in place of the corporate
  fundamental ratings to derive the default probability of the
  reference entities in the portfolio. The gap between an MIR and
  a Moody's corporate fundamental rating is an indicator of the
  extent of the divergence in credit view between Moody's and the
  market. The results from this run is zero to two notches lower.

* Moody's conducts a sensitivity analysis consisting of notching
  down by one the ratings of reference entities in the Banking,
  Finance, and Real Estate sectors. The result from this run is
  zero to one notch below the one modeled under the base case.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Corporate Synthetic
Obligations", key model inputs used by Moody's in its analysis may
be different from the manager/arranger's reported numbers. In
particular, rating assumptions for all publicly rated corporate
credits in the underlying portfolio have been adjusted for "Review
for Possible Downgrade", "Review for Possible Upgrade", or
"Negative Outlook".

Moody's analysis of CSOs is subject to uncertainties, the primary
sources of which include complexity, governance and leverage.
Although the CDOROM model captures many of the dynamics of the
Corporate CSO structure, it remains a simplification of the
complex reality. Of greatest concern are (a) variations over
time in default rates for instruments with a given rating,
(b) variations in recovery rates for instruments with particular
seniority/security characteristics and (c) uncertainty about the
default and recovery correlations characteristics of the reference
pool. Similarly on the legal/structural side, the legal analysis
although typically based in part on opinions (and sometimes
interpretations) of legal experts at the time of issuance, is
still subject to potential changes in law, case law and the
interpretations of courts and (in some cases) regulatory
authorities. The performance of this CSO is also dependent on on-
going decisions made by one or several parties, including the
Manager and the Trustee. Although the impact of these decisions is
mitigated by structural constraints, anticipating the quality of
these decisions necessarily introduces some level of uncertainty
in Moody's assumptions. Given the tranched nature of CSO
liabilities, rating transitions in the reference pool may have
leveraged rating implications for the ratings of the CSO
liabilities, thus leading to a high degree of volatility. All else
being equal, the volatility is likely to be higher for more junior
or thinner liabilities.

The base case scenario modeled fits into the central macroeconomic
scenario predicted by Moody's of a sluggish recovery scenario in
the corporate universe. Should macroeconomics conditions evolve,
the CSO ratings will change to reflect the new economic
developments.


MORGAN STANLEY: S&P Lowers Rating on Class L Cert. to 'D'
---------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating to 'D (sf)'
from 'CCC- (sf)' on the class L commercial mortgage pass-through
certificates from Morgan Stanley Capital I Inc.'s series 2005-XLF,
a U.S. commercial mortgage-backed securities (CMBS) transaction.
"Concurrently, we withdrew our 'BBB+ (sf)' rating on class K from
the same transaction," S&P said.

"The rating actions follow the liquidation of the sole remaining
loan in the trust, the Metrocenter Mall loan. We downgraded the
class L certificates to 'D (sf)' following principal losses
detailed in the Feb. 15, 2012, trustee remittance report. We also
withdrew our 'BBB+ (sf)' rating on class K following the repayment
in full of the class' principal balance," S&P said.

"We attributed the principal losses on class L to the liquidation
of the remaining loan in the trust, the $105.2 million Metrocenter
Mall loan, as reported in the February 2012 trustee remittance
report. The specially serviced loan was liquidated at a loss
severity of 89.2% (totaling $93.9 million in principal losses).
Consequently, the principal balance on class K was repaid in full,
while class L sustained a 78.8% loss to its $36.8 million
original principal balance. In addition, class M, which we
previously downgraded to 'D (sf)', lost 100% of its $64.9 million
original principal balance," S&P said.

            Standard & Poor's 17g-7 Disclosure Report

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

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

      http://standardandpoorsdisclosure-17g7.com/1111441.pdf


OCTAGON INVESTMENT: Moody's Gives (P)Ba3 Rating to Class E Notes
----------------------------------------------------------------
Moody's Investors Service has assigned these provisional ratings
to notes to be issued by Octagon Investment Partners XII, Ltd.:

US$191,250,000 Class A Senior Secured Floating Rate Notes due 2023
(the "Class A Notes"), Assigned (P) Aaa (sf),

US$15,750,000 Class E Secured Deferrable Floating Rate Notes due
2023 (the "Class E Notes"), Assigned (P) Ba3 (sf).

Moody's issues provisional ratings in advance of the final sale of
financial instruments, but these ratings only represent Moody's
preliminary credit opinions. Upon a conclusive review of a
transaction and associated documentation, Moody's will endeavor to
assign definitive ratings. A definitive rating (if any) may differ
from a provisional rating.

RATINGS RATIONALE

Moody's provisional ratings of the Class A Notes and the Class E
Notes address the expected losses posed to noteholders. The
provisional ratings reflect the risks due to defaults on the
underlying portfolio of loans, the transaction's legal structure,
and the characteristics of the underlying assets.

Octagon XII is a managed cash flow CLO. The issued notes are
collateralized primarily by broadly syndicated first-lien senior
secured corporate loans. At least 90% of the portfolio must be
invested in senior secured loans or eligible investments and up to
10% of the portfolio may consist of second-lien loans, senior
unsecured loans, senior secured notes and bonds. The underlying
collateral pool is expected to be approximately 70% ramped up as
of the closing date.

Octagon Credit Investors, LLC, an affiliate of CCMP Capital
Advisors, LLC, will direct the selection, acquisition and
disposition of collateral on behalf of the Issuer and may engage
in trading activity during the transaction's three-year
reinvestment period, including discretionary trading. Thereafter,
sales of securities that are defaulted, credit improved, or credit
risk are allowed and purchases of additional collateral
obligations are permitted, subject to certain conditions.

The transaction incorporates interest and par coverage tests
which, if triggered, divert interest and principal proceeds to pay
down the notes in order of seniority.

For modeling purposes, Moody's used these base-case assumptions:

Par amount: $300,000,000

Diversity of 55

WARF of 2500

Weighted Average Spread of 3.75%

Weighted Average Coupon of 6.50%

Weighted Average Recovery Rate of 44.9%

Weighted Average Life of 7.5 years.

Together with the set of modeling assumptions above, Moody's
conducted an additional sensitivity analysis which was an
important component in determining the ratings assigned to the
Class A Notes and the Class E Notes. This sensitivity analysis
includes increased default probability relative to the base case.

A summary of the impact of an increase in default probability
(expressed in terms of WARF level) on the Class A Notes and the
Class E Notes (shown in terms of the number of notch difference
versus the current model output, whereby a negative difference
corresponds to higher expected losses), assuming that all other
factors are held equal:

Moody's WARF + 15% (2875)

Class A Notes: 0

Class E Notes: -1

Moody's WARF +30% (3250)

Class A Notes: -1

Class E Notes: -1.

The V Score for this transaction is Medium/High. This V Score has
been assigned in a manner similar to the Medium/High V score
assigned for the global cash flow CLO sector, as described in the
special report titled, "V Scores and Parameter Sensitivities in
the Global Cash Flow CLO Sector," dated July 6, 2009.

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.

Further details regarding Moody's analysis of this transaction may
be found in the upcoming Pre-Sale Report, available soon on
Moodys.com.

The principal methodology used in assigning the ratings to the
Class A Notes and the Class E Notes was "Moody's Approach to
Rating Collateralized Loan Obligations," published in June 2011.


OCTAGON INVESTMENT: S&P Raises Rating on Class D Notes to 'BB'
--------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-1, A-2, B, C-1, C-2, and D notes from Octagon Investment
Partners V Ltd., a U.S. collateralized loan obligation (CLO)
transaction managed by Octagon Credit Investors.

"The transaction's reinvestment period ends this month (February
2012). The deal has fewer defaulted assets in its collateral pool
and a stronger credit quality than when we lowered our ratings on
the notes in December 2009, following the application of our
September 2009 corporate collateralized debt obligation (CDO)
criteria," S&P said.

"Based on the January 2012 monthly trustee report, the transaction
has $0 in defaulted assets, down from $12.08 million in the
October 2009 monthly report, which we used for our December 2009
rating actions. Since that time, the transaction has sold many of
the defaulted assets at higher prices than the assumed recovery
rates," S&P said.

"The transaction's structural provisions include a class D
reinvestment overcollateralization (O/C) test that is measured in
the interest section of the waterfall during the reinvestment
period. Failure of the test diverts the cure amount towards
reinvestment. The transaction was failing this test in October
2009 (103.38% vs. minimum requirement of 103.80%), causing
available interest proceeds to be reinvested until the test
passes. This ratio has since increased to 106.0%, and the
transaction is currently passing this test," S&P said.

These factors contributed to an improvement in the transaction's
O/C tests.

