TCR_Public/120318.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, March 18, 2012, Vol. 16, No. 77

                            Headlines

1776 CLO: Moody's Upgrades Rating on Class E Notes to 'Ba3'
ALPINE SECURITIZATION: DBRS Confirms 'B' Rating on $67.73MM Debt
ANTHRACITE 2005-HY2: Moody's Affirms C Rating on Cl. E-FL Notes
APIDOS CINCO: S&P Raises Rating on Class D From 'B+' to 'BB+'
ARES XXIII: S&P Gives 'BB' Rating on Class E Floating-Rate Notes

ASSET SECURITIZATION 1996-D2: S&P Cuts Class B-1A Rating to 'CCC-
BABSON CLO 2012-I: S&P Gives 'BB' Rating on Class D Notes
BANC OF AMERICA 2004-BBA4: S&P Lowered Class K Rating to 'D'
BANC OF AMERICA 2006-1: S&P Raises Class C Certs. Rating to 'BB'
BANC OF AMERICA 2006-4: S&P Cuts 3 Classes of Cert. Ratings to 'D'

BEAR STEARNS: Moody's Cuts Ratings on Four RMBS Tranches to 'C'
BEAR STEARNS 2006-PWR14: S&P Cuts Ratings on 3 Classes to 'D'
CALLIDUS DEBT: Moody's Lifts Rating on Class C Notes From 'Ba1'
CAPTEC FRANCHISE: Moody's Reviews Securities Ratings for Upgrade
CARLYLE GLOBAL: Moody's Assigns '(P)Ba2' Rating to Class E Notes

CARLYLE GLOBAL 2012-1: S&P Gives 'BB' Rating on Class E Notes
CD 2007-CD4: Moody's Cuts Rating on Cl. C Certificate to 'Caa3'
CEDARWOODS II: S&P Keeps 'CCC' Rating on Class F on Watch Negative
CENTERLINE 2007-SRR5: S&P Lowers Ratings on 14 Classes to 'D'
CHAMPLAIN CLO: S&P Raises Ratings on 2 Classes of Notes From 'B-'

COMM 2007-C9: S&P Affirms 'CCC-' Rating on Class E57-3 Certs.
COMPASS SECURITISATION: Moody's Extends Review of ABCP Ratings
CPS AUTO 2012-A: Moody's Assigns '(P)B3' Rating to Class D Notes
CPS AUTO 2012-A: S&P Gives 'B+' Rating on Class D Fixed Notes
CREDIT SUISSE 2006-C4: Moody's Cuts 3 Cert. Class Ratings to 'C'

CREDIT SUISSE 2007-C2: Moody's Cuts Class H Cert. Rating to 'Caa3'
CREDIT SUISSE 2007-TFL2: S&P Affirms 'BB-' Rating on A-1 Certs.
CWABS INC: Moody's Cuts Rating on Cl. A-IO Tranche to 'Ba3'
DA VINCI: S&P Removes 'BB-' Rating on Class B Notes; Off Watch
DLJ COMMERCIAL: Moody's Affirms 'Caa3' Rating on Class S Cert.

EAST LANE: S&P Gives 'BB' Rating on Series 2012 Class A Notes
GREEN TREE: S&P Lowers Class B Certificates Rating to 'D'
GSMS 2006-RR3: Moody's Affirms 'C' Ratings on Seven Cert. Classes
GSAMP TRUST: Moody's Confirms 'Ba1' Rating on Cl. A-1A Tranche
GULF STREAM-RASHINBAN: S&P Ups Rating on Class D Notes From 'BB+'

KINGSLAND IV: S&P Raises Class E Note Rating to 'BB'; Off Watch
INDEPENDENCE I: Moody's Affirms 'C' Rating on Class C Notes
INWOOD PARK: S&P Raises Rating on Class E Notes From 'B+' to 'BB'
LAKESIDE CDO: Moody's Cuts Rating on US$624MM Sr. Notes to 'Caa3'
LB-UBS 2007-C6: S&P Lowers Ratings on 2 Classes of Certs. to 'B-'

MADISON PARK VIII: S&P Gives 'BB' Class E Deferrable Note Rating
MERRILL LYNCH 1998-C3: S&P Affirms 'B' Rating on Class G Certs.
MERRILL LYNCH 2002-C8: Moody's Raises Rating on H Certs. to 'Ba2'
MORGAN STANLEY 2001-C4: Moody's Rates to G Certificates at '(P)B2'
MORGAN STANLEY 1998-CF1: S&P Raises Class F Cert. Rating to 'B+'

NORTH STREET 2005-9: S&P Keeps 'B-' Rating on Class F Notes
ORCHID STRUCTURED: Moody's Lifts Rating on Class A-2 Notes to Ca
PREFERRED TERM: Moody's Cuts Rating on Class C Notes to 'C (sf)'
PREMIUM LOAN I: S&P Affirms Class X Note Rating at 'B'; Off Watch
PRIMA CAPITAL: Moody's Affirms Rating on Class H Notes at 'B2'

PRUDENTIAL SECURITIES: Moody's Affirms 'C' Rating on Cl. M Secs.
REAL ESTATE: Moody's Lowers Rating on Class L Cert. to 'Caa2'
REGATTA FUNDING: S&P Raises Rating on Class B-2L Notes to 'BB+'
RESIDENTIAL CAPITAL: Moody's Rates Senior Unsecured Debt at 'Ca'
RHODE ISLAND: Moody's Reviews B2 Securities Ratings for Upgrade

RUTLAND RATED: S&P Withdraws 'CCC-' Ratings on 2 Note Classes
SANTANDER 2012-2: Moody's Assigns '(P)Ba2' Rating to Class E Notes
SANTANDER 2012-2: S&P Gives 'BB+' Rating on $34MM Class E Notes
SEAWALL 2007-2: Moody's Cuts Rating on Class C Notes to 'Ba1'
STARTS (CAYMAN): S&P Withdraws 'CC' Rating on Notes

STONE TOWER VII: S&P Raises Rating on Class C Notes to 'BB+'
SUMMIT LAKE: S&P Raises Rating on Class B-2L Notes to 'B+'
US CAPITAL: Moody's Raises Ratings on Two Note Classes to 'Caa3'
VENTURE VII: S&P Raises Rating on Class E Notes From 'B+' to 'BB'
VENTURE VIII: S&P Raises Class E Note Rating to 'BB-'; Off Watch

WACHOVIA BANK 2003-C7: S&P Cuts Rating on Class M Certs. to 'B'
WACHOVIA BANK 2004-C15: Moody's Cuts 3 Cert. Class Ratings to 'C'
WAVE 2007-2: Moody's Cuts Ratings on Four Note Classes to Caa3
WAVE 2007-3: Moody's Lowers Rating on Class A-2 Notes to 'Caa3'
WF-RBS COMMERCIAL: Moody's Affirms 'B2' Rating on Class F Cert.

WFRBS COMMERCIAL: Moody's Assigns '(P)B2' Rating to Cl. F Certs.
* S&P Cuts Ratings on 6 Classes From Radian-Related Deals to 'B+'
* S&P Lowers Ratings on 285 Classes From 85 RMBS Transactions
* S&P Places Ratings on 25 Ranches From 19 Corporated-Backed CDOs
* S&P Takes Various Rating Actions on 46 Closed-End Transactions


                            *********


1776 CLO: Moody's Upgrades Rating on Class E Notes to 'Ba3'
-----------------------------------------------------------
Moody's Investors Service has upgraded the ratings of the
following notes issued by 1776 CLO I, Ltd.

US$33,500,000 Class B Senior Secured Floating Rate Notes Due
2020, Upgraded to Aa1 (sf); on June 22, 2011 confirmed at Aa3
(sf);

US$27,000,000 Class C Senior Secured Deferrable Floating Rate
Notes Due 2020, Upgraded to A1 (sf); previously on June 30, 2011
Upgraded to A3 (sf);

US$35,500,000 Class D Secured Deferrable Floating Rate Notes Due
2020, Upgraded to Baa3 (sf); previously on June 30, 2011 Upgraded
to Ba1 (sf); and

US$16,500,000 Class E Secured Deferrable Floating Rate Notes Due
2020, Upgraded to Ba3 (sf); previously on June 30, 2011 Upgraded
to B1 (sf).

Ratings Rationale

Moody's rating actions taken on the notes reflect the benefit of
the short period of time remaining before the end of the deal's
reinvestment period in May 2012. In consideration of the limited
time available for active management of the deal, and therefore
limited ability to effect significant changes to the current
collateral pool, Moody's analyzed the deal assuming a higher
likelihood that the collateral pool characteristics will continue
to maintain a positive "cushion" relative to certain covenant
requirements as seen in the actual collateral quality
measurements. In particular, the deal is assumed to benefit from a
higher collateral pool credit quality (as measured by WARF)
compared to the level at the last rating action in June 2011.
Moody's current modeled WARF is 2181; the last rating action
modeled WARF was at the covenant level of 2603.

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 $494 million, no
defaulted par amount, weighted average default probability of 15%
(implying a WARF of 2181), a weighted average recovery rate upon
default of 44%, and a diversity score of 37. 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.

1776 CLO I, Ltd. issued on April 26, 2006, is a collateralized
loan obligation backed primarily by a portfolio of senior secured
loans.

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

Moody's modeled the transaction using the Binomial Expansion
Technique, as described in Section 2.3.2.1 of the "Moody's
Approach to Rating Collateralized Loan Obligations" rating
methodology published in June 2011. [In addition, due to the low
diversity of the collateral pool, CDOROM 2.8 was used to simulate
a default distribution that was then applied as an input in the
cash flow model.

In addition to the base case analysis, Moody's also performed
sensitivity analyses to test the impact on all rated notes of
various default probabilities. Below is 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% (1745)

Class A1: 0

Class A2: 0

Class B: 0

Class C: +2

Class D: +3

Class E: +2

Moody's Adjusted WARF + 20% (2618)

Class A1: 0

Class A2: 0

Class B: -1

Class C: -2

Class D: -1

Class E: -1

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 2014 and
2016 which may create challenges for issuers to refinance. CLO
notes' performance may also be impacted by 1) the manager's
investment strategy and behavior and 2) divergence in legal
interpretation of CLO documentation by different transactional
parties due to embedded ambiguities.


ALPINE SECURITIZATION: DBRS Confirms 'B' Rating on $67.73MM Debt
----------------------------------------------------------------
DBRS, Inc. has confirmed the rating of R-1 (high) (sf) for the
Commercial Paper ("CP") issued by Alpine Securitization Corp., an
asset-backed commercial paper ("ABCP") vehicle administered by
Credit Suisse, New York branch.  In addition, DBRS has confirmed
the ratings and revised the trance sizes of the aggregate
liquidity facilities ("the Liquidity") provided to Alpine by
Credit Suisse.

The $8,716,172,888 aggregate liquidity facilities are tranched as
follows:

- $8,454,652,252 rated AAA (sf)
- $60,710,219 rated AA (sf)
- $49,261,829 rated A (sf)
- $48,733,939 rated BBB (sf)
- $21,686,831 rated BB (sf)
- $67,731,651 rated B (sf)
- $13,396,167 unrated (sf)

The ratings are based on September 30, 2011 data.

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

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

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

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

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

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


ANTHRACITE 2005-HY2: Moody's Affirms C Rating on Cl. E-FL Notes
---------------------------------------------------------------
Moody's Investors Service has downgraded one and affirmed the
ratings of six classes of Notes issued by Anthracite 2005-HY2 Ltd.
The downgrade is due to additional realized losses since last
review. The affirmations are due to key transaction parameters
performing within levels commensurate with the existing ratings
levels. The rating action is the result of Moody's on-going
surveillance of commercial real estate collateralized debt
obligation (CRE CDO and Re-Remic) transactions.

Cl. A, Affirmed at Baa2 (sf); previously on May 13, 2010
Downgraded to Baa2 (sf)

Cl. B, Downgraded to Caa1 (sf); previously on Apr 29, 2011
Downgraded to B3 (sf)

Cl. C-FL, Affirmed at Caa3 (sf); previously on Apr 29, 2011
Downgraded to Caa3 (sf)

Cl. C-FX, Affirmed at Caa3 (sf); previously on Apr 29, 2011
Downgraded to Caa3 (sf)

Cl. D-FL, Affirmed at Ca (sf); previously on May 13, 2010
Downgraded to Ca (sf)

Cl. D-FX, Affirmed at Ca (sf); previously on May 13, 2010
Downgraded to Ca (sf)

Cl. E-FL, Affirmed at C (sf); previously on May 13, 2010
Downgraded to C (sf)

Ratings Rationale

Anthracite 2005-HY2 Ltd. is a static CRE CDO transaction backed by
a portfolio commercial mortgage backed securities (CMBS) (72.9% of
the current collateral pool balance), rake bonds (15.6%), and real
estate investment trust (REIT) debt (11.5%). As of the February
21, 2012 Trustee report, the aggregate Note balance of the
transaction has decreased to $464.2 million, including Preferred
Shares, from $478.1 million at issuance, with the paydown directed
to the Class A Notes. The paydown was due to principal repayment
of underlying collateral. The current collateral par amount is
$330.0 million; which resulted from $15.7 million in full
amortization of collateral assets and $134.1 million in realized
losses to the collateral pool since securitization, of which $58.8
million is due to additional realized losses since last review.

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

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's has updated credit estimates for the non-Moody's rated
collateral. The bottom-dollar WARF is a measure of the default
probability within a collateral pool. Moody's modeled a bottom-
dollar WARF of 6,242 compared to 6,904 at last review. The
distribution of current ratings and credit estimates is as
follows: Aaa-Aa3 (1.5% compared to 1.3% at last review), A1-A3
(6.9% compared to 1.0% at last review), Baa1-Baa3 (10.3% compared
to 12.3% at last review), Ba1-Ba3 (8.4% compared to 6.4% at last
review), B1-B3 (11.8% compared to 9.2% at last review), and Caa1-C
(61.1% compared to 69.8% at last review).

WAL acts to adjust the probability of default of the collateral in
the pool for time. Moody's modeled to a WAL of 3.4 years compared
to 4.7 at last review.

WARR is the par-weighted average of the mean recovery values for
the collateral assets in the pool. Moody's modeled a fixed WARR of
10.0% compared to 7.8% at last review.

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

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

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

Changes in any one or combination of the key parameters may have
rating implications on certain classes of rated notes. However, in
many instances, a change in key parameter assumptions in certain
stress scenarios may be offset by a change in one or more of the
other key parameters. In general, the rated notes are particularly
sensitive to changes in recovery rate assumptions. Holding all
other key parameters static, changing the recovery rate assumption
down from 10.0% to 5.0% or up to 15.0% would result in average
rating movement on the rated tranches of 0 to 2 notches downward
and 0 to 2 notches upward, respectively.

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

Primary sources of assumption uncertainty are the extent of the
slowdown in growth in the current macroeconomic environment and
commercial real estate property markets. While commercial real
estate property values are beginning to move in a positive
direction, a consistent upward trend will not be evident until the
volume of investment activity increases, distressed properties are
cleared from the pipeline, and job creation rebounds. The hotel
and multifamily sectors continue to show positive signs and
improvements in the office sector continue with minimal additions
to supply. However, office demand is closely tied to employment,
where unemployment remains above long-term averages and business
confidence remains below long-term averages. Performance in the
retail sector has been mixed with lackluster Holiday sales driven
by sales and promotions. Consumer confidence remains low. Across
all property sectors, the availability of debt capital continues
to improve with increased securitization activity of commercial
real estate loans supported by a monetary policy of low interest
rates. Moody's central global macroeconomic scenario reflects: an
overall downward revision of real growth forecasts since last
quarter, amidst ongoing and policy-induced banking sector
deleveraging leading to a tightening of bank lending standards and
credit contraction; financial market turmoil continuing to
negatively impact consumer and business confidence; persistently
high unemployment levels; and weak housing markets resulting in a
further slowdown in 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.


APIDOS CINCO: S&P Raises Rating on Class D From 'B+' to 'BB+'
-------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on all of
the classes from Apidos Cinco CDO, a U.S. collateralized loan
obligation (CLO) transaction managed by Apidos Capital Management
and removed the ratings on the class A-1, A-2b, A-3, B, C, and D
from CreditWatch positive.

"Though the class A-1 and A-2 notes are pari-passu in terms of all
payments, the class A-2a is structured to receive payments ahead
of the class A-2b notes. As a result, the class A-2a can support a
higher rating," S&P said.

"The transaction, which is still in its reinvestment period
(ending May 2014), has a stronger credit quality and fewer
defaulted assets in its collateral pool than when we lowered our
ratings on the notes in February 2010 following the application of
our September 2009 corporate collateralized debt obligation (CDO)
criteria," S&P said.

"Based on the February 2012 monthly trustee report, the
transaction has $2.34 million of collateral rated 'CCC+' and
below, down from $24.09 million in the November 2009 monthly
report, which we used for our February 2010 rating actions. This
decreased the scenario default rates (SDRs) of the transaction,
which increased the credit cushion available to the notes at their
prior rating levels," S&P said.

In addition, the transaction currently has $738,872 in defaulted
positions, down from $6.61 million in November 2009. Since then
all overcollateralization (O/C) ratios have also improved. The
trustee reported the O/C ratios in the February 2012 monthly
report:

* The class A O/C ratio was 123.51%, compared with a reported
   ratio of 122.63% in November 2009;

* The class B O/C ratio was 116.02%, compared with a reported
   ratio of 115.20% in November 2009;

* The class C O/C ratio test was 110.80%, compared with a
   reported ratio of 110.02% in November 2009; and

* The class D O/C ratio test was 107.01%, compared with a
   reported ratio of 106.26% in November 2009.

"We raised our ratings on all classes 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

Apidos Cinco CDO
                        Rating
Class              To           From
A-1                AA+ (sf)     AA (sf)/Watch Pos
A-2a               AAA (sf)     AA+ (sf)
A-2b               AA+ (sf)     AA (sf)/Watch Pos
A-3                AA (sf)      A+ (sf)/Watch Pos
B                  A (sf)       BBB+ (sf)/Watch Pos
C                  BBB (sf)     BB+ (sf)/Watch Pos
D                  BB+ (sf)     B+ (sf)/Watch Pos


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

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

The ratings reflect S&P's view of:

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

* The transaction's credit enhancement, which is sufficient to
   withstand the defaults applicable for the supplemental tests
   (excluding excess spread), and cash flow structure, which can
   withstand the default rate projected by Standard & Poor's CDO
   Evaluator model, as assessed by Standard & Poor's using the
   assumptions and methods outlined in its corporate
   collateralized debt obligation 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 0.3439%-12.5332%," S&P said.

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

             Standard & Poor's 17g-7 Disclosure Report

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

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

         http://standardandpoorsdisclosure-17g7.com

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

Class                 Rating            Amount
                                      (mil. $)
A                     AAA (sf)         270.900
B-1                   AA (sf)           17.950
B-2                   AA (sf)           10.000
C                     A (sf)            43.000
D                     BBB (sf)          22.575
E                     BB (sf)           20.425
Subordinated notes    NR                45.150

NR - Not rated.


ASSET SECURITIZATION 1996-D2: S&P Cuts Class B-1A Rating to 'CCC-
-----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating to 'CCC-
(sf)' from 'B- (sf)' on the class B-1A commercial mortgage pass-
through certificates from Asset securitization Corp.'s series
1996-D2, a U.S. commercial mortgage-backed securities (CMBS)
transaction. "Concurrently, we affirmed our 'BB (sf)' rating on
class A-4 from the same transaction," S&P said.

"Our rating actions follow our analysis of the credit
characteristics of the collateral remaining in the pool, as well
as the deal structure and the liquidity available to the trust. As
of the Feb. 15, 2012 trustee remittance report, 10 loans and one
real estate-owned (REO) asset remained in the trust totaling $31.1
million, compared with 124 loans totaling $879.5 million at
issuance. We constrained the rating on the class A-4 certificates
despite its relatively high credit enhancement levels (73.68%
according to the February 2012 trustee remittance report) due to a
lack of diversity in the trust. The downgrade further reflects
credit support erosion that we anticipate will occur upon the
eventual resolution of the two assets ($16.8 million, 53.9%) that
are with the special servicer. We also considered the monthly
interest shortfalls affecting the trust," S&P said.

"As of the Feb. 15, 2012, trustee remittance report, the trust
experienced interest shortfalls totaling $109,424. The interest
shortfalls were due to appraisal subordinate entitlement reduction
(ASER) amounts totaling $81,580, subordinate class advance
reduction amounts totaling $24,335 and special servicing fees of
$3,509 for the two specially serviced assets. The current monthly
interest shortfalls affected the class B-1B certificates, which we
previously downgraded to 'D (sf)', and caused a reduction in the
liquidity support available to the more senior classes," S&P said.

                    Credit Considerations

As of the Feb. 15, 2012, trustee remittance report, two assets
($16.8 million, 53.9%) in the pool were with the special servicer,
CWCapital Asset Management LLC (CWCapital).

"The Care Centers Pool-1 loan ($8.4 million, 27.0%) was
transferred to special servicing on Sept. 21, 2010, due to an
unauthorized change of operator and manager. The payment status is
in foreclosure. The loan has a total reported exposure of $10.6
million. The loan collateral consists of three skilled nursing
facilities totaling 416 beds in the Chicago market area. CWCapital
has accepted a discounted payoff of the loan and expects it to go
to closing in a few months. Servicer reported combined debt
service coverage (DSC) was 1.79x for the 12 months ended Nov. 30,
2011. An appraisal reduction amount (ARA) of $3.5 million is in
effect against this specially serviced loan. Standard & Poor's
expects a moderate loss upon the eventual disposition of this
loan," S&P said.

"The Woodfin Suites REO asset ($8.4 million, 26.9%) was
transferred to special servicing on Nov. 20, 2009, due to imminent
monetary default and became REO on July 11, 2011. The asset, which
has a total reported exposure of $10.5 million, consists of a 203-
room independently operated hotel in Rockville, Md. According to
CWCapital, the property is currently under contract for sale. An
ARA of $3.1 million is in effect against this asset. Servicer
reported occupancy was 40.0% as of Dec. 31, 2011. Standard &
Poor's anticipates a moderate loss upon the eventual resolution of
this asset," S&P said.

                     Transaction Summary

"As of the Feb. 15, 2012, trustee remittance report, the
collateral pool balance was $31.1 million, which is 3.5% of the
balance at issuance. The pool now includes 10 loans and one REO
asset, down from 124 loans at issuance. There are six defeased
loans ($10.0 million, 32.4%) and two specially serviced assets
($16.8 million, 53.9%). The remaining three loans ($4.3 million,
13.7%) are set forth. The trust experienced $91.4 million in
principal losses from 20 assets to date," S&P said.

The Nags Head Inn loan ($1.8 million, 5.7%) is secured by a 100-
room independently operated hotel in Nags Head, N.C. The master
servicer, Pacific Life Insurance Co. (Pacific Life), reported a
DSC of 0.82x and an occupancy of 48.2% for the year ended Dec. 31,
2011.

The Sierra Pines Mobile Home Park loan ($1.4 million, 4.5%) is
secured by a 188-pad mobile home park in Grass Valley, Calif.
Pacific Life reported a DSC of 4.14x and an occupancy of 99.5% for
the nine months ended Sept. 30, 2011.

The Pioneer Villa Mobile Home Park loan ($1.1 million, 3.5%) is
secured by a 100-pad mobile home park located in Boring, Ore.
Servicer reported DSC was 1.89x and occupancy was 98.0% for the
nine months ended Sept. 30, 2011.

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

            Standard & Poor's 17g-7 Disclosure Report

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

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

   http://standardandpoorsdisclosure-17g7.com/1111488.pdf


BABSON CLO 2012-I: S&P Gives 'BB' Rating on Class D Notes
---------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary
ratings to Babson CLO Ltd. 2012-I/Babson CLO 2012-I LLC's
$361.0 million floating-rate notes.

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

The preliminary ratings are based on information as of March 14,
2012. Subsequent information may result in the assignment of final
ratings that differ from the preliminary ratings.

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

* "The credit enhancement provided to the preliminary rated notes
   through the subordination of cash flows that are payable to the
   subordinated notes," S&P said.

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

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

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

* The asset manager's experienced management team.

* "Our projections regarding the timely interest and ultimate
   principal payments on the preliminary rated notes, which we
   assessed using our cash flow analysis and assumptions
   commensurate with the assigned preliminary ratings under
   various interest-rate scenarios, including LIBOR ranging from
   0.3439% to 12.59%," S&P said.

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

            Standard & Poor's 17g-7 Disclosure Report

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

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

   http://standardandpoorsdisclosure-17g7.com/1111488.pdf

Preliminary Ratings Assigned
Babson CLO Ltd. 2012-I/Babson CLO 2012-I LLC

Class               Rating          Amount
                                  (mil. $)
A-1                 AAA (sf)         233.5
A-2                 AA (sf)           27.2
B (deferrable)      A (sf)            31.0
C (deferrable)      BBB (sf)          18.0
D (deferrable)      BB (sf)           12.0
Subordinated notes  NR                39.3

NR - Not rated.


BANC OF AMERICA 2004-BBA4: S&P Lowered Class K Rating to 'D'
------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BBB (sf)' rating
on the class J commercial mortgage pass-through certificates from
Banc of America Large Loan Inc.'s series 2004-BBA4, a U.S.
commercial mortgage-backed securities (CMBS) transaction.

"The affirmation follows our analysis of the transaction, which
included our revaluation of the remaining two floating-rate loans,
deal structure, and liquidity available to the trust.
Specifically, we considered that class J may be susceptible to
interest shortfalls because one (40.6% of the trust balance)
of the two remaining loans is with the special servicer," S&P
said.

"We based our analysis, in part, on a review of the borrower's
operating statements for the years ended Dec. 31, 2011, Dec. 31,
2010, and Dec. 31, 2009; the borrower's rent roll as of Dec. 31,
2011; and the borrower's 2012 budget," S&P said.

"We previously lowered our rating on class K to 'D (sf)' due to
recurring interest shortfalls. For more details, see 'Banc of
America Large Loan Inc. 2004-BBA4 Rating Lowered On Class K; Class
J Affirmed And Three Ratings Withdrawn,' published Aug. 4, 2010,"
S&P said.

"As of the Feb. 15, 2012, trustee remittance report, the trust
consists of two floating-rate loans indexed to one month LIBOR
totaling $27.0 million. The one-month LIBOR rate was 0.2896%
according to the February 2012 trustee remittance report," S&P
said. Details of the two remaining loans, one of which is
currently with the special servicer, are as set forth.

"The Heritage Square I & II loan, the larger of the two remaining
loans in the transaction, has a trust and whole-loan balance of
$16.0 million (59.4% of the trust balance). The loan is secured by
two office buildings in Farmers Branch, Texas, totaling 354,468
sq. ft. The master servicer, Bank of America N.A. (BofA), has
reported modestly improving net operating income and occupancy for
the office properties in the last three years (62.8% combined
occupancy in 2009, 64.7% in 2010, and 65.3% in 2011). BofA
reported a combined debt service (DSC) coverage of 1.25x for year-
end 2011. Our adjusted valuation, using a 9.25% capitalization
rate, yielded a loan-to-value (LTV) ratio of 125.0% on the trust
balance. According to the master servicer, the loan was assumed
and modified on Oct. 30, 2009, and returned to the master servicer
on Jan. 30, 2010. The terms of the loan modification included, but
were not limited to, extending the loan's maturity to June 12,
2013, with one 24-month extension option remaining. BofA indicated
that the borrower did not pay the workout fees associated with the
loan modification and that the workout fees are being collected
monthly from the trust," S&P said.

"The Arapaho Business Park loan, the smaller of the two remaining
loan in the transaction, has a trust balance of $11.0 million
(40.6%) and a whole-loan balance of $17.6 million. The whole-loan
balance includes a subordinate B-note totaling $6.6 million, which
is held outside the trust. The loan is currently secured by an
eight-building flex office/industrial complex totaling 407,669 sq.
ft. in Richardson, Texas. The loan was transferred to the special
servicer, CT Investment Management Co. Inc. (CT), on Oct. 22,
2008, due to imminent default. The special servicer subsequently
modified the loan in January 2009 to allow the borrower to sell
two of the original 10 buildings securing the loan. According to
CT, the borrower has continued to market the remaining eight
buildings, but no additional buildings have been sold to date.
According to the terms of the modification, the cash flow for each
of the properties is being trapped so that the senior A-note is
paid current interest and periodic principal paydowns while the
payments on the loan's B-note are accruing. It is our
understanding that any additional sales proceeds will be applied
to pay down the A-note. The loan matured on March 9, 2012, and the
special servicer does not have any indication from the borrower
regarding its refinancing options or payoff strategies. The
servicer reported a 1.79x combined DSC for the nine months ended
Sept. 30, 2011, and combined occupancy was 73.0%, according to the
Dec. 31, 2011, rent rolls. Our adjusted valuation, using a
weighted average capitalization rate of 9.29%, yielded a LTV ratio
of 80.5% on the trust balance," S&P said.

             Standard & Poor's 17g-7 Disclosure Report

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

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

         http://standardandpoorsdisclosure-17g7.com


BANC OF AMERICA 2006-1: S&P Raises Class C Certs. Rating to 'BB'
----------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on four
classes of commercial mortgage pass-through certificates from Banc
of America Commercial Mortgage Trust 2006-1, a U.S. commercial
mortgage-backed securities (CMBS) transaction. "Concurrently, we
lowered our ratings on two other classes and affirmed our ratings
on 11 other classes from the same transaction," S&P said.

"Our rating actions follow our analysis of the credit
characteristics of the collateral remaining in the pool, the deal
structure, and the liquidity available to the trust. The upgrades
reflect credit enhancement and liquidity levels that provide
adequate support through various stress scenarios. Our analysis
considered the improved performance of the remaining collateral in
the pool under our 'AAA' stress scenario, as well as our 'AAA'
weighted averages debt service coverage (DSC) and loan-to-value
(LTV) ratio," S&P said.

"The downgrades reflect credit support erosion that we anticipate
will occur upon the eventual resolution of 12 ($139.5 million,
8.5%) of the 15 ($163.9 million, 9.36%) assets that are currently
with the special servicer. We lowered our rating on the class H
certificate to 'D (sf)' because we believe the accumulated
interest shortfalls will remain outstanding for the foreseeable
future," S&P said.

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

"As of the Feb. 10, 2012, trustee remittance report, the trust
experienced a net monthly interest shortfall of $110,890,
primarily due to appraisal subordinate entitlement reduction
(ASER) amounts ($91,150), special servicing fees ($8,808), asset
interest rate modifications ($6,231), and workout fees ($3,536).
The net interest shortfalls affected all classes subordinate to
and including class G. Our analysis indicated that the total
anticipated recurring monthly interest shortfalls will cause
continued interest shortfalls for class H and the classes
subordinate to it 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
class G to 'CCC- (sf)' and class H to 'D (sf)'. We previously
lowered our ratings on classes J through P to 'D (sf)'," S&P said.

"Using servicer-provided financial information, we calculated an
adjusted debt service coverage (DSC) of 1.54x and a LTV ratio of
96.5%. We further stressed the loans' cash flows under our 'AAA'
scenario to yield a weighted average DSC of 1.0x and an LTV ratio
of 126.9%. The implied defaults and loss severity under the 'AAA'
scenario were 63.3% and 35.7%. The DSC and LTV calculations
exclude 12 ($139.5 million, 8.5%) of the transaction's 15 ($163.9
million, 9.3%) specially serviced assets and one ($5.1 million,
0.3%) defeased loan. We separately estimated losses for the
specially serviced assets and included them in our 'AAA' scenario
implied default and loss severity figures," S&P said.

                      Credit Considerations

"As of the Feb. 10, 2012, trustee remittance report, 15 ($163.9
million, 9.3%) assets in the pool were with the special servicer,
Midland Loan Services (Midland). The reported payment status of
the specially serviced assets is: two are in foreclosure ($7.6
million, 0.4%), five are 90-plus-days delinquent ($51.3 million,
2.9%), one is 30 days delinquent ($22.3 million, 1.2%), one is
less than 30 days delinquent ($8.9 million, 0.5%), three are in
grace ($27.1 million, 1.5%), one is a matured balloon loan ($5.5
million, 0.3%), and three are current ($41.0 million, 2.3%).
Appraisal reduction amounts (ARAs) totaling $38.4 million are in
effect for 10 of the specially serviced assets," S&P said.

"The Plaza Antonio loan ($38.5 million, 2.2%) is the sixth-largest
loan in the pool and the largest specially serviced asset. The
loan is secured by the fee interest in a shopping center totaling
105,645 sq. ft. in Rancho Santa Margarita, Calif. The loan was
transferred to the special servicer on Dec. 6, 2011, due to
imminent default. According to the special servicer, the file is
currently under review. The reported DSC as of Sept. 30, 2011, was
0.76x with occupancy of 73%. The most recent inspection reported
the property to be in fair condition. We expect a significant loss
upon the eventual resolution of this asset," S&P said.

"The 34 Peachtree Street loan ($22.3 million, 1.3%) is the second-
largest specially serviced asset in the pool and is collateralized
by an office building totaling 294,083 sq. ft. in Atlanta. The
loan was transferred to the special servicer on Dec. 6, 2011, due
to imminent default. According to the special servicer, the loan
could be modified although various options are under
consideration. As of year-end 2010, the reported DSC was 1.06x. As
of October 2011, the reported occupancy was 72.9%. We expect a
significant loss upon the eventual resolution of this asset," S&P
said.

"The Southlake Flex Portfolio loan ($14.6 million, 0.8%) is the
third-largest specially serviced asset in the pool. The loan is
collateralized by a portfolio of industrial properties totaling
267,385 sq. ft. in Southlake, Texas. The loan was transferred to
the special servicer on Feb. 5, 2010, due to imminent default.
According to the special servicer, a discounted payoff offer from
the borrower is currently being evaluated. We expect a moderate
loss upon the eventual resolution of this asset," S&P said.

"The remaining 12 specially serviced assets have balances that
individually represent less than 0.9% of the total pool balance.
ARAs totaling $38.4 million are in effect against 10 of these
assets. We estimated losses for nine of these assets and arrived
at a weighted average loss severity of 38.7%," S&P said.

                      Transaction Summary

"As of the Feb. 10, 2012, trustee remittance report, the total
pool balance was $1.75 billion, which is 86.0% of the pool balance
at issuance. The pool includes 180 loans, down from 192 loans at
issuance. The master servicer, Bank of America N.A. provided
financial information for 95.2% of the assets in the pool, the
majority of which was full-year 2010 data (48.5%) or data as of
September 2011 (34.6%)," S&P said.

"We calculated a weighted average DSC of 1.43x for the assets in
the pool based on the servicer-reported figures. Our adjusted DSC
and LTV ratio were 1.54x and 96.5%. Our adjusted DSC and LTV
figures exclude 12 ($139.5 million, 8.5%) of the transaction's 15
($163.9 million, 9.3%) specially serviced assets and one ($5.1
million, 0.3%) defeased loan. The weighted average for the
excluded specially serviced assets was 1.06x. To date, the
transaction has experienced $60.0 million in principal losses in
connection with 14 assets. Forty-seven loans ($261.1 million,
14.9%) in the pool are on the master servicers' combined
watchlist. Thirty-seven assets ($386.1 million, 22.0%) have a
reported DSC of less than 1.10x, 28 of which ($179.3 million,
10.2%) have a reported DSC of less than 1.00x," S&P said.

                     Summary Of Top 10 Loans

"The top 10 loans have an aggregate outstanding balance of $650.1
million (37.1%). Using servicer-reported numbers, we calculated a
weighted average DSC of 1.52x for the top 10 assets. Our adjusted
DSC and LTV ratio for the top 10 assets were 1.43x and 92.0%,
respectively. One of the top 10 loans ($38.5 million, 2.2%) is
with the special servicer. In addition, the Frandor Shopping
Center loan ($37.8 million, 2.1%), the seventh-largest loan in the
pool appears on the master servicer's watchlist. The loan is
secured by a retail shopping center totaling 461,081 sq. ft.
located in Lansing, Mich. The loan appears on the master
servicer's watchlist for low DSC. As of year-end 2010, reported
DSC was 1.02x, while the most recent reported occupancy as of
October 2011 was 90.1%," S&P said.