The trustee reported the O/C ratios in the January 2012 monthly
report:

* The class A O/C ratio was 124.2%, compared with a reported
   ratio of 121.1% in October 2009;

* The class B O/C ratio was 114.0%, compared with a reported
   ratio of 111.2% in October 2009;

* The class C O/C ratio test was 107.8%, compared with a reported
   ratio of 105.09% in October 2009; and

* The class D O/C ratio test was 106.0%, compared with a reported
   ratio of 103.38% in October 2009.

In addition, the credit quality of the collateral also improved
during this period. The January 2012 trustee report indicates that
the transaction had $1.49 million of assets rated 'CCC+' and
below, down from $19.98 million in October 2009.

"We raised our ratings on the class A-1, A-2, B, C-1, C-2, and D
notes due to an increase in the credit support available to them,"
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

Octagon Investment Partners V Ltd.
                        Rating
Class              To           From
A-1                AA (sf)      A+ (sf)
A-2                AA (sf)      A+ (sf)
B                  A- (sf)      BBB- (sf)
C-1                BB+ (sf)     BB- (sf)
C-2                BB+ (sf)     BB- (sf)
D                  BB (sf)      B+ (sf)


OCTAGON INVESTMENT: S&P Rates Class E Deferrable Notes 'BB-'
------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary
ratings to Octagon Investment Partners XII Ltd./ Octagon
Investment Partners XII LLC's floating- and fixed-rate notes.

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

The preliminary ratings are based on information as of Feb. 21,
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
   class F and 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 portfolio manager's experienced management team.

* "Our projections regarding the timely interest and ultimate
   principal payments on the preliminary rated notes, which we
   assessed using our cash flow analysis and assumptions
   commensurate with the assigned preliminary ratings under
   various interest-rate scenarios, including LIBOR ranging from
   0.34%-11.19%," S&P said.

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

* "The transaction's reinvestment overcollateralization test, a
   failure of which will lead to the reclassification up to 50% of
   excess interest proceeds that are available prior to paying
   uncapped administrative expenses and fees, subordinated hedge
   termination payments, portfolio manager incentive fees, and
   class F and subordinated note payments to principal proceeds
   for the purchase of additional collateral assets during the
   reinvestment period," S&P said.

            Standard & Poor's 17g-7 Disclosure Report

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

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

        http://standardandpoorsdisclosure-17g7.com/1111441.pdf

Preliminary Ratings Assigned
Octagon Investment Partners XII Ltd./Octagon Investment Partners
XII LLC

Class                     Rating          Amount
                                        (mil. $)
A                         AAA (sf)        191.25
B-1                       AA (sf)          18.75
B-2                       AA (sf)          18.75
C (deferrable)            A (sf)           15.75
D (deferrable)            BBB (sf)         15.00
E (deferrable)            BB- (sf)         15.75
F and subordinated notes  NR


PACIFIC SHORES: Moody's Lowers Rating of Class A Notes to 'Ba1'
---------------------------------------------------------------
Moody's Investors Service has downgraded the rating of one class
of Notes issued by Pacific Shores CDO, Ltd. The class of notes
affected by the rating action is:

US$532,000,000 Class A First Priority Senior Secured Floating Rate
Notes due 2037 (current balance of $71,176,290), Downgraded to Ba1
(sf); previously on May 5, 2011 Upgraded to Baa1 (sf).

RATINGS RATIONALE

According to Moody's, the rating downgrade is the result of the
Event of Default under section 5.1(i) declared by the Trustee on
December 23, 2011. The Event of Default was declared because the
Class A/B Overcollateralization Ratio was less than 100%. As
provided in Article V of the Indenture during the occurrence and
continuance of an Event of Default, certain parties to the
transaction may be entitled to direct the Trustee to take
particular actions with respect to the Collateral and the Notes,
including the acceleration of the transaction and the sale and
liquidation of the assets. The severity of losses of certain
tranches may be different depending on the timing and outcome of
a liquidation.

Pacific Shores CDO, Ltd. is a collateralized debt obligation
backed primarily by a portfolio of RMBS and ABS originated between
1998 and 2004.

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

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.


REALT 2007-2: Moody's Affirms Rating of Cl. F Notes at 'Ba1'
------------------------------------------------------------
Moody's Investors Service affirmed the ratings of 19 CMBS classes
of Real Estate Asset Liquidity Trust Commercial Mortgage Pass-
Through Certificates, Series 2007-2:

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-1, Affirmed at Baa2 (sf); previously on Jun 27, 2007
Definitive Rating Assigned Baa2 (sf)

Cl. D-2, Affirmed at Baa2 (sf); previously on Jun 27, 2007
Definitive Rating Assigned Baa2 (sf)

Cl. E-1, Affirmed at Baa3 (sf); previously on Jun 27, 2007
Definitive Rating Assigned Baa3 (sf)

Cl. E-2, 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 Ba3 (sf); previously on Feb 3, 2010 Downgraded
to Ba3 (sf)

Cl. H, Affirmed at B2 (sf); previously on Feb 3, 2010 Downgraded
to B2 (sf)

Cl. J, Affirmed at B3 (sf); previously on Feb 3, 2010 Downgraded
to B3 (sf)

Cl. K, Affirmed at Caa1 (sf); previously on Feb 3, 2010 Downgraded
to Caa1 (sf)

Cl. L, Affirmed at Caa2 (sf); previously on Feb 3, 2010 Downgraded
to Caa2 (sf)

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

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

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

Cl. XC-2, 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 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 1.7% of the current deal balance. At last review,
Moody's cumulative base expected loss was approximately 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 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 ratings on the interest-only classes of REALT 2007-2 (Classes
XP-1, XP-2, XC-1, and XC-2) may be negatively affected. Please
refer to Moody's request for Comment, titled "Proposal Changing
the Global Rating Methodology for Structured Finance Interest-Only
Securities," for further details regarding the implications of the
proposed methodology change on Moody's rating.

Moody's review incorporated the use of the Excel-based CMBS
Conduit Model v 2.60 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) level are
driven by property type, Moody's actual and stressed DSCR, and
Moody's property quality grade (which reflects the capitalization
rate used by Moody's to estimate Moody's value). Conduit model
results at the B2 (sf) level are driven by a 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 22, the same as at Moody's prior review.

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

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

DEAL PERFORMANCE

As of the February 13, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 8.8% to $344.1
million from $377.3 million at securitization. The Certificates
are collateralized by 47 mortgage loans ranging in size from less
than 1% to 11% of the pool, with the top ten loans representing
59% of the pool. The pool includes one loan with an investment-
grade credit estimate, representing 11% of the pool. There are no
defeased loans in the pool.

Two loans, representing 2% 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.

To date, no loans have liquidated from the pool. There is one loan
in special servicing which represents the sole troubled loan in
the pool. The specially serviced loan is the 3007 57th Avenue Loan
($2.6 million -- 0.7% of the pool). The loan is secured by an
industrial property in Calgary, Alberta. The loan matured in
January 2012. Per the special servicer, the borrower intends to
pay off the loan within 30 days. A recent third-party report
indicates a property value in excess of the outstanding loan
balance. Moody's analysis attributes no losses to the trust from
this loan.

Moody's was provided with full-year 2010 and partial-year 2011
operating results for 93% and 20% of the performing pool,
respectively. Moody's weighted average LTV is 95%, compared to 94%
at last full 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 9.3%

Moody's actual and stressed DSCRs are 1.31X and 1.10X,
respectively, compared to 1.35X 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 loan with a credit estimate is the Atrium Pooled Interest Loan
($38.7 million -- 11% of the pool), which represents a
participation interest in the senior component of a $190 million
mortgage loan. There is a subordinate B Note held outside the
trust. The loan is secured by a Class A retail and office complex
in the Downtown North submarket of Toronto, Ontario. The property
enjoys a prime location and a direct connection to the TTC subway
network. The property was 99% leased as of May 2011 compared to
98% at year-end 2010. The lead tenant is the Canadian Imperial
Bank of Commerce (CIBC) (Moody's Senior Unsecured Rating Aa2,
stable outlook). The loan sponsor is H&R REIT, of Canada. Moody's
credit estimate and stressed DSCR are A2 and 1.73X, respectively,
compared to A2 and 1.62X at last review.

The top three performing conduit loans represent 18.4% of
the pool. The largest loan is the Sundance Pooled Interest
Loan ($25.5 million -- 7.4% of the pool), which represents a
participation interest in a $60 million loan. The loan is secured
by a 180 million square foot Class A office property in Calgary,
Alberta. WorleyParsons Canada Services, Ltd. is the lead tenant at
the property, occupying approximately 73% of NRA. The property is
100% leased, which is the same as at last Moody's review and at
securitization. Moody's current LTV and stressed DSCR are 100% and
0.98X, respectively, compared to 100% and 0.97X at last review.

The second-largest loan is the 55 St. Clair Pooled Interest
Loan ($19.0 million -- 5.5% of the pool), which represents a
participation interest in a $38.1 million mortgage loan. The loan
is secured by two multi-tenant office buildings in the Midtown
business district of Toronto, Ontario. The sponsor is GE Real
Estate. The property was 89% leased at year-end 2010 compared to
98% in April 2010. Moody's current LTV and stressed DSCR are 93%
and 1.04X, respectively, compared to 87% and 1.11X at last review.

The third-largest loan is the Place Louis Riel Loan ($18.9 million
-- 5.5% of the pool). The loan is secured by a 22-story apartment
suite-style boutique hotel located in downtown Winnipeg, Manitoba.
The hotel is currently undergoing a floor-by-floor renovation. ADR
was $103 for Fiscal Year 2010-2011, ending in July, which was
similar to prior year performance. Fiscal Year 2010-2011 average
occupancy was 54%, down from 58% in the preceding year. Occupancy
for the second and third quarters of 2011, however, was vastly
improved, averaging nearly 70%. Moody's current LTV and stressed
DSCR are 116% and, 0.97X respectively, compared to 96% and 1.19X
at last review.


RESTRUCTURED ASSET: Moody's Raises Rating of Cl. A-1B Notes to Ba1
------------------------------------------------------------------
Moody's Investors Service has upgraded the rating of one class of
notes issued by Restructured Asset Backed Securities, Series 2003-
2. Rating action is:

US$6,000,000 Class A-1B Floating Rate Notes due July 2037,
Upgraded to Ba1 (sf); previously on February 3, 2010 Downgraded to
Ba2 (sf).

RATINGS RATIONALE

Restructured Asset Backed Securities, Series 2003-2, issued on
June 30, 2003, is a repackaging of the Class A-1L Notes issued by
Aspen Funding I, Ltd., a collateralized debt obligation issuance
that is backed by a portfolio of ABS securities, including
exposure to Residential Mortgage-Backed Securities. US$56,000,000
of the Underlying Notes was packaged into two tranches,
US$50,000,000 of Class A-1A Notes and US$6,000,000 of Class A-1B
Notes. The Class A-1A Notes have delevered and currently have an
outstanding balance of US$200,751. The outstanding balance of the
Class A-1A Notes is now insignificant enough that the Class A-1B
Notes are essentially a pass-through of the Underlying Notes.
Moody's rating of the Class A-1B Notes is directly linked to, and
will change as a result of, Moody's rating assigned to the
Underlying Notes. The Moody's rating assigned to the Underlying
Notes issued by Aspen Funding I, Ltd. is currently Ba1, and
therefore, Moody's upgraded its rating on the Class A-1B notes to
Ba1.

The methodologies used in this rating were "Moody's Refines Its
Approach to Rating Structured Notes" published in July 1997,
"Rating CDO Repacks: An Application Of The Structured Note
Methodology" published in February 2004, and "Using the Structured
Note Methodology to Rate CDO Combo-Notes" published in February
2004. Please see the Credit Policy page on www.moodys.com for a
copy of these methodologies.


REVE SPC: S&P Lowers Rating on Class A Notes to 'D' on Losses
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on the class
A notes issued by REVE SPC's series 55, a synthetic collateralized
debt obligation (CDO) transaction to 'D (sf)' from 'CCC- (sf)'.

"The downgrade follows a number of credit events within the
transaction's underlying pool of corporate reference entities. We
received final valuations on the credit events in the underlying
portfolio, which indicated that losses in the portfolio had caused
the notes to incur partial principal losses," 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


ROSEDALE CLO: S&P Lowers Rating on Class D Notes to 'BB+'
---------------------------------------------------------
Standard & Poor's Ratings Services lowered and removed from
CreditWatch with negative implications its rating on the class D
notes from Rosedale CLO II Ltd. "In addition, we affirmed our
rating on the class E notes and withdrew our ratings on the class
A, B, and C notes following the complete paydown of these notes on
the most recent payment dates," S&P said.

"On Jan. 10, 2012, we placed the ratings on classes B, C, and D
notes on CreditWatch with negative implications, and we lowered
the rating on the class E notes, following notice from the
transaction's collateral manager, JMP Credit Advisors LLC, that
the noteholders had directed the manager to liquidate the
collateral portfolio," S&P said.

"Based on various redemption statements received from the trustee,
the class A and B notes were paid down in full on Jan. 20, 2012
payment date, from outstanding balances of $37.38 million and
$26.00 million. The class C notes received a partial payment of
$2.40 million on the January 2012 payment date and were paid off
in full the remaining $12.60 million on the Feb. 14, 2012 payment
date, at which time the class D notes received a $10.40 million
dollar partial paydown, leaving $3.00 million outstanding," S&P
said.

"Based on information received from the collateral manager,
following the February 2012 payment date, the collateral currently
comprises $10.47 million remaining to be liquidated. We are
lowering our rating on the class D notes to address the potential
market value related risk and uncertainty around the timing of the
liquidation of the remaining collateral to pay the class down,"
S&P said.

"We may take additional rating actions after completion of the
liquidation and receipt of the final trustee report. Under our
criteria, we would likely lower to 'D (sf)' any rated note that
realizes a loss upon completion of the liquidation process," S&P
said.

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

Rosedale CLO II Ltd.
                    Rating
Class          To            From
A              NR            AA+ (sf)
B              NR            AA- (sf)/Watch Neg
C              NR            A- (sf)/Watch Neg
D              BB+ (sf)      BBB- (sf)/Watch Neg

Rating Affirmed

Rosedale CLO II Ltd.
Class          Rating
E              CC (sf)

NR -- Not rated.


SCORE TRUST: Moody's Reviews Rating of Asset-Backed Notes
---------------------------------------------------------
Moody's Investors Service has placed on review for possible
downgrade the rating on one class of asset-backed notes (Notes)
issued by SCORE Trust (SCORE). The Notes are backed by an
undivided co-ownership interest in a revolving pool of
approximately $500 million consumer credit card receivables
generated by holders of Sears Canada private label cards. Sears
Canada card receivables are serviced by JPMorgan Chase Bank N.A.
(Toronto Branch). Sears Canada is majority owned by Sears Holdings
Corp (Sears) (B3 negative). JPMorgan Chase Bank N.A. (Toronto
Branch) is a branch of JPMorgan Chase Bank N.A., which is a United
States national banking association.

RATINGS RATIONALE

This review is driven primarily by Moody's downgrade of Sears to
B3 from B1 on January 4, 2012, as well as weakening revenue and
margin trends at Sears Canada.

The private label credit cards which collateralize the Notes can
only be used for purchases at Sears Canada. Therefore the
operating and financial strength of Sears and Sears Canada are
important factors in Moody's determination of ratings on the Notes
because the ability of cardholders to continue to use these cards
is a significant driver of trust collateral performance in an
early amortization scenario. The Sears downgrade to B3 implies a
higher probability of default and results in a weaker credit
profile for SCORE, holding other variables constant.

Our review will also take into account Moody's announcement on
February 15 that it is reviewing for possible downgrade the long-
term unsecured rating and unsupported Bank Financial Strength
Rating (BFSR) of JPMorgan Chase Bank, N.A. (Aa1 and B,
respectively).

From a securitization perspective, the financial strength of the
sponsor (i.e. the seller/servicer) is also an important
consideration in Moody's credit evaluation of the related ABS, as
an issuer's ongoing willingness and ability to maintain card
utility (i.e. the purchase rate) is a significant driver of trust
collateral performance in an early amortization scenario. A
downgrade of a sponsor's rating is credit negative for the related
card ABS program.

Moody's performance expectations for SCORE are unchanged. The
current expected range for the charge-off rate is 4.0% - 6.0%, for
the principal payment rate is 12.0% - 15.0%, and for the yield is
16.0% - 18.0%.

These performance expectations 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 a given range may
indicate that the collateral's credit quality is stronger or
weaker than anticipated when the related securities were rated.
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. The
primary source of assumption uncertainty relates to the outlook
for Sears and Sears Canada. Additional uncertainties include still
elevated (relative to pre-recession) unemployment rates and
increasing consumer debt levels.

During the review process, which typically takes up to 90 days,
Moody's will reassess whether the ability and willingness to
maintain card utility under stress scenarios is consistent with
the current credit enhancement and ratings on the ABS. A
downgrade, if any, is not likely to exceed two notches.