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

             Standard & Poor's 17g-7 Disclosure Report

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

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

         http://standardandpoorsdisclosure-17g7.com

Ratings Raised

Banc of America Commercial Mortgage Trust 2006-1
Commercial mortgage pass-through certificates

                Rating
Class      To           From        Credit enhancement (%)
A-M        A+ (sf)      A- (sf)                      19.82
A-J        BBB (sf)     BB+ (sf)                     11.69
B          BBB- (sf)    BB (sf)                      10.53
C          BB (sf)      BB- (sf)                      9.22

Ratings Lowered

Banc of America Commercial Mortgage Trust 2006-1
Commercial mortgage pass-through certificates

               Rating
Class      To           From        Credit enhancement (%)
G          CCC- (sf)    CCC+ (sf)                     3.41
H          D (sf)       CCC (sf)                      2.10

Ratings Affirmed

Banc of America Commercial Mortgage Trust 2006-1
Commercial mortgage pass-through certificates

Class    Rating                     Credit enhancement (%)
A-2      AAA (sf)                                    30.51
A-3A     AAA (sf)                                    30.51
A-3B     AAA (sf)                                    30.51
A-SBFL   AAA (sf)                                    30.51
A-4      AAA (sf)                                    30.51
A-1A     AAA (sf)                                    30.51
D        B+ (sf)                                      8.06
E        B (sf)                                       6.02
F        B- (sf)                                      4.86
XC       AAA (sf)                                      N/A
XP       AAA (sf)                                      N/A

N/A--Not applicable.


BANC OF AMERICA 2006-4: S&P Cuts 3 Classes of Cert. Ratings to 'D'
------------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on two
classes of commercial mortgage pass-through certificates from Banc
of America Commercial Mortgage Trust 2006-4, a U.S. commercial
mortgage-backed securities (CMBS) transaction. "Concurrently, we
lowered our ratings on nine other classes and affirmed our ratings
on seven other classes from the same transaction," S&P said.

"Our rating actions follow our analysis of the credit
characteristics of the collateral remaining in the pool, the deal
structure, and the liquidity available to the trust. Our raised
ratings on the class A-4 and A-1A certificates to 'AAA' (sf)
reflect credit enhancement and liquidity levels that provide
adequate support through various stress scenarios. Our analysis
also considered the improved performance of the remaining
collateral in the pool," S&P said.

"The downgrades reflect credit support erosion that we anticipate
will occur upon the eventual resolution of 14 ($268.1 million,
11.6%) of the transaction's 18 ($497.4 million, 21.5%) assets that
are currently with the special servicer. We also considered the
monthly interest shortfalls affecting the trust. We lowered our
ratings on the class G, H, and J certificates to 'D (sf)' because
we believe the accumulated interest shortfalls will remain
outstanding for the foreseeable future," S&P said.

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

"As of the Feb. 10, 2012, trustee remittance report, the trust
experienced net interest shortfalls totaling $585,295. The
interest shortfalls were primarily due to appraisal subordinate
entitlement reduction (ASER) amounts ($392,384), special servicing
and workout fees ($144,468), and shortfalls due to an interest
rate modification ($41,429) of one loan. The interest shortfalls
affected class G and all classes subordinate to it. Classes G, H,
and J have experienced cumulative interest shortfalls for two
consecutive months, and we expect these shortfalls to remain
outstanding for the foreseeable future. Consequently, we
downgraded classes G, H, and J to 'D (sf)'," S&P said.

"Our analysis included a review of the credit characteristics of
all the remaining assets in the pool. Using servicer-provided
financial information, we calculated an adjusted debt service
coverage (DSC) of 1.58x and a loan-to-value (LTV) ratio of 102.5%.
We further stressed the loans' cash flows under our 'AAA' scenario
to yield a weighted-average DSC of 0.94x and an LTV ratio of
138.5%. The implied defaults and loss severity under the 'AAA'
scenario were 89.0% and 33.0%. The DSC and LTV calculations
exclude 14 ($268.1 million, 11.6%) of the transaction's 18 ($497.4
million, 21.5%) specially serviced assets as well as one ($4.3
million, 0.2%) defeased loan. We separately estimated losses for
the excluded specially serviced assets and included them in our
'AAA' scenario implied default and loss severity figures," S&P
said.

                     Credit Considerations

"As of the Feb. 10, 2012, trustee remittance report, 18 ($497.4
million, 21.5%) assets in the pool were with the special servicer,
LNR Partners Inc. (LNR). The reported payment status of the
specially serviced assets is: six are real estate owned (REO)
($147.3 million, 6.4%); one is in foreclosure ($35.3 million,
1.5%); three are 90-plus-days delinquent ($23.9 million, 1.0%);
one is less than 30 days delinquent ($21.2 million, 0.9%); three
are matured balloon loans ($48.2 million, 2.1%); and four are
current ($221.5 million, 9.6%). Appraisal reduction amounts (ARAs)
totaling $117.0 million are in effect against 13 of the specially
serviced assets," S&P said.

"The BlueLinx Holdings Portfolio loan ($118.2 million, 5.1%) is
the largest specially serviced loan and second-largest loan in the
pool with a whole loan balance of $236.4 million. The whole loan
consists of two pari passu A notes: a $118.2 million pari passu A-
1 note that is included in this transaction and a $118.2 million
A-2 note that was securitized in the WBCMT 2006-C27 transaction.
The loan was transferred to the special servicer on June 9, 2011,
due to imminent default. The loan is secured by first mortgages
encumbering the fee interests in 57 BlueLinx Corp. warehouse
properties and one office property totaling 9.0 million-sq.-ft.
across 36 states built between 1960 and 1997. LNR indicated that
six properties totaling 539,953 sq. ft. have since been released
from the portfolio, which is in accordance with the original loan
documents. LNR approved a modification proposal, which included a
$19.5 million principal paydown of this loan by the borrower with
no modification to the current interest rate of 6.35%. The
servicer-reported DSC was 1.43x for year-end 2010," S&P said.

"The 55 Park Place asset ($51.3 million, 2.2%) is the second-
largest specially serviced asset and ninth-largest asset in the
pool. The loan was transferred to the special servicer on April 5,
2011, due to imminent monetary default and became REO on Nov. 1,
2011. The asset is a 553,468-sq.-ft. office property in Atlanta,
Ga., built in 1983. An ARA of $15.4 million is in effect against
this asset. We expect a moderate loss upon the resolution of this
asset," S&P said.

"The Congressional North loan ($46.2 million, 2.0%) is the third-
largest specially serviced asset. The loan was transferred to the
special servicer on Jan. 7, 2011, due to imminent payment default.
The loan's payment status is reported as current. The loan is
secured by a 230,072-sq.-ft. mixed-use property in Rockville, Md.
The loan has been modified, and according to LNR, has since been
returned to the trust. The DSC was 1.08x for the nine months ended
Sept. 30, 2011," S&P said.

"The Boulder Park Apartments loan ($43.7 million, 1.9%) is the
fourth-largest specially serviced asset. The loan was transferred
to the special servicer on Jan. 13, 2011 due to imminent payment
default. The loan's payment status is reported as current. The
loan is secured by a 482-unit multifamily property in Nashua, N.H.
The special servicer indicated that the loan is performing and
will soon be returned to the trust. The DSC was 1.01x at year-end
2010," S&P said.

"The Empirian Park Row Apartments asset ($38.4 million, 1.7%) is
the fifth-largest specially serviced asset and has a total trust
exposure of $42.3 million. The loan was transferred to the special
servicer on Jan. 6, 2010, due to monetary default and became REO
on Aug. 3, 2010. The loan is secured by a 390-unit multifamily
property in Houston, Texas. The special servicer indicated that
the asset will be marketed for sale in the near term. An ARA of
$18.0 million is in effect against this asset. We expect a
significant loss upon the resolution of this asset," S&P said.

"The remaining 13 specially serviced assets have individual
balances that represent less than 1.6% of the total pool balance.
ARAs totaling $75.3 million were in effect against ten of the
remaining specially serviced assets. Standard & Poor's estimated a
weighted-average loss severity of 45.4% for 12 of the remaining
specially serviced assets. One of the 13 remaining assets was
not included in the above weighted-average loss severity figure
because the loan was modified," S&P said.

                      Transaction Summary

As of the Feb. 10, 2012, trustee remittance report, the collateral
pool balance was $2.31 billion, which is 84.8% of the balance at
issuance. The pool includes 131 loans and six REO assets, down
from 164 loans at issuance. The master servicer, Bank of America
N.A., provided financial information for 93.4% of the asset
balance, which reflected partial-year 2011, full-year 2010, and
partial-year 2009 data.

"We calculated a weighted average DSC of 1.47x for the loans in
the pool based on the servicer-reported figures. Our adjusted DSC
and LTV ratio were 1.58x and 102.5%. Our adjusted figures reflect
our examination of more recent reporting information for several
loans. Furthermore, these figures exclude 14 ($268.1 million,
11.6%) of the transaction's 18 ($497.4 million, 21.5%) specially
serviced assets, for which we separately estimated losses, and one
($4.3 million, 0.2%) defeased loan. The weighed average DSC for
eight ($136.8 million, 5.9%) of the excluded specially serviced
assets for which we were provided financial information was 1.32x.
The transaction has experienced $84.8 million in principal losses
to date from 17 assets. Thirty-three loans ($485.3 million, 21.0%)
in the pool are on the master servicer's watchlist, including the
largest- ($182.2 million, 7.9%) and 10th-largest ($50.0 million,
2.2%) loans in the pool, which are discussed below. Twenty-nine
loans ($372.9 million, 16.1%) have reported DSC of less than
1.10x, 18 of which ($197.3 million, 8.5%) have reported DSC below
1.00x," S&P said.

                     Summary Of The Top 10 Loans

"The top 10 loans have an aggregate outstanding balance of $992.0
million (37.8%). We calculated an adjusted DSC and LTV ratio of
1.48x and 102.9% for the top 10 loans. The largest and 10th-
largest loans in the pool are on the master servicer's watchlist,"
S&P said.

"The Technology Corners at Moffett Park loan ($182.2 million,
7.9%), the largest loan in the pool, is secured by a 715,988-sq.-
ft. class A office complex in Sunnyvale, Calif., a suburb of San
Jose. Bank of America placed the loan on its watchlist due to the
near-term lease expiration of the master lessee, Ariba Inc., on
Jan. 14, 2013. According to the master servicer, the borrower
recently executed a new lease with Google Inc., which will occupy
the entire space starting April 1, 2013. Google's lease expires
March 31, 2022. Our analysis for this loan considered the new
lease executed with Google. The servicer-reported DSC was 2.18x
for the nine months ending Sept. 30, 2011," S&P said.

"The Tuscany Apartments loan ($50.0 million, 2.2%), the 10th-
largest loan in the pool, is secured by a 120-unit multifamily
property in Los Angeles, built in 2006. The property serves as
student housing for USC University. Bank of America placed the
loan on its watchlist due to a low reported DSC. The servicer-
reported DSC and occupancy were 0.86x and 78.3% for year-end Dec.
31, 2011," S&P said.

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

             Standard & Poor's 17g-7 Disclosure Report

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

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

         http://standardandpoorsdisclosure-17g7.com

Ratings Raised

Bank of America Commercial Mortgage Securities Inc 2006-4
Commercial mortgage pass-through certificates

               Rating
Class       To          From           Credit enhancement (%)
A-4         AAA  (sf)    AA (sf)       31.69
A-1A        AAA   (sf)   AA (sf)       31.69

Ratings Lowered

Bank of America Commercial Mortgage Securities Trust 2006-4
Commercial mortgage pass-through certificates

                Rating
Class       To          From           Credit enhancement (%)
A-J         BB(sf)      BBB-(sf)       11.22
B           BB-(sf)     BB+ (sf)       10.33
C           B+(sf)      BB (sf)        8.86
D           B (sf)      BB- (sf)       7.83
E           B-(sf)      B+ (sf)        7.09
F           CCC+(sf)    B+ (sf)        6.06
G           D (sf)      B- (sf)        4.59
H           D (sf)      CCC (sf)       3.11
J           D (sf)      CCC- (sf)      1.93

Ratings Affirmed

Bank of America Commercial Mortgage Securities Trust 2006-4
Commercial mortgage pass-through certificates

Class       Rating                  Credit enhancement (%)
A-2         AAA (sf)                31.69
A-3A        AAA (sf)                31.69
A-3B        AAA (sf)                31.69
A-AB        AAA (sf)                31.69
A-M         A-  (sf)                16.98
XC          AAA (sf)                  N/A
XP          AAA (sf)                  N/A

N/A-Not applicable.


BEAR STEARNS: Moody's Cuts Ratings on Four RMBS Tranches to 'C'
---------------------------------------------------------------
Moody's Investors Service has upgraded five tranches, downgraded
36 tranches, and confirmed the ratings on 17 tranches from four
RMBS transactions issued by Bear Stearns ARM Trust. The collateral
backing these deals primarily consists of first-lien, fixed and
adjustable-rate Jumbo residential mortgages. The actions impact
approximately $518.2 million of RMBS issued in 2003 and 2004.

Complete rating actions are as follows:

Issuer: Bear Stearns ARM Trust 2003-7

Cl. I-A, Confirmed at Aa3 (sf); previously on Dec 22, 2011 Aa3
(sf) Placed Under Review Direction Uncertain

Cl. II-A, Downgraded to Baa2 (sf); previously on Dec 22, 2011 Baa1
(sf) Placed Under Review Direction Uncertain

Cl. III-A, Confirmed at A2 (sf); previously on Dec 22, 2011 A2
(sf) Placed Under Review Direction Uncertain

Cl. IV-AM, Downgraded to A3 (sf); previously on Dec 22, 2011 A2
(sf) Placed Under Review Direction Uncertain

Cl. V-A, Confirmed at A3 (sf); previously on Dec 22, 2011 A3 (sf)
Placed Under Review Direction Uncertain

Cl. VI-A, Confirmed at A2 (sf); previously on Dec 22, 2011 A2 (sf)
Placed Under Review Direction Uncertain

Cl. VII-A, Confirmed at A2 (sf); previously on Dec 22, 2011 A2
(sf) Placed Under Review Direction Uncertain

Cl. VIII-A, Confirmed at A2 (sf); previously on Dec 22, 2011 A2
(sf) Placed Under Review Direction Uncertain

Cl. IX-A, Downgraded to Baa1 (sf); previously on Dec 22, 2011 A3
(sf) Placed Under Review Direction Uncertain

Cl. B-1, Downgraded to B1 (sf); previously on Dec 22, 2011 Ba3
(sf) Placed Under Review Direction Uncertain

Cl. B-2, Downgraded to Ca (sf); previously on May 6, 2011
Downgraded to Caa3 (sf)

Issuer: Bear Stearns ARM Trust 2003-8

Cl. I-A-1, Confirmed at Baa3 (sf); previously on Dec 22, 2011 Baa3
(sf) Placed Under Review Direction Uncertain

Cl. I-A-2, Confirmed at Ba1 (sf); previously on Dec 22, 2011 Ba1
(sf) Placed Under Review Direction Uncertain

Cl. II-A-1, Confirmed at Baa3 (sf); previously on Dec 22, 2011
Baa3 (sf) Placed Under Review Direction Uncertain

Cl. II-A-2, Confirmed at Ba1 (sf); previously on Dec 22, 2011 Ba1
(sf) Placed Under Review Direction Uncertain

Cl. III-A, Confirmed at Baa3 (sf); previously on Dec 22, 2011 Baa3
(sf) Placed Under Review Direction Uncertain

Cl. IV-A-1, Upgraded to Baa1 (sf); previously on Jan 31, 2012 Baa3
(sf) Placed Under Review for Possible Upgrade

Cl. IV-A-2, Upgraded to Baa3 (sf); previously on Dec 22, 2011 Ba1
(sf) Placed Under Review Direction Uncertain

Cl. V-A, Confirmed at Baa2 (sf); previously on Dec 22, 2011 Baa2
(sf) Placed Under Review Direction Uncertain

Cl. B-1, Confirmed at Caa2 (sf); previously on Dec 22, 2011 Caa2
(sf) Placed Under Review Direction Uncertain

Cl. B-2, Downgraded to C (sf); previously on Dec 22, 2011 Ca (sf)
Placed Under Review for Possible Downgrade

Issuer: Bear Stearns ARM Trust 2003-9

Cl. I-A-1, Confirmed at Baa1 (sf); previously on Dec 22, 2011 Baa1
(sf) Placed Under Review for Possible Upgrade

Cl. I-A-2, Confirmed at Baa1 (sf); previously on Dec 22, 2011 Baa1
(sf) Placed Under Review for Possible Upgrade

Cl. I-A-3, Confirmed at Baa1 (sf); previously on Dec 22, 2011 Baa1
(sf) Placed Under Review for Possible Upgrade

Cl. II-A-1, Downgraded to A3 (sf); previously on Dec 22, 2011 A2
(sf) Placed Under Review for Possible Upgrade

Cl. II-A-2, Downgraded to A3 (sf); previously on Dec 22, 2011 A2
(sf) Placed Under Review for Possible Upgrade

Cl. II-A-3, Downgraded to A3 (sf); previously on Dec 22, 2011 A2
(sf) Placed Under Review for Possible Upgrade

Cl. III-A-1, Upgraded to A1 (sf); previously on Dec 22, 2011 A2
(sf) Placed Under Review for Possible Upgrade

Cl. III-A-2, Upgraded to A1 (sf); previously on Dec 22, 2011 A2
(sf) Placed Under Review for Possible Upgrade

Cl. III-A-3, Upgraded to A1 (sf); previously on Dec 22, 2011 A2
(sf) Placed Under Review for Possible Upgrade

Cl. IV-A-1, Confirmed at A2 (sf); previously on Dec 22, 2011 A2
(sf) Placed Under Review for Possible Upgrade

Cl. B-1, Downgraded to B1 (sf); previously on Dec 22, 2011 Ba3
(sf) Placed Under Review for Possible Upgrade

Cl. B-2, Downgraded to C (sf); previously on May 6, 2011
Downgraded to Ca (sf)

Issuer: Bear Stearns ARM Trust 2004-1

Cl. I-1-A-1, Downgraded to Caa2 (sf); previously on May 6, 2011
Downgraded to B1 (sf)

Cl. I-1-A-2, Downgraded to Caa2 (sf); previously on May 6, 2011
Downgraded to B1 (sf)

Cl. I-1-A-3, Downgraded to Caa2 (sf); previously on May 6, 2011
Downgraded to B1 (sf)

Cl. I-2-A-1, Downgraded to B2 (sf); previously on May 6, 2011
Downgraded to Ba2 (sf)

Cl. I-2-A-2, Downgraded to B2 (sf); previously on May 6, 2011
Downgraded to Ba2 (sf)

Cl. I-2-A-3, Downgraded to B2 (sf); previously on May 6, 2011
Downgraded to Ba2 (sf)

Cl. I-2-A-4A, Downgraded to B1 (sf); previously on Jan 31, 2012
Ba1 (sf) Placed Under Review for Possible Downgrade

Cl. I-2-A-4M, Downgraded to Caa2 (sf); previously on Dec 22, 2011
B1 (sf) Placed Under Review Direction Uncertain

Cl. I-2-A-5, Downgraded to B2 (sf); previously on May 6, 2011
Downgraded to Ba2 (sf)

Cl. I-3-A-1, Downgraded to B2 (sf); previously on May 6, 2011
Downgraded to Ba3 (sf)

Cl. I-3-A-2, Downgraded to B2 (sf); previously on May 6, 2011
Downgraded to Ba3 (sf)

Cl. I-3-A-3, Downgraded to B2 (sf); previously on May 6, 2011
Downgraded to Ba3 (sf)

Cl. I-4-A-1, Downgraded to Caa2 (sf); previously on Jan 31, 2012
Ba3 (sf) Placed Under Review for Possible Downgrade

Cl. I-4-A-2, Downgraded to Caa2 (sf); previously on Jan 31, 2012
Ba3 (sf) Placed Under Review for Possible Downgrade

Cl. I-5-A-1, Downgraded to Caa2 (sf); previously on May 6, 2011
Downgraded to B1 (sf)

Cl. I-5-A-2, Downgraded to Caa2 (sf); previously on May 6, 2011
Downgraded to B1 (sf)

Cl. I-5-A-3, Downgraded to Caa2 (sf); previously on May 6, 2011
Downgraded to B1 (sf)

Cl. I-6-A-1, Downgraded to Caa1 (sf); previously on Dec 22, 2011
Ba3 (sf) Placed Under Review Direction Uncertain

Cl. I-7-A-1, Downgraded to B1 (sf); previously on Jan 31, 2012 Ba1
(sf) Placed Under Review for Possible Downgrade

Cl. II-1-A-1, Downgraded to Ba3 (sf); previously on Jan 31, 2012
Baa3 (sf) Placed Under Review for Possible Downgrade

Cl. II-2-A-1, Downgraded to Ba3 (sf); previously on Jan 31, 2012
Baa3 (sf) Placed Under Review for Possible Downgrade

Cl. II-3-A-1, Downgraded to Ba2 (sf); previously on Jan 31, 2012
Baa2 (sf) Placed Under Review for Possible Downgrade

Cl. I-B-1, Downgraded to C (sf); previously on Dec 22, 2011 Ca
(sf) Placed Under Review for Possible Downgrade

Cl. II-B-1, Downgraded to Caa3 (sf); previously on Jan 31, 2012 B3
(sf) Placed Under Review for Possible Downgrade

Cl. II-B-2, Downgraded to C (sf); previously on May 6, 2011
Downgraded to Ca (sf)

Ratings Rationale

These actions correct an error in the Structured Finance
Workstation cash flow model used by Moody's in rating these
transactions, specifically in how the model handled cash
distribution from prepayments between senior and subordinate
certificates. When rating these deals, the error in the model led
to some senior certificates not being credited with the
appropriate amount of principal prepayments.In transactions
involving multiple loan pools the cash flow modeling was
conservative in determining when some performance triggers would
send 100% of prepayments to the senior certificates in deals. It
should be noted that model-generated output is but one factor
considered by Moody's in rating these transactions.

Moody's also assessed deal performance to date and applied its
recently updated "Pre-2005 US RMBS Surveillance Methodology"
published in January 2012, which also impacted the final rating
actions. Therefore, certain of the rating of the rating downgrades
announced today can be attributed to specific deal performance
deteterioration.

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

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

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

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

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

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

The following transactions included in these rating actions follow
the "individual group trigger" approach when calculating
performance triggers:

BEAR STEARNS ARM TRUST 2003-7

BEAR STEARNS ARM TRUST 2003-8

BEAR STEARNS ARM TRUST 2003-9

BEAR STEARNS ARM TRUST 2004-1

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

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

The methodologies used in these ratings were "Moody's Approach to
Rating US Residential Mortgage-Backed Securities" published in
December 2008 and "Pre-2005 US RMBS Surveillance Methodology"
published in January 2012.

The above mentioned approach is also adjusted slightly when
estimating losses on pools left with a small number of loans to
account for the volatile nature of small pools. Even if a few
loans in a small pool become delinquent, there could be a large
increase in the overall pool delinquency level due to the
concentration risk. To project losses on pools with fewer than 100
loans, Moody's first estimates a "baseline" average rate of new
delinquencies for the pool that varies from 3% to 10% on average.
The baseline rates are higher than the average rate of new
delinquencies for larger pools for the respective vintages.

Once the baseline rate is set, further adjustments are made based
on 1) the number of loans remaining in the pool and 2) the level
of current delinquencies in the pool. The volatility of pool
performance increases as the number of loans remaining in the pool
decreases. Once the loan count in a pool falls below 75, the rate
of delinquency is increased by 1% for every loan less than 75. For
example, for a pool with 74 loans with a base rate of new
delinquency of 3.00%, the adjusted rate of new delinquency would
be 3.03%. In addition, if current delinquency levels in a small
pool is low, future delinquencies are expected to reflect this
trend. To account for that, the rate calculated above is
multiplied by a factor ranging from 0.75 to 2.5 for current
delinquencies ranging from less than 2.5% to greater than 10%
respectively. Delinquencies for subsequent years and ultimate
expected losses are projected using the approach described in the
"Pre-2005 US RMBS Surveillance Methodology" publication.

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

A list of these actions including CUSIP identifiers may be found
at http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF278468

A list of updated estimated pool losses and sensitivity analysis
is being posted on an ongoing basis for the duration of this
review period and may be found at:

http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF243269


BEAR STEARNS 2006-PWR14: S&P Cuts Ratings on 3 Classes to 'D'
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on eight
classes of commercial mortgage pass-through certificates from Bear
Stearns Commercial Mortgage Securities Trust 2006-PWR14, a U.S.
commercial mortgage-backed securities (CMBS) transaction. "In
addition, we affirmed our ratings on 10 other classes from the
same transaction," S&P said.

"Our rating actions follow our analysis of the transaction
structure and the liquidity available to the trust. The downgrades
primarily reflect credit support erosion that we anticipate will
occur upon the eventual resolution of 10 ($82.6 million, 3.8%) of
the transaction's 13 ($186.7 million, 8.7%) loans currently with
the special servicer. We lowered our ratings on classes G, H, and
J to 'D (sf)' because we believe the accumulated interest
shortfalls will remain outstanding for the foreseeable future,"
S&P said.

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

"Our analysis included a review of the credit characteristics of
all of the remaining loans in the pool. Using servicer-provided
financial information, we calculated an adjusted debt service
coverage (DSC) of 1.29x and a loan-to-value (LTV) ratio of 111.5%.
We further stressed the loans' cash flows under our 'AAA' scenario
to yield a weighted average DSC of 0.89x and an LTV ratio of
153.2%. The implied defaults and loss severity under the 'AAA'
scenario were 76.7% and 40.3%, respectively. All of the DSC and
LTV calculations exclude 10 ($82.6 million, 3.8%) of the
transaction's 13 ($186.7 million, 8.7%) loans currently with the
specially servicer. We separately estimated losses for these loans
and included them in the 'AAA' scenario implied default and loss
severity figures," S&P said.

"As of the Feb. 13, 2012, trustee remittance report, the trust
experienced total monthly interest shortfalls of $563,695, due
primarily to appraisal subordinate entitlement reduction (ASER)
amounts ($159,534), special servicing fees and workout fees
($39,768), and loan rate modifications ($16,792). The remittance
report also reflected 'other shortfalls' totaling $336,558, which
the master servicer indicated is due to a one-time retroactive
application of a loan rate modification associated with the Ramada
Plaza - LaGuardia Airport ($22.0 million, 1.0%) specially serviced
loan. The interest shortfalls affected all classes subordinate to
and including class D. We expect that the interest shortfalls
affecting classes G, H, and J will continue for the foreseeable
future, and consequently we lowered our ratings on these classes
to 'D (sf)'," S&P said.

                       Credit Considerations

As of the Feb. 13, 2012, trustee remittance report, 12 ($181.3
million, 8.4%) loans in the pool were with the special servicer,
C-III Asset Management LLC. Subsequent to the release of this
report, the Tuckerton Plaza loan ($5.4 million, 0.3%) was also
transferred to the special servicer. The reported payment status
of the 13 specially serviced loans is: three ($41.2 million, 1.9%)
are in foreclosure; six ($55.1 million, 2.6%) are 90-plus days
delinquent; one ($5.4 million, 0.3%) is 60 days delinquent; one
($17.0 million, 0.8%) is 30 days delinquent; one ($2.9 million,
0.1%) is a matured balloon loan; and one ($65.0 million, 3.0%) is
current. Appraisal reduction amounts (ARAs) totaling $32.3 million
were in effect for 10 of the specially serviced loans.

The Philips at Sunrise Shopping Center loan ($65.0 million, 3.0%),
the sixth-largest loan in the pool and the largest specially
serviced loan, is secured by a 414,082-sq.-ft. retail property in
Massapequa, N.Y. The loan was transferred to the special servicer
in November 2011 due to litigation issues between the borrower and
lender. The loan's payment status was reported as being current.
As of June 2011, reported DSC and occupancy were 0.83x and 97.0%,"
S&P said.

"The Piedmont Mall loan ($32.5 million, 1.5%), the second-largest
specially serviced loan, is secured by a 474,280-sq.-ft. retail
property in Danville, Va. The loan was transferred to the special
servicer in April 2009 and the payment status is reported as being
in foreclosure. Recent financial reporting information is not
available. There is an ARA of $10.4 million in effect against the
loan. We expect a significant loss upon the eventual resolution of
this loan," S&P said.

"The Ramada Plaza - LaGuardia Airport loan ($22.0 million, 1.0%),
the third-largest specially serviced loan, is secured by a 214-
room lodging property in Flushing, N.Y. The loan was transferred
to the special servicer in January 2010 for imminent payment
default and the reported payment status is 90-plus-days
delinquent. Recent financial reporting information is not
available. An ARA of $5.6 million was reported for this loan.
According to the special servicer, the loan was recently modified
and is being monitored for return to the master servicer," S&P
said.

"The 10 remaining specially serviced loans have individual
balances that represent less than 1.0% of the total pool balance.
ARAs totaling $16.3 million are in effect against eight of the
loans. We estimated losses for nine of the 10 remaining specially
serviced loans, arriving at a weighted average loss severity of
37.5%. The special servicer indicated that it is finalizing a
loan modification for the remaining loan," S&P said.

                      Transaction Summary

As of the Feb. 13, 2012, trustee remittance report, the
transaction had a trust balance of $2.15 billion, down from $2.47
billion at issuance. The pool currently includes 223 loans. The
master servicers, Wells Fargo Commercial Mortgage Servicing and
Prudential Asset Resources, provided financial information for
93.9% of the pool (by balance), the majority of which reflected
full-year 2010 or partial-year 2011 data.

"We calculated a weighted average DSC of 1.30x for the pool based
on the reported figures. Our adjusted DSC and LTV ratio were 1.29x
and 111.5%, which exclude 10 ($82.6 million, 3.8%) of the
transaction's 13 ($186.7 million, 8.7%) loans currently with the
special servicer, for which we separately estimated losses. To
date, the trust has experienced $46.2 million in principal losses
related to 18 assets. Eighty-nine loans ($671.4 million, 31.2%),
including two ($73.2 million, 3.4%) of the top 10 loans in the
pool, are on the master servicers' combined watchlist. Sixty-two
($616.0 million, 28.6%) loans have a reported DSC under 1.10x, 38
($406.4 million, 18.9%) of which have a reported DSC under 1.00x,"
S&P said.

                      Summary Of Top 10 Loans

"The top 10 loans have an aggregate outstanding trust balance of
$642.8 million (29.9%). Using servicer-reported numbers, we
calculated a weighted average DSC of 1.26x for the top 10 loans.
Our adjusted DSC and LTV ratio for the top 10 loans were 1.17x and
122.4%. One ($65.0 million, 3.0%) of the top 10 loans is with the
special servicer. In addition, two ($73.2 million, 3.4%) of the
top 10 loans are on the master servicers' combined watchlist," S&P
said.

"The Fountain Square loan ($39.3 million, 1.8%), the ninth-largest
loan in the pool, is on the master servicers' combined watchlist
due to low reported DSC, which was 0.88x as of December 2010. The
loan is secured by a 165,872-sq.-ft. retail property in
Brookfield, Wi. The reported occupancy was 100% as of June
2011," S&P said.

"The Drury Inn Portfolio loan ($34.0 million, 1.6%), the 10th-
largest loan in the pool, is on the master servicers' combined
watchlist due to a low reported combined DSC, which was 0.76x as
of December 2010. The loan is secured by three lodging properties
totaling 453 rooms. Two of the properties are located in San
Antonio, Texas, and one is located in Albuquerque, N.M. The
reported combined occupancy was 57.5% as of September 2011," S&P
said.

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

             Standard & Poor's 17g-7 Disclosure Report

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

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

         http://standardandpoorsdisclosure-17g7.com

Ratings Lowered

Bear Stearns Commercial Mortgage Securities Trust 2006-PWR14

Commercial mortgage pass-through certificates
             Rating
Class  To              From          Credit enhancement (%)
B      BB+ (sf)        BBB- (sf)                       8.29
C      BB (sf)         BB+ (sf)                        7.15
D      B+ (sf)         BB (sf)                         5.43
E      B (sf)          BB- (sf)                        4.43
F      CCC+ (sf)       B+ (sf)                         3.28
G      D (sf)          B (sf)                          2.13
H      D (sf)          CCC- (sf)                       0.99
J      D (sf)          CCC- (sf)                       0.56

Ratings Affirmed

Bear Stearns Commercial Mortgage Securities Trust 2006-PWR14

Commercial mortgage pass-through certificates
Class    Rating                Credit enhancement (%)
A-2      AAA (sf)                               32.22
A-3      AAA (sf)                               32.22
A-AB     AAA (sf)                               32.22
A-4      AAA (sf)                               32.22
A-1A     AAA (sf)                               32.22
A-M      A+ (sf)                                20.76
A-J      BBB (sf)                               10.44
X-1      AAA (sf)                                 N/A
X-2      AAA (sf)                                 N/A
X-W      AAA (sf)                                 N/A

N/A - Not applicable.


CALLIDUS DEBT: Moody's Lifts Rating on Class C Notes From 'Ba1'
---------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of the
following notes issued by Callidus Debt Partners CLO Fund IV, Ltd.

US$25,000,000 Class A-2 Senior Secured Floating Rate Notes Due
2020, Upgraded to Aa1 (sf); previously on August 25, 2011
Upgraded to Aa2 (sf);

US$26,500,000 Class B Senior Secured Deferrable Floating Rate
Notes Due 2020, Upgraded to A2 (sf); previously on August 25,
2011 Upgraded to A3 (sf);

US$25,000,000 Class C Senior Secured Deferrable Floating Rate
Notes Due 2020, Upgraded to Baa3 (sf); previously on August 25,
2011 Ba1 (sf).

Ratings Rationale

Moody's rating actions taken on the notes reflect the benefit of
the short period of time remaining before the end of the deal's
reinvestment period in April 2012. In consideration of the limited
time available for active management of the deal, and therefore
limited ability to effect significant changes to the current
collateral pool, Moody's analyzed the deal assuming a higher
likelihood that the collateral pool characteristics will continue
to maintain a positive "cushion" relative to certain covenant
requirements as seen in the actual collateral quality
measurements. In particular, the deal is assumed to benefit from a
higher collateral pool credit quality (as measured by WARF) and
collateral spread (as measured by the weighted average spread)
compared to the levels at the last rating action in August 2011.

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 $496 million,
defaulted par of approximately $388,000, weighted average default
probability of 18% (implying a WARF of 2560), a weighted average
recovery rate upon default of 50%, weighted average spread of
3.44% and a diversity score of 74. 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.

Callidus Debt Partners CLO Fund IV, Ltd., issued in April 2006, is
a collateralized loan obligation backed primarily by a portfolio
of senior secured loans.

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

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

In addition to the base case analysis described above, Moody's
also performed sensitivity analyses to test the impact on all
rated notes of various default probabilities. Below is 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% (2048)

Class A1A: 0

Class A1B: 0

Class A2: 0

Class B: +2

Class C: +2

Class D: +1

Moody's Adjusted WARF + 20% (3072)

Class A1A: 0

Class A1B: 0

Class A2: -1

Class B: -2

Class C: -2

Class D: -1

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 2014 and
2016 which may create challenges for issuers to refinance. CLO
notes' performance may also be impacted by 1) the manager's
investment strategy and behavior and 2) divergence in legal
interpretation of CLO documentation by different transactional
parties due to embedded ambiguities.