The complete rating actions are:

Issuer: SCORE Trust

CAD$22,500,000 Series 2004-1 Subordinated Notes, A2 (sf) Placed on
Review for Possible Downgrade; previously on February 20, 2004
Assigned A2 (sf)

METHODOLOGY

The principal methodology used in this rating "Moody's Approach To
Rating Credit Card Receivables-Backed Securities", published in
April 2007.


SEAWALL SPC: S&P Lowers Rating on Notes From 'B' to 'CCC-'
----------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on the notes
from Seawall SPC's series 2008 CMBS CDO-11, a U.S. synthetic
collateralized debt obligation (CDO) transaction.

"Our rating on Seawall SPC's series 2008 CMBS CDO-11 is weak-
linked to our ratings on the underlying commercial mortgage backed
securities (CMBS) collateral. We lowered our rating on the U.S.
synthetic CDO tranche in conjunction with our rating actions that
affected the related CMBS tranches that back this note," 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

Seawall SPC
Series 2008 CMBS CDO-11
               Rating
Class       To               From
Notes       CCC- (sf)        B (sf)


TRAPEZA CDO: Moody's Raises Rating of Class B Notes to 'Ba1'
------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on these two
notes issued by Trapeza CDO IV, Ltd.

US$95,000,000 Class A1B Second Priority Senior Secured Floating
Rate Notes Due 2034 (current balance of $95,000,000), Upgraded to
A3 (sf); previously on March 27, 2009 Downgraded to Ba1 (sf);

US$33,000,000 Class B Third Priority Senior Secured Floating Rate
Notes Due 2034 current balance of $33,000,000), Upgraded to Ba1
(sf); previously on March 27, 2009 Downgraded to B2 (sf).

RATINGS RATIONALE

According to Moody's, the rating upgrade actions taken are
primarily the result of significant deleveraging of the Class A-1A
notes and the improvement in the credit quality of the underlying
portfolio.

The deleveraging is due to significant pay down of the Class A1A
notes, which have received about $70.5 million since the last
rating action due to overcollateralization test failures. The
$70.5 million of pay down came from a combination of excess
interest proceeds as well as sales and redemptions of underlying
assets. Four assets have been redeemed at par and two distress
assets were sold at significant discount. As a result, there has
been improvement in the Class A1A notes' par coverage since the
last rating action. Going forward, the Class A1A notes will
continue to benefit from the diversion of excess interest to cure
the coverage test failures. As of the latest trustee report dated
January 15, 2012, the Class A/B Overcollateralization Test is
still failing at 116.72% (limit 141.50%), and the Class C/D
Overcollateralization Test is still failing at 74.247% (limit
102.00%), versus 123.698% and 89.283% respectively, as reported by
the trustee as of March 15, 2009, values that were used for the
last rating action.

In addition, the credit quality of the portfolio has improved as
indicated by a decrease in Moody's-calculated weighted average
rating factor (WARF) to 522, from 1305 as of the last rating
action date.

Trapeza CDO IV, Ltd., issued on October 17, 2003, is a
collateralized debt obligation backed by a portfolio of bank trust
preferred securities (the 'TruPS CDO'). On March 27, 2009, the
last rating action date, Moody's downgraded the ratings on two
classes of notes as a result of the deterioration in the credit
quality of the transaction's underlying portfolio.

In Moody's opinion, the banking sector outlook remains negative
although there have been some signs of stabilization. The pace of
bank failures continues to decline in 2012 compared to 2011, 2010
and 2009, and some of the previously deferring banks have resumed
interest payment on their trust preferred securities.

The portfolio of this CDO is mainly composed of trust preferred
securities issued by small to medium sized U.S. community banks
that are generally not publicly rated by Moody's. To evaluate
their credit quality, Moody's uses the RiskCalc model, an
econometric model developed by Moody's KMV, to derive credit
scores for these non-publicly rated bank trust preferred
securities. Moody's evaluation of the credit risk for a majority
of bank obligors in the pool relies on FDIC financial data
received as of Q3-2011. Moody's also evaluates the sensitivity of
the rated transactions to the volatility of the credit estimates,
as described in Moody's Rating Implementation Guidance "Updated
Approach to the Usage of Credit Estimates in Rated Transactions,"
October 2009.

Moody's performed a number of sensitivity analyses of the results
to some of the key factors driving the ratings. The sensitivity of
the model results to changes in the WARF (representing a slight
improvement and a slight deterioration in the credit quality of
the collateral pool) was examined. If WARF is increased by 178
points from the base case of 522, the model results in an expected
loss that is one notch worse than the result of the base case for
the Class A-1 Notes. Similarly, if the WARF is decreased by 100
points, expected losses are one notch better than the base case
results. Moody's also took into consideration, both quantitatively
and qualitatively, the possibility that some of the deferring
banks in the portfolio may resume interest payments on their trust
preferred securities.

In addition to the quantitative factors that are explicitly
modeled, qualitative factors are part of rating committee
considerations. Moody's also considers the structural protections
in the transaction, the risk of triggering an Event of Default,
the recent deal performance in the current market conditions, the
legal environment, and specific documentation features. All
information available to rating committees, including
macroeconomic forecasts, input from other Moody's analytical
groups, market factors and judgments regarding the nature and
severity of credit stress on the transactions, may influence the
final rating decision.

The principal methodology used in this rating was "Moody's
Approach to Rating TRUP CDOs" published in May 2011.

Due to the impact of revised and updated key assumptions
referenced in these rating methodologies, key model inputs used by
Moody's in its analysis, such as par, weighted average rating
factor, Moody's Asset Correlation, and weighted average recovery
rate, may be different from the trustee's reported numbers. The
transaction's portfolio was modeled, according to Moody's rating
approach, using CDOROM v.2.8 to develop the default distribution
from which the Moody's

Asset Correlation parameter was obtained. This parameter was then
used as an input in a cash flow model using CDOEdge. CDOROM v.2.8
is available on moodys.com under Products and Solutions --
Analytical models, upon return of a signed free license agreement.


TRAPEZA CDO: Moody's Raises Rating for Class B-1 Notes to 'Ba2'
---------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on these five
notes issued by Trapeza CDO I, Ltd.

US$161,500,000 Class A-1 First Priority Senior Secured Floating
Rate Notes Due 2032 (current balance of $19,453,575.78), Upgraded
to Aa3 (sf); previously on June 24, 2010 Downgraded to Baa1 (sf);

US$20,000,000 Class A-2 First Priority Senior Secured Fixed Rate
Notes Due 2032 (current balance of $2,409,111.54), Upgraded to Aa3
(sf); previously on June 24, 2010 Downgraded to Baa1 (sf);

US$54,600,000 Class B-1 Second Priority Senior Secured Floating
Rate Notes Due 2032 (current balance of $54,600,000), Upgraded to
Ba2 (sf); previously on June 24, 2010 Downgraded to B3 (sf);

US$2,000,000 Class B-2 Second Priority Senior Secured Floating
Rate Notes Due 2032 (current balance of $2,000,000), Upgraded to
Ba2 (sf); previously on June 24, 2010 Downgraded to B3 (sf);

US$16,000,000 Class B-3 Second Priority Senior Secured Fixed Rate
Notes Due 2032 (current balance of $16,000,000), Upgraded to Ba2
(sf); previously on June 24, 2010 Downgraded to B3 (sf).

RATINGS RATIONALE

According to Moody's, the rating upgrade actions taken are
primarily the result of deleveraging of the Class A-1 and Class A-
2 notes (together the "Class A notes") and the improvement in the
credit quality of the underlying portfolio.

The deleveraging is due to a pay down of the Class A notes,
which have received about $4.7 million pro rata since the last
rating action due to overcollateralization test failures. The
$4.7 million of pay down came from a combination of excess
interest proceeds and redemptions of underlying assets. As a
result of this deleveraging, there has been improvement in the
Class A notes' par coverage since the last rating action.
Currently, the Class A notes' par coverage is around 451% based
on Moody's calculation and will improve further after the next
payment date when $11.5 million in principal proceeds are used to
pay down the Class A notes. Going forward, the Class A notes will
continue to benefit from the diversion of excess interest to cure
the coverage test failures. As of the latest trustee report dated
January 31, 2012, the Class A/B Overcollateralization Test is
still failing at 106.08% (limit 125.75%), and the Class C/D
Overcollateralization Test is still failing at 64.84% (limit
104.00%), versus 102.026% and 65.163% respectively, as reported by
the trustee as of May 24, 2010, values that were used for the last
rating action.

In addition, the credit quality of the portfolio has improved as
indicated by a decrease in Moody's-calculated weighted average
rating factor (WARF) to 588, from 1144 as of the last rating
action date.

Trapeza CDO I, Ltd., issued on November 19, 2002, is a
collateralized debt obligation backed by a portfolio of bank trust
preferred securities (the "TruPS CDO"). On June 24, 2010, the last
rating action date, Moody's downgraded the ratings of five classes
of notes as a result of the deterioration in the credit quality of
the transaction's underlying portfolio.

In Moody's opinion, the banking sector outlook remains negative
although there have been some signs of stabilization. The number
of bank failures continues to decline in 2012 compared to 2011,
2010 and 2009, and some of the previously deferring banks have
resumed interest payment on their trust preferred securities.

The portfolio of this CDO is mainly composed of trust preferred
securities issued by small to medium sized U.S. community banks
that are generally not publicly rated by Moody's. To evaluate
their credit quality, Moody's uses the RiskCalc model, an
econometric model developed by Moody's KMV, to derive credit
scores for these non-publicly rated bank trust preferred
securities. Moody's evaluation of the credit risk for a majority
of bank obligors in the pool relies on FDIC financial data
received as of Q3-2011. Moody's also evaluates the sensitivity of
the rated transactions to the volatility of the credit estimates,
as described in Moody's Rating Implementation Guidance "Updated
Approach to the Usage of Credit Estimates in Rated Transactions,"
October 2009.

Moody's performed a number of sensitivity analyses of the results
to some of the key factors driving the ratings. The sensitivity of
the model results to changes in the WARF (representing a slight
improvement and a slight deterioration in the credit quality of
the collateral pool) was examined. If WARF is increased by 162
points from the base case of 588, the model results in an expected
loss that is one notch worse than the result of the base case for
the Class A-1 Notes. Similarly, if the WARF is decreased by 138
points, expected losses are one notch better than the base case
results. Moody's also took into consideration, both quantitatively
and qualitatively, the possibility that some of the deferring
banks in the portfolio may resume interest payments on their trust
preferred securities.

In addition to the quantitative factors that are explicitly
modeled, qualitative factors are part of rating committee
considerations. Moody's also considers the structural protections
in the transaction, the risk of triggering an Event of Default,
the recent deal performance in the current market conditions, the
legal environment, and specific documentation features. All
information available to rating committees, including
macroeconomic forecasts, input from other Moody's analytical
groups, market factors and judgments regarding the nature and
severity of credit stress on the transactions, may influence the
final rating decision.

The principal methodology used in this rating was "Moody's
Approach to Rating TRUP CDOs" published in May 2011.

Due to the impact of revised and updated key assumptions
referenced in these rating methodologies, key model inputs used by
Moody's in its analysis, such as par, weighted average rating
factor, Moody's Asset Correlation, and weighted average recovery
rate, may be different from the trustee's reported numbers. The
transaction's portfolio was modeled, according to Moody's rating
approach, using CDOROM v.2.8 to develop the default distribution
from which the Moody's Asset Correlation parameter was obtained.
This parameter was then used as an input in a cash flow model
using CDOEdge. CDOROM v.2.8 is available on moodys.com under
Products and Solutions -- Analytical models, upon return of a
signed free license agreement.


UNITED ARTISTS: Moody's Affirms 'B3' Rating of 1995-A Notes
-----------------------------------------------------------
Moody's Investors Service affirmed the rating of United Artists
Theatre Circuit, Inc. 1995-A Pass Through Trust 9.3% Pass Through
Certificates, Series 1995-A:

1995-A, Affirmed at B3; previously on Mar 23, 2011 Upgraded to B3

RATINGS RATIONALE

The rating of the Certificates is affirmed at B3 based on the
current rating of Regal Entertainment Group (senior unsecured debt
rating B3; stable outlook). As of the January 2012 distribution
date, the Certificate balance has paid down by approximately 77%
to $26.9 million from $116.7 million at securitization. The
transaction is supported by a portfolio of movie theatres that are
subject to fully bondable, triple net leases to Regal. The lease
payments are sufficient to pay all principal and interest for the
Certificates. However, the Certificates are not obligations of,
nor guaranteed by Regal Entertainment Group.

The principal methodology used in this rating was "Commercial Real
Estate Finance: Moody's Approach to Rating Credit Tenant Lease
Financings" published in November 2011.

There was no model used in the review of this transaction.

Moody's ratings are determined by a committee process that
considers both quantitative and qualitative factors.

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


ZAIS INVESTMENT: S&P Raises Rating on Class A-4 Notes to 'BB-'
--------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
S, A-1a, A-1b, A-2, A-3, and A-4 notes from Zais Investment Grade
Ltd. X, a U.S. collateralized debt obligation (CDO) transaction
predominantly backed by tranches from other CDOs of corporate
securities (a CDO of corporate CDOs). The transaction is managed
by Zais Group LLC. "At the same time, we affirmed our ratings on
class B, C, and D notes," S&P said.

"The upgrades reflect improved performance in the deal's
underlying asset portfolio since we downgraded the notes on May
25, 2010. As of the Dec. 29, 2011 trustee report, the transaction
had $77 million in defaulted assets, compared with $132 million
noted in the March 1, 2010, trustee report, which we referenced
for our May 2010 rating actions," S&P said.

"Additionally, there has been a paydown of $6.54 million to the
class A-1 notes since March 2010. The class S notes have interest
and principal payments, per a schedule, senior in the
transaction's payment waterfall on each distribution date. The
class S notes have paid down $3.9 million during the same period,"
S&P said.

Although the transaction is currently failing all the
overcollateralization (O/C) tests, the collateralization available
to support the rated notes has increased. The trustee reported the
O/C ratios in the Dec. 29, 2011, monthly report:

* The A O/C ratio was 94.80%, compared with a reported ratio of
   71.27% in March 2010;

* The B O/C ratio was 84.58%, compared with a reported ratio of
   63.94% in March 2010;

* The C O/C ratio was 78.62%, compared with a reported ratio of
   59.78% in March 2010; and

* The D O/C ratio was 77.67%, compared with a reported ratio of
   59.14% in March 2010.

The affirmations reflect the credit support available to the class
B, C, and D notes at the current rating levels.

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

            Standard & Poor's 17g-7 Disclosure Report

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

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

           http://standardandpoorsdisclosure-17g7.com

Rating Actions

Zais Investment Grade Ltd. X
                     Rating
Class            To          From
S                A+ (sf)     A (sf)
A-1a             BBB+ (sf)   BBB- (sf)
A-1b             BBB+ (sf)   BBB- (sf)
A-2              BBB- (sf)   BB+ (sf)
A-3              BB+ (sf)    B+ (sf)
A-4              BB- (sf)    CCC+ (sf)

Rating Affirmed

Zais Investment Grade Ltd. X
Class         Rating
B             CC (sf)
C             CC (sf)
D             CC (sf)

Transaction Information

Issuer:               Zais Investment Grade Ltd. X
Coissuer:             Zais Investment Grade Corp. X
Collateral manager:   Zais Group LLC
Trustee:              Citibank N.A.
Transaction type:     Hybrid CDO of CDOs


ZOO HF3: Fitch Withdraws Rating on Four Mezzanine Notes
-------------------------------------------------------
Fitch Ratings marks the class A and class B senior notes
previously issued by Zoo HF3 Plc (Zoo) as paid in full following
a full pay-down of the notes' principal and accrued interest on
Feb. 14, 2012 per the updated liquidation plan adopted by Zoo's
investment advisor P&G SGR S.p.A. (P&G).  At the same time, Fitch
withdraws its ratings on Class C, D and E notes that remain
outstanding.  Fitch's rating actions:

  -- Class A senior floating rate notes due 2016, rated 'Asf',
     redeemed on Feb. 14, 2012;
  -- Class B mezzanine deferrable floating rate notes due 2016,
     rated 'BBsf', redeemed on Feb. 14, 2012;
  -- Class C mezzanine deferrable floating rate notes due 2016,
     rated 'CCCsf', Withdrawn;
  -- Class D mezzanine deferrable floating rate notes due 2016,
     rated 'CCsf', Withdrawn;
  -- Class E mezzanine deferrable floating rate notes due 2016,
     rated 'Csf', Withdrawn.

Fitch has withdrawn its ratings on Class C, D and E notes due to
insufficient information that can be made available about the
remaining portfolio, which, following the updated liquidation
plan, now consists predominantly of side pockets with limited
transparency to the underlying holdings and uncertain future
redemption dates.  The ratings are also being withdrawn because
Fitch believes there is a lack of market interest at the assigned
rating levels.