CAPTEC FRANCHISE: Moody's Reviews Securities Ratings for Upgrade
----------------------------------------------------------------
Moody's Investors Service has placed on review for possible
upgrade five securities from Captec Franchise Loan, the complete
rating action is as follows:

Issuer: Captec Franchise Trust 1999-1

Class C, Ba3 (sf) Placed Under Review for Possible Upgrade;
previously on Mar 21, 2011 Upgraded to Ba3 (sf)

Issuer: Captec Grantor Trusts 2000-1

Class A-2, B1 (sf) Placed Under Review for Possible Upgrade;
previously on Feb 17, 2006 Downgraded to B1 (sf)

Class B, Caa2 (sf) Placed Under Review for Possible Upgrade;
previously on Feb 17, 2006 Downgraded to Caa2 (sf)

Issuer: Franchise Loan Trust 1998-I

Class A-3, Ba2 (sf) Placed Under Review for Possible Upgrade;
previously on Aug 18, 2004 Downgraded to Ba2 (sf)

Class B, Caa1 (sf) Placed Under Review for Possible Upgrade;
previously on Aug 18, 2004 Downgraded to Caa1 (sf)

Ratings Rationale

The securities listed above were placed on review for possible
upgrade due to the high levels of credit enhancement available to
them, relative to the current ratings. The credit support for the
notes consists solely of subordination. As the deals amortize, the
sequential payment waterfall allows for the subordination
percentages available to the senior notes to increase over time.

As of January 30th reporting date, the Class A-2 note and Class B
note from the 1998-1 transaction have 57% and 21% total credit
enhancement respectively. The Class C note from the 1999-1
transaction has 59% credit enhancement. The Class A-3 and Class B
note from the 2000-1 transaction have 48% and 15% credit
enhancement respectively. Exposure to single franchise concepts
remain a credit negative for these deals with significant
concentrations in the Taco Bell, Applebees, Wendy's and Burger
King brands.

During the review period, Moody's will assess performance of the
large borrower concentrations along with any future stresses on
the rest of the collateral pool. Moody's will also qualitatively
assess the business challenges currently faced by the restaurant
industry.

Methodology:

In order to estimate losses on the collateral pool, Moody's
calculates the expected loss given default of the obligors that
have become nonperforming, and also estimates future losses on
performing portion of the pool, all as a percentage of the
outstanding pool. In evaluating the nonperforming loans, key
factors include collateral valuations and expected recovery rates,
volatility around those recovery rates, historical obligor
performance, time until recovery or liquidation on defaulted
obligors, concessions due to restructuring which may negatively
impact the overall cash flow of the trust and/or the collateral,
and future industry expectations.

Net losses are then evaluated against the available credit
enhancement provided by overcollateralization, subordination, and
excess spread. Sufficiency of coverage is considered in light of
remaining borrower concentrations and concepts, remaining bond
maturities, and economic outlook. The primary sources of
uncertainty in the performance of these transactions are the
successfulness of workout strategies for loans requiring special
servicing , as well as the current macroeconomic environment and
its impact on the restaurant and fast food industry.


CARLYLE GLOBAL: Moody's Assigns '(P)Ba2' Rating to Class E Notes
----------------------------------------------------------------
Moody's Investors Service has assigned the following provisional
ratings to notes to be issued by Carlyle Global Market Strategies
CLO 2012-1, Ltd. (the "Issuer" or "Carlyle 2012-1"):

US$320,000,000 Class A Senior Floating Rate Notes due 2022 (the
"Class A Notes"), Assigned (P)Aaa (sf)

US$22,725,000 Class E Secured Deferrable Floating Rate Notes due
2022 (the "Class E Notes"), Assigned (P)Ba2 (sf)

US$10,000,000 Combination Notes due 2022 (comprised of $7.2
million of the Combination Note Class B Component, $775,000 of
the Combination Note Class F Component, and $2.025 million of the
Combination Note Subordinated Note Component) (the "Combination
Notes"), Assigned (P)Baa3 (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 loss posed to noteholders relative to
the promise of receiving the present value of all required
interest and principal payments. The provisional ratings reflects
the risks due to defaults on the underlying portfolio of loans,
the transaction's legal structure, and the characteristics of the
underlying assets.

Moody's provisional rating of the Combination Notes only addresses
the expected loss posed to the noteholders relative to the promise
of receiving amounts totaling the Combination Note Rated Balance
(10 million at Closing). The rating does not address any interest
payments or additional amounts that a noteholder could receive.

Carlyle 2012-1 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
secured notes and bonds. The underlying portfolio is expected to
be 80% ramped up as of the closing date.

In addition to the Class A Notes, Class E Notes and Combination
Notes rated by Moody's, the Issuer will issue five additional
tranches, including subordinated notes. In accordance with the
respective priority of payments, interest and principal will be
paid to the Class A Notes prior to the other classes of 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.

Carlyle Investment Management 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 four
year reinvestment period, including discretionary trading.
Thereafter, purchases are permitted using principal proceeds from
unscheduled principal payments and proceeds from sales of credit
risk obligations, and are subject to certain restrictions.

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

Par amount of $494,177,000

Diversity of 55

WARF of 2550

Weighted Average Spread of 3.75%

Weighted Average Coupon of 7.0%

Weighted Average Recovery Rate of 44.25%

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 provisional rating assigned
to the Class A Notes, Class E Notes and the Combination Notes.
This sensitivity analysis includes 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) on the Class A
Notes, Class E Notes and the Combination 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% (2933)

Class A Notes: 0

Class E Notes: -1

Combination Notes: 0

Moody's WARF +30% (3315)

Class A Notes: -1

Class E Notes: -2

Combination 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, 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 this rating was
"Moody's Approach to Rating Collateralized Loan Obligations,"
published in June 2011.


CARLYLE GLOBAL 2012-1: S&P Gives 'BB' Rating on Class E Notes
-------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary
ratings to Carlyle Global Market Strategies CLO 2012-1
Ltd./Carlyle Global Market Strategies CLO 2012-1 LLC's $451.825
million floating-rate notes.

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

The preliminary ratings are based on information as of March 9,
2012. Subsequent information may result in the assignment of final
ratings that differ from the preliminary ratings.

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

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

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

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

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

* The collateral 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%-11.41%," S&P said.

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

* The transaction's interest diversion test, a failure of which
   will lead to the reclassification of excess interest proceeds
   that are available prior to paying uncapped administrative
   expenses and fees; subordinated hedge termination payments;
   collateral manager incentive fees; and subordinated note
   payments to principal proceeds for the purchase of additional
   collateral assets during the reinvestment period and to reduce
   the balance of the rated notes outstanding, sequentially, after
   the reinvestment period.

             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

Carlyle Global Market Strategies CLO 2012-1 Ltd./Carlyle Global
Market
Strategies CLO 2012-1 LLC
Class               Rating         Amount
                                 (mil. $)
A                   AAA (sf)        320.0
B                   AA (sf)          50.0
C (deferrable)      A (sf)           35.1
D (deferrable)      BBB (sf)         24.0
E (deferrable)      BB (sf)        22.725
F (deferrable)      NR               15.0
Subordinated notes  NR             43.045

NR - Not rated.


CD 2007-CD4: Moody's Cuts Rating on Cl. C Certificate to 'Caa3'
---------------------------------------------------------------
Moody's Investors Service downgraded the ratings of seven classes,
affirmed one class and affirmed 18 classes of CD 2007-CD4
Commercial Mortgage Trust Commercial Mortgage Pass-Through
Certificates, Series 2007-CD4 as follows:

Cl. A-2B, Affirmed at Aaa (sf); previously on Apr 10, 2007
Definitive Rating Assigned Aaa (sf)

Cl. A-3, Affirmed at Aaa (sf); previously on Apr 10, 2007
Definitive Rating Assigned Aaa (sf)

Cl. A-SB, Affirmed at Aaa (sf); previously on Apr 10, 2007
Definitive Rating Assigned Aaa (sf)

Cl. A-4, Downgraded to Aa3 (sf); previously on Feb 16, 2012 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. A-1A, Downgraded to Aa3 (sf); previously on Feb 16, 2012 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. A-MFX, Downgraded to Baa3 (sf); previously on Feb 16, 2012 A1
(sf) Placed Under Review for Possible Downgrade

Cl. A-MFL, Downgraded to Baa3 (sf); previously on Feb 16, 2012 A1
(sf) Placed Under Review for Possible Downgrade

Cl. A-J, Downgraded to Caa1 (sf); previously on Feb 16, 2012 B1
(sf) Placed Under Review for Possible Downgrade

Cl. B, Downgraded to Caa2 (sf); previously on Feb 16, 2012 B3 (sf)
Placed Under Review for Possible Downgrade

Cl. C, Downgraded to Caa3 (sf); previously on Feb 16, 2012 Caa2
(sf) Placed Under Review for Possible Downgrade

Cl. D, Confirmed at Ca (sf); previously on Feb 16, 2012 Ca (sf)
Placed Under Review for Possible Downgrade

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

Cl. F, Affirmed at C (sf); previously on Feb 24, 2011 Downgraded
to C (sf)

Cl. G, Affirmed at C (sf); previously on Mar 4, 2010 Downgraded to
C (sf)

Cl. H, Affirmed at C (sf); previously on Mar 4, 2010 Downgraded to
C (sf)

Cl. J, Affirmed at C (sf); previously on Mar 4, 2010 Downgraded to
C (sf)

Cl. K, Affirmed at C (sf); previously on Mar 4, 2010 Downgraded to
C (sf)

Cl. L, Affirmed at C (sf); previously on Mar 4, 2010 Downgraded to
C (sf)

Cl. M, Affirmed at C (sf); previously on Mar 4, 2010 Downgraded to
C (sf)

Cl. N, Affirmed at C (sf); previously on Mar 4, 2010 Downgraded to
C (sf)

Cl. O, Affirmed at C (sf); previously on Mar 4, 2010 Downgraded to
C (sf)

Cl. P, Affirmed at C (sf); previously on Mar 4, 2010 Downgraded to
C (sf)

Cl. Q, Affirmed at C (sf); previously on Mar 4, 2010 Downgraded to
C (sf)

Cl. XC, Affirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf) and Placed Under Review for Possible
Downgrade

Cl. XP, Affirmed at Aaa (sf); previously on Apr 10, 2007
Definitive Rating Assigned Aaa (sf)

Cl. XW, Affirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf) and Placed Under Review for Possible
Downgrade

Ratings Rationale

The downgrades are due to higher than expected losses from
troubled loans and loans in special servicing.

The confirmation and affirmations are due to key parameters,
including Moody's loan to value (LTV) ratio, Moody's stressed debt
service coverage ratio (DSCR) and the Herfindahl Index (Herf),
remaining within acceptable ranges. Based on our 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
16% of the current balance. At last review, Moody's cumulative
base expected loss was 13%. Moody's provides a current list of
base expected losses for conduit and fusion CMBS transactions on
moodys.com at
http://v3.moodys.com/viewresearchdoc.aspx?docid=PBS_SF215255.
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
commercial real estate property markets. While commercial real
estate property values are beginning to move in a positive
direction, a consistent upward trend will not be evident until the
volume of investment activity increases, distressed properties are
cleared from the pipeline, and job creation rebounds. The hotel
and multifamily sectors continue to show positive signs and
improvements in the office sector continue with minimal additions
to supply. However, office demand is closely tied to employment,
where unemployment remains above long-term averages and business
confidence remains below long-term averages. Performance in the
retail sector has been mixed with lackluster holiday sales driven
by sales and promotions. Consumer confidence remains low. Across
all property sectors, the availability of debt capital continues
to improve with increased securitization activity of commercial
real estate loans supported by a monetary policy of low interest
rates. Moody's central global macroeconomic scenario reflects: an
overall downward revision of real growth forecasts since last
quarter, amidst ongoing and policy-induced banking sector
deleveraging leading to a tightening of bank lending standards and
credit contraction; financial market turmoil continuing to
negatively impact consumer and business confidence; persistently
high unemployment levels; and weak housing markets resulting in a
further slowdown in 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 Structured Finance Interest-Only
Securities" published in February 2012.

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 our 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 review also incorporated the CMBS IO calculator version
1.0, which uses the following inputs to calculate the proposed IO
rating based on the published methodology: original and current
bond ratings and credit estimates; original and current bond
balances grossed up for losses for all bonds the IO(s)
reference(s) within the transaction; and IO type corresponding to
an IO type as defined in the published methodology. The calculator
then returns a calculated IO rating based on both a target and
mid-point . For example, a target rating basis for a Baa3 (sf)
rating is a 610 rating factor. The midpoint rating basis for a
Baa3 (sf) rating is 775 (i.e. the simple average of a Baa3 (sf)
rating factor of 610 and a Ba1 (sf) rating factor of 940). If the
calculated IO rating factor is 700, the CMBS IO calculator ver1.0
would provide both a Baa3 (sf) and Ba1 (sf) IO indication for
consideration by the rating committee.

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 52 compared to 48 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 a review
utilizing MOST(R) (Moody's Surveillance Trends) Reports and a
proprietary program that highlights significant credit changes
that have occurred in the last month as well as cumulative changes
since the last full transaction review. On a periodic basis,
Moody's also performs a full transaction review that involves a
rating committee and a press release. Moody's prior transaction
review is summarized in a press release dated February 24, 2011.

DEAL PERFORMANCE

As of the February 13, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 11% to $5.8 billion
from $6.6 billion at securitization. The Certificates are
collateralized by 359 mortgage loans ranging in size from less
than 1% to 6% of the pool, with the top ten loans representing 29%
of the pool. The pool contains one loan with an investment grade
credit estimate, representing 6% of the pool.

Eighty-nine 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 our
ongoing monitoring of a transaction, Moody's reviews the watchlist
to assess which loans have material issues that could impact
performance.

Eight loans have been liquidated from the pool, resulting in a
realized loss of $29.5 million (90% loss severity overall)
compared to $3.3 million at last review. Currently 49 loans,
representing 21% of the pool, are in special servicing. The
largest specially serviced loan is the Riverton Apartments Loan
($225 million -- 4% of the pool), which is secured by a 1230 unit
class B rent stabilized housing project in Harlem, New York. The
loan was transferred to special servicing in August 2008 due to
monetary default and is now REO.

The remaining 48 specially serviced properties are secured by a
mix of property types. Moody's estimates an aggregate $713 million
loss for the specially serviced loans (57% expected loss on
average).

Moody's has assumed a high default probability for 37 poorly
performing loans representing 5% of the pool and has estimated an
aggregate $74 million loss (23% expected loss based on a 53%
probability default) from these troubled loans.

Moody's was provided with full year 2010 operating results for 83%
of the pool. Excluding specially serviced and troubled loans,
Moody's weighted average LTV is 111% compared to 108% at Moody's
prior review. Moody's net cash flow reflects a weighted average
haircut of 11% to the most recently available net operating
income. Moody's value reflects a weighted average capitalization
rate of 9.0%.

Excluding special serviced and troubled loans, Moody's actual and
stressed DSCRs are 1.41X and 0.96X, respectively, compared to
1.39X and 0.94X 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 Ala Moana Portfolio ($348
million -- 5.9%), which represents a pari passu interest in a $1.3
billion loan. The loan is secured by a 2 million square foot mixed
use retail and office property located in Honolulu, Hawaii. The
loan sponsor is General Growth Properties (GGP). The property had
been included in GGP's bankruptcy filing. The bankruptcy plan
resulted in a loan modification which included a loan extension to
June 2018 from September 2011 and amortization based on a 25 year-
year schedule commencing February 1, 2010. The loan is expected to
secure refinancing and pay off in full within the next month.
Moody's current credit estimate and stressed DSCR are A1 and
1.28X, respectively, compared to A3 and 1.31X at last review.

The top three performing conduit loans represent 13% of the pool
balance. The largest loan is the Mall of America Loan ($306
million -- 5%), which represents a pari passu interest in a $775
million loan. The loan is secured by a 2.8 million square foot
regional mall/entertainment center located in Bloomington,
Minnesota. The mall is anchored by Macy's, Bloomingdales,
Nordstrom and Sears, as well as a variety of entertainment venues.
The property was 91% leased as of September 2011, which is in line
with last review. Moody's LTV and stressed DSCR are 88% and 0.95X,
respectively, compared to 89% and 0.94X at last review.

The second largest loan is the One World Financial center Loan
($257 million -- 4%), which represents the pooled portion of a
$297.5 million first mortgage loan. The junior portion of the loan
is held within the trust and secures the non-pooled, or rake,
Classes WFC-1, WFC-2, WFC-3 and WFC-X. The loan is secured by a
1.6 million square foot office building located in the Battery
Park office submarket of Manhattan. The property was 100% leased
as of December 2011, similar to last review. The property's
largest tenant is Cadwalder, Wickersham & Taft, which leases 35%
of the NRA through January 2025. The loan sponsor is Brookfield
Financial Properties, LP. The loan is interest only for its entire
ten-year term. Moody's LTV and stressed DSCR are 91% and 0.98X,
respectively, compared to 101% and 0.88X at last review.

The third largest loan is the Four Seasons Maui A-Note ($205
million -- 3.5%), which represents a pari passu interest in a $425
million loan. The loan is secured by 380 room luxury resort
located along the shoreline of southeastern Maui and benefits from
high barriers to entry due to lack of developable land. At last
review the loan was in special servicing. The loan was modified in
June 2011 with a $10 million equity infusion from the borrower, a
five year loan extension, as well as a A/B note split into a $350
million A note and a $75 million B note. The portfolio's
performance has improved since last review, due to an overall
increase in occupancy, ADR and RevPAR. Moody's LTV and stressed
DSCR are 152% and 0.73X, respectively, compared to 280% and 0.4X
at last review.


CEDARWOODS II: S&P Keeps 'CCC' Rating on Class F on Watch Negative
------------------------------------------------------------------
Standard & Poor's Ratings Services said eight classes from
Cedarwoods CRE CDO II Ltd. (Cedarwoods II), a commercial real
estate collateralized debt obligation (CRE CDO) transaction,
remain on CreditWatch negative.

"We placed the ratings on CreditWatch negative on Dec. 15, 2011,
following our receipt of notices from the trustee indicating an
EOD, the intent to liquidate the collateral, and a subsequent
written objection and intent to file an interpleader complaint.
For information regarding the trustee notices, please see '8
Cedarwoods CRE CDO II Ratings Placed On Watch Negative After EOD,
Liquidation, Interpleader Complaint Notices,' published Dec. 15,
2011," S&P said.

"We are updating our CreditWatch placements on the affected
ratings from Cedarwoods II pending additional information on the
resolution of the interpleader complaint. When we receive updated
notices surrounding the interpleader complaint, we will analyze
the information and take the appropriate rating actions," S&P
said.

           Standard & Poor's 17g-7 Disclosure Report

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

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

        http://standardandpoorsdisclosure-17g7.com

Ratings Remain On Creditwatch Negative

Cedarwoods CRE CDO II Ltd.

Class            Rating
A-1              AA- (sf)/Watch Neg
A-2              BBB+ (sf)/Watch Neg
A-3              BBB- (sf)/Watch Neg
B                BB+ (sf)/Watch Neg
C                BB- (sf)/Watch Neg
D                B+ (sf)/Watch Neg
E                B (sf)/Watch Neg
F                CCC (sf)/Watch Neg


CENTERLINE 2007-SRR5: S&P Lowers Ratings on 14 Classes to 'D'
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 14
classes from Centerline 2007-SRR5 Ltd., a commercial real estate
collateralized debt obligation (CRE CDO) transaction to 'D (sf)'
from 'CCC- (sf)'.

"The downgrades follow the receipt of notice from the trustee
indicating an event of default (EOD). According to the Feb. 24,
2012 trustee notice, the transaction experienced an EOD under
section 5.1(j) of the indenture because the transaction's default
par value coverage ratio was less than 100%. For details on our
surveillance methodology for transactions that have experienced
an EOD, see 'Surveillance Methodology For Global Cash Flow And
Hybrid CDOs Subject To Acceleration Or Liquidation After An EOD,'
published Sept. 2, 2009," S&P said.

"The rating actions reflect our analysis of the deal following the
deterioration in the transaction's overcollateralization ratio.
According to the Feb. 22, 2012, trustee report, the transaction's
collateral totaled $667.6 million, while the transaction's
liability totaled $803.1 million, which includes capitalized
interest," S&P said.

"The analysis considered our rating actions on 18 reference
commercial mortgage-backed securities (CMBS) that serve as
collateral for Centerline 2007-SRR5. The securities are from 18
transactions ($340 million, 50.9% of the pool balance). We lowered
our ratings on the majority ($320 million, 47.9%) of these
referenced CMBS collateral to 'CCC- (sf)' or 'D (sf)'," S&P said.

"We lowered our ratings to 'D (sf)' from 'CCC- (sf)' on the 14
classes from Centerline 2007-SRR5 because we determined that the
classes are unlikely to be repaid in full. Class C, which is a
nondeferrable class, also experienced a $2,429 interest shortfall
in the current payment period," S&P said.

"According to the Feb. 22, 2012, trustee report, the collateral
for Centerline 2007-SRR5 consists of credit default swaps (CDS)
referencing 36 CMBS classes ($667.6 million, 100%) from 36
distinct transactions issued between 2005 and 2007. The CDS
counterparty is Morgan Stanley Capital Services Inc.," S&P said.
Centerline 2007-SRR5 has exposure to the CMBS classes that
Standard & Poor's has downgraded:

* Morgan Stanley Capital I Trust 2006-Top 21 (class K; $25
   million, 3.7%);

* Bear Stearns Commercial Mortgage Securities Trust 2006-PWR13
   (class H; $20 million, 3.0%);

* Bear Stearns Commercial Mortgage Securities Trust 2006-PWR14
   (class H; $20 million, 3.0%);

* CD 2006-CD2 Mortgage Trust (class J; $20 million, 3.0); and

* CD 2006-CD3 Mortgage Trust (class K; $20 million, 3.0).

"Standard & Poor's analyzed Centerline 2007-SRR5 and its
underlying collateral according to our current criteria. Our
analysis is consistent with the lowered ratings," S&P said.

              Standard & Poor's 17g-7 Disclosure Report

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

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

        http://standardandpoorsdisclosure-17g7.com

Ratings Lowered

Centerline 2007-SRR5 Ltd.
                       Rating
Class            To               From
A1               D (sf)           CCC- (sf)
A2               D (sf)           CCC- (sf)
B                D (sf)           CCC- (sf)
C                D (sf)           CCC- (sf)
D                D (sf)           CCC- (sf)
E                D (sf)           CCC- (sf)
F                D (sf)           CCC- (sf)
G                D (sf)           CCC- (sf)
H                D (sf)           CCC- (sf)
J                D (sf)           CCC- (sf)
K                D (sf)           CCC- (sf)
L                D (sf)           CCC- (sf)
M                D (sf)           CCC- (sf)
N                D (sf)           CCC- (sf)


CHAMPLAIN CLO: S&P Raises Ratings on 2 Classes of Notes From 'B-'
-----------------------------------------------------------------
Standard & Poor's Ratings Services raised its rating on the class
A-1, A-2, B, C-1, and C-2 notes from Champlain CLO Ltd., a
collateralized loan obligation (CLO) transaction with an APEX
revolver and APEX spread facility feature, managed by INVESCO
Senior Secured Management Inc.

"The APEX revolver protects the issuer against principal losses.
The APEX revolver facility counterparty reimburses principal
losses by up to $42.4 million (revolver limit). The APEX spread
facility counterparty had paid the class C-1 and C-2 notes spread
during the reinvestment period. Wells Fargo Bank N.A. is the APEX
revolver provider and the APEX spread provider. For our review of
the transaction's performance, we have applied our counterparty
criteria," S&P said.

"The upgrades reflect a paydown to the class A-1 and A-2 notes, as
well as the improved performance we have observed in the deal's
underlying asset portfolio since our January 2010 rating actions.
Since that time, the transaction has paid down the class A-1 and
A-2 notes by approximately $161 million and $14 million, reducing
the balance to about 52% of the original balance. According to the
Feb. 5, 2012, trustee report, the transaction's asset portfolio
held about $3.7 million in defaulted assets, down from the
$17.7 million noted in the December 2009 trustee report.
Subsequently, the transaction has benefited from an increase in
the overcollateralization (O/C) available to support the notes.
The trustee reported a class A O/C ratio of 145.2% in the February
2012 monthly report, up from a reported ratio of 119.2% in
December 2009," S&P said.

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

             Standard & Poor's 17g-7 Disclosure Report

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

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

         http://standardandpoorsdisclosure-17g7.com

Rating Actions

Champlain CLO Ltd.
                         Rating
Class                To           From
A-1                  AA (sf)      A+ (sf)
A-2                  AA (sf)      A+ (sf)
B                    A+ (sf)      BBB+ (sf)
C-1                  BBB (sf)     B- (sf)
C-2                  BBB (sf)     B- (sf)


COMM 2007-C9: S&P Affirms 'CCC-' Rating on Class E57-3 Certs.
-------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on 25
classes of commercial mortgage pass-through certificates from COMM
2007-C9, a U.S. commercial mortgage-backed securities (CMBS)
transaction.

"The affirmations follow our analysis of the transaction,
including a review of the deal structure and the liquidity
available to the trust, using our U.S. conduit/fusion CMBS
criteria. The affirmed ratings on the principal and interest
certificates reflect subordination and liquidity support levels
that  are consistent with the outstanding ratings. We affirmed our
'AAA (sf)' ratings on the class XP and XS interest-only
certificates based on our current criteria," S&P said.

"The affirmed ratings on the class E57-1, E57-2, and E57-3 raked
certificates follow our analysis of the 135 East 57th Street loan
based on our current criteria, which included a revaluation of the
office property securing the loan," S&P said.

"Our analysis included a review of the credit characteristics of
the remaining loans in the pool. Using servicer-provided financial
information, we calculated an adjusted debt service coverage (DSC)
of 1.29x and a loan-to-value (LTV) ratio of 117.9%. 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 171.1%. The
implied defaults and loss severity under the 'AAA' scenario were
92.4% and 45.4%. The DSC and LTV calculations exclude eight
($157.7 million, 5.6%) of the nine ($260.7 million, 9.2%)
specially serviced loans and one loan that we determined to be
credit-impaired ($6.5 million, 0.2%). We separately estimated
losses for the excluded specially serviced and credit-impaired
loans and included them in our 'AAA' scenario implied default and
loss severity figures," S&P said.

                        Transaction Summary

As of the Feb. 10, 2012, trustee remittance report, the collateral
pool had an aggregate trust balance of $2.82 billion, down from
$2.89 billion at issuance. The pool comprises 105 loans, down from
109 loans at issuance. The master servicers, Berkadia Commercial
Mortgage LLC and Keycorp Real Estate Capital, provided financial
information for 99.1% of the loans in the pool, most of which
reflected partial- or full-year 2010 or 2011 data.

"We calculated a weighted average DSC of 1.26x for the loans in
the pool based on the servicer-reported figures. Our adjusted DSC
and LTV ratio were 1.29x and 117.9%. Our adjusted figures exclude
eight ($157.7 million, 5.6%) of the nine ($260.7 million, 9.2%)
specially serviced loans and one loan that we determined to be
credit-impaired ($6.5 million, 0.2%). Recent financial reporting
information was available for eight of the excluded specially
serviced and credit-impaired loans, which reflected a weighted
average DSC of 1.01x. We separately estimated losses for the
excluded specially serviced and credit-impaired loans and included
them in our 'AAA' scenario implied default and loss severity
figures. To date, the transaction has experienced $24.9 million in
principal losses from five loans. Thirty-three loans ($540.7
million, 19.1%) in the pool are on the master servicers' combined
watchlist, including one of the top 10 loans. Thirty-seven loans
($710.0 million, 25.1%) have a reported DSC of less than 1.10x, 26
of which ($580.6 million, 20.6%) have a reported DSC of less than
1.00x," S&P said.

                      Summary Of Top 10 Loans

"The top 10 loans have an aggregate outstanding balance of $1.52
billion (54.4%). Using servicer-reported numbers, we calculated a
weighted average DSC of 1.25x for the top 10 loans. One of the top
10 loans ($103.0 million, 3.7%) is with the special servicer and
one other top 10 loan, the Ritz-Carlton Key Biscayne loan ($160.0
million, 5.7%), is on the master servicers' combined watchlist.
Our adjusted DSC and LTV ratio for the top 10 loans were 1.24x and
124.2%. Details of the Ritz-Carlton Key Biscayne and the 135 East
57th Street loans are set forth," S&P said.

"The Ritz-Carlton Key Biscayne loan is the fourth-largest loan in
the pool and the largest loan on the master servicers' combined
watchlist. The loan has a trust balance of $160.0 million (5.7%)
and a whole-loan balance of $198.0 million. The loan is secured by
a 302-room luxury hotel in Key Biscayne, Fla. The property was
built in 2001 and renovated in 2008. The loan appears on the
master servicers' combined watchlist due to low reported DSC. The
reported DSC and occupancy for the loan were 0.98x and 78.2% for
the nine months ended Sept. 30, 2011," S&P said.

"The 135 East 57th Street loan is the 10th-largest loan in the
pool. The loan is secured by the leasehold interest in a 427,483-
sq.-ft. office property in midtown Manhattan. The property was
built in 1988. The loan has a whole-loan balance of $85.0 million,
consisting of a $67.5 million senior pooled component (3.0% of the
trust balance) and a $15.5 million subordinate nonpooled
component, which provides 100% of the cash flow for the class E57-
1, E57-2, and E57-3 raked certificates. The reported DSC and
occupancy for the loan were 0.97x and 87.1% for year-end 2010. Our
adjusted valuation, which considered market comparables, yielded
an in-trust stressed LTV ratio of 97.5%. Consequently, we affirmed
our ratings on classes E57-1, E57-2, and E57-3," S&P said.

                         Credit Considerations

"As of the Feb, 10, 2012, trustee remittance report, nine loans
($260.7 million, 9.2%) in the pool were with the special servicer,
Situs Holdings LLC. The reported payment status of the specially
serviced loans as of the most recent trustee remittance report is:
one is in foreclosure ($16.9 million, 0.6%), three are 90-plus-
days delinquent ($37.4 million, 1.3%), one is 60 days delinquent
($24.9 million, 0.8%), one is 30 days delinquent ($4.4 million,
0.2%), two are late but less than 30 days delinquent ($74.1
million, 2.6%), and one is a nonperforming matured balloon loan
($103.0 million, 3.7%). Appraisal reduction amounts (ARAs)
totaling $30.6 million are in effect for six of the specially
serviced loans. Details of the three largest specially serviced
loans, one of which is a top 10 loan, are as set forth," S&P said.

"The Fashion Outlet of Las Vegas loan ($103.0 million, 3.7%) is
the eighth-largest loan in the pool and the largest loan with the
special servicer. The loan is secured by a 50-year leasehold
interest in a 371,358-sq.-ft. enclosed regional outlet center in
Primm, Nev., which expires on Dec, 31, 2048. The property was
built in 1998. The loan was transferred to the special servicer on
Jan. 26, 2012, due to imminent default. The payment status for the
loan is reported to be a nonperforming matured balloon loan. The
loan matured on Feb. 1, 2012. The reported DSC and occupancy for
the loan were 1.34x and 96.6% for the six months ended June 30,
2011. The special servicer is currently evaluating the workout
strategies for this loan," S&P said.

"The Georgian Towers loan is the 13th-largest loan in the pool and
the second-largest loan with the special servicer. The loan has a
whole-loan balance of $185.0 million which consists of a $125.0
million senior note and a $60.0 million subordinate B note. The
senior note is further split into two pari passu pieces: a $67.0
million A-1 note that makes up 2.4% of the trust balance and a
$58.0 million A-2 note that is in the CD 2007-CD5 transaction. The
loan is secured by an 890-unit multifamily property in Silver
Spring, Md. The property was built in 1968. The loan was
transferred to the special servicer on Dec. 22, 2009, and the
court appointed a receiveron Dec. 30, 2009. The special servicer
indicated that the property is being sold pursuant to the
confirmed bankruptcy plan. The payment status for the loan is
reported as late but less than 30 days delinquent. The reported
DSC and occupancy for the loan were 0.86x and 91.0% for the six
months ended June 30, 2011. We expect a minimal loss, if any, upon
the eventual resolution of this loan," S&P said.

"The Grants Pass Shopping Center loan ($24.9 million, 0.8%) is the
third-largest loan with the special servicer. The loan is secured
by a 222,355-sq.-ft. retail property that is part of a larger
333,622-sq.-ft. community shopping center in Grants Pass, Ore. The
property was built in 1964. The loan was transferred to the
special servicer on Jan. 4, 2011, due to monetary default. The
special servicer indicated that the loan was modified on Jan. 11,
2012. The modification terms include, but are not limited to,
bifurcating the trust's $24.9 million note into a $20.0 million A
note and a $4.9 million subordinate B note, accruing interest on
the B note at the current note rate, and converting the loan debt
service payment to interest-only for the remaining term. The
payment status for this loan is reported to be 60 days delinquent.
The reported DSC and occupancy for the loan were 0.76x and 76.0%
for the six months ended June 30, 2011.  An ARA of $5.0 million
was reported for this loan. We expect a moderate loss upon the
eventual resolution of this loan," S&P said.

"The six remaining loans with the special servicer have individual
balances that represent less than 0.65% of the total trust
balance. ARAs totaling $25.6 million are in effect against five of
these loans. We estimated losses for all of these loans, arriving
at a weighted-average loss severity of 45.6%," S&P said.

"In addition to the specially serviced loans, we determined one
loan to be credit-impaired due to impending maturity and low
reported DSC. The Oakland Shopping Center loan ($6.5 million,
0.2%) is secured by a 96,951-sq.-ft. retail property in Lauderdale
Lakes, Fla. The master servicer indicated that the borrower has
not indicated if it will be able to pay off the loan by its June
1, 2012, maturity. The master servicer reported negative cash flow
and occupancy was 80.7% for year-end 2011. Given the poor
performance and upcoming maturity, we viewed this loan to be at an
increased risk of default and loss," S&P said.

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

COMM 2007-C9
Commercial mortgage pass-through certificates

Class      Rating    Credit enhancement (%)
A-2        AAA (sf)                   29.93
A-3        AAA (sf)                   29.93
A-AB       AAA (sf)                   29.93
A-4        A (sf)                     29.93
A-1A       A (sf)                     29.93
AM         BBB- (sf)                  19.66
AM-FL      BBB- (sf)                  19.66
A-J        BB (sf)                    12.73
AJ-FL      BB (sf)                    12.73
B          BB- (sf)                   11.57
C          B+ (sf)                    10.54
D          B+ (sf)                     9.39
E          B+ (sf)                     8.49
F          B (sf)                      7.72
G          B (sf)                      6.82
H          B- (sf)                     5.53
J          B- (sf)                     4.25
K          B- (sf)                     3.09
L          CCC+ (sf)                   2.32
M          CCC (sf)                    1.81
XS         AAA (sf)                     N/A
XP         AAA (sf)                     N/A
E57-1      B+ (sf)                      N/A
E57-2      B (sf)                       N/A
E57-3      CCC- (sf)                    N/A

N/A-Not applicable.


COMPASS SECURITISATION: Moody's Extends Review of ABCP Ratings
--------------------------------------------------------------
Moody's Investors Service on March 9 extended the review of the
Prime-2 (sf) direction uncertain rating of the NCCL and CCL series
of asset-backed commercial paper (ABCP) notes issued by Compass
Securitisation Limited and Compass Securitization LLC.

The NCCL series of ABCP notes is solely issued by Compass
Securitisation Limited, while the CCL series of ABCP notes is
issued by Compass Securitisation Limited or Compass Securitization
LLC.

The rating announcement follows Moody's extension of the review of
WestLB AG's (A3 on review /P-2 on review/ E) short-term debt and
deposit ratings and the specification of the direction of these
reviews on 1 March 1, 2012 as follows:

   -- The direction of the review of the P-2 rating for short-term
      senior debt was changed to review for upgrade from
      uncertain.

   -- The direction of the review of the P-2 rating for short-term
      deposits was changed to review for downgrade from uncertain.

For more information on this rating announcement, refer to Moody's
press release titled "Moody's downgrades WestLB's BFSR to E;
reviews extended for senior debt and deposits" dated March 1,
2012, which is available on www.moodys.com.

At present, the uncertainty remains on the effect of the wind-down
of WestLB on Compass's operations as it is unclear which entities
will perform the functions currently performed by WestLB including
sponsor, liquidity provider, administrator, account bank and swap
counterparty. However it is likely that the liquidity provider and
sponsor role will be taken over by a P-1 rated counterparty.