* S&P Places Ratings on 16 Tranches from 15 US CDOs on Watch Pos
----------------------------------------------------------------
Standard & Poor's Ratings Services placed its ratings on 16
tranches from 15 corporate-backed synthetic collateralized debt
obligation (CDO) transactions on CreditWatch positive. "At the
same time, we placed our ratings on three tranches from two
synthetic CDO transactions backed by commercial mortgage-backed
securities (CMBS) and one tranche from one corporate-backed
synthetic CDO transaction on CreditWatch negative. In addition, we
affirmed our ratings on three tranches from two corporate-backed
synthetic CDO transactions and removed them from CreditWatch
negative. The rating actions followed our monthly review of U.S.
synthetic CDO transactions," S&P said.

"The CreditWatch positive placements reflect seasoning of the
transactions, rating stability of the obligors in the underlying
reference portfolios over the past few months, and synthetic rated
overcollateralization (SROC) ratios that increased above 100% at
the next highest rating level. The CreditWatch negative placements
reflect negative rating migration in the respective portfolios and
SROC ratios that fell below 100% as of the January month-end run.
The rating affirmations reflect overall stabilization of the
credit quality of the underlying reference portfolio and SROC
ratios that increased to or above 100%," S&P said.

            Standard & Poor's 17g-7 Disclosure Report

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

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

      http://standardandpoorsdisclosure-17g7.com/1111441.pdf

Rating Actions

Aphex Capital NSCR 2007-5 Ltd.
                                 Rating
Class                    To                  From
A-1FL                    CCC (sf)/Watch Neg  CCC (sf)
A-1FX                    CCC (sf)/Watch Neg  CCC (sf)

Credit Default Swap
$300 mil Morgan Stanley Capital Services Inc. - ESP Funding I Ltd.
REF: NGNGX
                                 Rating
Class                 To                     From
Tranche               BB-srb (sf)/Watch Pos  BB-srb (sf)

Credit Default Swap
$500 mil Credit Default Swap - CRA700386
                                 Rating
Class                 To                     From
Swap                  AAsrp (sf)/Watch Pos   AAsrp (sf)

Credit Default Swap
$500 mil Credit Default Swap - CRA700396
                                 Rating
Class                 To                     From
Swap                  AAsrp (sf)/Watch Pos   AAsrp (sf)

Credit Default Swap
$561.8 mil J.P. Morgan Chase Bank, N.A. - Lacrosse Financial
Products LLC
(Sequoia)
J17558 (SEQUOIA)
                                 Rating
Class                 To                     From
Tranche               A-srp (sf)/Watch Pos   A-srp (sf)

Elva Funding PLC
Series 2008-3
                                 Rating
Class                    To                  From
Notes                    A- (sf)/Watch Pos   A- (sf)

Infinity SPC Ltd.
$25 mil Class B Floating Rate Notes ( CPORTS POTOMAC 2007-1)
                                 Rating
Class                 To                     From
B                     CCC- (sf)/Watch Pos    CCC- (sf)

Jupiter Finance Ltd.
Series 2007-002
                                 Rating
Class                    To                  From
Port CrLkd               BB- (sf)/Watch Pos  BB- (sf)

Morgan Stanley ACES SPC
Series 2007-6
                                 Rating
Class                    To                  From
IIA                      BB- (sf)/Watch Pos  BB- (sf)
IIIA                     B (sf)/Watch Pos    B (sf)

Morgan Stanley ACES SPC
Series 2007-8
                                 Rating
Class                    To             From
Senior                   BB (sf)        BB (sf)/Watch Neg

Morgan Stanley ACES SPC
Series 2007-24
                                 Rating
Class                 To                     From
E                     CCC- (sf)/Watch Pos    CCC- (sf)

Morgan Stanley Managed ACES SPC
Series 2007-16
                                 Rating
Class                    To                  From
IB                       BB- (sf)/Watch Pos  BB- (sf)

NOAJ CDO Ltd.
                                 Rating
Class                    To                  From
Series 1                 BB- (sf)/Watch Pos  BB- (sf)

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

REVE SPC
EUR15 mil, JPY3 bil, $81 mil REVE SPC Segregated Portfolio of
Dryden XVII
Notes
Series 34, 36, 37, 38, 39, & 40
                              Rating
Class                 To               From
Series 37             B- (sf)          B- (sf)/Watch Neg
Series 40             B (sf)           B (sf)/Watch Neg

STARTS (Cayman) Ltd.
Series 2007-9
                                 Rating
Class                    To                  From
Notes                    BB (sf)/Watch Pos   BB (sf)

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

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

STRATA 2006-35 Ltd.
                                 Rating
Class                    To                  From
Notes                    B (sf)/Watch Neg    B (sf)

Terra CDO SPC Ltd.
2008-1
                                 Rating
Class                    To                  From
A-1                      BB+ (sf)/Watch Pos  BB+ (sf)


* S&P Lowers Ratings on 59 Classes From 23 RMBS Transactions
------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 59
classes from 23 U.S. residential mortgage-backed securities (RMBS)
transactions issued from 2000 through 2008, and removed one of
them from CreditWatch with negative implications. "Concurrently,
we raised our ratings on two classes from one of the transactions
with lowered ratings and one additional transaction," S&P said.

"Furthermore, we affirmed our ratings on 124 classes from 23 of
the reviewed transactions and removed six of them from CreditWatch
negative. We subsequently withdrew our rating on one of the
classes due to the small number of loans remaining in the
transaction and the potential for performance volatility. The 31
RMBS transactions in this review are backed by various types of
mortgage loan collateral," S&P said.

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

"Among other factors, the upgrades reflect our view of a decrease
in delinquencies within the structures associated with the
affected classes," S&P said.

"This has reduced the remaining projected losses for these
structures, allowing these classes to withstand more stressful
scenarios. In addition, each upgrade reflects our assessment that
the projected credit enhancement for each affected class will be
more than sufficient to cover projected losses at the revised
rating levels; however, we are limiting the extent of the upgrades
to reflect our view of ongoing market risk," S&P said.

"The affirmations reflect our belief that projected credit
enhancement available for the affected classes will be more than
sufficient to cover our projected losses at the current rating
levels; however, we are not upgrading some of these ratings to
reflect our view of ongoing market risk. In addition, we withdrew
our rating on a class 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 rating, we withdrew our rating on
the related transaction," S&P said.

"In order to maintain a 'B' rating on a class, we assessed
whether, in our view, a class could absorb the remaining base-case
loss assumptions we used in our analysis. In order to maintain a
rating higher than 'B', we assessed whether the class could
withstand losses exceeding our remaining base-case loss
assumptions at a percentage specific to each rating category, up
to 150% for a 'AAA' rating. For example, in general, we would
assess whether one class could withstand approximately 110% of our
remaining base-case loss assumptions to maintain a 'BB' rating,
while we would assess whether a different class could withstand
approximately 120% of our remaining base-case loss assumptions
to maintain a 'BBB' rating. Each class with an affirmed 'AAA'
rating can, in our view, withstand approximately 150% of our
remaining base-case loss assumptions under our analysis," S&P
said.

            Standard & Poor's 17g-7 Disclosure Report

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

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

      http://standardandpoorsdisclosure-17g7.com/1111441.pdf

Rating Actions

C-BASS Mortgage Loan Asset-Backed Certificates Series 2002-CB2
Series      2002-CB2
                               Rating
Class      CUSIP       To                   From
A-1        12489WEQ3   AA- (sf)             AAA (sf)
A-2        12489WER1   B (sf)               BBB- (sf)
M-1        12489WET7   CCC (sf)             B- (sf)

American Home Mortgage Investment Trust 2004-4
Series      2004-4
                               Rating
Class      CUSIP       To                   From
VI-A-2     02660TCK7   AA+ (sf)             AAA (sf)
VI-M-1     02660TCL5   CCC (sf)             B (sf)
VI-M-2     02660TCM3   CC (sf)              CCC (sf)

Bayview Financial Mortgage Pass-Through Trust, Series 2005-D
Series      2005-D
                               Rating
Class      CUSIP       To                   From
M-1        07325NCD2   B- (sf)              B+ (sf)/Watch Neg
M-3        07325NCF7   CC (sf)              CCC (sf)
B-1        07325NCK6   D (sf)               CC (sf)
A-F4       07325NCB6   AA- (sf)             AA (sf)

Bear Stearns Asset Backed Securities Trust 2007-SD3
Series      2007-SD3
                               Rating
Class      CUSIP       To                   From
A          07387LAA9   D (sf)               CCC (sf)

FNT Series 2000-2
Series      2000-2
                               Rating
Class      CUSIP       To      Interim        From
I-B-1      23323CAE5        NR       A (sf)            A (sf)

GSAMP Trust 2005-SD1
Series      2005-SD1
                               Rating
Class      CUSIP       To                   From
M-2        36242DWE9   BB- (sf)             A+ (sf)

HomeBanc Mortgage Trust 2007-1
Series      2007-1
                               Rating
Class      CUSIP       To                   From
I-2A-1     43741BAC3   CC (sf)              CCC (sf)
I-3A-1     43741BAE9   CC (sf)              CCC (sf)

IndyMac Loan Trust 2004-L1
Series      2004-L1
                               Rating
Class      CUSIP       To                   From
B          45660YAK7   BB (sf)              BB (sf)/Watch Neg

Luminent Mortgage Trust 2007-2
Series      2007-2
                               Rating
Class      CUSIP       To                   From
I-A-1      55028EAA9   B (sf)               CCC (sf)
I-A-2      55028EAB7   CC (sf)              CCC (sf)
I-A-3      55028EAC5   CC (sf)              CCC (sf)
I-A-4      55028EAD3   CC (sf)              CCC (sf)
II-A-1     55027WAA0   CC (sf)              CCC (sf)

MASTR Specialized Loan Trust 2004-02
Series      2004-02
                               Rating
Class      CUSIP       To                   From
M-3        576436AN9   BBB (sf)             BBB (sf)/Watch Neg
M-4        576436AP4   BBB- (sf)            BBB- (sf)/Watch Neg
B          576436AQ2   B (sf)               B (sf)/Watch Neg

Morgan Stanley Mortgage Loan Trust 2007-8XS
Series      2007-8XS
                               Rating
Class      CUSIP       To                   From
A-3-W      61754PAD6   B (sf)               B (sf)/Watch Neg

RAAC Series 2005-SP3 Trust
Series      2005-SP3
                               Rating
Class      CUSIP       To                   From
M-1        76112BS50   BB (sf)              B (sf)

RAAC Series 2007-RP1 Trust
Series      2007-RP1
                               Rating
Class      CUSIP       To                   From
A          74977YAA7   CCC (sf)             B (sf)

RAAC Series 2007-RP2 Trust
Series      2007-RP2
                               Rating
Class      CUSIP       To                   From
A          74919WAA2   CCC (sf)             B (sf)

RAAC Series 2007-SP1 Trust
Series      2007-SP1
                               Rating
Class      CUSIP       To                   From
A-2        74978AAB6   B (sf)               BBB- (sf)
A-3        74978AAC4   B (sf)               BBB- (sf)
M-1        74978AAD2   CC (sf)              CCC (sf)
M-2        74978AAE0   CC (sf)              CCC (sf)

RAMP Series 2003-RS8 Trust
Series      2003-RS8
                               Rating
Class      CUSIP       To                   From
M-I-3      760985ZK0   D (sf)               CC (sf)

RAMP Series 2003-RS9 Trust
Series      2003-RS9
                               Rating
Class      CUSIP       To                   From
M-I-2      760985A92   B- (sf)              BB- (sf)
M-I-3      760985B26   D (sf)               CC (sf)
M-II-2     760985B42   CC (sf)              CCC (sf)

RAMP Series 2004-RS10 Trust
Series      2004-RS10
                               Rating
Class      CUSIP       To                   From
M-I-1      76112BDV9   CCC (sf)             B- (sf)
M-II-1     76112BEC0   AA (sf)              AA (sf)/Watch Neg
M-I-2      76112BDW7   D (sf)               CC (sf)

RAMP Series 2004-RS11 Trust
Series      2004-RS11
                               Rating
Class      CUSIP       To                   From
M-4        76112BFL9   CC (sf)              CCC (sf)

RAMP Series 2004-RS4 Trust
Series      2004-RS4
                               Rating
Class      CUSIP       To                   From
A-I-5      7609852X8   A+ (sf)              AAA (sf)
A-I-6      7609852Y6   A+ (sf)              AAA (sf)
M-I-1      7609853E9   CC (sf)              CCC (sf)
M-I-2      7609853F6   D (sf)               CC (sf)

RAMP Series 2004-RS5 Trust
Series      2004-RS5
                               Rating
Class      CUSIP       To                   From

A-I-5      7609854A6   CC (sf)              CCC (sf)
A-I-6      7609854B4   CC (sf)              CCC (sf)

RAMP Series 2004-RS6 Trust
Series      2004-RS6
                               Rating
Class      CUSIP       To                   From
M-I-2      7609855E7   BBB+ (sf)            A (sf)
M-I-3      7609855F4   D (sf)               CCC (sf)
M-II-2     7609855M9   CC (sf)              CCC (sf)

RAMP Series 2006-EFC1 Trust
Series      2006-EFC1
                               Rating
Class      CUSIP       To                   From
M-1        76112BV72   A (sf)               A+ (sf)
M-2        76112BV80   CCC (sf)             B (sf)
M-3        76112BV98   CC (sf)              CCC (sf)
M-4        76112BW22   CC (sf)              CCC (sf)

Residential Loan Trust 2008-AH1
Series      2008-AH1
                               Rating
Class      CUSIP       To                   From
A          761150AA9   A (sf)               AA (sf)
M          761150AC5   B (sf)               BB (sf)

Structured Asset Securities Corporation Mortgage Loan Trust 2004-
NP2
Series      2004-NP2
                               Rating
Class      CUSIP       To                   From
A          86359BQ79   CCC (sf)             BBB (sf)
M1         86359BQ87   CC (sf)              BB (sf)
M2         86359BQ95   CC (sf)              B (sf)
B          86359BR29   CC (sf)              CCC (sf)

Structured Asset Securities Corporation Mortgage Loan Trust 2006-
GEL2
Series      2006-GEL2
                               Rating
Class      CUSIP       To                   From
A2         86360CAB2   AA+ (sf)             AAA (sf)
M1         86360CAC0   CCC (sf)             B (sf)
M2         86360CAD8   CC (sf)              CCC (sf)

Structured Asset Securities Corporation Mortgage Loan Trust 2006-
GEL3
Series      2006-GEL3
                               Rating
Class      CUSIP       To                   From
A3         86360XAC4   B- (sf)              BB (sf)
M1         86360XAD2   CC (sf)              CCC (sf)

Structured Asset Securities Corporation Mortgage Loan Trust 2006-
GEL4
Series      2006-GEL4
                               Rating
Class      CUSIP       To                   From
A2         86361NAB7   B- (sf)              AA (sf)
A3         86361NAC5   B- (sf)              AA (sf)
M1         86361NAD3   CC (sf)              CCC (sf)
M2         86361NAE1   CC (sf)              CCC (sf)

RATINGS AFFIRMED

C-BASS Mortgage Loan Asset-Backed Certificates, Series 2002-CB2
Series      2002-CB2
Class      CUSIP       Rating
M-2        12489WEU4   CC (sf)
B-1        12489WEV2   CC (sf)

American Home Mortgage Investment Trust 2004-4
Series      2004-4
Class      CUSIP       Rating
I-A-1      02660TCC5   AAA (sf)
I-A-2      02660TCD3   AAA (sf)
II-A-1     02660TCE1   AAA (sf)
II-A-2     02660TCF8   AAA (sf)
III-A      02660TCG6   AAA (sf)
IV-A       02660TCS0   AAA (sf)
V-A        02660TCT8   AAA (sf)
VI-A-1     02660TCJ0   AAA (sf)
M-1        02660TCH4   CC (sf)
VI-M-3     02660TCN1   CC (sf)
VI-B-1     02660TCP6   CC (sf)

Bayview Financial Mortgage Pass-Through Trust, Series 2005-D
Series      2005-D
Class      CUSIP       Rating
A-F3       07325NCA8   AAA (sf)
M-2        07325NCE0   CCC (sf)
M-4        07325NCG5   CC (sf)
M-5        07325NCH3   CC (sf)
M-6        07325NCJ9   CC (sf)

Countrywide Home Loan Trust 2004-SD1
Series      2004-SD1
Class      CUSIP       Rating
A-1        1266712G0   AAA (sf)
A-2        1266712H8   AAA (sf)
M-1        1266712J4   A (sf)
M-2        1266712K1   CCC (sf)
B-1        1266712L9   CC (sf)
B-2        1266712M7   CC (sf)

CWABS Asset-Backed Notes Trust 2004-SD4
Series      2004-SD4
Class      CUSIP       Rating
A-1        126673SC7   AAA (sf)
A-2        126673SD5   AAA (sf)
M-1        126673SE3   AA (sf)
M-2        126673SF0   B- (sf)
M-3        126673SG8   CC (sf)
B-1        126673SH6   CC (sf)

GSAMP Trust 2005-SD1
Series      2005-SD1
Class      CUSIP       Rating
M-1        36242DWD1   AA (sf)
M-3        36242DWF6   CC (sf)