No decisions have yet been taken with regards to transferring the
account bank role. Nevertheless, Moody's expects that the account
bank function will ultimately be transferred as WestLB AG will
discontinue its commercial activities as a lender as of 30 June
2012. Hence, in the interim period, the link between WestLB as
deposit taking institution and the two series remain.

The principal methodology used in this rating was Moody's Approach
to Rating Asset-Backed Commercial Paper published in February
2003.


CPS AUTO 2012-A: Moody's Assigns '(P)B3' Rating to Class D Notes
----------------------------------------------------------------
Moody's Investors Service has assigned provisional ratings to the
notes to be issued by CPS Auto Receivables Trust 2012-A. This is
the first transaction of the year for Consumer Portfolio Services,
Inc. (CPS).

The complete rating actions are as follows:

Issuer: CPS Auto Receivables Trust 2012-A

Class A Notes, rated (P) A2 (sf);

Class B Notes, rated (P) Baa3 (sf);

Class C Notes, rated (P) Ba3(sf);

Class D Notes, rated (P) B3 (sf);

Ratings Rationale

Moody's said the ratings are based on the quality of the
underlying auto loans and their expected performance, the strength
of the structure, the availability of excess spread over the life
of the transaction, the experience and expertise of CPS as
servicer, and the backup servicing arrangement with Aa3-rated
Wells Fargo Bank, N.A.

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

Moody's median cumulative net loss expectation for the underlying
pool is 13.0%. The loss expectation was based on an analysis of
CPS' portfolio vintage performance as well as performance of past
securitizations, and current expectations for future economic
conditions.

The Assumption Volatility Score for this transaction is
Medium/High versus a Medium for the sector. This is driven by the
Medium/High assessment for Governance due to the unrated
sponsor/servicer.

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

Moody's Parameter Sensitivities: If the net loss used in
determining the initial rating were changed to 18%, 22% or 24%,
the initial model output for the Class A notes might change from
A2 to A3, Baa3, and Ba3, respectively. If the net loss used in
determining the initial rating were changed to 13.5%, 16% or 17%,
the initial model output for the Class B notes might change from
Baa3 to Ba1, B1, and B3, respectively. If the net loss used in
determining the initial rating were changed to 13.25%, 14% or
15.25%, the initial model output for the Class C notes might
change from Ba3 to B1, B3, and Caa1, respectively, and the initial
model output for the Class D notes might change from B3 to all three scenarios.

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


CPS AUTO 2012-A: S&P Gives 'B+' Rating on Class D Fixed Notes
-------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary
ratings to CPS Auto Receivables Trust 2012-A's $155 million
asset-backed notes.

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

The preliminary ratings are based on information as of March 12,
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 30.6%, 25.8%, 22.3%, and
   20.1% of credit support for the class A, B, C, and D notes
   based on stressed cash flow scenarios (including excess
   spread). These credit support levels provide coverage of more
   than 2.3x, 1.75x, 1.60x, and 1.17x our 11.75-12.25% expected
   cumulative net loss (CNL) range for the class A, B, C, and D
   notes.

* "The expectation that, under a moderate stress scenario of
   1.75x our expected net loss level, the ratings on the class A,
   B, and C notes will not decline by more than two rating
   categories during the first year, all else being equal. This is
   consistent with our credit stability criteria, which outlines
   the outer bound of credit deterioration equal to a two-category
   downgrade within the first year for 'A', 'BBB', and 'BB' rated
   securities," S&P said.

* The credit enhancement underlying each of the preliminary rated
   notes, which is in the form of subordination,
   overcollateralization, a reserve account, and excess spread for
   the class A, B, C, and D notes.

* "The timely interest and principal payments made to the
   preliminary rated notes under our stressed cash flow modeling
   scenarios, which we believe are appropriate for the assigned
   preliminary ratings," S&P said.

* The collateral characteristics of the subprime automobile loans
   securitized in this transaction.

* The transaction's payment and credit enhancement structures,
   which include performance triggers.

* The transaction's legal structure.

              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
CPS Auto Receivables Trust 2012-A

Class     Rating       Type            Interest         Amount
                                       rate(i)        (mil. $)
A         A (sf)       Senior          Fixed            131.75
B         BBB (sf)     Subordinate     Fixed              9.30
C         BB+ (sf)     Subordinate     Fixed              7.75
D         B+ (sf)      Subordinate     Fixed              6.20

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


CREDIT SUISSE 2006-C4: Moody's Cuts 3 Cert. Class Ratings to 'C'
----------------------------------------------------------------
Moody's Investors Service downgraded the ratings of eight classes
and affirmed 11 classes of Credit Suisse Commercial Mortgage Trust
Commercial Securities Pass-Through Certificates, Series 2006-C4 as
follows:

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

Cl. A-3, Affirmed at Aaa (sf); previously on Oct 2, 2006
Definitive Rating Assigned Aaa (sf)

Cl. A-4FL, Affirmed at Aaa (sf); previously on Oct 2, 2006
Assigned Aaa (sf)

Cl. A-1-A, Affirmed at Aaa (sf); previously on Oct 2, 2006
Definitive Rating Assigned Aaa (sf)

Cl. A-M, Downgraded to Baa2 (sf); previously on Mar 17, 2011
Confirmed at A1 (sf)

Cl. A-J, Downgraded to B3 (sf); previously on Mar 17, 2011
Downgraded to Ba2 (sf)

Cl. B, Downgraded to Caa2 (sf); previously on Mar 17, 2011
Downgraded to B2 (sf)

Cl. C, Downgraded to Caa3 (sf); previously on Mar 17, 2011
Downgraded to Caa1 (sf)

Cl. D, Downgraded to Ca (sf); previously on Mar 17, 2011
Downgraded to Caa2 (sf)

Cl. E, Downgraded to C (sf); previously on Mar 17, 2011 Downgraded
to Caa3 (sf)

Cl. F, Downgraded to C (sf); previously on Mar 17, 2011 Confirmed
at Caa3 (sf)

Cl. G, Downgraded to C (sf); previously on Mar 17, 2011 Confirmed
at Ca (sf)

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

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

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

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

Cl. A-X, Affirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf)

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

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

Ratings Rationale

The affirmations are due to key parameters, including Moody's loan
to value (LTV) ratio, Moody's stressed debt service coverage ratio
(DSCR) and the Herfindahl Index (Herf), remaining within
acceptable ranges. Based on our current base expected loss, the
credit enhancement levels for the affirmed classes are sufficient
to maintain their current ratings. The downgrades are due to
higher expected losses for the pool resulting from realized and
anticipated losses from specially serviced and troubled loans.

Moody's rating action reflects a cumulative base expected loss of
11.4% of the current balance compared to 10.7% at last review.
Moody's provides a current list of base expected losses for
conduit and fusion CMBS transactions on moodys.com at
http://v3.moodys.com/viewresearchdoc.aspx?docid=PBS_SF215255.
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
commercial real estate property markets. While commercial real
estate property values are beginning to move in a positive
direction, a consistent upward trend will not be evident until the
volume of investment activity increases, distressed properties are
cleared from the pipeline, and job creation rebounds. The hotel
and multifamily sectors continue to show positive signs and
improvements in the office sector continue with minimal additions
to supply. However, office demand is closely tied to employment,
where unemployment remains above long-term averages and business
confidence remains below long-term averages. Performance in the
retail sector has been mixed with lackluster holiday sales driven
by sales and promotions. Consumer confidence remains low. Across
all property sectors, the availability of debt capital continues
to improve with increased securitization activity of commercial
real estate loans supported by a monetary policy of low interest
rates. Moody's central global macroeconomic scenario reflects: an
overall downward revision of real growth forecasts since last
quarter, amidst ongoing and policy-induced banking sector
deleveraging leading to a tightening of bank lending standards and
credit contraction; financial market turmoil continuing to
negatively impact consumer and business confidence; persistently
high unemployment levels; and weak housing markets resulting in a
further slowdown in 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 CMBS Large Loan/Single Borrower
Transactions" published in July 2000, and "Moody's Approach to
Rating Structured Finance Interest-Only Securities" published in
February 2012.

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 the rating agency'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 review also incorporated the CMBS IO calculator ver 1.0,
which uses the following inputs to calculate the proposed IO
rating based on the published methodology: original and current
bond ratings and credit estimates; original and current bond
balances grossed up for losses for all bonds the IO(s)
reference(s) within the transaction; and IO type corresponding to
an IO type as defined in the published methodology. The calculator
then returns a calculated IO rating based on both a target and
mid-point . For example, a target rating basis for a Baa3 (sf)
rating is a 610 rating factor. The midpoint rating basis for a
Baa3 (sf) rating is 775 (i.e. the simple average of a Baa3 (sf)
rating factor of 610 and a Ba1 (sf) rating factor of 940). If the
calculated IO rating factor is 700, the CMBS IO calculator ver1.0
would provide both a Baa3 (sf) and Ba1 (sf) IO indication for
consideration by the rating committee.

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 16, down from 19 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 8.0 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. 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 a review
utilizing MOST(R) (Moody's Surveillance Trends) Reports and a
proprietary program that highlights significant credit changes
that have occurred in the last month as well as cumulative changes
since the last full transaction review. On a periodic basis,
Moody's also performs a full transaction review that involves a
rating committee and a press release. Moody's prior transaction
review is summarized in a press release dated March 17, 2011.

DEAL PERFORMANCE

As of the February 17, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 9% to $3.84 billion
from $4.27 billion at securitization. The Certificates are
collateralized by 322 mortgage loans which range in size from less
than 1% to 21% of the pool, with the top ten loans representing
53% of the pool. Three loans representing less than 1% of the deal
have defeased and are collateralized with U.S. Government
securities. There are no loans with investment grade credit
estimates.

There are 105 loans, representing 48% of the pool 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 our
ongoing monitoring of a transaction, Moody's reviews the watchlist
to assess which loans have material issues that could impact
performance.

Thirty-five loans have been liquidated from the pool since
securitization, resulting in approximately a $113.6 million loss
(41% average loss severity) compared to $47.7 million at last
review. There are currently 36 loans, representing 15% of the pool
in special servicing. The largest specially serviced loan is the
Babcock & Brown FX 3 Loan ($195.1 million --5.1% of the pool),
which is secured by 14 multifamily properties located in six
states. The collateral consists of older vintage Class B
properties and totals 3,719 units. The loan was transferred to
special servicing in February 2009 due to the borrower's request
for a loan modification. In August 2011 a receiver was appointed.
In October 2011, the master servicer recognized an appraisal
reduction of $82.2 million.

The second largest specially serviced loan is the Dream Hotel Loan
($100.0 million --2.6% of the pool), which is secured by a 220-
room hotel located in New York City. The loan is encumbered by a
ground lease that expires in 2103. The loan was transferred to
special servicing in April 2009 when the borrower indicated it
could no longer support debt service. The decline in business and
tourist travel due to the economic recession has significantly
impacted property performance. In April 2011 an appraisal was
done, valuing the property at $87 million. In May 2011, the master
servicer recognized an appraisal reduction of $35.9 million. The
remaining 34 specially serviced loans are secured by a mix of
property types. The master servicer has recognized an aggregate
$204.9 million appraisal reduction for 27 of the specially
serviced loans. Moody's has estimated an aggregate $272.1 million
loss (48% expected loss on average) for all of the specially
serviced loans.

Moody's has assumed a high default probability for 58 poorly
performing loan representing 18% of the pool and has estimated a
$104.7 million loss (15% expected loss based on a 50% probability
default) from these troubled loans.

Moody's was provided with full year 2010 financials for 93%, and
partial year 2011 financials for 99% of the pool's non-defeased
and non-specially serviced loans. Excluding specially serviced and
troubled loans, Moody's weighted average LTV is 112% compared to
115% at Moody's prior review. Moody's net cash flow reflects a
weighted average haircut of 10.0% to the most recently available
net operating income. Moody's value reflects a weighted average
capitalization rate of 9.3%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.35X and .99X, respectively, compared to
1.23X and 0.92X at last review. Moody's actual DSCR is based on
Moody's net cash flow (NCF) and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.

The top three performing conduit loans represent 34% of the pool
balance. The largest loan is the 11 Madison Avenue Loan ($806.0
million -- 21.0% of the pool), which is secured by a 2.2 million
square foot (SF) Class A office building located in the East
Midtown South office submarket in New York City. The property was
approximately 99% leased as of September 2011, the same as last
review. The building serves as the global headquarters location
for Credit Suisse AG, which leases 81% of the NRA through May
2017. The loan is currently on the master servicer's watchlist.
The loan is interest-only for the entire term. Moody's LTV and
stressed DSCR are 120% and 0.76X, respectively, compared to 120%
and 0.74X at last review.

The second largest loan is the 280 Park Avenue Loan ($300.0
million -- 7.8% of the pool), which represents a pari passu
interest in a $440 million loan. The loan is secured by a 1.2
million SF Class A office building located in the Plaza District
office submarket in New York City. The loan is also encumbered by
a $670 million mezzanine loan. The property was 64% leased as of
February 2012 compared to 70% at last review. In February 2012,
The National Football League (17% of net rentable area (NRA))
vacated the property at the expiration of its lease. The loan
sponsors are currently seeking new tenants. The three largest
tenants are Credit Suisse (8% of the NRA; lease expiration March
2014), Invest Corp. (6% of NRA; lease expiration January 2014) and
General Electric Corp. (4% of the NRA; lease expiration January
2014). The loan is currently on the master servicer's watchlist
due to a decline in performance. Moody's LTV and stressed DSCR are
110% and 0.84X, respectively, compared to 89% and 1.0X at Moody's
last review.

The third largest loan is the Ritz Carlton South Beach Loan
($181.0 million -- 4.7% of the pool), which is secured by a 376-
room full-service luxury hotel located in Miami Beach, Florida.
The loan was placed on the master servicer's watchlist in October
2009 as the result of declining performance. The property has
never achieved the performance originally anticipated at
securitization. Moody's LTV and stressed DSCR are 213% and 0.52X,
respectively, the same as at last review.


CREDIT SUISSE 2007-C2: Moody's Cuts Class H Cert. Rating to 'Caa3'
------------------------------------------------------------------
Moody's Investors Service downgraded the ratings of ten classes
and placed 17 classes of Credit Suisse Commercial Mortgage Trust,
Commercial Mortgage Pass-Through Certificates, Series 2007-C2 on
review for possible downgrade as follows:

Cl. A-3, Aaa (sf) Placed Under Review for Possible Downgrade;
previously on Mar 9, 2011 Confirmed at Aaa (sf)

Cl. A-1-A, Aaa (sf) Placed Under Review for Possible Downgrade;
previously on Mar 9, 2011 Confirmed at Aaa (sf)

Cl. A-M, Downgraded to Aa2 (sf) and Placed Under Review for
Possible Downgrade; previously on Jun 2, 2011 Confirmed at Aaa
(sf)

Cl. A-MFL, Downgraded to Aa2 (sf) and Placed Under Review for
Possible Downgrade; previously on Jun 2, 2011 Confirmed at Aaa
(sf)

Cl. A-J, Downgraded to Ba1 (sf) and Placed Under Review for
Possible Downgrade; previously on Jun 2, 2011 Downgraded to Baa2
(sf)

Cl. B, Downgraded to Ba3 (sf) and Placed Under Review for Possible
Downgrade; previously on Jun 2, 2011 Downgraded to Ba1 (sf)

Cl. C, Downgraded to B1 (sf) and Placed Under Review for Possible
Downgrade; previously on Jun 2, 2011 Downgraded to Ba2 (sf)

Cl. D, Downgraded to B2 (sf) and Placed Under Review for Possible
Downgrade; previously on Jun 2, 2011 Downgraded to Ba3 (sf)

Cl. E, Downgraded to B3 (sf) and Placed Under Review for Possible
Downgrade; previously on Jun 2, 2011 Downgraded to B1 (sf)

Cl. F, Downgraded to Caa1 (sf) and Placed Under Review for
Possible Downgrade; previously on Jun 2, 2011 Downgraded to B2
(sf)

Cl. G, Downgraded to Caa2 (sf) and Placed Under Review for
Possible Downgrade; previously on Jun 2, 2011 Downgraded to B3
(sf)

Cl. H, Downgraded to Caa3 (sf) and Placed Under Review for
Possible Downgrade; previously on Jun 2, 2011 Downgraded to Caa2
(sf)

Cl. J, Caa3 (sf) Placed Under Review for Possible Downgrade;
previously on Jun 2, 2011 Downgraded to Caa3 (sf)

Cl. K, Ca (sf) Placed Under Review for Possible Downgrade;
previously on Jun 2, 2011 Downgraded to Ca (sf)

Cl. L, Ca (sf) Placed Under Review for Possible Downgrade;
previously on Jun 2, 2011 Downgraded to Ca (sf)

Cl. M, Ca (sf) Placed Under Review for Possible Downgrade;
previously on Jun 2, 2011 Downgraded to Ca (sf)

Cl. A-X, Ba3 (sf) Placed Under Review for Possible Downgrade;
previously on Feb 22, 2012 Downgraded to Ba3 (sf)

Ratings Rationale

The downgrades are due to interest shortfalls, higher than
anticipated losses from liquidated loans and an increase in
expected losses from specially serviced and troubled loans.

The ten downgraded classes plus an additional seven classes are
placed on review for possible downgrade due to uncertainty
surrounding the impact of a recent loan modification for the
deal's largest loan, the Alliance SAFD -- PJ Loan ($475 million --
15.8% of the pool).

Moody's rating action reflects a cumulative base expected loss of
9.4% of the current pooled balance compared to 8.0% at last
review. Moody's provides a current list of base expected losses
for conduit and fusion CMBS transactions on moodys.com at
http://v3.moodys.com/viewresearchdoc.aspx?docid=PBS_SF215255.
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.

Moody's analysis reflects a forward-looking view of the likely
range of collateral performance over the medium term. From time to
time, Moody's may, if warranted, change these expectations.
Performance that falls outside an acceptable range of the key
parameters may indicate that the collateral's credit quality is
stronger or weaker than Moody's had anticipated during the current
review. Even so, deviation from the expected range will not
necessarily result in a rating action. There may be mitigating or
offsetting factors to an improvement or decline in collateral
performance, such as increased subordination levels due to
amortization and loan payoffs or a decline in subordination due to
realized losses.

Primary sources of assumption uncertainty are the extent of the
slowdown in growth in the current macroeconomic environment and
commercial real estate property markets. While commercial real
estate property values are beginning to move in a positive
direction, a consistent upward trend will not be evident until the
volume of investment activity increases, distressed properties are
cleared from the pipeline, and job creation rebounds. The hotel
and multifamily sectors continue to show positive signs and
improvements in the office sector continue with minimal additions
to supply. However, office demand is closely tied to employment,
where unemployment remains above long-term averages and business
confidence remains below long-term averages. Performance in the
retail sector has been mixed with lackluster holiday sales driven
by sales and promotions. Consumer confidence remains low. Across
all property sectors, the availability of debt capital continues
to improve with increased securitization activity of commercial
real estate loans supported by a monetary policy of low interest
rates. Moody's central global macroeconomic scenario reflects: an
overall downward revision of real growth forecasts since last
quarter, amidst ongoing and policy-induced banking sector
deleveraging leading to a tightening of bank lending standards and
credit contraction; financial market turmoil continuing to
negatively impact consumer and business confidence; persistently
high unemployment levels; and weak housing markets resulting in a
further slowdown in growth.

The methodologies used in this rating were "Moody's Approach to
Rating U.S. CMBS Conduit Transactions" published in September
2000, and "Moody's Approach to Rating Structured Finance Interest-
Only Securities" published in February 2012.

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 our 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 review also incorporated the CMBS IO calculator ver 1.0,
which uses the following inputs to calculate the proposed IO
rating based on the published methodology: original and current
bond ratings and credit estimates; original and current bond
balances grossed up for losses for all bonds the IO(s)
reference(s) within the transaction; and IO type corresponding to
an IO type as defined in the published methodology. The calculator
then returns a calculated IO rating based on both a target and
mid-point . For example, a target rating basis for a Baa3 (sf)
rating is a 610 rating factor. The midpoint rating basis for a
Baa3 (sf) rating is 775 (i.e. the simple average of a Baa3 (sf)
rating factor of 610 and a Ba1 (sf) rating factor of 940). If the
calculated IO rating factor is 700, the CMBS IO calculator ver1.0
would provide both a Baa3 (sf) and Ba1 (sf) IO indication for
consideration by the rating committee.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 23, compared to 25 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 a review
utilizing MOST(R) (Moody's Surveillance Trends) Reports and a
proprietary program that highlights significant credit changes
that have occurred in the last month as well as cumulative changes
since the last full transaction review. On a periodic basis,
Moody's also performs a full transaction review that involves a
rating committee and a press release. Moody's prior transaction
review is summarized in a press release dated June 2, 2011.

DEAL PERFORMANCE

As of the February 17, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 9% to $3 billion
from $3.3 billion at securitization. The Certificates are
collateralized by 203 mortgage loans ranging in size from less
than 1% to 16% of the pool, with the top ten loans representing
44% of the pool. The pool does not contain any defeased loans or
loans with credit estimates.

Forty loans, representing 12% 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 our
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 $52 million (82% loss severity overall)
compared to $27.3 million at last review. Nine loans have been
modified with an aggregate $16 million principal curtailment,
which brings the deal's total realized loss to $68 million.
Twenty-one loans, representing 27% of the pool, are currently in
special servicing. The largest specially serviced loan is the
Alliance SAFD -- PJ Loan ($475 million -- 15.8% of the pool),
which is secured by 32 multifamily properties located in Texas,
Florida, Tennessee, Georgia and Arizona. The loan is being
modified and the modification terms will be summarized once
Moody's completes our analysis of the modification.

Moody's has assumed a high default probability for 15 poorly
performing loans representing 6% of the pool and has estimated a
$28 million aggregate loss (15% expected loss based on a 50%
probability default) from these troubled loans.

Moody's was provided with full year 2010 and full or partial year
2011 operating results for 98% and 97% of the conduit,
respectively. The conduit portion of the pool excludes specially
serviced and troubled loans. Moody's weighted average conduit LTV
is 117% compared to 122% at Moody's prior review. Moody's net cash
flow reflects a weighted average haircut of 9% to the most
recently available net operating income. Moody's value reflects a
weighted average capitalization rate of 9.1%.

Moody's actual and stressed conduit DSCRs are 1.32X and 0.87X,
respectively, compared to 1.26X and 0.83X at last review. Moody's
actual DSCR is based on Moody's net cash flow (NCF) and the loan's
actual debt service. Moody's stressed DSCR is based on Moody's NCF
and a 9.25% stressed rate applied to the loan balance.

Based on the most recent remittance statement, Classes AJ through
S have experienced cumulative interest shortfalls totaling $16
million. Moody's anticipates that the pool will continue to
experience interest shortfalls because of the high exposure to
specially serviced and troubled loans Interest shortfalls are
caused by special servicing fees, including workout and
liquidation fees, appraisal subordinate entitlement reductions
(ASERs), extraordinary trust expenses, loan modifications that
include either an interest rate reduction or a non-accruing note
component, and non-recoverability determinations by the servicer
that involve a clawback for previously made advances.

The top three performing loans represent 18% of the pool balance.
The largest loan is the 599 Lexington Avenue Loan ($300 million
-- 10% of the pool), which is secured by a 1 million square foot
(SF) office building located in Midtown Manhattan in New York
City. The loan represents a 40% pari-passu interest in a $750
million loan. The property was 96% leased as of September 2011,
which is the same as at last review. Less than 2% of the
property's leases expire over the next three years. Moody's
expects performance to improve due to rent step provisions in the
leases. Moody's LTV and stressed DSCR are 129% and 0.71X,
respectively, which is the same as at last review.

The second largest loan is the Two North LaSalle Loan ($127
million -- 4.2% of the pool), which is secured by a 700,000 SF
office property located in Chicago's Central Loop submarket. The
property has demonstrated a downward leasing trend: the property
was 99% leased at securitization, 94% leased at 2010 YE and 88%
leased at 2011 YE. The decline in occupancy has caused a slight
decline in overall performance, however, only 1% of the current
leases expire in 2012. Moody's LTV and stressed DSCR are 130% and
0.77X, respectively, compared to 126% and 0.79X at last review.

The third largest loan is the Park Central Loan ($115 million --
3.8% of the pool), which is secured by a 550,000 SF Class A office
located in downtown Denver, Colorado. The loan was in special
servicing at last review, but has since been modified and returned
to the master servicer. The loan modification included a
requirement that the borrower fund a $10 million tenant
improvement and leasing commision (TI/LC) reserve in conjunction
with signing a new lead tenant, Bridgepoint Education. The
building is now fully leased with minimal (3%) lease rollover in
2012-13. Property performance is expected to improve after
Bridgepoint's rent concession ends in 2H2013. The loan's coupon
was also split into a current pay rate and an accrual rate, which
is causing a recurring monthly shortfall of over $150,000. Moody's
LTV and stressed DSCR are 126% and 0.75X compared to 124% and
0.81X at last review.


CREDIT SUISSE 2007-TFL2: S&P Affirms 'BB-' Rating on A-1 Certs.
---------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BB- (sf)' rating
on the class A-1 commercial mortgage pass-through certificates
from Credit Suisse First Boston Mortgage Securities Corp.'s series
2007-TFL2, a U.S. commercial mortgage-backed securities (CMBS)
transaction.

"The affirmation follows our analysis of the transaction, deal
structure, liquidity available to the trust, and refinancing
risks. Specifically, we considered that class A-1 may be
susceptible to interest shortfalls because three (48.8% of the
trust balance) of the four loans mature in March or April 2012,
two of which have already been transferred to the special
servicers," S&P said.

"Our analysis also included our revaluation of the remaining four
floating-rate loans," S&P said.

"We based our analysis, in part, on a review of the borrower's
operating statements for the full-year or interim 2011, the year-
ended Dec. 31, 2010, the borrower's 2012 budget (where available),
the borrower's 2011 rent rolls, and available Smith Travel
Research (STR) reports," S&P said.

"We previously lowered our ratings on classes A-2 through L to 'D
(sf)' due to recurring interest shortfalls. For more details,
please see 'CSFB Mortgage Securities Corp. Series 2007-TFL2 Class
A-2 Downgraded to 'D (sf)' Due to Recurring Interest Shortfalls,'
published Oct. 7, 2010, and 'CSFB Mortgage Securities Corp. Series
2007-TFL2 Ratings Lowered On Six Classes; One Rating Affirmed,'
published July 7, 2010," S&P said.

"As of the Feb. 15, 2012, trustee remittance report, the trust
consists of four floating-rate interest-only loans indexed to one-
month LIBOR totaling $835.1 million. The one-month LIBOR rate was
0.2896% according to the February 2012 trustee remittance report.
Details of the four remaining loans, two of which are currently
with the special servicers, are as set forth," S&P said.

"The Planet Hollywood Resort & Casino loan, the largest loan in
the transaction, has a whole-loan balance of $515.6 million that
is split into a $427.8 million senior note that makes up 51.2% of
the trust balance and subordinate B notes totaling $87.8 million.
The loan is secured by a 2,567-room, full-service gaming hotel in
Las Vegas. The master servicer, KeyBank Real Estate Capital
(KeyBank), reported a debt service coverage (DSC) and occupancy of
2.51x and 97.7% for the trailing 12-months ended Oct. 31, 2011.
Our adjusted valuation, using an 11.55% capitalization rate,
yielded an in-trust stressed loan-to-value (LTV) ratio of 92.4%.
According to KeyBank, the loan was modified on Feb. 19, 2010, and
returned to the master servicer on May 20, 2010. The terms of the
loan modification included, but are not limited to, extending the
loan's maturity to Dec. 9, 2013, from Dec. 9, 2011, and reducing
the principal on the $400.0 million subordinate B notes. KeyBank
indicated that the borrower paid the special servicing and workout
fees on this loan," S&P said.

"The Whitehall Seattle Portfolio loan, the second-largest loan in
the trust, has a whole-loan balance of $466.3 million that is
split into a $292.5 million senior note that makes up 35.0% of the
trust balance and two subordinate junior notes totaling $173.8
million. In addition, the equity interests in the borrower of the
whole loan secure mezzanine debt totaling $430.2 million. The loan
is secured by 11 office properties totaling 2.6 million sq. ft. in
Bellevue, Seattle, and Mercer Island, Wash. The loan was
transferred to the special servicer, CT Investment Management Co.
Inc. (CT), on December 22, 2011, due to imminent maturity default
after the borrower indicated that it will not be able to payoff
the loan by its April 9, 2012, maturity date. CT stated that it
has ordered updated appraisals and that the borrower is in
discussions with the respective lenders on potential workout
strategies. KeyBank reported a combined DSC of 6.97x for the nine
months ended Sept. 30, 2011, and overall occupancy on the office
portfolio was 63.8%, according to the September 2011 rent rolls.
Our adjusted valuation, using a weighted average capitalization
rate of 9.12%, yielded an in-trust stressed LTV ratio of 94.1%,"
S&P said.

"The 100 West Putnam Avenue loan, the third-largest loan in the
transaction, has a whole-loan balance of $130.0 million, which
consists of a $67.0 million senior note that makes up 8.0% of the
trust balance and subordinate junior notes totaling $63.0 million.
The loan is secured by four office buildings totaling 152,304 sq.
ft. in Greenwich, Conn. KeyBank reported a DSC of 1.58x for year-
end 2011 and occupancy was 93.6%, according to the Nov. 15, 2011,
rent roll. The loan matured on March 9, 2012. According to
KeyBank, the loan was transferred to the special servicer, Talmage
LLC, on March 6, 2012, because the borrower was not able to obtain
refinancing proceeds. KeyBank indicated that the borrower
requested for a short-term extension from the loan's maturity to
secure refinancing proceeds. Our adjusted valuation, using an 8.5%
capitalization rate, yielded an in-trust stressed LTV ratio of
85.3%," S&P said.

"The Westin DFW loan, the smallest loan in the trust, has a a
whole-loan balance of $73.6 million that is split into a $47.8
million senior note that makes up 5.8% of the trust balance and a
$25.8 million subordinate B note," S&P said.

"The loan is secured by a 506-room, full-service hotel in Irving,
Texas. KeyBank reported a 5.23x DSC and 72.4% occupancy for the
year-ended Dec. 31, 2011," S&P said.

"The loan matures on April 9, 2012. According to KeyBank, the
borrower has stated that it has secured refinancing proceeds to
payoff the loan by its maturity date. Our adjusted valuation,
using an 11.25% capitalization rate, yielded an in-trust stressed
LTV ratio of 76.9%," 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


CWABS INC: Moody's Cuts Rating on Cl. A-IO Tranche to 'Ba3'
-----------------------------------------------------------
Moody's Investors Service has placed fifteen principal and
interest tranches on review for possible downgrade from six CWABS
transactions issued in 2002 and 2004. The collateral backing these
deals primarily consists of closed end second lien loans and
HELOCs. Moody's has also downgraded the ratings of four interest-
only (IO) tranches from four of these transactions to correct the
inaccurate linkage of these bonds from a prior rating action.

Ratings Rationale

The placement of fifteen principal and interest tranches on review
for possible downgrade results from Countrywide Home Loans (CHL)
having been placed on review for possible downgrade on
February 15, 2012.

The four interest-only tranches downgraded in today's action are
each linked to a single reference pool within their respective
transactions as provided by the respective Pooling and Servicing
Agreements. When Moody's took action on these IO tranches in
February 2012, each rating was incorrectly linked to the ratings
of multiple bonds within the relevant transaction instead of
referencing the single pool as a whole. Moody's methodology for
rating IO bonds that are referenced to multiple bonds specifies
taking the weighted average current rating of the referenced
bonds. Moody's has corrected the ratings on these four IO tranches
to reflect the correct linkage for these transactions, employing
another provision of its IO methodology: for IO tranches
referencing a single pool, the rating is determined to be the
lowest of i) Ba3 (sf); ii) the highest current tranche rating on
bonds outstanding backed by the referenced pool; or iii) the
rating corresponding to the pool expected loss.

The methodologies used in these ratings were "Moody's Approach to
Rating US Residential Mortgage-Backed Securities" published in
December 2008, "Second Lien RMBS Loss Projection Methodology:
April 2010" published in April 2010, and "Moody's Approach to
Rating Structured Finance Interest-Only Securities" published in
February 2012.

The transactions have the benefit of mortgage insurance and
Countrywide Home Loans (CHL) guarantees up to the maximum dollar
limits as specified in the original deal agreements. The ratings
take into consideration the two associated credit provider ratings
for each transaction, and may be higher than Moody's assessment of
the individual credit strength of either. The higher rating is the
result of the application of the joint probability-of-default
analysis, described in detail in Moody's Special Comment, "The
Incorporation of Joint-Default Analysis into Moody's Corporate,
Financial and Government Rating Methodologies," February 2005.
That analysis indicates that the rating on a jointly supported
obligation may be higher than that of either support provider
because the likelihood of joint default is typically less than the
probability of default of either support provider individually.
Moody's is also typically assuming an insurance rescission rate of
20-40% for the transactions mentioned ; any loss protection on the
mortgage pools that are rescinded by the mortgage insurers are
subject to any further available coverage provided by the CHL
guarantee agreements . The junior tranches for CWABS 2004-S1 and
CWABS 2002-S4 are rated lower than the CHL long term rating since
the amount of outstanding class balances available to take losses
on these two deals is close to or exceeds the remaining CHL
corporate guarantee amounts available.

Certain securities, as noted below, are insured by financial
guarantors. For securities insured by a financial guarantor, the
rating on the securities is the higher of (i) the guarantor's
financial strength rating and (ii) the current underlying rating
(i.e., absent consideration of the guaranty) on the security. The
principal methodology used in determining the underlying rating is
the same methodology for rating securities that do not have a
financial guaranty and is as described earlier.

The primary source of assumption uncertainty is the current
macroeconomic environment, in which unemployment levels remain
high, 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.

Complete rating actions are as follows:

Issuer: CWABS, Inc. Asset-Backed Certificates, Series 2002-S1

Cl. A-4, A3 (sf) Placed Under Review for Possible Downgrade;
previously on Oct 6, 2011 Downgraded to A3 (sf)

Cl. A-5, A3 (sf) Placed Under Review for Possible Downgrade;
previously on Oct 6, 2011 Downgraded to A3 (sf)

Cl. A-IO, Downgraded to Ba3 (sf); previously on Feb 22, 2012
Downgraded to Baa1 (sf)

Cl. M-1, Baa1 (sf) Placed Under Review for Possible Downgrade;
previously on Oct 6, 2011 Downgraded to Baa1 (sf)

Cl. M-2, Baa1 (sf) Placed Under Review for Possible Downgrade;
previously on Oct 6, 2011 Downgraded to Baa1 (sf)

Issuer: CWABS, Inc. Asset-Backed Certificates, Series 2002-S2

Cl. A-5, A3 (sf) Placed Under Review for Possible Downgrade;
previously on Oct 6, 2011 Downgraded to A3 (sf)

Cl. A-IO, Downgraded to Ba3 (sf); previously on Feb 22, 2012
Downgraded to Baa1 (sf)

Cl. M-1, Baa1 (sf) Placed Under Review for Possible Downgrade;
previously on Oct 6, 2011 Downgraded to Baa1 (sf)

Cl. M-2, Baa1 (sf) Placed Under Review for Possible Downgrade;
previously on Oct 6, 2011 Downgraded to Baa1 (sf)

Issuer: CWABS, Inc. Asset-Backed Certificates, Series 2004-S1

Cl. A-3, Baa3 (sf) Placed Under Review for Possible Downgrade;
previously on Oct 14, 2011 Downgraded to Baa3 (sf)

Issuer: CWABS, Inc., Asset-Backed Certificates, Series 2002-SC1

Cl. M-2, A3 (sf) Placed Under Review for Possible Downgrade;
previously on Oct 6, 2011 Downgraded to A3 (sf)

Cl. B-1, Baa1 (sf) Placed Under Review for Possible Downgrade;
previously on Oct 6, 2011 Downgraded to Baa1 (sf)

Issuer: CWABS, Inc., Asset-Backed Pass-Through Certificates,
Series 2002-S3

Cl. A-5, A3 (sf) Placed Under Review for Possible Downgrade;
previously on Oct 6, 2011 Downgraded to A3 (sf)

Underlying Rating: A3 (sf) Placed Under Review for Possible
Downgrade; previously on Oct 6, 2011 Downgraded to A3 (sf)

Financial Guarantor: MBIA Insurance Corporation (B3 placed on
review for possible downgrade on Dec 19, 2011)

Cl. A-IO, Downgraded to Ba3 (sf); previously on Feb 22, 2012
Downgraded to Baa1 (sf)

Cl. M-1, Baa1 (sf) Placed Under Review for Possible Downgrade;
previously on Oct 6, 2011 Downgraded to Baa1 (sf)

Cl. M-2, Baa1 (sf) Placed Under Review for Possible Downgrade;
previously on Oct 6, 2011 Downgraded to Baa1 (sf)

Issuer: CWABS, Inc., Asset-Backed Pass-Through Certificates,
Series 2002-S4

Cl. A-5, Baa1 (sf) Placed Under Review for Possible Downgrade;
previously on Oct 14, 2011 Downgraded to Baa1 (sf)

Cl. A-IO, Downgraded to Ba3 (sf); previously on Feb 22, 2012
Downgraded to Baa3 (sf)

Cl. M-1, Baa3 (sf) Placed Under Review for Possible Downgrade;
previously on Oct 14, 2011 Downgraded to Baa3 (sf)


DA VINCI: S&P Removes 'BB-' Rating on Class B Notes; Off Watch
--------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on Da
Vinci Synthetic PLC's (Da Vinci's) class A and B notes. "At the
same time, we removed our 'BB- (sf)' rating on class B from
CreditWatch, where we had placed it with negative implications on
Dec. 15, 2011," S&P said.

"Da Vinci is a synthetic securitization originated by Banca Intesa
SpA (now Intesa Sanpaolo) to transfer the risk associated with a
portfolio backed by aircraft loans made to airlines. Two loans in
the portfolio--each backed by an MD-83 aircraft--were made to
American Airlines Inc., which filed Chapter 11 bankruptcy on Nov.
29, 2011. These two loans represent a relatively small part
of the total loan portfolio (about 6%)," S&P said.

"We had placed the class B notes on CreditWatch negative on Dec.
15, 2011, due to our concern that American Airlines could return
the two MD-83 aircraft to lenders and that the market value of the
two MD-83 aircraft could decline significantly. In this case, we
believed the class B's credit enhancement could have been
insufficient at its then-current rating," S&P said.

"The affirmations reflect our view that the credit enhancement for
the class A and B notes is sufficient at their respective rating
levels even if we assume the recovery on the two aircraft loans
made to American Airlines is zero. Since Dec. 15, 2011, the loan
portfolio continued to amortize at a faster pace than the aircraft
collateral's depreciation, which increased the collateral coverage
for the loans in the portfolio and thus, in our view, has provided
a greater buffer against potential losses," S&P said.

Standard & Poor's will continue to monitor this securitization and
take rating actions when appropriate.

             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 Affirmed And Removed From Creditwatch Negative
Da Vinci Synthetic PLC
              Rating
Class     To           From               Amount (mil. GBP)
B         BB- (sf)     BB- (sf)/Watch Neg            20.8

Rating Affirmed
Da Vinci Synthetic PLC

Class         Rating                      Amount (mil. GBP)
A             BBB (sf)                               25.9


DLJ COMMERCIAL: Moody's Affirms 'Caa3' Rating on Class S Cert.
--------------------------------------------------------------
Moody's Investors Service upgraded the rating of one class and
affirmed one class of DLJ Commercial Mortgage Corp. Commercial
Mortgage Pass-Through Certificates, Series 1999-CG2 as follows:

Cl. B-4, Upgraded to Baa1 (sf); previously on Jun 22, 1999
Definitive Rating Assigned Ba2 (sf)

Cl. S, Affirmed at Caa3 (sf); previously on Feb 22, 2012
Downgraded to Caa3 (sf)

Ratings Rationale

The upgrade is due primarily to amortization and future paydowns
expected to impact the Class B4 certificates, the sole remaining
principal balance class currently rated by Moody's.

The rating of the IO Class, Class S, is consistent with the
expected credit performance of the pool and thus is affirmed.

Moody's rating action reflects a cumulative base expected loss of
approximately 10.4% of the current deal balance. At last review,
Moody's cumulative base expected loss was approximately 10.8%.
Moody's provides a current list of base losses for conduit and
fusion CMBS transactions on moodys.com at
http://v3.moodys.com/viewresearchdoc.aspx?docid=PBS_SF215255.
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
commercial real estate property markets. While commercial real
estate property values are beginning to move in a positive
direction, a consistent upward trend will not be evident until the
volume of investment activity increases, distressed properties are
cleared from the pipeline, and job creation rebounds. The hotel
and multifamily sectors continue to show positive signs and
improvements in the office sector continue with minimal additions
to supply. However, office demand is closely tied to employment,
where unemployment remains above long-term averages and business
confidence remains below long-term averages. Performance in the
retail sector has been mixed with lackluster holiday sales driven
by sales and promotions. Consumer confidence remains low. Across
all property sectors, the availability of debt capital continues
to improve with increased securitization activity of commercial
real estate loans supported by a monetary policy of low interest
rates. Moody's central global macroeconomic scenario reflects: an
overall downward revision of real growth forecasts since last
quarter, amidst ongoing and policy-induced banking sector
deleveraging leading to a tightening of bank lending standards and
credit contraction; financial market turmoil continuing to
negatively impact consumer and business confidence; persistently
high unemployment levels; and weak housing markets resulting in a
further slowdown in growth.

The methodologies used in this rating were "Moody's Approach to
Rating Conduit Transactions" published in September 2000, "Moody's
Approach to Rating CMBS Large Loan/Single Borrower Transactions"
published in July 2000, and "Moody's Approach to Rating Structured
Finance Interest-Only Securities" published in February 2012.

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 our 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 review also incorporated the CMBS IO calculator ver 1.0,
which uses the following inputs to calculate the proposed IO
rating based on the published methodology: original and current
bond ratings and credit estimates; original and current bond
balances grossed up for losses for all bonds the IO(s)
reference(s) within the transaction; and IO type corresponding to
an IO type as defined in the published methodology. The calculator
then returns a calculated IO rating based on both a target and
mid-point . For example, a target rating basis for a Baa3 (sf)
rating is a 610 rating factor. The midpoint rating basis for a
Baa3 (sf) rating is 775 (i.e. the simple average of a Baa3 (sf)
rating factor of 610 and a Ba1 (sf) rating factor of 940). If the
calculated IO rating factor is 700, the CMBS IO calculator ver1.0
would provide both a Baa3 (sf) and Ba1 (sf) IO indication for
consideration by the rating committee.

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, compared to a Herf of 17 at Moody's prior
review.

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

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

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

DEAL PERFORMANCE

As of the February 10, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 98% to $67 million
from $1.55 billion at securitization. The Certificates are
collateralized by 30 mortgage loans ranging in size from less than
1% to 16% of the pool, with the top ten loans representing 78% of
the pool. There are no loans with credit estimates in the pool.
Two loans, representing approximately 1% of the pool, are defeased
and are collateralized by U.S. Government securities.

Twelve loans, representing 19% 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 our
ongoing monitoring of a transaction, Moody's reviews the watchlist
to assess which loans have material issues that could impact
performance.

Fifty-four loans have liquidated from the pool, resulting in an
aggregate realized loss of $57.4 million (25% average loan loss
severity). Currently, one loan, representing 11% of the pool, is
in special servicing. Moody's has estimated a $4.2 million loss
for the specially-serviced loan.

Moody's has assumed a high default probability for two poorly-
performing loans representing 4% of the pool. Moody's analysis
attributes to these troubled loans an aggregate $500k loss (21%
expected loss severity based on a 57% probability default).

Moody's was provided with full-year 2010 and partial-year 2011
operating results for 81% of the performing pool. Excluding
specially serviced and troubled loans, Moody's weighted average
LTV is 72% compared to 71% at last full review. Moody's net cash
flow reflects a weighted average haircut of 10.5% to the most
recently available net operating income. Moody's value reflects a
weighted average capitalization rate of 9.5%

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.30X and 1.81X, respectively, compared to
1.36X and 1.79X at last review. Moody's actual DSCR is based on
Moody's net cash flow (NCF) and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.

The top three performing conduit loans represent 37% of the pool.
The largest loan is the Pines of Westbury Loan ($10.5 million --
16% of the pool). The loan is secured by a 940-unit multifamily
property located in the Katy/Southwest Houston submarket of
Houston, Texas. Performance at the property has improved since
Moody's last review, in line with expectations for the Houston
multifamily market. Occupancy, as of October 2011, was 78%,
compared to 72% in January 2011. Moody's current LTV and stressed
DSCR are 107% and 1.02X, respectively, compared to 119% and 0.91X
at last review.

The second-largest loan is the Hazelcrest Place Loan($7.3 million
-- 11% of the pool). The loan is secured by a 241-unit multifamily
property located in Hazel Park, Michigan, a northern suburb of
Detroit. The property was 100% occupied as of September 30, 2011
compared to 98% occupancy in July 2010. Moody's current LTV and
stressed DSCR are 69% and 1.45X, respectively, compared to 65% and
1.53X at last review.

The third-largest loan consists of a portfolio of three
supermarket-anchored retail properties ($6.5 million -- 10% of the
pool) totaling 152,000 square feet. The properties are located in
Woonsocket, Rhode Island, and in New Bedford and Seekonk,
Massachusetts. The grocery anchors are Stop and Shop Companies,
Inc., Trucchi's Supermarkets, and GU Markets, respectively. All
three leases terminate in 2015. Performance across the portfolio
has been negatively impacted by temporary legal and professional
charges affecting the property in Seekonk, Massachusetts. Moody's
current LTV and stressed DSCR for the portfolio are 101% and,
1.03X respectively, compared to 83% and 1.26X at last review.


EAST LANE: S&P Gives 'BB' Rating on Series 2012 Class A Notes
-------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB(sf)' and 'BB-
(sf)' ratings to the Series 2012 Class A and Class B notes,
respectively, issued by East Lane Re V Ltd. 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 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 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 V, a Cayman Islands-exempted company licensed as a Class
B insurer, has raised $150,000,000 to collateralize two
reinsurance agreements with Chubb.

The covered area for both perils is Alabama, Florida, Georgia,
Louisiana, Mississippi, North Carolina, South Carolina, and Texas.

Covered losses are for personal lines property exposures only.

Losses will be based on the ultimate net losses of Chubb.

Ratings List

New Rating
East Lane Re V Ltd.
Series 2012 Class A Notes         BB(sf)
Series 2012 Class B Notes         BB-(sf)


GREEN TREE: S&P Lowers Class B Certificates Rating to 'D'
---------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on the class
B certificates from Green Tree Recreational, Equipment, & Consumer
Trust 1996-C to 'D (sf)' from 'CCC- (sf)'.

"We lowered the rating because the class B certificates
experienced an interest payment shortfall as of the February 2012
distribution date due to insufficient collections. This class'
losses have significantly exceeded our expectations, the
certificates have performed worse than our initial 'A-' stress
scenario, and available credit support has been depleted. In
addition to the interest payment shortfall in the current month, a
certificate principal balance of $51,844 remains unpaid. We do not
expect the class to repay this unpaid loss by its final maturity
in October 2017 given that the remaining asset balance has been
reduced to zero," S&P said.

Green Tree Recreational, Equipment, & Consumer Trust 1996-C is
backed by retail installment sales contracts and promissory notes
for the purchase of a variety of consumer products and equipment
originated by Green Tree Finance Corp.

Standard & Poor's will continue to monitor the ratings associated
with this transaction.

             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


GSMS 2006-RR3: Moody's Affirms 'C' Ratings on Seven Cert. Classes
-----------------------------------------------------------------
Moody's Investors Service has affirmed eleven classes of
Certificates issued by GS Mortgage Securities Corporation II,
Commercial Mortgage Pass-Through Certificates, Series 2006-RR3
("GSMS 2006-RR3"). The affirmations are due to the key transaction
parameters performing within levels commensurate with the existing
ratings levels. The rating action is the result of Moody's on-
going surveillance of commercial real estate collateralized debt
obligation (CRE CDO and Re-Remic) transactions.

Cl. A1-P, Affirmed at Caa3 (sf); previously on Mar 16, 2011
Downgraded to Caa3 (sf)

Cl. A1-S, Affirmed at Caa3 (sf); previously on Mar 16, 2011
Downgraded to Caa3 (sf)

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

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

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

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

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

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

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

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

Cl. X, Affirmed at Caa3 (sf); previously on Mar 16, 2011
Downgraded to Caa3 (sf)

Ratings Rationale

GSMS 2006-RR3 is a static Re-Remic transaction backed by a
portfolio of commercial mortgage backed securities (CMBS) (100.0%
of the pool balance). All of the CMBS assets were securitized
between 2004 and 2006. All classes of Re-Remic certificates are
experiencing interest shortfalls totaling approximately $20.2
million accrued since October 20th, 2009, and further shortfalls
in interest payments are expected due to interest shortfalls on
the underlying collateral portfolio. The aggregate Certificate
balance of the transaction is $725.5 million compared to $727.8
million at issuance.

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 and
Re-Remic pool. Moody's has completed updated credit estimates for
the non-Moody's rated assets. The bottom-dollar WARF is a measure
of the default probability within a collateral pool. The current
bottom-dollar WARF is 7,128 compared to 7,067 at last review.
Moody's modeled a bottom-dollar WARF of 4,606 compared to 5,307 at
last review, which is the WARF excluding defaulted collateral
(obligations with interest shortfalls and rated Ca or C by
Moody's). The distribution of current ratings and credit estimates
is as follows: A1-A3 (3.5% compared to 3.2% at last review), Baa1-
Baa3 (17.0% compared to 15.5% at last review), Ba1-Ba3 (16.3%
compared to 23.9% at last review), B1-B3 (13.1% compared to 0.7%
at last review), and Caa1-C (50.2% compared to 56.7% at last
review).

WAL acts to adjust the probability of default of the assets in the
pool for time. Moody's modeled to a WAL (excluding defaulted
collateral) of 4.3 years compared to 5.0 years at last review.

WARR is the par-weighted average of the mean recovery values for
the collateral assets in the pool. Moody's modeled a fixed WARR
(excluding defaulted collateral ) of 6.6% compared to 7.0% at last
review.

MAC is a single factor that describes the pair-wise asset
correlation to the default distribution among the instruments
within the collateral pool (i.e. the measure of diversity).
Moody's modeled a MAC of 99.9%, same as at last review. The high
MAC is due to the number of high credit risk exposures in the
pool.

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

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

Moody's review incorporated the CMBS IO calculator ver1.0 which
uses the following inputs to calculate the proposed IO rating
based on the published methodology: original and current bond
ratings and credit estimates; original and current bond balances
grossed up for losses for all bonds the IO(s) reference(s) within
the transaction; and IO type corresponding to an IO type as
defined in the published methodology. The calculator then returns
a calculated IO rating based on both a target and mid-point . For
example, a target rating basis for a Baa3 (sf) rating is a 610
rating factor. The midpoint rating basis for a Baa3 (sf) rating is
775 (i.e. the simple average of a Baa3 (sf) rating factor of 610
and a Ba1 (sf) rating factor of 940). If the calculated IO rating
factor is 700, the CMBS IO calculator ver1.0 would provide both a
Baa3 (sf) and Ba1 (sf) IO indication for consideration by the
rating committee.

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

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

Primary sources of assumption uncertainty are the extent of the
slowdown in growth in the current macroeconomic environment and
commercial real estate property markets. While commercial real
estate property values are beginning to move in a positive
direction, a consistent upward trend will not be evident until the
volume of investment activity increases, distressed properties are
cleared from the pipeline, and job creation rebounds. The hotel
and multifamily sectors continue to show positive signs and
improvements in the office sector continue with minimal additions
to supply. However, office demand is closely tied to employment,
where unemployment remains above long-term averages and business
confidence remains below long-term averages. Performance in the
retail sector has been mixed with lackluster Holiday sales driven
by sales and promotions. Consumer confidence remains low. Across
all property sectors, the availability of debt capital continues
to improve with increased securitization activity of commercial
real estate loans supported by a monetary policy of low interest
rates. Moody's central global macroeconomic scenario reflects: an
overall downward revision of real growth forecasts since last
quarter, amidst ongoing and policy-induced banking sector
deleveraging leading to a tightening of bank lending standards and
credit contraction; financial market turmoil continuing to
negatively impact consumer and business confidence; persistently
high unemployment levels; and weak housing markets resulting in a
further slowdown in growth.

The methodologies used in this rating were "Moody's Approach to
Rating SF CDOs" published in November 2010, "Moody's Approach to
Rating Commercial Real Estate CDOs" published in July 2011, and
"Moody's Approach to Rating Structured Finance Interest-Only
Securities" published in February 2012.


GSAMP TRUST: Moody's Confirms 'Ba1' Rating on Cl. A-1A Tranche
--------------------------------------------------------------
Moody's confirmed the ratings on five tranches from three subprime
RMBS transactions. These tranches were placed on review on July 8,
2011 due to possible short-term cashflow disruptions resulting
from a servicing transfer from Litton Loan Servicing LP to Ocwen
Financial Corp. The servicing transfer was completed in September
2011 and the confirmed bonds were not adversely impacted by the
transfer.

Ratings Rationale

The five tranches affected by the  actions are short cash flow
tranches where full receipt of principal is dependent on the
timing of losses and principal payments in the related
transactions. These tranches were placed on review in July 2011
following Ocwen's announcement that it was purchasing Litton Loan
Servicing LP. The servicing transfer could have temporarily
disrupted cash flows and/or changed the pace of loss realization
adversely impacting the bonds. There has been no adverse impact to
the noted bonds since the servicing transfer in September 2011.
Hence, the ratings on these bonds are being confirmed.

The principal methodology used in these ratings is described in
the Monitoring and Performance Review section in "Moody's Approach
to Rating US Residential Mortgage-Backed Securities" published in
December 2008. Other factors used in these ratings are described
in "Moody's Approach to Rating Structured Finance Securities in
Default" published in November 2009.

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

Complete rating actions are as follows:

Issuer: Fremont Home Loan Trust 2006-2

Cl. II-A-2, Confirmed at A2 (sf); previously on Jul 8, 2011 A2
(sf) Placed Under Review for Possible Downgrade

Issuer: GSAMP Trust 2007-H1

Cl. A-1A, Confirmed at Ba1 (sf); previously on Jul 8, 2011
Downgraded to Ba1 (sf) and Placed Under Review for Possible
Downgrade

Issuer: Ownit Mortgage Loan Trust 2005-4

Cl. A-1, Confirmed at Aaa (sf); previously on Jul 8, 2011 Aaa (sf)
Placed Under Review for Possible Downgrade

Cl. A-2A2, Confirmed at Aaa (sf); previously on Jul 8, 2011 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. A-2B, Confirmed at Aaa (sf); previously on Jul 8, 2011 Aaa
(sf) Placed Under Review for Possible Downgrade


GULF STREAM-RASHINBAN: S&P Ups Rating on Class D Notes From 'BB+'
-----------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-1, A-2, B, C, and D notes from Gulf Stream-Rashinban CLO 2006-I
Ltd., a collateralized loan obligation (CLO) transaction managed
by GSAM Apollo Holdings LLC, and removed them from CreditWatch
with positive implications.

"The rating actions follow our performance review of the
transaction and reflect a relatively positive rating migration of
the underlying portfolio and improvement in the
overcollateralization available to the notes since our
December 2009 rating actions, when we lowered our ratings on all
of the notes. Since our December 2009 rating actions, we have
observed a significant decrease in defaulted assets due to the
sale or reclassification of defaulted assets into 'CCC' or higher
rating categories. As of the January 2012 trustee report, the
transaction held $2.8 million in defaulted assets, compared with
$17.2 million in defaulted assets noted in the October 2009
report, which we referenced for our December 2009 rating actions.
Over this same time period, assets from underlying obligors with
ratings in the 'CCC' range have decreased to $13.5 million from
$43.1 million," S&P said.

"The transaction's overcollateralization (O/C) ratios have
improved by approximately 3.0% on average since October 2009.
Other positive factors in our analysis include the reduction of
the weighted average life and the increase of the weighted average
spread, following the continuous reinvestment of redemption
proceeds into assets that pay greater margins," 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

Gulf Stream-Rashinban CLO 2006-I Ltd.
                            Rating
Class                   To           From
A-1                     AA+ (sf)     AA- (sf)/Watch Pos
A-2                     AA+ (sf)     AA- (sf)/Watch Pos
B                       AA (sf)      A+ (sf)/Watch Pos
C                       A- (sf)      BBB (sf)/Watch Pos
D                       BBB (sf)     BB+ (sf)/Watch Pos


KINGSLAND IV: S&P Raises Class E Note Rating to 'BB'; Off Watch
---------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on six
classes from Kingsland IV Ltd. and removed them from CreditWatch,
where it placed them with positive implications on Dec. 20, 2011.
Kingsland IV Ltd. is a U.S. collateralized loan obligation (CLO)
transaction managed by Kingsland Capital Management LLC.

"The upgrades reflect improved performance we have observed in the
deal's underlying asset portfolio since we downgraded the notes on
March 26, 2010. As of the Feb. 15, 2012, trustee report, the
transaction's asset portfolio had $3.86 million in defaulted
obligations and $28.57 million in 'CCC' rated obligations. This
was a decrease from $9.51 million in defaulted obligations and
$25.47 million in 'CCC' rated obligations noted in the Feb. 15,
2010, trustee report, which we used for our March 2010 rating
actions," S&P said.

"We also observed an increase in the overcollateralization (O/C)
available to support the rated notes," S&P said. The trustee
reported the O/C ratios in the Jan. 23, 2012, monthly report:

* The class A/B O/C ratio was 120.32%, compared with a reported
   ratio of 117.48% in February 2010;

* The class C O/C ratio was 113.01%, compared with a reported
   ratio of 110.34% in February 2010;

* The class D O/C ratio was 108.27%, compared with a reported
   ratio of 105.71% in February 2010; and

* The class E O/C ratio was 104.64%, compared with a reported
   ratio of 102.17% in February 2010.

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

             Standard & Poor's 17g-7 Disclosure Report

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

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

         http://standardandpoorsdisclosure-17g7.com

Rating Actions

Kingsland IV Ltd.
                 Rating
Class         To          From
A-1           AA (sf)     A+ (sf)/Watch Pos
A-1R          AA (sf)     A+ (sf)/Watch Pos
B             A+ (sf)     A (sf)/Watch Pos
C             BBB+ (sf)   BB+ (sf)/Watch Pos
D             BB+ (sf)    CCC+ (sf)/Watch Pos
E             BB (sf)     CCC- (sf)/Watch Pos


INDEPENDENCE I: Moody's Affirms 'C' Rating on Class C Notes
-----------------------------------------------------------
Moody's Investors Service has downgraded one and affirmed two
classes of Notes issued by Independence I CDO, Ltd. The downgrade
is due to decreased credit quality of the collateral pool assets.
The affirmations are due to the key transaction parameters
performing within levels commensurate with the existing ratings
levels. The rating action is the result of Moody's on-going
surveillance of commercial real estate collateralized debt
obligation (CRE CDO and Re-Remic) transactions.

Moody's rating action is as follows:

Class A First Priority Senior Secured Floating Rate Notes,
Downgraded to B2 (sf); previously on Mar 23, 2011 Upgraded to Ba1
(sf)

Class B Second Priority Senior Secured Floating Rate Notes,
Affirmed at Ca (sf); previously on Apr 22, 2009 Downgraded to Ca
(sf)

Class C Mezzanine Secured Floating Rate Notes, Affirmed at C (sf);
previously on Feb 18, 2005 Downgraded to C (sf)

Ratings Rationale

Independence CDO I, Ltd. Is a static CDO a portfolio of asset back
securities (ABS) (57.9% of the pool balance), commercial mortgage
backed securities (CMBS) (29.1%), and collateralized debt
obligations (CDO) (13.1%). As of the January 26, 2011 Trustee
report, the aggregate Note balance of the transaction has
decreased to $100.2 million from $288.5 million at issuance, with
paydown directed to the Class A Notes. The paydown results from
the failure of the senior overcollateralization tests.

There are nine assets with par balance of $20.1 million (20.9% of
the current pool balance) that are considered Defaulted Securities
as of the January 26, 2011 Trustee report. These assets are ABS
(27%) and CMBS (73%).

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 assets. The bottom-dollar WARF is a measure of the default
probability within a collateral pool. The current bottom-dollar
WARF is 5,347 compared to 3,909 at last review. Moody's modeled a
bottom-dollar WARF of 4,394 compared to 3,342 at last review,
which is the WARF excluding Defaulted Securities. The distribution
of current ratings and credit estimates is as follows: Aaa-Aa3
(10.2% compared to 16.2% at last review), A1-A3 (7.0% compared to
9.8% at last review), Baa1-Baa3 (8.4% compared to 16.4% at last
review), Ba1-Ba3 (11.3% compared to 12.7% at last review), B1-B3
(12.8% compared to 12.8% at last review), and Caa1-C (50.4%
compared to 32.1% at last review).

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

WARR is the par-weighted average of the mean recovery values for
the collateral assets in the pool. Moody's modeled a fixed WARR
(excluding defaulted collateral) of 13.9% compared to 27.5% at
last review.

MAC is a single factor that describes the pair-wise asset
correlation to the default distribution among the instruments
within the collateral pool (i.e. the measure of diversity).
Moody's modeled a MAC of 10.1%, compared to 5.5% at last review.

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

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

Changes in any one or combination of the key parameters may have
rating implications on certain classes of rated notes. However, in
many instances, a change in key parameter assumptions in certain
stress scenarios may be offset by a change in one or more of the
other key parameters. Rated notes are particularly sensitive to
changes in recovery rate assumptions. Holding all other key
parameters static, changing the recovery rate assumption down from
13.9% to 3.9% or up to 23.9% would result in average rating
movement on the rated tranches of 0 to 3 notches downward and 0 to
2 notches upward, respectively.

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

Primary sources of assumption uncertainty are the extent of the
slowdown in growth in the current macroeconomic environment and
commercial real estate property markets. While commercial real
estate property values are beginning to move in a positive
direction, a consistent upward trend will not be evident until the
volume of investment activity increases, distressed properties are
cleared from the pipeline, and job creation rebounds. The hotel
and multifamily sectors continue to show positive signs and
improvements in the office sector continue with minimal additions
to supply. However, office demand is closely tied to employment,
where unemployment remains above long-term averages and business
confidence remains below long-term averages. Performance in the
retail sector has been mixed with lackluster Holiday sales driven
by sales and promotions. Consumer confidence remains low. Across
all property sectors, the availability of debt capital continues
to improve with increased securitization activity of commercial
real estate loans supported by a monetary policy of low interest
rates. Moody's central global macroeconomic scenario reflects: an
overall downward revision of real growth forecasts since last
quarter, amidst ongoing and policy-induced banking sector
deleveraging leading to a tightening of bank lending standards and
credit contraction; financial market turmoil continuing to
negatively impact consumer and business confidence; persistently
high unemployment levels; and weak housing markets resulting in a
further slowdown in 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.


INWOOD PARK: S&P Raises Rating on Class E Notes From 'B+' to 'BB'
-----------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
B, C, D, and E notes from Inwood Park CDO Ltd., a collateralized
loan obligation (CLO) transaction managed by GSO/Blackstone Debt
Funds Management LLC. "At the same time, we affirmed our ratings
on the class A-1A, A-1B, and A-2 notes," S&P said.

"The rating actions follow our performance review of the
transaction and reflect a relatively positive rating migration of
the underlying portfolio since our December 2009 rating actions,
when we lowered our ratings on six classes. Since our December
2009 rating actions, we have observed a significant decrease in
defaulted assets due to the sale or reclassification of defaulted
assets into the 'CCC', or higher, rating categories. As of the
February 2012 trustee report, the transaction held $10.9 million
in defaulted assets, compared with $33.5 million noted in the
November 2009 report, which we referenced for our December 2009
rating actions. Over this same time period, assets from underlying
obligors with ratings in the 'CCC' range have decreased to $27.2
million from $49.7 million," S&P said.

"The transaction's overcollateralization (O/C) ratios have
improved since November 2009 on average by approximately 2.0%.
Another positive factor in our analysis was the increased weighted
average spread, following the continuous reinvestment of
redemption proceeds into assets that pay greater margins," S&P
said.

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

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

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

             Standard & Poor's 17g-7 Disclosure Report

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

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

         http://standardandpoorsdisclosure-17g7.com

Rating Actions

Inwood Park CDO Ltd.
                              Rating
Class                   To           From
B                       AA (sf)      AA- (sf)
C                       A (sf)       A- (sf)
D                       BBB (sf)     BBB- (sf)
E                       BB (sf)      B+ (sf)

Ratings Affirmed

Inwood Park CDO Ltd.
Class                   Rating
A-1A                    AAA (sf)
A-1B                    AA+ (sf)
A-2                     AA+ (sf)


LAKESIDE CDO: Moody's Cuts Rating on US$624MM Sr. Notes to 'Caa3'
-----------------------------------------------------------------
Moody's Investors Service has downgraded the rating of the
following notes issued by Lakeside CDO I, LTD.:

US$624,000,000 Class A-1 First Priority Senior Secured Floating
Rate Notes Due 2038 (current outstanding balance of
$248,600,867.60), Downgraded to Caa3 (sf); previously on
March 20, 2009 Downgraded to Caa1 (sf).

Ratings Rationale

According to Moody's, the rating downgrade today is the result of
deterioration in the credit quality of the underlying portfolio.
Such credit deterioration is observed through numerous factors,
including an increase in the WARF, an increase in the dollar
amount of defaulted securities and a decrease in the transaction's
overcollateralization ratios. Based on the latest trustee report
dated January 31, 2012, the WARF of the portfolio has increased to
1337 from 494 since the last rating action in March 2009.
Defaulted securities have also increased from $119.4 million in
February 2009 to $137.3 million in January 2012. Additionally, the
Class A/B overcollateralization ratio test is reported at 53.2%
versus a February 2009 level of 82.6%.

Lakeside CDO I, LTD., issued in December 2003, is a collateralized
debt obligation backed primarily by a portfolio of RMBS, CMBS and
Corporate CDOs originated from 2001 to 2004.

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

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

Together, the simulated defaults and recoveries across each of the
Monte Carlo scenarios define the loss distribution for the
reference pool.

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

Moody's notes that in arriving at its ratings of SF CDOs, there
exist a number of sources of uncertainty, operating both on a
macro level and on a transaction-specific level. Primary sources
of assumption uncertainty are the extent of the slowdown in growth
in the current macroeconomic environment and the commercial and
residential real estate property markets. While commercial real
estate property markets are gaining momentum, a consistent upward
trend will not be evident until the volume of transactions
increases, distressed properties are cleared from the pipeline and
job creation rebounds. Among the uncertainties in the residential
real estate property market are those surrounding future housing
prices, pace of residential mortgage foreclosures, loan
modification and refinancing, unemployment rate and interest
rates.

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

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

Class A-1: 0

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

Class A-1: 0


LB-UBS 2007-C6: S&P Lowers Ratings on 2 Classes of Certs. to 'B-'
-----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on nine
classes of commercial mortgage pass-through certificates from LB-
UBS Commercial Mortgage Trust 2007-C6, a U.S. commercial mortgage-
backed securities (CMBS) transaction. "In addition we affirmed our
ratings on eight other classes from the same transaction," S&P
said.

"Our rating actions follow our analysis of the transaction
primarily using our U.S. conduit/fusion criteria. Our analysis
included a review of the transaction structure and the liquidity
available to the trust. The downgrades reflect credit support
erosion that we anticipate will occur upon the eventual resolution
of 10 ($82.0 million, 2.9%) of the transaction's 14 ($580.2
million, 20.7%) loans with the special servicers. Our analysis
also considered that 26 ($865.0 million, 30.8%) loans in the pool
have a reported debt service coverage (DSC) of less than 1.10x,
and 18 of these loans ($633.6 million, 22.6%) have a reported DSC
below 1.00x," S&P said.

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

"Our analysis included a review of the credit characteristics of
all of the remaining loans in the pool. Using servicer-provided
financial information, we calculated an adjusted DSC of 1.15x and
a loan-to-value (LTV) ratio of 133.3%. We further stressed the
loans' cash flows under our 'AAA' scenario to yield a weighted
average DSC of 0.69x and an LTV ratio of 189.4%. The implied
defaults and loss severity under the 'AAA' scenario were 98.0% and
50.6%. All of the DSC and LTV calculations we exclude 10 ($82.0
million, 2.9%) of the transaction's 14 ($580.2 million, 20.7%)
loans that are with the special servicers. We separately estimated
losses for the excluded specially serviced loans and included them
in the 'AAA' scenario implied default and loss severity figures,"
S&P said.

                      Credit Considerations

"As of the Feb. 17, 2012, trustee remittance report, 14 ($580.2
million, 20.7%) loans in the pool were with the special servicers,
Midland Loan Services LLC (Midland) and Five Mile Capital Real
Estate Advisors LLC (Five Mile). The payment status of the
specially serviced loans as of the February 2012 trustee
remittance report is: two ($16.2 million, 0.6%) are in
foreclosure, nine ($106.6 million, 3.8%) are 90-plus-days
delinquent, one ($2.5 million, 0.1%) is 60 days delinquent, and
two ($454.9 million, 16.2%) are current. Appraisal reduction
amounts (ARAs) totaling $46.6 million were in effect for 12 of the
specially serviced loans. Details for the two largest specially
serviced loans, both of which are top 10 loans, are as set forth,"
S&P said.

"The Innkeepers Portfolio loan is the largest loan with the
special servicer and the largest loan in the pool. The loan has a
whole-loan balance of $675.0 million that is split into two pari
passu pieces, $337.5 million of which makes up 12.0% of the trust
balance. The other pari passu piece is in the LB-UBS Commercial
Mortgage Trust 2007-C7 transaction. The loan is secured by 45
hotel properties totaling 5,683 rooms (35 upscale extended-stay
hotels totaling 4,446 rooms, nine mid-scale hotels totaling 1,101
rooms, and one 136-room full-service hotel) in 16 U.S. states. The
loan, which has a reported current payment status, was transferred
to the special servicer on April 19, 2010, due to imminent
cancellation of the franchise agreement with Marriot
International. The Residence Inn brand was the primary flag for
the hotel properties in the portfolio. The borrower subsequently
filed for Chapter 11 bankruptcy on July 19, 2010," S&P said.

"According to the special servicer, Five Mile, the Innkeepers
Portfolio loan was assumed and modified on Oct. 27, 2011. The loan
modification terms included, but are not limited to, a write-down
of the original $825.4 million whole-loan balance to $675.0
million, which resulted in the trust incurring a $98.4 million
principal loss (reflected in the December 2011 trustee remittance
report)," S&P said.

"It is our understanding that the Innkeepers Portfolio loan will
be returned to the master servicer in the near future, as the loan
modification is completed. Pursuant to the transaction documents,
the special servicer is entitled to a workout fee that is 1% of
all future principal and interest payments if the loan performs
and remains with the master servicer. The reported DSC and
occupancy were 0.93x and 69.2%, respectively, as of Dec. 31,
2009," S&P said.

"The 100 Wall Street loan ($117.4 million, 4.2%) is the sixth-
largest loan in the pool and is secured by a 29-story class A
office building totaling 482,404 sq. ft. in Manhattan. The loan
was transferred to the special servicer, Five Mile, on Dec. 1,
2011, because of the loan's upcoming June 11, 2012, maturity and
low occupancy resulting in declining cash flow. The reported
payment status of the loan is current. Five Mile stated that it is
reviewing workout strategies for this loan and has ordered an
appraisal. The reported DSC and occupancy were 0.80x and 80.5%,
respectively, for the six months ended June 30, 2011," S&P said.