HomeBanc Mortgage Trust 2007-1
Series      2007-1
Class      CUSIP       Rating
I-1A-1     43741BAA7   CCC (sf)
II-A       43741BAN9   AAA (sf)
II-M-1     43741BAP4   BB- (sf)
II-M-2     43741BAQ2   CC (sf)

Luminent Mortgage Trust 2007-2
Series      2007-2
Class      CUSIP       Rating
I-A-5      55028EAE1   CC (sf)

MASTR Specialized Loan Trust 2004-02
Series      2004-02
Class      CUSIP       Rating
M-1        576436AL3   AA (sf)
M-2        576436AM1   A (sf)

Morgan Stanley Mortgage Loan Trust 2007-8XS
Series      2007-8XS
Class      CUSIP       Rating
A-1        61754PAA2   CCC (sf)
A-1-M      61754PBK9   CCC (sf)
A-1-W      61754PAB0   B (sf)
A-2        61754PAC8   CCC (sf)
A-4        61754PAE4   CCC (sf)
A-5        61754PAF1   CCC (sf)
A-7        61754PAH7   CCC (sf)
A-9        61754PAX2   CCC (sf)
A-11       61754PAZ7   CCC (sf)
A-12       61754PBA1   CCC (sf)
A-13       61754PBB9   CCC (sf)
A-15       61754PBD5   CCC (sf)
A-17       61754PBF0   CCC (sf)
A-19       61754PBH6   CCC (sf)
A-20       61754PBJ2   CCC (sf)

RAAC Series 2005-SP3 Trust
Series      2005-SP3
Class      CUSIP       Rating
A-2        76112BS35   AAA (sf)
A-3        76112BS43   AAA (sf)
M-2        76112BS68   CC (sf)
M-3        76112BS76   CC (sf)
M-4        76112BS84   CC (sf)

RAAC Series 2007-RP1 Trust
Series      2007-RP1
Class      CUSIP       Rating
M-1        74977YAB5   CCC (sf)
M-2        74977YAC3   CC (sf)

RAAC Series 2007-RP2 Trust
Series      2007-RP2
Class      CUSIP       Rating
M-1        74919WAB0   CC (sf)
M-2        74919WAC8   CC (sf)

RAAC Series 2007-SP1 Trust
Series      2007-SP1
Class      CUSIP       Rating
M-3        74978AAF7   CC (sf)

RAMP Series 2003-RS8 Trust
Series      2003-RS8
Class      CUSIP       Rating
A-I-6A     760985ZE4   AAA (sf)
A-I-6B     760985ZT1   AAA (sf)
A-1-7      760985ZF1   AAA (sf)
A-1-8      760985ZG9   AAA (sf)
M-I-1      760985ZH7   B (sf)
M-I-2      760985ZJ3   CC (sf)
M-II-1     760985ZN4   AA (sf)
M-II-2     760985ZP9   CCC (sf)
M-II-3     760985ZQ7   CC (sf)
M-II-4     760985ZR5   CC (sf)

RAMP Series 2003-RS9 Trust
Series      2003-RS9
Class      CUSIP       Rating
A-I-6A     760985A43   AAA (sf)
A-I-6B     760985B83   AAA (sf)
A-I-7      760985A50   AAA (sf)
M-I-1      760985A84   AA (sf)
M-II-1     760985B34   B+ (sf)
M-II-3     760985B59   CC (sf)
M-II-4     760985B67   CC (sf)

RAMP Series 2004-RS10 Trust
Series      2004-RS10
Class      CUSIP       Rating
A-I-4      76112BDS6   AAA (sf)
A-I-5      76112BDT4   AAA (sf)
A-I-6      76112BDU1   AAA (sf)
M-II-2     76112BED8   CCC (sf)
M-II-3     76112BEE6   CC (sf)

RAMP Series 2004-RS11 Trust
Series      2004-RS11
Class      CUSIP       Rating
M-1        76112BFH8   AA (sf)
M-2        76112BFJ4   BB (sf)
M-3        76112BFK1   CCC (sf)

RAMP Series 2004-RS4 Trust
Series      2004-RS4
Class      CUSIP       Rating
M-II-1     7609853H2   A+ (sf)
M-II-2     7609853J8   CC (sf)

RAMP Series 2004-RS5 Trust
Series      2004-RS5
Class      CUSIP       Rating
M-II-1     7609854G3   BBB (sf)
M-II-2     7609854H1   CC (sf)
M-II-3     7609854J7   CC (sf)
M-II-4     7609854K4   CC (sf)

RAMP Series 2004-RS6 Trust
Series      2004-RS6
Class      CUSIP       Rating
A-I-4      7609855A5   AAA (sf)
A-I-5      7609855B3   AAA (sf)
A-I-6      7609855C1   AAA (sf)
M-I-1      7609855D9   AA (sf)
M-II-1     7609855L1   A (sf)
M-II-3     7609855N7   CC (sf)

RAMP Series 2005-SL2 Trust
Series      2005-SL2
Class      CUSIP       Rating
A-I        76112BUV0   AA (sf)
A-II       76112BUW8   CCC (sf)
A-III      76112BUX6   A+ (sf)
A-IV       76112BUY4   BBB+ (sf)
A-V        76112BUZ1   CCC (sf)
A-IO       76112BVA5   AA (sf)
A-PO       76112BVB3   CCC (sf)
M-1        76112BVE7   CCC (sf)
M-2        76112BVF4   CC (sf)

RAMP Series 2006-EFC1 Trust
Series      2006-EFC1
Class      CUSIP       Rating
A-2        76112BV56   AAA (sf)
A-3        76112BV64   AAA (sf)

Residential Loan Trust 2008-AH1
Series      2008-AH1
Class      CUSIP       Rating
B          761150AE1   CCC (sf)

Structured Asset Securities Corporation Mortgage Loan Trust 2006-
GEL3
Series      2006-GEL3
Class      CUSIP       Rating
A2         86360XAB6   BB (sf)
M2         86360XAE0   CC (sf)

Structured Asset Securities Corporation Mortgage Loan Trust 2006-
GEL4
Series      2006-GEL4
Class      CUSIP       Rating
A1         86361NAA9   AA (sf)
M3         86361NAF8   CC (sf)


* S&P Lowers Ratings on 405 Classes of Certificates to 'D'
----------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 405
classes of mortgage pass-through certificates from 223 U.S.
residential mortgage-backed securities (RMBS) transactions to 'D
(sf)'. The transactions within this review were issued between
2002 and 2009.

The complete rating list is available for free at:

    http://bankrupt.com/misc/S&P_RMBS_Ratings_0222.pdf

"The downgrades reflect our assessment of the impact that
principal write-downs had on the affected classes during recent
remittance periods. Prior to the rating actions, we rated all of
the downgraded classes in this review 'CCC (sf)' or 'CC (sf)',"
S&P said.

Approximately 79.75% of the defaulted classes were from
transactions backed by Alternative-A (Alt-A) or prime jumbo
mortgage loan collateral. The 405 defaulted classes consist of:

* 233 classes from Alt-A transactions (57.53% of all defaults);

* 90 from prime jumbo transactions (22.22%);

* 63 from subprime transactions (15.55%);

* 12 from resecuritized real estate mortgage investment conduit
   (re-REMIC) transactions;

* Two from an RMBS reperforming transactions;

* One from RMBS closed-end second lien transaction;

* One from a small balance commercial loan transaction;

* One from an outside the guidelines transaction;

* One from an RMBS first lien high LTV transaction; and

* One from an RMBS document deficient transaction.

A combination of subordination, excess spread, and
overcollateralization (where applicable) provide credit
enhancement for all of the transactions in this review.

Standard & Poor's will continue to monitor its ratings on
securities that experience principal write-downs, and it will
adjust its ratings as it considers appropriate in accordance with
its criteria.

              Standard & Poor's 17g-7 Disclosure Report

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

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

           http://standardandpoorsdisclosure-17g7.com

                           *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers"
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR.  Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com/

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

For copies of court documents filed in the District of Delaware,
please contact Vito at Parcels, Inc., at 302-658-9911.  For
bankruptcy documents filed in cases pending outside the District
of Delaware, contact Ken Troubh at Nationwide Research &
Consulting at 207/791-2852.

                           *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors" Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland,
USA.  Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Howard C. Tolentino, Joseph Medel C. Martirez, Denise
Marie Varquez, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R.
Villacampa, Sheryl Joy P. Olano, Carlo Fernandez, Christopher G.
Patalinghug, and Peter A. Chapman, Editors.

Copyright 2012.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $775 for 6 months delivered via e-
mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Christopher
Beard at 240/629-3300.


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