"The 12 remaining loans with the special servicers have individual
balances that represent less than 0.9% of the total pool balance.
ARAs totaling $46.6 million are in effect against these 12 loans.
We estimated losses for 10 of these loans, arriving at a weighted
average loss severity of 46.9%. The special servicers informed us
that they are in the process of finalizing a loan modification for
one of the two remaining specially serviced loans, while the other
loan has recently been modified," S&P said.

                        Transaction Summary

As of the Feb. 17, 2012, trustee remittance report, the collateral
pool had a trust balance of $2.81 billion, down from $2.98 billion
at issuance. The pool currently includes 168 loans. Wells Fargo
provided financial information for 84.2% of the loans in the pool:
10.9% was full-year 2011 data, 25.6% was partial-year 2011 data,
and 47.7% was full-year 2010 data.

"We calculated a weighted average DSC of 1.13x for the pool based
on the reported figures. Our adjusted DSC and LTV ratio were 1.15x
and 133.3%, which exclude 10 ($82.0 million, 2.9%) of the
transaction's 14 ($580.2 million, 20.7%) loans with the special
servicers. We separately estimated losses for the excluded
specially serviced loans. To date, the trust has experienced
$115.8 million in principal losses relating to 11 assets. Thirty-
four loans ($712.4 million, 25.4%), including three of the top 10
loans in the pool, are on the master servicer's watchlist," S&P
said.

                        Summary Of Top 10 Loans

"The top 10 loans have an aggregate outstanding trust balance of
$1.6 billion (58.5%). Using servicer-reported numbers, we
calculated a weighted average DSC of 1.02x for the top 10 loans.
Our adjusted DSC and LTV ratio for the top 10 loans were 1.08x and
144.0%. Two loans ($454.9 million, 16.2%) are with the special
servicers. Three of the top loans ($364.9 million, 13.0%) in the
pool are on the master servicer's watchlist," S&P said.

"The One Sansome Street loan ($139.6 million, 5.0%), the fourth-
largest loan in the pool, is on the master servicer's watchlist
due to a low reported DSC, which was 0.74x for year-end 2011. The
loan is secured by 41-story, class A office building totaling
562,010-sq.-ft. in the North Financial District of San Francisco,
Calif. The occupancy was 70.2%, according to the November 2011
rent roll," S&P said.

"The McCandless Towers loan ($116.4 million, 4.1%), the seventh-
largest loan in the pool, is on the master servicer's watchlist
because of a low reported combined DSC, which was 0.68x for the
nine months ended Sept. 30, 2011. The loan is secured by two twin-
story class A office buildings totaling 418,003 sq. ft. in Santa
Clara, Calif. The combined occupancy was 88.0%, according to the
Sept. 30, 2011, rent rolls," S&P said.

"The Greensboro Park loan ($108.9 million, 3.9%), the eighth-
largest loan in the pool, is on the master servicer's watchlist
because of a low reported combined DSC, which was 0.88x for the
nine months ended Sept. 30, 2011. The loan is secured by two class
A office buildings totaling 485,047 sq. ft. in McLean, Va. The
combined occupancy was 73.0%, according to the Dec. 31, 2011, rent
rolls. According to Wells Fargo, the loan was previously
transferred to the special servicer on April 8, 2010, due to
imminent default. An assumption by a new borrower and a
modification of the loan was completed on Oct. 18, 2010. The terms
of the modification included, but are not limited to, extending
the loan's maturity to June 11, 2015. Subsequently, the loan has
been returned to the master servicer as a corrected mortgage," S&P
said.

"Standard & Poor's stressed the remaining loans in the pool
according to its current criteria, and the analysis is consistent
with the lowered and affirmed ratings," S&P said.

             Standard & Poor's 17g-7 Disclosure Report

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

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

         http://standardandpoorsdisclosure-17g7.com

Ratings Lowered

LB-UBS Commercial Mortgage Trust 2007-C6
Commercial mortgage pass-through certificates

             Rating
Class  To              From           Credit enhancement (%)
A-M    BB+ (sf)        BBB- (sf)                       17.08
A-MFL  BB+ (sf)        BBB- (sf)                       17.08
A-J    BB- (sf)        BB (sf)                         11.52
B      B+ (sf)         BB- (sf)                        10.32
C      B (sf)          B+ (sf)                          9.00
D      B (sf)          B+ (sf)                          7.81
E      B (sf)          B+ (sf)                          6.75
F      B- (sf)         B+ (sf)                          5.69
G      B- (sf)         B  (sf)                          4.49

Ratings Affirmed

LB-UBS Commercial Mortgage Trust 2007-C6
Commercial mortgage pass-through certificates

Class    Rating                Credit enhancement (%)
A-2      AAA (sf)                              27.69
A-2FL    AAA (sf)                              27.69
A-3      AAA (sf)                              27.69
A-AB     AAA (sf)                              27.69
A-4      A- (sf)                               27.69
A-1A     A- (sf)                               27.69
H        CCC- (sf)                              3.17
X        AAA (sf)                                N/A

N/A - Not applicable.


MADISON PARK VIII: S&P Gives 'BB' Class E Deferrable Note Rating
----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary
ratings to Madison Park Funding VIII Ltd./Madison Park Funding
VIII LLC's $367.75 million floating-rate notes.

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

The preliminary rating is based on information as of March 9,
2012. Subsequent information may result in the assignment of final
ratings that differ from the preliminary ratings.

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

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

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

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

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

* The 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%-12.25%," 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 of excess
   interest proceeds that are available prior to paying uncapped
   administrative expenses and fees; subordinated hedge
   termination payments; portfolio manager incentive fees; and
   subordinated note payments, to principal proceeds for the
   purchase of additional collateral assets during the
   reinvestment period and to reduce the balance of the rated
   notes outstanding, sequentially, after the reinvestment period.

             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
Madison Park Funding VIII Ltd./Madison Park Funding VIII LLC

Class                 Rating              Amount
                                        (mil. $)
A                     AAA (sf)            252.50
B                     AA (sf)              48.50
C (deferrable)        A (sf)               27.50
D (deferrable)        BBB (sf)             20.25
E (deferrable)        BB (sf)              19.00
Subordinated notes    NR                   45.25

NR - Not rated.


MERRILL LYNCH 1998-C3: S&P Affirms 'B' Rating on Class G Certs.
---------------------------------------------------------------
Standard & Poor's Ratings Services  raised its rating to 'AA (sf)'
from 'AA- (sf)' on the class E commercial mortgage pass-through
certificate from Merrill Lynch Mortgage Investors Inc.'s series
1998-C3, a U.S. commercial mortgage-backed securities (CMBS)
transaction. "In addition, we affirmed our ratings on five other
classes from the same transaction," S&P said.

"Our rating actions reflect our analysis of the transaction,
including a review of the credit characteristics of the remaining
collateral, the transaction structure, and the liquidity available
to the trust. The upgrade of class E further reflects increased
credit enhancement, as well as the transaction's overall strong
credit metrics. Excluding five defeased loans ($15.8 million,
16.2%), we calculated a weighted average debt service coverage
(DSC) of 1.87x for the remaining loans in the trust based on
servicer-reported figures. Our adjusted DSC and loan-to-value
(LTV) ratio were 1.42x and 56.4%. We also considered the amount of
nondefeased loans maturing through year-end 2013 ($63.2 million,
64.8%)," S&P said.

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

                       Transaction Summary

As of the Feb. 16, 2012, trustee remittance report, the collateral
pool balance was $97.7 million, which is 15.3% of the balance at
issuance. The pool includes 21 loans, down from 139 loans at
issuance. There are five fully defeased loans in the pool ($15.8
million, 16.2%). The master servicer, Wells Fargo Commercial
Mortgage Servicing (Wells Fargo), provided financial information
for 99.2% of the nondefeased pool balance, 27.1% of which was
full-year 2010 data and the reminder was partial-year 2011.

According to the Feb. 16, 2012, trustee remittance report, the
transaction has experienced $39.3 million in realized losses to
date from 11 assets. There are currently no loans with the special
servicer, or on the master servicer's watchlist. All of the loans
have reported DSCs greater than 1.00x.

         Summary Of Top 10 Loans Secured By Real Estate

"The top 10 loans secured by real estate have an aggregate
outstanding balance of $76.4 million (78.2%). Using servicer-
reported numbers, we calculated a weighted average DSC of 1.89x
for the top 10 loans. Our adjusted DSC and LTV ratio for the top
10 loans are 1.41x and 56.9%. Details of the three largest loans
($57.8 million, 59.1%) are as set forth," S&P said.

"he 1700 Broadway loan ($46.8 million, 47.9%) is the largest loan
in the pool and is secured by a 581,354 sq.-ft. office building in
New York. The master servicer reported a DSC of 2.09x for nine
months ended Sept. 30, 2011, and 86.6% occupancy according to the
September 2011 rent roll. The loan has an anticipated repayment
date of Sept. 1, 2013," S&P said

The BJ's Wholesale Club loan ($5.8 million, 5.9%) is secured by a
104,708-sq.-ft. retail property in Philadelphia and is 100%
occupied by BJ's Wholesale Club. The master servicer reported a
DSC of 1.35x for year-end 2010. The balloon loan and matures on
Oct. 1, 2013.

The Republic Beverage Building loan ($5.2 million, 5.3%) is
secured by a 384,895-sq.-ft. industrial property in Grand Prarie,
Texas, and is 100% occupied by Republic Beverage Building Co. The
master servicer reported a DSC of 1.16x for year-end 2010. The
fully amortizing loan matures on Nov. 1, 2018.

"tandard & Poor's stressed the remaining collateral in the pool
according to its current criteria. The resultant credit
enhancement levels are consistent with our raised and affirmed
ratings," S&P said.

            Standard & Poor's 17g-7 Disclosure Report

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

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

   http://standardandpoorsdisclosure-17g7.com/1111488.pdf

RATING RAISED

Merrill Lynch Mortgage Investors Inc.
Commercial mortgage pass-through certificates series 1998-C3
            Rating
Class    To         From      Credit enhancement (%)
E        AA (sf)    AA- (sf)                   46.13

RATINGS AFFIRMED

Merrill Lynch Mortgage Investors Inc.
Commercial mortgage pass-through certificates series 1998-C3

Class      Rating        Credit enhancement (%)
C          AAA (sf)                       93.52
D          AA+ (sf)                       54.30
F          BB (sf)                        10.17
G          B (sf)                          5.27
IO         AAA (sf)                         N/A

N/A-Not applicable.


MERRILL LYNCH 2002-C8: Moody's Raises Rating on H Certs. to 'Ba2'
-----------------------------------------------------------------
Moody's Investors Service upgraded the ratings of five classes and
affirmed seven classes of Merrill Lynch Financial Assets Inc.
Commercial Mortgage Pass-Through Certificates, Series 2002-Canada
8 as follows:

Cl. A-2, Affirmed at Aaa (sf); previously on Nov 22, 2002
Definitive Rating Assigned Aaa (sf)

Cl. B, Affirmed at Aaa (sf); previously on Dec 20, 2007 Upgraded
to Aaa (sf)

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

Cl. D, Upgraded to Aa1 (sf); previously on Mar 23, 2011 Upgraded
to Aa3 (sf)

Cl. E, Upgraded to A1 (sf); previously on Mar 23, 2011 Upgraded to
A3 (sf)

Cl. F, Upgraded to A3 (sf); previously on Mar 23, 2011 Upgraded to
Baa2 (sf)

Cl. G, Upgraded to Baa3 (sf); previously on Mar 23, 2011 Upgraded
to Ba1 (sf)

Cl. H, Upgraded to Ba2 (sf); previously on Nov 22, 2002 Definitive
Rating Assigned Ba3 (sf)

Cl. J, Affirmed at B2 (sf); previously on Nov 22, 2002 Definitive
Rating Assigned B2 (sf)

Cl. K, Affirmed at B3 (sf); previously on Nov 22, 2002 Definitive
Rating Assigned B3 (sf)

Cl. X-1, Affirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf)

Cl. X-2, Affirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf)

Ratings Rationale

The upgrades are due to an increase in subordination from payoffs
and amortization and overall stable pool performance. The pool has
paid down 48% since securitization and 4% since last review.

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

Moody's rating action reflects a cumulative base expected loss of
1.5% of the current balance. At last full review, Moody's
cumulative base expected loss was also 1.5%. Moody's provides a
current list of base expected losses for conduit and fusion CMBS
transactions on moodys.com at
http://v3.moodys.com/viewresearchdoc.aspx?docid=PBS_SF215255.
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
commercial real estate property markets. While commercial real
estate property values are beginning to move in a positive
direction, a consistent upward trend will not be evident until the
volume of investment activity increases, distressed properties are
cleared from the pipeline, and job creation rebounds. The hotel
and multifamily sectors continue to show positive signs and
improvements in the office sector continue with minimal additions
to supply. However, office demand is closely tied to employment,
where unemployment remains above long-term averages and business
confidence remains below long-term averages. Performance in the
retail sector has been mixed with lackluster holiday sales driven
by sales and promotions. Consumer confidence remains low. Across
all property sectors, the availability of debt capital continues
to improve with increased securitization activity of commercial
real estate loans supported by a monetary policy of low interest
rates. Moody's central global macroeconomic scenario reflects: an
overall downward revision of real growth forecasts since last
quarter, amidst ongoing and policy-induced banking sector
deleveraging leading to a tightening of bank lending standards and
credit contraction; financial market turmoil continuing to
negatively impact consumer and business confidence; persistently
high unemployment levels; and weak housing markets resulting in a
further slowdown in 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 Structured Finance Interest-Only
Securities" published in February 2012.

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 our 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 review also incorporated the CMBS IO calculator ver 1.0,
which uses the following inputs to calculate the proposed IO
rating based on the published methodology: original and current
bond ratings and credit estimates; original and current bond
balances grossed up for losses for all bonds the IO(s)
reference(s) within the transaction; and IO type corresponding to
an IO type as defined in the published methodology. The calculator
then returns a calculated IO rating based on both a target and
mid-point . For example, a target rating basis for a Baa3 (sf)
rating is a 610 rating factor. The midpoint rating basis for a
Baa3 (sf) rating is 775 (i.e. the simple average of a Baa3 (sf)
rating factor of 610 and a Ba1 (sf) rating factor of 940). If the
calculated IO rating factor is 700, the CMBS IO calculator ver1.0
would provide both a Baa3 (sf) and Ba1 (sf) IO indication for
consideration by the rating committee.

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 21, same as at Moody's prior full review.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through a review
utilizing MOST(R) (Moody's Surveillance Trends) Reports and a
proprietary program that highlights significant credit changes
that have occurred in the last month as well as cumulative changes
since the last full transaction review. On a periodic basis,
Moody's also performs a full transaction review that involves a
rating committee and a press release. Moody's prior transaction
review is summarized in a press release dated March 23, 2011.

DEAL PERFORMANCE

As of the February 13, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 48% to $246 million
from $468 million at securitization. The Certificates are
collateralized by 51 mortgage loans ranging in size from less than
1% to 9% of the pool, with the top ten loans representing 52% of
the pool. Seven loans, representing 15% of the pool, have defeased
and are collateralized with Canadian Government securities,
essentially the same as at last review.

Four loans, representing 13% 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 our
ongoing monitoring of a transaction, Moody's reviews the watchlist
to assess which loans have material issues that could impact
performance.

The pool has not experienced any losses since securitization and
currently there are no delinquent or specially serviced loans.

Moody's was provided with full year 2010 operating results for 75%
of the performing pool. Moody's weighted average LTV is 62%
compared to 63% at last full review. Moody's net cash flow
reflects a weighted average haircut of 12% to the most recently
available net operating income. Moody's value reflects a weighted
average capitalization rate of 9.6%.

Moody's actual and stressed DSCRs are 1.50X and 1.90X,
respectively, compared to 1.48X and 1.78X at last review. Moody's
actual DSCR is based on Moody's net cash flow (NCF) and the loan's
actual debt service. Moody's stressed DSCR is based on Moody's NCF
and a 9.25% stressed rate applied to the loan balance.

The top three performing conduit loans represent 22% of the pool
balance. The largest loan is the Crosswinds Apartments Loan ($22.0
million -- 9.0% of the pool), which is secured by a 347-unit, 26-
story apartment building located in Ottawa, Ontario. The property
was 96% leased as of October 2010 compared to 97% at last full
review. The loan is full recourse to sponsor Shelter Canadian
Property Limited. Property performance has remained stable.
Moody's LTV and stressed DSCR are 64% and 1.44X, respectively,
compared to 67% and 1.37X at last full review.

The second largest loan is the Galeries des Sources Loan ($17.7
million -- 7.2% of the pool), which is secured by a 330,500 square
foot community shopping center located in Dollard-Des-Ormeaux,
Quebec, a suburb of Montreal. As of the December 2010 rent roll,
the property was 97% leased, compared to 99% at last review. The
largest tenant, Petro Canada (20.9% of net rentable area (NRA)),
has an upcoming lease expiration in July 2012. Although
performance has been stable, Moody's has stressed cash flows to
reflect potential rollover risk. The loan was scheduled to mature
in March 2012 but the borrower has requested a 6-month extension.
The loan is full recourse to sponsor El-Ad Group Canada, Moody's
LTV and stressed DSCR are 64% and 1.73X, respectively, compared to
65% and 1.70X at last full review.

The third largest loan is the Shaughnessy Station Loan ($13.1
million -- 5.3% of the pool), which is secured by a 121,000 square
foot anchored retail/office strip center located in Port
Coquitlam, a suburb of Vancouver. The property was 98% leased as
of December 2010 compared to 96% at last full review. The largest
tenant, Canadian Tire (38% of NRA), has an upcoming lease
expiration in June 2012. Although performance has been stable,
Moody's has stressed cash flows to reflect potential rollover
risk. DSCR are 74% and 1.45X, respectively, compared to 69% and
1.57X at last review.


MORGAN STANLEY 2001-C4: Moody's Rates to G Certificates at '(P)B2'
------------------------------------------------------------------
Moody's Investors Service has assigned provisional ratings to
thirteen classes of CMBS securities, issued by Morgan Stanley
Capital I Trust 2011-C4, Commercial Mortgage Pass-Through
Certificates Series 2012-C4.

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

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

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

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

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

Cl. B, Assigned (P)Aa2 (sf)

Cl. C, Assigned (P)A2 (sf)

Cl. D, Assigned (P)Baa1 (sf)

Cl. E, Assigned (P)Baa3 (sf)

Cl. F, Assigned (P)Ba2 (sf)

Cl. G, Assigned (P)B2 (sf)

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

Cl. X-B, Assigned (P)Ba3 (sf)

Ratings Rationale

The Certificates are collateralized by 38 fixed rate loans secured
by 77 properties. The ratings are based on the collateral and the
structure of the transaction.

Moody's CMBS ratings methodology combines both commercial real
estate and structured finance analysis. Based on commercial real
estate analysis, Moody's determines the credit quality of each
mortgage loan and calculates an expected loss on a loan specific
basis. Under structured finance, the credit enhancement for each
certificate typically depends on the expected frequency, severity,
and timing of future losses. Moody's also considers a range of
qualitative issues as well as the transaction's structural and
legal aspects.

The credit risk of loans is determined primarily by two factors:
1) Moody's assessment of the probability of default, which is
largely driven by each loan's DSCR, and 2) Moody's assessment of
the severity of loss upon a default, which is largely driven by
each loan's LTV ratio.

The Moody's Actual DSCR of 1.57X is higher than the 2007
conduit/fusion transaction average of 1.31X. The Moody's Stressed
DSCR of 1.18X is higher than the 2007 conduit/fusion transaction
average of 0.92X.

Moody's Trust LTV ratio of 90.5% is lower than the 2007
conduit/fusion transaction average of 110.6%. Moody's Total LTV
ratio (inclusive of subordinated debt) of 96.0% is also considered
when analyzing various stress scenarios for the rated debt.

Moody's also considers both loan level diversity and property
level diversity when selecting a ratings approach.

With respect to loan level diversity, the pool's loan level
(includes cross collateralized and cross defaulted loans)
Herfindahl Index is 19.2. The transaction's loan level diversity
is lower than the band of Herfindahl scores found in most multi-
borrower transactions issued since 2009. The transaction is
concentrated relative to previously rated conduit and fusion
transactions but more diverse than previously rated large loan
transactions. With respect to property level diversity, the pool's
property level Herfindahl Index is 26.1. The transaction's
property diversity profile is in-line with the indices calculated
in most multi-borrower transactions issued since 2009.

This deal has a super-senior Aaa class with 30% credit
enhancement. Although the additional enhancement offered to the
senior most certificate holders provides additional protection
against pool loss, the super-senior structure is credit negative
for the certificate that supports the super-senior class. If the
support certificate were to take a loss, the loss would have the
potential to be quite large on a percentage basis. Thin tranches
need more subordination to reduce the probability of default in
recognition that their loss-given default is higher. This
adjustment helps keep expected loss in balance and consistent
across deals. The transaction was structured with additional
subordination at class A-S to mitigate the potential increased
severity to class A-S.

Moody's also grades properties on a scale of 1 to 5 (best to
worst) and considers those grades when assessing the likelihood of
debt payment. The factors considered include property age, quality
of construction, location, market, and tenancy. The pool's
weighted average property quality grade is 2.20, which is in-line
with the indices calculated in most multi-borrower transactions
since 2009.

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 Structured Finance Interest-Only
Securities" published in February 2012.

Moody's analysis employs the excel-based CMBS Conduit Model v2.50
which derives credit enhancement levels based on an aggregation of
adjusted loan level proceeds derived from Moody's loan level DSCR
and LTV ratios. Major adjustments to determining proceeds include
loan structure, property type, sponsorship and diversity. Moody's
analysis also uses the CMBS IO calculator ver1.0 which references
the following inputs to calculate the proposed IO rating based on
the published methodology: original and current bond ratings and
credit estimates; original and current bond balances grossed up
for losses for all bonds the IO(s) reference(s) within the
transaction; and IO type corresponding to an IO type as defined in
the published methodology.

The V Score for this transaction is assessed as Low/Medium, the
same as the V score assigned to the U.S. Conduit and CMBS sector.
This reflects typical volatility with respect to the critical
assumptions used in the rating process as well as an average
disclosure of securitization collateral and ongoing performance.

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

Moody's Parameter Sensitivities: If Moody's value of the
collateral used in determining the initial rating were decreased
by 5%, 14%, or 23%, the model-indicated rating for the currently
rated Super Senior Aaa classes and the rated Aaa A-S class would
be Aaa, Aa1; Aaa,Aa2; and Aa1, Aa2. 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.

These ratings: (a) are based solely on information in the public
domain and/or information communicated to Moody's by the issuer at
the date it was prepared and such information has not been
independently verified by Moody's; (b) must be construed solely as
a statement of opinion and not a statement of fact or an offer,
invitation, inducement or recommendation to purchase, sell or hold
any securities or otherwise act in relation to the issuer or any
other entity or in connection with any other matter. Moody's does
not guarantee or make any representation or warranty as to the
correctness of any information, rating or communication relating
to the issuer. Moody's shall not be liable in contract, tort,
statutory duty or otherwise to the issuer or any other third party
for any loss, injury or cost caused to the issuer or any other
third party, in whole or in part, including by any negligence (but
excluding fraud, dishonesty and/or willful misconduct or any other
type of liability that by law cannot be excluded) on the part of,
or any contingency beyond the control of, Moody's, or any of its
employees or agents, including any losses arising from or in
connection with the procurement, compilation, analysis,
interpretation, communication, dissemination, or delivery of any
information or rating relating to the issuer.


MORGAN STANLEY 1998-CF1: S&P Raises Class F Cert. Rating to 'B+'
----------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on three
classes of commercial mortgage pass-through certificates from
Morgan Stanley Capital I Inc.'s series 1998-CF1, a U.S. commercial
mortgage-backed securities (CMBS) transaction.

"The raised ratings reflect our analysis of the transaction
including a review of the credit characteristics of the remaining
collateral in the pool, the increased credit enhancement levels
due to the deleveraging of the pool, and the liquidity available
to the trust. Our rating actions also considered the large volume
of nondefeased loans with near-term final maturity dates or
anticipated repayment dates (ARDs) through June 2013 (21 loans;
$26.6 million, 33.9%)," S&P said.

"Using servicer-provided financial information, we calculated an
adjusted debt service coverage (DSC) of 1.59x and a loan-to-value
(LTV) ratio of 50.4%. We further stressed the loan's cash flows
under our 'AAA' scenario to yield a weighted average DSC of 1.38x
and an LTV ratio of 62.0%. The DSC and LTV calculations exclude
the one loan that we determined to be credit-impaired ($1.7
million, 2.2%) and the six defeased loans ($15.0 million, 19.1%).
We separately estimated a loss for the credit impaired loan and
included it in our 'AAA' scenario implied default and loss
severity figures," S&P said.

                         Transaction Summary

As of the Feb. 15, 2012, trustee remittance report, the collateral
pool balance was $78.5 million, which is 7.1% of the balance at
issuance. The pool includes 40 loans, down from 323 loans at
issuance. The master servicer, Berkadia Commercial Mortgage LLC,
provided financial information for 93.5% of the loans in the pool:
50.0% was full-year 2010 data and the remainder reflected partial-
year or full-year 2011 data.

The transaction has experienced $80.1 million in principal losses
from 51 assets to date. Eight loans ($15.1 million, 7.7%) in the
trust are on the master servicer's watchlist. Three loans ($4.6
million, 5.9%) have a reported DSC of less than 1.00x.

          Summary Of Top 10 Loans Secured By Real Estate

"The top 10 loans secured by real estate have an aggregate
outstanding balance of $41.1 million (52.3%). Using servicer-
reported numbers, we calculated a weighted average DSC of 1.72x
for the top 10 loans. Our adjusted DSC and LTV ratio for the top
10 loans, are 1.64x and 50.4%. Two of the top 10 loans ($9.1
million, 11.5%) are on the master servicer's watchlist," S&P said.

The Van Dorn Station loan, ($6.9 million, 8.8%), is secured by a
74,464-sq.-ft. retail center in Alexandria, Va. The loan is on
Berkadia's watchlist due to decreasing occupancy. Occupancy
declined 35.0% when Comcast vacated when its lease expired Dec.
31, 2010. The reported DSC was 1.88x for the nine months ended
Sept. 30, 2011, and occupancy was 55.0% based on the June 30,
2011, rent roll provided.

The Market & Noe Center loan ($2.2 million, 2.8%), is secured by a
20,092-sq.-ft. retail center in San Francisco. The loan is on
Berkadia's watchlist due to low occupancy. Occupancy declined in
late 2006 when Tower Records, which occupied 72% of gross leasable
area (GLA), vacated after filing for bankruptcy. Berkadia has
informed us that CVS has signed a lease for 9,499 sq. ft.and is
waiting for city approval for parking. Berkadia anticipates that
the city approval process will be completed in April or May 2012.

                    Credit Considerations

As of the Feb. 15, 2012, trustee remittance report, none of the
loans in the pool were with the special servicer, LNR Partners
Inc.

"We determined the Home Sweet Home loan ($1.7 million, 2.2%) to be
credit-impaired. This loan is secured by a 57-bed assisted-living
facility in Colma, Calif. The payment status is 30 days delinquent
and, according to the master servicer's watchlist notes, the
borrower has expressed financial difficulty operating the
property. The borrower has been unresponsive to the master
servicer's multiple requests for updated financial information.
Given the preceding, we view this loan to be at an increased risk
of default and loss," S&P said.

"Standard & Poor's stressed the remaining collateral in the pool
according to its current criteria. The resultant credit
enhancement levels are consistent with our raised and affirmed
ratings," S&P said.

            Standard & Poor's 17g-7 Disclosure Report

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

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

   http://standardandpoorsdisclosure-17g7.com/1111488.pdf

Ratings Raised

Morgan Stanley Capital I Inc.
Series 1998-CF1
Commercial mortgage pass-through certificates
             Rating
Class     To          From          Credit enhancement (%)
D         AAA (sf)    A+ (sf)                        91.95
E         A+ (sf)     BBB+ (sf)                      67.26
F         B+ (sf)     CCC+ (sf)                      39.05


NORTH STREET 2005-9: S&P Keeps 'B-' Rating on Class F Notes
-----------------------------------------------------------
Standard & Poor's Ratings Services withdrew its 'AAA (sf)' rating
on the class B notes issued by North Street Referenced Linked
Notes 2005-9 Ltd., a synthetic corporate high-yield collateralized
bond obligation (CBO) transaction.

"We withdrew the rating following the termination of the notes,"
S&P said.

             Standard & Poor's 17g-7 Disclosure Report

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

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

         http://standardandpoorsdisclosure-17g7.com

Ratings Withdrawn

North Street Referenced Linked Notes 2005-9 Ltd.
             Rating
Class    To          From
B        NR          AAA (sf)

NR--Not rated.

Other Ratings Oustanding

North Street Referenced Linked Notes 2005-9 Ltd.
Class              Rating
C                  AA+ (sf)
D                  AA- (sf)
E                  A (sf)
F                  B- (sf)


ORCHID STRUCTURED: Moody's Lifts Rating on Class A-2 Notes to Ca
----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of two classes
of notes issued by Orchid Structured Finance CDO, Limited. The
notes affected by today's rating action are as follows:

US$175,000,000 Class A-1 Floating Rate Term Notes Due 2038
(current balance of $1,512,487), Upgraded to Ba1 (sf); previously
on September 22, 2009 Downgraded to B2 (sf);

US$32,500,000 Class A-2 Floating Rate Term Notes Due 2038
(current balance of $22,202,489), Upgraded to Ca (sf); previously
on July 2, 2010 Downgraded to C (sf);

Ratings Rationale

According to Moody's, the rating action taken results primarily
from the deleveraging of the notes.

Since the last rating action in July 2010, the Class-A-1 MM notes
was paid down by $9.2 million, representing 86% of outstanding
balance. The Class A-2 overcollateralization ratio, as calculated
by Moody's, is currently at 104.6%. As of the last payment date,
both interest proceeds and principal proceeds are being diverted
to pay down the principal balance of the Class A-1 MM Notes due to
the Class A/B and Class C overcollateralization tests failures.
Based on the February 2012 Trustee report, the Class A/B and Class
C overcollateralization ratios are 58.7% and 50.5%, respectively.

Orchid Structured Finance CDO, Limited is a collateralized debt
obligation issuance backed by a portfolio of primarily Residential
Mortgage-Backed Securities (RMBS) originated between 1998 and
2003.

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

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

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

In addition to the quantitative factors that are explicitly
modeled, qualitative factors are part of rating committee
considerations. These qualitative factors include the structural
protections in each transaction, the recent deal performance in
the current market environment, the legal environment, specific
documentation features, the collateral manager's track record, and
the potential for selection bias in the portfolio. 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.

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

Moody's Caa Assets notched up by 2 rating notches:

Class A-1 MM: 0

Class A-2: 0

Moody's Caa Assets notched down by 2 rating notches:

Class A-1 MM: -1

Class A-2: 0

Further information on Moody's analysis of this transaction is
available on www.moodys.com


PREFERRED TERM: Moody's Cuts Rating on Class C Notes to 'C (sf)'
----------------------------------------------------------------
Moody's Investors Service has downgraded the rating on the
following notes issued by Preferred Term Securities XVII, Ltd.

US$58,400,000 Class B Floating Rate Notes Due June 2035 (current
balance of $58,163,207.55 including deferring interest of
$1,663,704.41), Downgraded to Ca (sf); previously on December 29,
2009 Downgraded to Caa3 (sf);

US$65,600,000 Class C Floating Rate Notes Due June 2035 (current
balance of $67,111,163.93 including deferring interest of
$3,343,116.28), Downgraded to C (sf); previously on March 27,
2009 Downgraded to Ca (sf).;

Ratings Rationale

According to Moody's, the rating actions taken on the notes are
primarily the result of an increase in the assumed defaulted
amount in the underlying portfolio which has resulted in loss of
the transaction's principal coverage since the last rating action
in December 2009.

Moody's notes that the assumed defaulted amount has increased to
$156.72 million from $98.46 million since the last rating action.
Based on the latest trustee report dated December 2011, the Senior
Principal Coverage Test, Class B Mezzanine Principal Coverage
Test, Class C Mezzanine Principal Coverage Test, and the Class D
Mezzanine Principal Coverage Test reported at 108.86% (limit
128.00%), 91.07% (limit 115.00%), 76.65% (limit 107%.00) and
70.57% (limit 100.25), respectively, versus the October 2009
trustee reported levels of 124.79%, 106.16%, 90.76% and 84.24%. As
a result of overcollateralization test failures, the Class B and
Class C notes have been deferring interest since December 2009.

Notwithstanding the loss of principal coverage, Class A-1 notes
continue to benefit from the diversion of excess interest which is
used to pad down the principal balance of the notes. Moody's
expects the Class A-1 notes to continue to benefit from the
diversion of excess interest in the medium term.

Due to the impact of revised and updated key assumptions
referenced in Moody's rating methodology, 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. In its
base case, Moody's analyzed the underlying collateral pool to have
a performing par of $315.8 million, defaulted/deferring par of
$156.2 million, a weighted average default probability of 28.01%
(implying a WARF of 1364), Moody's Asset Correlation of 20.46%,
and a weighted average recovery rate upon default of 9.54%. In
addition to the quantitative factors that are explicitly modeled,
qualitative factors are part of rating committee considerations.
Moody's considers the structural protections in the transaction,
the risk of triggering an Event of Default, recent deal
performance under current market conditions, the legal
environment, and specific documentation features. All information
available to rating committees, including macroeconomic forecasts,
inputs 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.

Preferred Term Securities XVII, Ltd, issued on March 17, 2005 is a
collateralized debt obligation backed by a portfolio of bank and
insurance trust preferred securities.

The portfolio of this CDO is mainly comprised of trust preferred
securities (TruPS) issued by small to medium sized U.S. community
banks and insurance companies that are generally not publicly
rated by Moody's. To evaluate the credit quality of bank TruPS
without public ratings, Moody's uses RiskCalc model, an
econometric model developed by Moody's KMV, to derive their credit
scores. 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. For insurance TruPS without public ratings, Moody's
relies on the insurance team and the underlying insurance firms'
annual financial reporting to assess their credit quality. Moody's
also evaluates the sensitivity of the rated transaction 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" published in October 2009.

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

The transaction's portfolio was modeled 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.

Moody's performed a number of sensitivity analyses of the results
to certain key factors driving the ratings. Moody's analyzed the
sensitivity of the model results to changes in the portfolio WARF
(representing an improvement or a deterioration in the credit
quality of the collateral pool), assuming that all other factors
are held equal. If the WARF is increased by 409 points from the
base case of 1364, the model-implied rating of the Class A-1 notes
is one notch worse than the base case result. Similarly, if the
WARF is decreased by 243 points, the model-implied rating of the
Class A-1 notes is one notch better than the base case result.

Moody's notes that this transaction is subject to a high level of
macroeconomic uncertainty, as Moody's outlook on the banking
sector remains negative, although there have been some recent
signs of stabilization. The pace of FDIC 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. Moody's outlook on the insurance
sector is stable.


PREMIUM LOAN I: S&P Affirms Class X Note Rating at 'B'; Off Watch
-----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on the class
D notes from Premium Loan Trust I Ltd., a collateralized loan
obligation (CLO) transaction backed by corporate loans. Neuberger
Berman Inc. manages the transaction. "At the same time, we removed
the affected rating from CreditWatch with negative implications,
where we had placed them on Dec. 20, 2011. We affirmed the four
other ratings in the transaction and removed three of them from
CreditWatch with negative implications," S&P said.

"The downgrade to class D was due to the transaction's defaulted
asset amount increasing to 11.88% as of the January 2012 trustee
report, which we used in our current analysis, from 8.63%
according to the October 2009 monthly report, which we used for
our December 2009 actions. Over the same time period, the
trustee's total amount of assets decreased to $42.18 million from
$124.68 million. This decrease in credit support increased the
likelihood that the class D notes may not receive their full
principal," S&P said.

"In addition, due to an overcollateralization ratio feature that
carries discounted assets at the lower of the market value and the
purchase price of the underlying loans, the class A
overcollateralization ratio fell below 103% in October 2008, which
triggered an event of default. Due to the failure of the class A
overcollateralization test, all waterfall payments after
administrative expense are currently being used to pay down the
class A notes as of the November 2008 notice of acceleration,
which is causing the deferment of payments to the subordinate
notes. The class A notes have paid down approximately 95.58% of
their original balance," S&P said.

The affirmations reflect credit quality commensurate with their
current rating levels.

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

Rating And Creditwatch Actions

Premium Loan Trust I Ltd.
              Rating
Class     To           From
B         B            B (sf)/Watch Neg
C         CCC (sf)     CCC (sf)/Watch Neg
D         CC (sf)      CCC- (sf)/Watch Neg
X         B (sf)       B (sf)/Watch Neg

Ratings Affirmed

Premium Loan Trust I Ltd.
Class         Rating
A             AA+ (sf)


PRIMA CAPITAL: Moody's Affirms Rating on Class H Notes at 'B2'
--------------------------------------------------------------
Moody's Investors Service has upgraded two and affirmed five
classes of Prima Capital CDO 2005-1, Ltd. Collateralized Debt
Obligations ("Prima 2005-1"). The upgrades are due to increased
overcollateralization due to the full amortization of pool assets
and improved overall asset pool performance. The affirmations are
due to the key transaction parameters performing within levels
commensurate with the existing ratings levels. The rating action
is the result of Moody's on-going surveillance of commercial real
estate collateralized debt obligation (CRE CDO and Re-Remic)
transactions.

Cl. B, Affirmed at Aaa (sf); previously on Mar 20, 2009 Confirmed
at Aaa (sf)

Cl. C, Affirmed at Aaa (sf); previously on Mar 20, 2009 Upgraded
to Aaa (sf)

Cl. D, Affirmed at Aaa (sf); previously on Mar 20, 2009 Upgraded
to Aaa (sf)

Cl. E, Upgraded to Aa1 (sf); previously on Mar 20, 2009 Upgraded
to Aa2 (sf)

Cl. F, Upgraded to A1 (sf); previously on Mar 20, 2009 Upgraded to
A2 (sf)

Cl. G, Affirmed at Baa3 (sf); previously on Mar 20, 2009 Upgraded
to Baa3 (sf)

Cl. H, Affirmed at B2 (sf); previously on Mar 20, 2009 Confirmed
at B2 (sf)

Ratings Rationale

Prima 2005-1 is a static CRE CDO transaction backed by a
portfolio, commercial mortgage backed securities (CMBS) (57.9% of
the pool balance), whole loans (32.4%), and B-Notes (9.7%). As of
the February 21, 2012 Trustee report, the aggregate Note balance
of the transaction has decreased to $103.0 million from $406.6
million at issuance, with the paydown now directed to the Class B
Notes (Class A Notes have fully amortized).

As of the of the February 21, 2012 Trustee report, there are no
defaulted or impaired assets in the underlying collateral pool of
the transaction.

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 assets. The bottom-dollar WARF is a measure of the default
probability within a collateral pool. The current bottom-dollar
WARF is 1,837 compared to 1,970 at last review. Moody's modeled a
bottom-dollar WARF of 1,285 compared to 1,869 at last review. The
distribution of current ratings and credit estimates is as
follows: Aaa-Aa3 (46.1% compared to 51.5% at last review), A1-A3
(16.4% compared to 4.9% at last review), Baa1-Baa3 (4.1% compared
to 6.0% at last review), Ba1-Ba3 (15.4% compared to 17.3% at last
review), B1-B3 (2.5% compared to 5.0% at last review), and Caa1-C
(15.5% compared to 15.3% at last review).

WAL acts to adjust the probability of default of the assets in the
pool for time. Moody's modeled to a WAL (excluding defaulted
collateral )of 4.0 years, same as at last review.

WARR is the par-weighted average of the mean recovery values for
the collateral assets in the pool. Moody's modeled a fixed WARR
(excluding defaulted collateral ) of 39.4% compared to 51.2% at
last review.

MAC is a single factor that describes the pair-wise asset
correlation to the default distribution among the instruments
within the collateral pool (i.e. the measure of diversity).
Moody's modeled a MAC of 8.0%, compared to 2.5% at last review.

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

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

Changes in any one or combination of the key parameters may have
rating implications on certain classes of rated notes. However, in
many instances, a change in key parameter assumptions in certain
stress scenarios may be offset by a change in one or more of the
other key parameters. Rated notes are particularly sensitive to
changes in recovery rate assumptions. Holding all other key
parameters static, changing the recovery rate assumption down from
39.4% to 29.4% or up to 49.4% would result in average rating
movement on the rated tranches of 0 to 2 notches downward and 0 to
2 notches upward, respectively.

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

Primary sources of assumption uncertainty are the extent of the
slowdown in growth in the current macroeconomic environment and
commercial real estate property markets. While commercial real
estate property values are beginning to move in a positive
direction, a consistent upward trend will not be evident until the
volume of investment activity increases, distressed properties are
cleared from the pipeline, and job creation rebounds. The hotel
and multifamily sectors continue to show positive signs and
improvements in the office sector continue with minimal additions
to supply. However, office demand is closely tied to employment,
where unemployment remains above long-term averages and business
confidence remains below long-term averages. Performance in the
retail sector has been mixed with lackluster Holiday sales driven
by sales and promotions. Consumer confidence remains low. Across
all property sectors, the availability of debt capital continues
to improve with increased securitization activity of commercial
real estate loans supported by a monetary policy of low interest
rates. Moody's central global macroeconomic scenario reflects: an
overall downward revision of real growth forecasts since last
quarter, amidst ongoing and policy-induced banking sector
deleveraging leading to a tightening of bank lending standards and
credit contraction; financial market turmoil continuing to
negatively impact consumer and business confidence; persistently
high unemployment levels; and weak housing markets resulting in a
further slowdown in 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.


PRUDENTIAL SECURITIES: Moody's Affirms 'C' Rating on Cl. M Secs.
----------------------------------------------------------------
Moody's Investors Service upgraded the ratings of two classes and
affirmed two CMBS classes of Prudential Securities Secured
Financing Corporation, Series Key 2000-C1 as follows:

Cl. J, Upgraded to Baa2 (sf); previously on Jun 29, 2000
Definitive Rating Assigned Ba2 (sf)

Cl. K, Upgraded to B3 (sf); previously on Aug 26, 2010 Downgraded
to Caa3 (sf)

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

Cl. X, Affirmed at Caa1 (sf); previously on Feb 22, 2012
Downgraded to Caa1 (sf)

Ratings Rationale

The upgrades are due to increased credit support due to loan
payoffs, amortization and future paydowns expected to impact the
certificates.

The affirmation of Class M is 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 the rating agency's current
base expected loss, the credit enhancement levels for the affirmed
classes are sufficient to maintain their current ratings. The
rating of the IO Class, Class X, is consistent with the expected
credit performance of the pool and thus is affirmed.

Moody's rating action reflects a cumulative base expected loss of
18% of the current balance. At last review, Moody's cumulative
base expected loss was 15%. While the percentage has gone up, the
actual dollar amount of base expected loss has gone down, due to
the offset from pay downs and amortization. Realized losses have
increased from 2.7% of the original balance to 2.9% since the
prior review. Moody's provides a current list of base losses for
conduit and fusion CMBS transactions on moodys.com at
http://v3.moodys.com/viewresearchdoc.aspx?docid=PBS_SF215255.
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
commercial real estate property markets. While commercial real
estate property values are beginning to move in a positive
direction, a consistent upward trend will not be evident until the
volume of investment activity increases, distressed properties are
cleared from the pipeline, and job creation rebounds. The hotel
and multifamily sectors continue to show positive signs and
improvements in the office sector continue with minimal additions
to supply. However, office demand is closely tied to employment,
where unemployment remains above long-term averages and business
confidence remains below long-term averages. Performance in the
retail sector has been mixed with lackluster holiday sales driven
by sales and promotions. Consumer confidence remains low. Across
all property sectors, the availability of debt capital continues
to improve with increased securitization activity of commercial
real estate loans supported by a monetary policy of low interest
rates. Moody's central global macroeconomic scenario reflects: an
overall downward revision of real growth forecasts since last
quarter, amidst ongoing and policy-induced banking sector
deleveraging leading to a tightening of bank lending standards and
credit contraction; financial market turmoil continuing to
negatively impact consumer and business confidence; persistently
high unemployment levels; and weak housing markets resulting in a
further slowdown in 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 Structured Finance Interest-Only
Securities" published in February 2012, and "Moody's Approach to
Rating CMBS Large Loan/Single Borrower Transactions" published in
July 2000.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.60 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) level are
driven by property type, Moody's actual and stressed DSCR, and
Moody's property quality grade (which reflects the capitalization
rate used by Moody's to estimate Moody's value). Conduit model
results at the B2 (sf) level are driven by a paydown analysis
based on the individual loan level Moody's LTV ratio. Moody's
Herfindahl score (Herf), a measure of loan level diversity, is a
primary determinant of pool level diversity and has a greater
impact on senior certificates. Other concentrations and
correlations may be considered in our 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 review also incorporated the CMBS IO calculator version
1.0, which uses the following inputs to calculate the proposed IO
rating based on the published methodology: original and current
bond ratings and credit estimates; original and current bond
balances grossed up for losses for all bonds the IO(s)
reference(s) within the transaction; and IO type corresponding to
an IO type as defined in the published methodology. The calculator
then returns a calculated IO rating based on both a target and
mid-point . For example, a target rating basis for a Baa3 (sf)
rating is a 610 rating factor. The midpoint rating basis for a
Baa3 (sf) rating is 775 (i.e. the simple average of a Baa3 (sf)
rating factor of 610 and a Ba1 (sf) rating factor of 940). If the
calculated IO rating factor is 700, the CMBS IO calculator version
1.0 would provide both a Baa3 (sf) and Ba1 (sf) IO indication for
consideration by the rating committee.

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 6 compared to 10 at Moody's prior review.

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

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through a review
utilizing MOST(R)(Moody's Surveillance Trends) Reports and a
proprietary program that highlights significant credit changes
that have occurred in the last month as well as cumulative changes
since the last full transaction review. On a periodic basis,
Moody's also performs a full transaction review that involves a
rating committee and a press release. Moody's prior transaction
review is summarized in a press release dated
March 24, 2011.

DEAL PERFORMANCE

As of the February 17, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 95% to $42.2
million from $816 million at securitization. The Certificates are
collateralized by 12 mortgage loans ranging in size from less than
1% to 25% of the pool, with the top ten non-defeased loans
representing 45% of the pool. One loan, representing 4% of the
pool, has defeased and is secured by U.S. Government securities.

Two loans, representing 30% of the pool, are on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package. As part of our
ongoing monitoring of a transaction, Moody's reviews the watchlist
to assess which loans have material issues that could impact
performance.

Twenty-one loans have been liquidated from the pool, resulting in
a realized loss of $24 million (21.5% loss severity). Currently
three loans, representing 46% of the pool, are in special
servicing. Moody's estimates an aggregate $7 million loss for the
specially serviced loans (35% expected loss on average).

Moody's has assumed a high default probability for one poorly
performing loan representing 5% of the pool and has estimated a
$300,000 loss (15% expected loss based on a 50% probability
default) from these troubled loans.

Moody's was provided with full year 2010 operating results for
100% of the pool. Excluding specially serviced and troubled loans,
Moody's weighted average LTV is 77% compared to 71% at Moody's
prior review. Moody's net cash flow reflects a weighted average
haircut of 8% to the most recently available net operating income.
Moody's value reflects a weighted average capitalization rate of
9.0%.

Excluding special serviced and troubled loans, Moody's actual and
stressed DSCRs are 1.13X and 1.69X, respectively, compared to
1.29X and 1.62X at last review. Moody's actual DSCR is based on
Moody's net cash flow (NCF) and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.

The top three performing conduit loans represent 38% of the pool
balance. The largest loan is Aberfeldy Portfolio Center Loan
($10.6 million -- 25% of the pool), which is secured by a six-
building portfolio totaling 481,901 SF of office, retail and
warehouse space located in various Texas cities. Performance has
fluctuated since securitization due to lease rollovers. The
portfolio was 90% leased as of September 2011. The borrower is
expected to pay off the loan in full within the next month.
Moody's LTV and stressed DSCR are 97% and 1.16X, respectively,
compared to 83% and 1.42X at last review.


REAL ESTATE: Moody's Lowers Rating on Class L Cert. to 'Caa2'
-------------------------------------------------------------
Moody's Investors Service downgraded the ratings of six classes
and affirmed 12 classes of Real Estate Asset Liquidity Trust,
Commercial Mortgage Pass-Through Certificates, Series 2005-2 as
follows:

Cl. A-1, Affirmed at Aaa (sf); previously on Nov 4, 2005
Definitive Rating Assigned Aaa (sf)

Cl. A-2, Affirmed at Aaa (sf); previously on Nov 4, 2005
Definitive Rating Assigned Aaa (sf)

Cl. B, Affirmed at Aa2 (sf); previously on Nov 4, 2005 Definitive
Rating Assigned Aa2 (sf)

Cl. C, Affirmed at A2 (sf); previously on Nov 4, 2005 Definitive
Rating Assigned A2 (sf)

Cl. D-1, Affirmed at Baa2 (sf); previously on Nov 4, 2005
Definitive Rating Assigned Baa2 (sf)

Cl. D-2, Affirmed at Baa2 (sf); previously on Nov 4, 2005
Definitive Rating Assigned Baa2 (sf)

Cl. E-1, Affirmed at Baa3 (sf); previously on Nov 4, 2005
Definitive Rating Assigned Baa3 (sf)

Cl. E-2, Affirmed at Baa3 (sf); previously on Nov 4, 2005
Definitive Rating Assigned Baa3 (sf)

Cl. F, Downgraded to Ba2 (sf); previously on Nov 4, 2005
Definitive Rating Assigned Ba1 (sf)

Cl. G, Downgraded to Ba3 (sf); previously on Nov 4, 2005
Definitive Rating Assigned Ba2 (sf)

Cl. H, Downgraded to B1 (sf); previously on Nov 4, 2005 Definitive
Rating Assigned Ba3 (sf)

Cl. J, Downgraded to B3 (sf); previously on Apr 8, 2010 Downgraded
to B2 (sf)

Cl. K, Downgraded to Caa1 (sf); previously on Apr 8, 2010
Downgraded to B3 (sf)

Cl. L, Downgraded to Caa2 (sf); previously on Apr 8, 2010
Downgraded to Caa1 (sf)

Cl. XP-1, Affirmed at Aaa (sf); previously on Nov 4, 2005
Definitive Rating Assigned Aaa (sf)

Cl. XP-2, Affirmed at Aaa (sf); previously on Nov 4, 2005
Definitive Rating Assigned Aaa (sf)

Cl. XC-1, Affirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf)

Cl. XC-2, Affirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf)

Ratings Rationale

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

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 our current base expected loss, the
credit enhancement levels for the affirmed classes are sufficient
to maintain their current ratings.

Moody's rating action reflects a cumulative base expected loss of
2.3% of the current balance. At last full review, Moody's
cumulative base expected loss was 1.6%. Moody's provides a current
list of base expected losses for conduit and fusion CMBS
transactions on moodys.com at
http://v3.moodys.com/viewresearchdoc.aspx?docid=PBS_SF215255.
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
commercial real estate property markets. While commercial real
estate property values are beginning to move in a positive
direction, a consistent upward trend will not be evident until the
volume of investment activity increases, distressed properties are
cleared from the pipeline, and job creation rebounds. The hotel
and multifamily sectors continue to show positive signs and
improvements in the office sector continue with minimal additions
to supply. However, office demand is closely tied to employment,
where unemployment remains above long-term averages and business
confidence remains below long-term averages. Performance in the
retail sector has been mixed with lackluster holiday sales driven
by sales and promotions. Consumer confidence remains low. Across
all property sectors, the availability of debt capital continues
to improve with increased securitization activity of commercial
real estate loans supported by a monetary policy of low interest
rates. Moody's central global macroeconomic scenario reflects: an
overall downward revision of real growth forecasts since last
quarter, amidst ongoing and policy-induced banking sector
deleveraging leading to a tightening of bank lending standards and
credit contraction; financial market turmoil continuing to
negatively impact consumer and business confidence; persistently
high unemployment levels; and weak housing markets resulting in a
further slowdown in 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 Structured Finance Interest-Only
Securities" published in February 2012.

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 our 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 review also incorporated the CMBS IO calculator ver 1.0,
which uses the following inputs to calculate the proposed IO
rating based on the published methodology: original and current
bond ratings and credit estimates; original and current bond
balances grossed up for losses for all bonds the IO(s)
reference(s) within the transaction; and IO type corresponding to
an IO type as defined in the published methodology. The calculator
then returns a calculated IO rating based on both a target and
mid-point . For example, a target rating basis for a Baa3 (sf)
rating is a 610 rating factor. The midpoint rating basis for a
Baa3 (sf) rating is 775 (i.e. the simple average of a Baa3 (sf)
rating factor of 610 and a Ba1 (sf) rating factor of 940). If the
calculated IO rating factor is 700, the CMBS IO calculator ver1.0
would provide both a Baa3 (sf) and Ba1 (sf) IO indication for
consideration by the rating committee.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 26 compared to 27 at Moody's prior full review.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through a review
utilizing MOST(R)(Moody's Surveillance Trends) Reports and a
proprietary program that highlights significant credit changes
that have occurred in the last month as well as cumulative changes
since the last full transaction review. On a periodic basis,
Moody's also performs a full transaction review that involves a
rating committee and a press release. Moody's prior transaction
review is summarized in a press release dated
March 31, 2011.

DEAL PERFORMANCE

As of the February 13, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 32% to $420.9
million from $622.03 million at securitization. The Certificates
are collateralized by 64 mortgage loans ranging in size from less
than 1% to 8% of the pool, with the top ten loans representing 52%
of the pool. Four loans, representing 2.4% of the pool, have
defeased and are collateralized with Canadian Government
securities. Four loans, representing 14% of the pool, have
investment grade credit estimates.

Seventeen loans, representing 31% 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 our
ongoing monitoring of a transaction, Moody's reviews the watchlist
to assess which loans have material issues that could impact
performance.

Two loans have been liquidated from the pool since securitization,
resulting in an aggregate $145 thousand loss (3% loss severity on
average). Currently two loans, representing 3% of the pool, are in
special servicing. Moody's has estimated an aggregate loss of $1.8
million (20% expected loss on average) for the specially serviced
loans. The largest specially serviced loan is the Duncan Mill Road
loan ($8.88 million -- 2.1% of the pool), which is secured by a
173,000 square foot (SF) office building located in Toronto,
Ontario. The loan transferred into special servicing in June 2010
due to reserve and property tax arrears and property maintenance
issues. As of December 2011, the property was 40% leased compared
to 46% at last review.

Moody's has assumed a high default probability for two poorly
performing loans representing 2% of the pool and has estimated a
$846 thousand loss (12% expected loss based on a 50% probability
default) from these troubled loans.

Moody's was provided with full year 2010 operating results for 90%
of the performing pool. Excluding specially serviced and troubled
loans, Moody's weighted average LTV is 84% compared to 86% at last
full review. Moody's net cash flow reflects a weighted average
haircut of 12% to the most recently available net operating
income. Moody's value reflects a weighted average capitalization
rate of 9.4%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.41X and 1.28X, respectively, compared to
1.41X and 1.25X at last review. Moody's actual DSCR is based on
Moody's net cash flow (NCF) and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.

The largest loan with a credit estimate is the SRI Portfolio Loan
($22.0 million -- 5.2% of the pool), which is secured by 124
stand-alone restaurants totaling 424,589 SF and located in seven
provinces. The loan is also encumbered by a $10 million B-note
which is held outside the trust. The loan's maturity date of
February 2012 was extended to February 2013. The properties are
subject to eight 15-year master leases which expire in 2017 and
2018. The loan is on the master servicer's watchlist due to Priszm
Brandz (40% of leased properties) filing for Companies' Creditors
Arrangement Act. However, the loan is full recourse to sponsor
Scott's REIT. Moody's current credit estimate and stressed DSCR
are Aaa and 4.50X, respectively, compared to Aaa and 4.47X at
Moody's last review.

The second loan with a credit estimate is the Toronto Congress
Centre Loan ($16.7 million -- 4.0% of the pool), which is secured
by a 500,000 SF convention center located in Mississauga, Ontario.
The property is 100% leased to an affiliate of the borrower
through December 2018. Property performance has improved since
last review. The loan is full recourse to sponsor Sofinco
Properties Inc. Moody's current credit estimate and stressed DSCR
are Aa3 and 1.65X, respectively, compared to Aa3 and 1.50X at
Moody's last review.

The third loan with a credit estimate is the 1849 Yonge Street
Loan ($13.1 million -- 3.1% of the pool), which is secured by a
97,125 SF office building located in downtown Toronto. The
property's tenant roster predominantly consists of medical office
tenants and was 92% leased as of March 2011, the same as at last
review. Property performance has remained stable. The loan is full
recourse to sponsor Healthcare Properties Holdings. Moody's
current credit estimate and stressed DSCR are Baa3 and 1.5X,
respectively, the same as at last review.

The fourth loan with a credit estimate is the Jutland Road Loan
($6.0 million -- 1.4% of the pool), which is secured by an 87,908
SF office building located in Victoria, British Columbia. Ninety
percent of the net rentable area (NRA) is leased to agencies of
the Canadian government through 2014. As of December 2010, the
property was 100% leased, the same as at last review. Property
performance has remained stable. The loan is full recourse to
sponsor Jawl Holdings. Moody's current credit estimate and
stressed DSCR are Baa1 and 1.87X, respectively, compared to Baa1
and 1.81X at Moody's last review.

The top three conduit loans represent 21% of the pool balance. The
largest conduit loan is the AMEC Building Loan ($32.5 million --
7.7% of the pool), which is secured by a 222,291 SF Class A office
building located in downtown Vancouver. AMEC, a project
management/consulting firm, leases 63% of the NRA extended its
lease maturity from 2015 to 2020. As of December 2010, the
property was 100% leased, the same as at last review. Property
performance has remained stable. The loan is full recourse to
sponsor Morguard REIT. Moody's LTV and stressed DSCR are 65% and
1.42X, respectively, compared to 67% and 1.37X at last review.

The second largest loan is the Kitchener Portfolio Loan ($27.6
million -- 6.6% of the pool), which is secured by two office
properties totaling 400,219 SF and located in Kitchener, Ontario.
As of October 2010, the properties were 94% leased, the same as at
last review. Property performance has declined since last review
due higher expenses. However, the loan is benefitting from
amortization and is full recourse to sponsor The Cora Group.
Moody's LTV and stressed DSCR are 65% and 1.57X, respectively,
compared to 70% and 1.46X at last review.

The third largest loan is the InnVest Portfolio Loan ($27.6
million -- 6.6% of the pool), which is secured by four Radisson
hotels totaling 707 rooms and located in four distinct markets.
The loans, with the exception of Radisson Kitchener, are on the
master servicer's watchlist due to DSCR falling below CREFC's
threshold as a result of declining revenue from decreased
occupancy. However, performance has improved slightly since last
review. The hotel's occupancy rate and revenue per available room
(RevPAR) for calendar year 2010 were 56% and $61, respectively,
compared to 55% and $59 for 2009. Moody's LTV and stressed DSCR
are 111% and 1.12X, respectively, compared to 114% and 1.09X at
last review.


REGATTA FUNDING: S&P Raises Rating on Class B-2L Notes to 'BB+'
---------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-2L, A-3L, B-1L, and B-2L notes from Regatta Funding Ltd., a
collateralized loan obligation (CLO) transaction managed by
Citigroup Alternative Investments LLC, and removed them from
CreditWatch with positive implications. "At the same time, we
affirmed our ratings on the class A-1L, A-1LV, and X notes," S&P
said.

"The rating actions follow our performance review of the
transaction and reflect a relatively positive rating migration of
the underlying portfolio since our December 2009 rating actions,
when we lowered our ratings on five classes. Since our December
2009 rating actions, we have observed a significant decrease in
defaulted assets due to the sale or reclassification of defaulted
assets into 'CCC' or higher rating categories. As of the January
2012 trustee report, the transaction held no defaulted assets,
compared with $19.6 million noted in the November 2009 report,
which we referenced for our December 2009 rating actions. Over
this same time period, the amount of assets with ratings in the
'CCC' range has decreased to $21.3 million from $43.9 million,"
S&P said.

"The transaction's overcollateralization (O/C) ratios have
improved since November 2009 on average by approximately 1.9%.
Other positive factors in our analysis include reduced weighted-
average life and increased weighted-average spread, following the
continuous reinvestment of redemption proceeds into assets that
pay greater margins," S&P said.

The transaction is still in its reinvestment period and all of the
rated classes have their original principal balances outstanding,
except class X, which has paid down to 30% of its original
balance.

"We affirmed our ratings on the class A-1L, A-1LV, and X notes to
reflect the availability of credit support at the current rating
levels," S&P said.

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

              Standard & Poor's 17g-7 Disclosure Report

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

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

        http://standardandpoorsdisclosure-17g7.com

Rating And Creditwatch Actions

Regatta Funding Ltd.
                            Rating
Class                   To           From
A-2L                    AA (sf)      AA- (sf)/Watch Pos
A-3L                    A (sf)       A- (sf)/Watch Pos
B-1L                    BBB (sf)     BBB- (sf)/Watch Pos
B-2L                    BB+ (sf)     BB (sf)/Watch Pos

Ratings Affirmed

Regatta Funding Ltd.
Class                   Rating
A-1L                    AA+ (sf)
A-1LV                   AA+ (sf)
X                       AAA (sf)


RESIDENTIAL CAPITAL: Moody's Rates Senior Unsecured Debt at 'Ca'
----------------------------------------------------------------
Moody's Investors Service has affirmed GMAC-RFC's Servicer Quality
(SQ) rating of SQ3+ as a Master Servicer. GMAC-RFC's rating is
based on strong reporting & remitting, strong compliance
monitoring and below average servicing stability.

Ratings Rationale

GMAC-RFC's master servicing portfolio totaled 510,055 loans for an
unpaid principal balance of approximately $70.8 billion as of July
31, 2011. This is less than half of the peak volume reached by the
company in 2007. As a master servicer, the company oversees 39
primary servicers and one special servicer. GMAC Mortgage as a
primary servicer comprises approximately 84% of GMAC-RFC's master
servicing portfolio.

Since the prior review, GMAC-RFC implemented Blackline, a web-
based account reconciliation tool which enhanced the company's
reconciliation tracking and reporting, and serves as the
centralized repository for reconciliation data.

The company also has enhanced its servicer compliance audit to
include a review of primary servicers' notary and authorized
signer processes in their foreclosure areas, and sent notices to
servicers to inquire regarding their foreclosure reviews and
action plans in addressing the regulators' consent orders.

GMAC-RFC's corporate parent, Residential Capital LLC (ResCap),
continues to face a difficult market environment that places
financial stress on the operations of its servicing subsidiaries.
This, combined with the company's reliance on Ally Financial Inc.
(Ally) for ongoing financial support and the uncertainty regarding
the future of ResCap, continues to negatively impact GMAC-RFC's
business strength assessment and overall SQ rating.

Ally and ResCap are rated B1 and Ca, respectively, for senior
unsecured debt. GMAC-RFC is a residential mortgage master
servicing subsidiary of Residential Capital LLC, which is a wholly
owned subsidiary of Ally Financial Inc.

The previous rating action for GMAC-RFC's SQ rating occurred on
February 24, 2011. At that time, Moody's affirmed GMAC-RFC's
servicer quality rating of SQ3+ as a Master Servicer.

Moody's SQ ratings represent its view of a servicer's ability to
prevent or mitigate asset pool losses across changing markets. The
rating scale ranges from SQ1 (strong) to SQ5 (weak). Where
appropriate, a "+" or "-" modifier will be appended to the
relevant rating to indicate a servicer's relative servicing
quality within a particular category.

The methodology used in this rating was "Moody's Methodology for
U.S. RMBS Master Servicer Quality Ratings" published in March
2009.

Other factors used in this rating are described in "Moody's
Approach to Rating Residential Mortgage Servicers" published in
January 2001 and "Updated Moody's Servicer Quality Rating Scale
and Definitions" published in May 2005.


RHODE ISLAND: Moody's Reviews B2 Securities Ratings for Upgrade
---------------------------------------------------------------
Moody's Investors Service has placed under review for possible
upgrade thirteen classes of securities issued by the Rhode Island
Student Loan Authority (2004 Indenture). The bonds are auction
rate and fixed-rate securities. The underlying collateral pool
consists of private student loans.

Ratings Rationale

The review for possible upgrade is prompted mainly by an amendment
of the transaction's documents that increased the target parity
level from 103% to 117%. Although as of the latest reporting date
as of September 30, 2011, total parity was 119%, excess cash could
be released out of the trust with the consent of the bond insurer
to reduce total parity to the required level of 103%. Because of
the amendment, total parity must be maintained at 117%, which
increased overcollateralization (i.e., total assets minus total
liabilities, divided by total assets) from 2.9% to 14.5%.

The complete list of rating actions are as follows:

Issuer: Rhode Island Student Loan Authority (2004 Indenture)

2004-A1, B2 (sf) Placed Under Review for Possible Upgrade;
previously on Jul 29, 2009 Downgraded to B2 (sf)

2004-A2, B2 (sf) Placed Under Review for Possible Upgrade;
previously on Jul 29, 2009 Downgraded to B2 (sf)

2004-A3-8, B2 (sf) Placed Under Review for Possible Upgrade;
previously on Jul 29, 2009 Downgraded to B2 (sf)

2004-A3-9, B2 (sf) Placed Under Review for Possible Upgrade;
previously on Jul 29, 2009 Downgraded to B2 (sf)

2004-A3-10, B2 (sf) Placed Under Review for Possible Upgrade;
previously on Jul 29, 2009 Downgraded to B2 (sf)

2004-A3-11, B2 (sf) Placed Under Review for Possible Upgrade;
previously on Jul 29, 2009 Downgraded to B2 (sf)

2004-A3-12, B2 (sf) Placed Under Review for Possible Upgrade;
previously on Jul 29, 2009 Downgraded to B2 (sf)

2004-A3-13, B2 (sf) Placed Under Review for Possible Upgrade;
previously on Jul 29, 2009 Downgraded to B2 (sf)

2006 Ser. 1, B2 (sf) Placed Under Review for Possible Upgrade;
previously on Jul 29, 2009 Downgraded to B2 (sf)

2006 Ser. 2, B2 (sf) Placed Under Review for Possible Upgrade;
previously on Jul 29, 2009 Downgraded to B2 (sf)

2006 Ser. 3-1, B2 (sf) Placed Under Review for Possible Upgrade;
previously on Jul 29, 2009 Downgraded to B2 (sf)

2006 Ser. 3-2, B2 (sf) Placed Under Review for Possible Upgrade;
previously on Jul 29, 2009 Downgraded to B2 (sf)

2006 Ser. 3-3, B2 (sf) Placed Under Review for Possible Upgrade;
previously on Jul 29, 2009 Downgraded to B2 (sf)

During the review period, Moody's will project life-time expected
losses and evaluate the appropriate rating level with the
available credit enhancement under different stressed cash flow
assumptions.

The principal methodology used in this rating was "Moody's
Approach to Rating U.S. Private Student Loan-Backed Securities,"
published on January 6, 2010.


RUTLAND RATED: S&P Withdraws 'CCC-' Ratings on 2 Note Classes
-------------------------------------------------------------
Standard & Poor's Ratings Services withdrew its ratings on the
class A1-L and A3-L notes issued by Rutland Rated Investments'
Rumson 2006-1 (series 36), a synthetic corporate investment-grade
collateralized debt obligation (CDO) transaction.

The rating withdrawal follows the redemption of the notes after
the note holder exercised the put option agreement.

              Standard & Poor's 17g-7 Disclosure Report

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

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

        http://standardandpoorsdisclosure-17g7.com

Ratings Withdrawn

Rutland Rated Investments
Rumson 2006-1 (Series 36)
            Rating
Class     To      From
A1-L      NR      CCC-(sf)
A3-L      NR      CCC-(sf)

NR - Not rated.


SANTANDER 2012-2: Moody's Assigns '(P)Ba2' Rating to Class E Notes
------------------------------------------------------------------
Moody's Investors Service has assigned provisional ratings to the
notes to be issued by Santander Drive Auto Receivables Trust 2012-
2 (SDART 2012-2). This is the second public subprime transaction
of the year for Santander Consumer USA Inc. (SCUSA).

The complete rating actions are as follows:

Issuer: Santander Drive Auto Receivables Trust 2012-2

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

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

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

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

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

Cl. D, Assigned (P)Baa2 (sf)

Cl. E, Assigned (P)Ba2 (sf)

Ratings Rationale

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

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

Moody's median cumulative net loss expectation for the SDART 2012-
2 pool is 15.0% and the Aaa level is 46%. The loss expectation was
based on an analysis of SCUSA's portfolio vintage performance as
well as performance of past securitizations, and current
expectations for future economic conditions.

The Assumption Volatility Score for this transaction is Low/Medium
versus a Medium for the sector. This is driven by the a Low/Medium
assessment for Governance due to the presence of a highly rated
parent, Banco Santander (Aa3 RUR for possible downgrade/P-1), in
addition to the size and strength of SCUSA's servicing platform.

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

Moody's Parameter Sensitivities: If the net loss used in
determining the initial rating were changed to 18.5%, 26% or 29%,
the initial model output for the Class A notes might change from
Aaa to Aa1, A1, and Baa1, respectively. If the net loss used in
determining the initial rating were changed to 15.5%, 19.5% or
22.5%, the initial model output for the Class B notes might change
from Aa1 to Aa2, A2, and Baa2, respectively. If the net loss used
in determining the initial rating were changed to 15.25%, 16.5% or
20%, the initial model output for the Class C notes might change
from Aa3 to A1, Baa1, and Ba1, respectively. If the net loss used
in determining the initial rating were changed to 15.25%, 17.5% or
20%, the initial model output for the Class D notes might change
from Baa2 to Baa3, Ba3, and B3 respectively. If the net loss used
in determining the initial rating were changed to 15.25%, 16.5% or
18.5%, the initial model output for the Class E notes might change
from Ba2 to Ba3, B3, and
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.


SANTANDER 2012-2: S&P Gives 'BB+' Rating on $34MM Class E Notes
---------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary
ratings to Santander Drive Auto Receivables Trust 2012-2's $784.3
million automobile receivables-backed notes series 2012-2.

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

The preliminary ratings are based on information as of March 12,
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 49.74%, 43.52%, 34.54%, 29.13%, and 24.83%
   of credit support for the class A, B, C, D, and E notes based
   on stress cash flow scenarios (including excess spread), which
   provide coverage of more than 3.5x, 3.0x, 2.3x, 1.75x, and 1.6x
   S&P's 12.00%-13.50% expected cumulative net loss.

* The timely interest and principal payments made under stress
   cash flow modeling scenarios appropriate to the assigned
   preliminary ratings.

* "Our expectation that under a moderate ('BBB') stress scenario,
   all else being equal, our ratings on the class A, B, and C
   notes will remain within one rating category of the assigned
   ratings during the first year, and our ratings on the class D,
   and E notes will remain within two rating categories of the
   assigned ratings, which is within the outer bounds of our
   credit stability criteria," S&P said.

* The originator/servicer's history in the subprime/specialty
   auto finance business.

* "Our analysis of six years of static pool data on Santander
   Consumer USA Inc.'s lending programs.

* 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 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
Santander Drive Auto Receivables Trust 2012-2

Class   Rating     Type          Interest         Amount
                                 rate        (mil. $)(i)
A-1     A-1+ (sf)  Senior        Fixed            148.00
A-2     AAA (sf)   Senior        Fixed            271.00
A-3     AAA (sf)   Senior        Fixed             78.12
B       AA (sf)    Subordinate   Fixed             81.44
C       A (sf)     Subordinate   Fixed            102.86
D       BBB (sf)   Subordinate   Fixed             68.58
E       BB+ (sf)   Subordinate   Fixed             34.29


SEAWALL 2007-2: Moody's Cuts Rating on Class C Notes to 'Ba1'
-------------------------------------------------------------
Moody's has affirmed the ratings of four classes of Notes and
downgraded the ratings of one class of Notes issued by Seawall
2007-2. The downgrade is due to greater distribution in the
underlying collateral into lower rated categories despite Moody's
weighted average rating factor (WARF) being the same as at last
revie. The affirmation is 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.

Super Senior Notes, Affirmed at Aaa (sf); previously on Oct 29,
2007 Assigned Aaa (sf)

Cl. A, Affirmed at A1 (sf); previously on Apr 22, 2011 Downgraded
to A1 (sf)

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

Cl. C, Downgraded to Ba1 (sf); previously on Sep 2, 2010
Downgraded to Baa3 (sf)

Cl. X, Affirmed at Aa1 (sf); previously on Feb 22, 2012 Downgraded
to Aa1 (sf)

Ratings Rationale

Seawall 2007-2. is a static synthetic CRE CDO transaction backed
by a portfolio of commercial mortgage backed securities reference
obligations(CMBS) (100.0% of the pool balance). As of the February
27, 2012 Trustee report, the aggregate Note balance of the
transaction is $1.0 billion, the same as at issuance.

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

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's has completed updated credit estimates for the non-Moody's
rated reference obligations. The bottom-dollar WARF is a measure
of the default probability within a reference pool. Moody's
modeled a bottom-dollar WARF of 6 compared to 6 at last review.
The distribution of current ratings and credit estimates is as
follows: Aaa-Aa3 (98.0% compared to 100.0% at last review) and A1-
A3 (2.0% compared to 0.0% at last review).

WAL acts to adjust the probability of default of the reference
obligations in the pool for time. Moody's modeled to a WAL of 4.4
years compared to 4.9 at last review.

WARR is the par-weighted average of the mean recovery values for
the reference obligations in the pool. Moody's modeled a variable
WARR of 74.0% compared to 74.1% at last review.

MAC is a single factor that describes the pair-wise asset
correlation to the default distribution among the instruments
within the collateral pool (i.e. the measure of diversity).
Moody's modeled a MAC of 55.9% compared to 58.8% at last review.

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

Moody's review also incorporated the CMBS IO calculator ver 1.0,
which uses the following inputs to calculate the proposed IO
rating based on the published methodology: original and current
bond ratings and credit estimates; original and current bond
balances grossed up for losses for all bonds the IO(s)
reference(s) within the transaction; and IO type corresponding to
an IO type as defined in the published methodology. The calculator
then returns a calculated IO rating based on both a target and
mid-point . For example, a target rating basis for a Baa3 (sf)
rating is a 610 rating factor. The midpoint rating basis for a
Baa3 (sf) rating is 775 (i.e. the simple average of a Baa3 (sf)
rating factor of 610 and a Ba1 (sf) rating factor of 940). If the
calculated IO rating factor is 700, the CMBS IO calculator ver1.0
would provide both a Baa3 (sf) and Ba1 (sf) IO indication for
consideration by the rating committee.

Changes in any one or combination of the key parameters may have
rating implications on certain classes of rated notes. However, in
many instances, a change in key parameter assumptions in certain
stress scenarios may be offset by a change in one or more of the
other key parameters. Rated notes are particularly sensitive to
changes in ratings changes. Holding all other key parameters
static, changing the ratings down one notch would result in
average rating movement on the rated tranches of 0 to 3 notches
downward, while changing the ratings up one notch would result in
average rating movement on the rated tranches 1 to 2 notches
upward, respectively.

Primary sources of assumption uncertainty are the extent of the
slowdown in growth in the current macroeconomic environment and
commercial real estate property markets. While commercial real
estate property values are beginning to move in a positive
direction, a consistent upward trend will not be evident until the
volume of investment activity increases, distressed properties are
cleared from the pipeline, and job creation rebounds. The hotel
and multifamily sectors continue to show positive signs and
improvements in the office sector continue with minimal additions
to supply. However, office demand is closely tied to employment,
where unemployment remains above long-term averages and business
confidence remains below long-term averages. Performance in the
retail sector has been mixed with lackluster Holiday sales driven
by sales and promotions. Consumer confidence remains low. Across
all property sectors, the availability of debt capital continues
to improve with increased securitization activity of commercial
real estate loans supported by a monetary policy of low interest
rates. Moody's central global macroeconomic scenario reflects: an
overall downward revision of real growth forecasts since last
quarter, amidst ongoing and policy-induced banking sector
deleveraging leading to a tightening of bank lending standards and
credit contraction; financial market turmoil continuing to
negatively impact consumer and business confidence; persistently
high unemployment levels; and weak housing markets resulting in a
further slowdown in growth.

The methodologies used in these ratings were "Moody's Approach to
Rating SF CDOs" published in November 2010, "Moody's Approach to
Rating Commercial Real Estate CDOs" published in July 2011, and
"Moody's Approach to Rating Structured Finance Interest-Only
Securities" published in February.


STARTS (CAYMAN): S&P Withdraws 'CC' Rating on Notes
---------------------------------------------------
Standard & Poor's Ratings Services withdrew its rating on the
notes issued by STARTS (Cayman) Ltd. Series 2007-35, a synthetic
corporate investment-grade collateralized debt obligation (CDO)
transaction.

The rating withdrawal follows the complete redemption of the notes
pursuant to the redemption notice received March 5, 2012.

             Standard & Poor's 17g-7 Disclosure Report

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

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

         http://standardandpoorsdisclosure-17g7.com

Rating Withdrawn

STARTS (Cayman) Ltd.
Series 2007-35
              Rating
Class       To      From
Notes       NR      CC (sf)

NR-Not rated.


STONE TOWER VII: S&P Raises Rating on Class C Notes to 'BB+'
------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-2, A-3, B, and C notes from Stone Tower CLO VII Ltd., a U.S.
collateralized loan obligation (CLO) transaction managed by Stone
Tower Debt Advisors. "At the same time, we affirmed our rating
on the class A-1 notes," S&P said.

"The upgrades reflect an increase in the credit support to the
notes at their prior rating levels. In addition to the underlying
collateral's stronger credit quality, the transaction had fewer
defaults than when we lowered our ratings on all the notes in
December 2009 following the application of our September 2009
corporate collateralized debt obligation (CDO) criteria," S&P
said.

"Based on the February 2012 monthly trustee report, the
transaction has $15.79 million in 'CCC' rated collateral, down
from $41.82 million reported in the November 2009 monthly trustee
report, which we used for our December 2009 rating actions. This
improved the transaction's credit quality, which increased the
credit cushion available to the notes at their prior rating
levels," S&P said.

"In addition, the trustee reports that the transaction, which is
still in its reinvestment period, currently has $277,536 in
defaults, down from $12.89 million in November 2009. Since that
time, the transaction has sold many of the defaulted assets at
prices that were higher than our assumed recovery rates, which
contributed to an improvement in the transaction's
overcollateralization (O/C) tests," S&P said.

The transaction documents require a supplemental diversion test to
be measured at the class C O/C level during the CLO's reinvestment
period. When triggered, the transaction diverts the available
interest proceeds subject to a maximum of either the required cure
amount or 50% of the available interest proceeds toward
reinvestment. The CLO was failing this test in November 2009 at
104.91% (the minimum requirement was 105.03%) and effectively
diverted funds toward reinvestment. The transaction is currently
passing this test.

The lower level of defaults and the increase in reinvestments
contributed to an improvement in the O/C ratios; the trustee
reported these O/C ratios in the February 2012 monthly report:

* The class A O/C ratio was 118.35%, compared with a reported
   ratio of 116.80% in November 2009;

* The class B O/C ratio was 111.89%, compared with a reported
   ratio of 110.43% in November 2009; and

* The class C O/C ratio test was 106.29%, compared with a
   reported ratio of 104.91% in November 2009.

"We raised our ratings on the class A-2, A-3, B, and C due to an
increase in their credit support. The obligor concentration
supplemental test (which is part of our criteria for rating
corporate CDO transactions) affected our rating of the class C
notes," S&P said.

"The affirmation on the class A-1 notes reflects our opinion that
the credit support available at the current rating level is
sufficient," S&P said.

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

             Standard & Poor's 17g-7 Disclosure Report

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

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

         http://standardandpoorsdisclosure-17g7.com

Rating Actions

Stone Tower CLO VII Ltd.
                        Rating
Class              To           From
A-2                AA+ (sf)     AA- (sf)
A-3                AA- (sf)     A+ (sf)
B                  A- (sf)      BBB+ (sf)
C                  BB+ (sf)     B+ (sf)

Rating Affirmed

Stone Tower CLO VII Ltd.
Class              Rating
A-1                AA+ (sf)


SUMMIT LAKE: S&P Raises Rating on Class B-2L Notes to 'B+'
----------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-2L, A-3L, B-1L, and B-2L notes from Summit Lake CLO Ltd., a U.S.
collateralized loan obligation (CLO) transaction managed by Babson
Capital Management LLC. "Simultaneously, we removed our ratings on
these notes from CreditWatch, where we placed them with positive
implications on Dec. 20, 2011. At the same time, we affirmed our
'AAA (sf)' rating on the class A-1LA notes and 'AA+ (sf)' ratings
on the class A-1LB and A-1LR notes," S&P said.

"The upgrades reflect improved performance in the deal's
underlying asset portfolio and an increase in the credit support
available to the notes since we lowered our ratings on all the
classes in March 2010, following the application of our September
2009 corporate collateralized debt obligation (CDO) criteria," S&P
said.

"As of the February 2012 trustee report, the transaction's asset
portfolio had $3.510 million in defaulted assets, down from
$15.435 million in the January 2010 trustee report, which we used
for the analysis in the March 2010 rating actions. Many of the
defaults were sold at prices higher than the assumed recovery
rates, which contributed to an improvement in the transaction's
overcollateralization (O/C) tests," S&P said.

The transaction's O/C ratios have increased since January 2010.
The trustee reported the O/C ratios in the February 2012 monthly
report:

* The class A-2L O/C ratio was 124.95%, compared with a reported
   ratio of 123.07% in January 2010;

* The class A-3L O/C ratio was 116.26% compared with a reported
   ratio of 114.52% in January 2010;

* The class B-1L O/C ratio was 109.69%, compared with a reported
   ratio of 108.05% in January 2010; and

* The class B-2L O/C ratio was 104.38%, compared with a reported
   ratio of 102.82% in January 2010.

"The obligor concentration supplemental test (which is part of our
criteria for rating corporate CDO transactions) affected our
rating of the class B-2L notes. We affirmed our ratings on the
class A-1LA, A-1LB, and A-1LR notes to reflect the credit support
available at the current rating levels," S&P said.

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

             Standard & Poor's 17g-7 Disclosure Report

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

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

         http://standardandpoorsdisclosure-17g7.com

Rating Actions

Summit Lake CLO Ltd.
                        Rating
Class              To           From
A-2L               AA (sf)      A+ (sf)/Watch Pos
A-3L               A (sf)       BBB+ (sf)/Watch Pos
B-1L               BBB (sf)     BB+ (sf)/Watch Pos
B-2L               B+ (sf)      CCC+ (sf)/Watch Pos

Ratings Affirmed

Summit Lake CLO Ltd.
Class              Rating
A-1LA              AAA (sf)
A-1LB              AA+ (sf)
A-1LR              AA+ (sf)

Transaction Information
Issuer:             Summit Lake CLO Ltd.
Coissuer:           Summit Lake CLO (Delaware) Corp.
Collateral manager: Babson Capital Management LLC
Underwriter:        Bear Stearns Cos. LLC
Indenture trustee:  Wells Fargo Bank N.A.
Transaction type:   Cash flow CDO


US CAPITAL: Moody's Raises Ratings on Two Note Classes to 'Caa3'
----------------------------------------------------------------
Moody's Investors Service has downgraded the rating on the
following notes issued by US Capital Funding II, Ltd.:

US$171,000,000 Class A-1 Floating Rate Senior Notes Due 2034
(current balance of $124,077,893.52), Downgraded to Baa1 (sf);
previously on March 27, 2009 Downgraded to A1 (sf).

In addition, Moody's has also upgraded the ratings on the
following notes:

US$70,000,000 Class B-1 Floating Rate Senior Subordinate Notes
Due 2034 (current balance of $70,000,000), Upgraded to Caa3 (sf);
previously on March 27, 2009 Downgraded to Ca (sf);

US$40,000,000 Class B-2 Fixed/Floating Rate Senior Subordinate
Notes Due (current balance of $40,000,000), Upgraded to Caa3
(sf); previously on March 27, 2009 Downgraded to Ca (sf).

Ratings Rationale

According to Moody's, the rating downgrade action taken on
March 9 are primarily the result of an increase in the defaulted
amount in the underlying portfolio, which has resulted in loss of
overcollateralization for the Class A and B notes since the last
rating action in March 2009.

Moody's notes that the assumed defaulted amount increased to $61
million from $32 million since the last rating action. Based on
the latest trustee report dated January 2012, the Senior Principal
Coverage Test and the Senior Subordinate Coverage Test are
reported at 152.65% (limit 125.00%) and 89.90% (limit 103.60%),
respectively, versus February 2009 trustee reported levels of
157.08% and 100.91%.

Moody's upgrade actions on the Class B-1 and B-2 notes take into
consideration the non-PIKable nature of the notes, the risk of the
transaction triggering an Event of Default ("EoD"), and the voting
mechanisms for remedies that can be pursued following an EoD.
Moody's notes that a default in the payment of interest to the
Class B-1 and B-2 notes will constitute an EoD. While the risk of
triggering an EoD over the life of the transaction has increased,
any post-EOD remedies require the consent of 66 2/3% of the
Aggregate Principal Amount of each class of the Senior Notes and
Senior Subordinated Notes voting separately. Moody's believes that
the likelihood of acceleration of the notes as a post-EOD remedy
is remote due to the voting requirements for acceleration. This is
credit positive for the Class B-1 and B-2 notes, because the
acceleration waterfall would divert all interest and principal
proceeds to first pay the Class A-1 and A-2 notes sequentially.

Due to the impact of revised and updated key assumptions
referenced in Moody's rating methodology, 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. In its
base case, Moody's analyzed the underlying collateral pool to have
a performing par of $237.5 million, defaulted/deferring par of
$61million, a weighted average default probability of 25.65%
(implying a WARF of 1247), Moody's Asset Correlation of 17.67%,
and a weighted average recovery rate upon default of 10%. In
addition to the quantitative factors that are explicitly modeled,
qualitative factors are part of rating committee considerations.
Moody's considers the structural protections in the transaction,
the risk of triggering an EoD, recent deal performance under
current market conditions, the legal environment, and specific
documentation features. All information available to rating
committees, including macroeconomic forecasts, inputs 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.

US Capital Funding II, Ltd., issued on June 24, 2004, is a
collateral debt obligation backed by a portfolio of bank trust
preferred securities.

The portfolio of this CDO is mainly comprised of trust preferred
securities (TruPS) issued by small to medium sized U.S. community
banks that are generally not publicly rated by Moody's. To
evaluate the credit quality of bank TruPS without public ratings,
Moody's uses RiskCalc model, an econometric model developed by
Moody's KMV, to derive their credit scores. 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 transaction 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" published in October 2009.

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

The transaction's portfolio was modeled 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.

Moody's performed a number of sensitivity analyses of the results
to certain key factors driving the ratings. The rating agency
analyzed the sensitivity of the model results to changes in the
portfolio WARF (representing an improvement or a deterioration in
the credit quality of the collateral pool), assuming that all
other factors are held equal. If the WARF is increased by 250
points from the base case of 1247, the model-implied rating of the
Class A-1 notes is one notch worse than the base case result.
Similarly, if the WARF is decreased by 450 points, the model-
implied rating of the Class A-1 notes is one notch better than the
base case result.

Moody's notes that this transaction is subject to a high level of
macroeconomic uncertainty, as Moody's outlook on the banking
sector remains negative, although there have been some recent
signs of stabilization. The pace of FDIC 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.


VENTURE VII: S&P Raises Rating on Class E Notes From 'B+' to 'BB'
-----------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-1B, A-2, B, C, D, and E notes from Venture VII CDO Ltd., a
collateralized loan obligation (CLO) transaction with an APEX
revolver feature managed by MJX Asset Management LLC. "We also
affirmed our ratings on the class A-1A and A-1AR notes," S&P said.

"The APEX revolver covers for principal losses up to the
applicable APEX revolver limit, $35.739 million. Wells Fargo Bank
N.A. is the APEX revolver provider. For our review of the
transaction's performance, we applied our counterparty criteria,"
S&P said.

"The upgrades reflect the improved performance we have observed in
the deal's underlying asset portfolio since our March 2010 rating
actions. According to the Jan. 31, 2012, trustee report, the
transaction's asset portfolio held about $14 million in defaulted
assets, down from the $40 million noted in the February 2010
trustee report. Additionally, the collateral pool consisted of
approximately $28 million in assets from obligors rated in the
'CCC' category according to the January 2012 trustee report, down
from $52 million noted in February 2010," S&P said.

The affirmations of our ratings on the class A-1A and A-1AR notes
reflect the sufficient credit support at the classes' current
rating levels.

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

              Standard & Poor's 17g-7 Disclosure Report

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

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

        http://standardandpoorsdisclosure-17g7.com

Rating Actions

Venture VII CDO Ltd.
                         Rating
Class                To           From
A-1B                 AA- (sf)     A+ (sf)
A-2                  AA- (sf)     A+ (sf)
B                    A+ (sf)      A (sf)
C                    A- (sf)      BBB+ (sf)
D                    BBB (sf)     BB+ (sf)
E                    BB (sf)      B+ (sf)

Ratings Affirmed
Venture VII CDO Ltd.
Class                Rating
A-1A                 AA+ (sf)
A-1AR                AA+ (sf)


VENTURE VIII: S&P Raises Class E Note Rating to 'BB-'; Off Watch
----------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on six
classes of notes from Venture VIII CDO Ltd., a reinvesting
collateralized loan obligation (CLO) transaction managed by MJX
Asset Management LLC. "We then removed three of these ratings
from CreditWatch positive. We also affirmed three ratings and
removed one from CreditWatch positive," S&P said.

"The upgrades reflect positive rating migration of the underlying
portfolio since the prior rating action in March 2010. As of the
February 2012 trustee report, the balance of defaulted assets
decreased to $15.19 million from $41.98 million in January 2010,
while the balance of assets we rate in the 'CCC' range has
decreased to $40.40 million from $53.34 million. This has led
to an increase in class A/B overcollateralization (O/C) test to
120.06% from 118.20% during the same period," S&P said.

"As a result of this improvement, the rating on the class E note
is no longer driven by the largest obligor default test, a
supplemental stress test introduced as part of the 2009 corporate
CDO criteria update," S&P said.

The rating affirmations on the class A-1A, A-2A, and B notes
reflect the availability of sufficient credit support at their
current rating levels.

"We will continue to review our ratings on the notes and assess
whether, in our view, the ratings remain consistent with the
credit enhancement available," S&P said.

              Standard & Poor's 17g-7 Disclosure Report

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

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

        http://standardandpoorsdisclosure-17g7.com

Rating And Creditwatch Actions

Venture VIII CDO Ltd.
                   Rating
Class        To               From
A-1B         AA+ (sf)         AA- (sf)
A-2B         AA+ (sf)         AA- (sf)
A-3          AA+ (sf)         AA- (sf)
C            BBB+ (sf)        BBB- (sf)/Watch Pos
D            BB+ (sf)         BB (sf)/Watch Pos
E            BB- (sf)         CCC+ (sf)/Watch Pos

Creditwatch Removal

Venture VIII CDO Ltd.
             Rating
Class     To          From
B         A+ (sf)     A+ (sf)/Watch Pos

Rating Affirmation

Venture VIII CDO Ltd.

Class                         Rating
A-1A                          AA+ (sf)
A-2A                          AA+ (sf)


WACHOVIA BANK 2003-C7: S&P Cuts Rating on Class M Certs. to 'B'
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on four
classes of commercial mortgage pass-through certificates from
Wachovia Bank Commercial Mortgage Trust's series 2003-C7, a U.S.
commercial mortgage-backed securities (CMBS) transaction.
"Concurrently, we affirmed our ratings on 11 other classes from
the same transaction," S&P said.

"Our rating actions follow our analysis of the transaction, which
included a review of the credit characteristics of the collateral
remaining in the pool, the deal structure, and the liquidity
available to the trust. The downgrades reflect credit support
erosion that we anticipate will occur upon the eventual resolution
of one ($27.2 million, 4.0%) of the four loans ($75.0 million,
11.0%) that are with the special servicer. In addition, our rating
actions considered the large volume of nondefeased and
nonspecially serviced loans with near-term final maturity dates or
anticipated repayment dates (ARDs) through December 2013 (64
loans; $353.4 million, 51.8%), as well as 15.5% of the pool trust
balance reporting debt service coverage (DSCs) below 1.10x," 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-C interest-only (IO) certificate based
on our current criteria," S&P said.

"Using servicer-provided financial information, we calculated an
adjusted DSC of 1.41x and a loan-to-value (LTV) ratio of 93.4%. We
further stressed the loans' cash flows under our 'AAA' scenario to
yield a weighted average DSC of 1.13x and an LTV ratio of 116.1%.
The implied defaults and loss severity under the 'AAA' scenario
were 41.9% and 30.2%. The DSC and LTV calculations exclude one
($27.2 million, 4.0%) of the four loans ($75.0 million, 11.0%)
that are with the special servicer and 14 defeased loans ($167.6
million, 24.6%). We separately estimated losses for the specially
serviced loans and included them in our 'AAA' scenario implied
default and loss severity figures," S&P said.

                   Credit Considerations

"As of the Feb. 15, 2012, trustee remittance report, four loans
($75.0 million, 11.0%) in the pool were with the special servicer,
Torchlight Loan Services LLC (Torchlight). The reported payment
status of the specially serviced loans as of the most recent
trustee remittance report is: one is in bankruptcy ($7.7 million,
1.1%), one is in the grace period ($27.2 million, 4.0%), one is a
matured balloon loan ($7.5 million, 1.1%), and one is current
($32.6 million, 4.8%). Appraisal reduction amounts (ARAs) totaling
$8.8 million are in effect against two of the four specially
serviced loans. Details of the two largest specially serviced
loans, both of which are top 10 loans, are as set forth," S&P
said.

"The Santa Clara County Office loan ($32.6 million, 4.8%) is the
second-largest loan secured by real estate in the pool and the
largest specially serviced loan. The loan, which has a reported
current payment status, is secured by a 152,432-sq.-ft., class A
office building in San Jose, Calif. The loan was transferred to
the special servicer on Jan. 28, 2010, due to the borrower and
indemnitor's bankruptcy filing in Delaware on Jan. 20, 2010.
Torchlight indicated that it anticipates reaching a workout
resolution with the borrower as early as in March 2012. The
reported DSC and occupancy were 1.77x and 100% as of Dec. 31,
2010," S&P said.

"The Columbia Place Mall loan ($27.2 million, 4.0%) is the third-
largest loan in the pool and the second-largest specially serviced
loan. The total reported exposure was $27.4 million. The loan is
secured by the 382,403 sq. ft. of a 1,093,975-sq.-ft regional mall
in Columbia, S.C. The loan, which has a reported in grace payment
status, was transferred to the special servicer on Jan. 9, 2012,
for imminent default. The reported DSC was 0.59x as of Dec. 31,
2010. Occupancy was 82.9%, according to the Sept. 30, 2011, rent
roll. Torchlight stated that it is currently evaluating workout
strategies for this loan. We expect a moderate loss upon the
eventual resolution of this loan," S&P said.

"The two remaining loans with the special servicer have individual
balances that represent less than 1.2% of the total pooled trust
balance. Torchlight informed us that one of the two loans is being
assumed and modified while the remaining loan has been modified
and extended. ARAs totaling $8.8 million were reported on these
two loans," S&P said.

                   Transaction Summary

As of the Feb. 15, 2012, trustee remittance report, the collateral
pool had an aggregate trust balance of $681.7 million, down from
$1.01 billion at issuance. The pool comprised 97 loans, down from
126 loans at issuance. The master servicer, Wells Fargo Bank N.A.
(Wells Fargo), provided financial information for 85.9% of the
loans in the pool (by balance), most of which reflected data for
full-year 2010, interim 2011, and full-year 2011.

"We calculated a weighted average DSC of 1.43x for the loans in
the pool based on the servicer-reported figures. Our adjusted DSC
and LTV were 1.41x and 93.4%. Our adjusted figures exclude one
($27.2 million, 4.0%) of the four loans ($75.0 million, 11.0%)
that are with the special servicer and 14 defeased loans ($167.6
million, 24.6%). We separately estimated losses for the specially
serviced loans and included them in our 'AAA' scenario implied
default and loss severity figures. To date, the transaction has
experienced $5.8 million in principal losses from three assets.
Fifteen loans ($123.6 million, 18.1%) in the pool are on the
master servicer's watchlist, three of which are in the top 10
loans. Nine loans ($105.9 million, 15.5%) have a reported DSC of
less than 1.10x, seven of which ($102.0 million, 15.0%) have a
reported DSC of less than 1.00x," S&P said.

                   Summary Of Top 10 Loans

"The top 10 loans secured by real estate have an aggregate
outstanding pooled balance of $226.1 million (33.2%). Using
servicer-reported numbers, we calculated a weighted average DSC of
1.33x for the top 10 loans. Our adjusted DSC and LTV were 1.26x
and 118.1% for the top 10 loans. Two of the top 10 loans ($59.8
million, 8.8%) are with the special servicer. In addition, three
of the top 10 loans ($86.0 million, 12.6%) are on the master
servicer's watchlist, details are set forth," S&P said.

"The Regency Square Mall loan, the largest loan in the pool and on
the master servicer's watchlist, has a $86.7 million whole-loan
balance that is split into two pari passu pieces: $43.4 million of
which makes up 6.4% of the trust balance. The loan is secured by a
938,031-sq.-ft. regional mall in Jacksonville, Fl. The loan is on
Wells Fargo's watchlist due to a low reported DSC, which was 0.93x
for the 12 months ended June 30, 2011. The reported occupancy was
82.5% based on the Sept. 30, 2011, rent roll provided," S&P said.

"The Morrocroft Village Shopping Center loan ($22.8 million, 3.3%)
is the fifth-largest loan in the pool and is the second-largest
loan on Wells Fargo's watchlist. The loan is secured by an
119,992-sq.-ft. anchored retail center in Charlotte, N.C. The loan
is on Wells Fargo's watchlist due to a low reported DSC, which was
0.96x for the nine months ended Sept 30, 2011. Occupancy was
77.2%, according to the Nov. 30, 2011, rent roll, down from a
reported 100% in 2010. The master servicer primarily attributes
the decline in occupancy to tenant, Borders Group Inc., vacating
the property at its Feb. 1, 2011, lease expiration date," S&P
said.

"The Falls Village Shopping Center loan ($19.8 million, 2.9%) is
the sixth-largest loan in the pool and the third-largest loan on
the master servicer's watchlist. The loan is secured by an
181,807-sq.-ft. anchored retail center in Raleigh, N.C. The loan
is on Wells Fargo's watchlist due to a low reported DSC, which was
0.95x for the 12 months ended Dec. 31, 2010. Occupancy was 76.6%
based on the Nov. 1, 2011, rent roll," S&P said.

"Standard & Poor's stressed the pool collateral according to its
criteria. The resultant credit enhancement levels are consistent
with our lowered and affirmed ratings," S&P said.

              Standard & Poor's 17g-7 Disclosure Report

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

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

        http://standardandpoorsdisclosure-17g7.com

Ratings Lowered

Wachovia Bank Commercial Mortgage Trust
Commercial mortgage pass-through certificates series 2003-C7
             Rating
Class     To          From         Credit enhancement (%)
J         BB (sf)     BB+ (sf)                      5.64
K         BB- (sf)    BB (sf)                       4.71
L         B+ (sf)     BB- (sf)                      3.78
M         B (sf)      B+ (sf)                       3.04

Ratings Affirmed

Wachovia Bank Commercial Mortgage Trust
Commercial mortgage pass-through certificates series 2003-C7

Class     Rating    Credit enhancement (%)
A-1     AAA (sf)                   25.50
A-2     AAA (sf)                   25.50
B       AAA (sf)                   21.42
C       AA+ (sf)                   19.74
D       AA (sf)                    16.04
E       AA- (sf)                   13.99
F       A (sf)                     11.39
G       A- (sf)                     9.54
H       BBB (sf)                    7.31
N       CCC- (sf)                   2.30
X-C     AAA (sf)                     N/A

N/A-Not applicable.


WACHOVIA BANK 2004-C15: Moody's Cuts 3 Cert. Class Ratings to 'C'
-----------------------------------------------------------------
Moody's Investors Service downgraded the ratings of seven CMBS
classes and affirmed ten pooled classes and five non-pooled rake
classes of Wachovia Bank Commercial Mortgage Securities, Inc.,
Commercial Mortgage Pass-Through Certificates, Series 2004-C15 as
follows:

Cl. A-3, Affirmed at Aaa (sf); previously on Dec 21, 2004
Definitive Rating Assigned Aaa (sf)

Cl. A-4, Affirmed at Aaa (sf); previously on Dec 21, 2004
Definitive Rating Assigned Aaa (sf)

Cl. A-1A, Affirmed at Aaa (sf); previously on Dec 21, 2004
Definitive Rating Assigned Aaa (sf)

Cl. B, Affirmed at Aa2 (sf); previously on Dec 21, 2004
Definitive Rating Assigned Aa2 (sf)

Cl. C, Affirmed at Aa3 (sf); previously on Dec 21, 2004
Definitive Rating Assigned Aa3 (sf)

Cl. D, Affirmed at A2 (sf); previously on Dec 21, 2004 Definitive
Rating Assigned A2 (sf)

Cl. E, Affirmed at A3 (sf); previously on Dec 21, 2004 Definitive
Rating Assigned A3 (sf)

Cl. F, Affirmed at Baa2 (sf); previously on Jun 30, 2010
Downgraded to Baa2 (sf)

Cl. G, Downgraded to Ba1 (sf); previously on Jun 30, 2010
Downgraded to Baa3 (sf)

Cl. H, Downgraded to B3 (sf); previously on Jun 30, 2010
Downgraded to B1 (sf)

Cl. J, Downgraded to Caa2 (sf); previously on Jun 30, 2010
Downgraded to B3 (sf)

Cl. K, Downgraded to Caa3 (sf); previously on Jun 30, 2010
Downgraded to Caa1 (sf)

Cl. L, Downgraded to Ca (sf); previously on Jun 30, 2010
Downgraded to Caa2 (sf)

Cl. M, Downgraded to C (sf); previously on Jun 30, 2010
Downgraded to Caa3 (sf)

Cl. N, Downgraded to C (sf); previously on Jun 30, 2010
Downgraded to Ca (sf)

Cl. O, Affirmed at C (sf); previously on Jun 30, 2010 Downgraded
to C (sf)

Cl. X-C, Affirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf)

Cl. 175WJ-A, Affirmed at Ba2 (sf); previously on Mar 27, 2007
Downgraded to Ba2 (sf)

Cl. 175WJ-B, Affirmed at Ba3 (sf); previously on Mar 27, 2007
Downgraded to Ba3 (sf)

Cl. 175WJ-C, Affirmed at B1 (sf); previously on Mar 27, 2007
Downgraded to B1 (sf)

Cl. 175WJ-D, Affirmed at B2 (sf); previously on Mar 27, 2007
Downgraded to B2 (sf)

Cl. 175WJ-E, Affirmed at B3 (sf); previously on Mar 27, 2007
Downgraded to B3 (sf)

Ratings Rationale

The downgrades are due to an increase in expected losses from
specially serviced and troubled loans.

The affirmations of the pooled classes are due to key parameters,
including Moody's loan to value (LTV) ratio, Moody's stressed DSCR
and the Herfindahl Index (Herf), remaining within acceptable
ranges. Based on our current base expected loss, the credit
enhancement levels for the affirmed classes are sufficient to
maintain their current ratings. The affirmations of the non-
pooled, or rake classes, are due to the stable performance of the
underlying collateral supporting these classes.

Moody's rating action reflects a cumulative base expected loss of
4.4% of the current pooled balance compared to 2.8% at last
review. Moody's provides a current list of base expected losses
for conduit and fusion CMBS transactions on moodys.com at
http://v3.moodys.com/viewresearchdoc.aspx?docid=PBS_SF215255.
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.

Moody's analysis reflects a forward-looking view of the likely
range of collateral performance over the medium term. From time to
time, Moody's may, if warranted, change these expectations.
Performance that falls outside an acceptable range of the key
parameters may indicate that the collateral's credit quality is
stronger or weaker than Moody's had anticipated during the current
review. Even so, deviation from the expected range will not
necessarily result in a rating action. There may be mitigating or
offsetting factors to an improvement or decline in collateral
performance, such as increased subordination levels due to
amortization and loan payoffs or a decline in subordination due to
realized losses.

Primary sources of assumption uncertainty are the extent of the
slowdown in growth in the current macroeconomic environment and
commercial real estate property markets. While commercial real
estate property values are beginning to move in a positive
direction, a consistent upward trend will not be evident until the
volume of investment activity increases, distressed properties are
cleared from the pipeline, and job creation rebounds. The hotel
and multifamily sectors continue to show positive signs and
improvements in the office sector continue with minimal additions
to supply. However, office demand is closely tied to employment,
where unemployment remains above long-term averages and business
confidence remains below long-term averages. Performance in the
retail sector has been mixed with lackluster holiday sales driven
by sales and promotions. Consumer confidence remains low. Across
all property sectors, the availability of debt capital continues
to improve with increased securitization activity of commercial
real estate loans supported by a monetary policy of low interest
rates. Moody's central global macroeconomic scenario reflects: an
overall downward revision of real growth forecasts since last
quarter, amidst ongoing and policy-induced banking sector
deleveraging leading to a tightening of bank lending standards and
credit contraction; financial market turmoil continuing to
negatively impact consumer and business confidence; persistently
high unemployment levels; and weak housing markets resulting in a
further slowdown in 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 CMBS Large Loan/Single Borrower
Transactions" published in July 2000, and "Moody's Approach to
Rating Structured Finance Interest-Only Securities" published in
February 2012.

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 our 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 review also incorporated the CMBS IO calculator ver 1.0,
which uses the following inputs to calculate the proposed IO
rating based on the published methodology: original and current
bond ratings and credit estimates; original and current bond
balances grossed up for losses for all bonds the IO(s)
reference(s) within the transaction; and IO type corresponding to
an IO type as defined in the published methodology. The calculator
then returns a calculated IO rating based on both a target and
mid-point . For example, a target rating basis for a Baa3 (sf)
rating is a 610 rating factor. The midpoint rating basis for a
Baa3 (sf) rating is 775 (i.e. the simple average of a Baa3 (sf)
rating factor of 610 and a Ba1 (sf) rating factor of 940). If the
calculated IO rating factor is 700, the CMBS IO calculator ver1.0
would provide both a Baa3 (sf) and Ba1 (sf) IO indication for
consideration by the rating committee.

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 16, compared to 21 at Moody's prior review.

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

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through a review
utilizing MOST(R) (Moody's Surveillance Trends) Reports and a
proprietary program that highlights significant credit changes
that have occurred in the last month as well as cumulative changes
since the last full transaction review. On a periodic basis,
Moody's also performs a full transaction review that involves a
rating committee and a press release. Moody's prior transaction
review is summarized in a press release dated
April 12, 2011.

DEAL PERFORMANCE

As of the February 17, 2012 distribution date, the transaction's
aggregate pooled certificate balance has decreased by 16% to $824
million from $1.2 billion at securitization. The total deal
balance is $876 million due to five non-pooled rake bonds totaling
$52 million that are tied to the 175 West Jackson Loan. The
Certificates are collateralized by 77 mortgage loans ranging in
size from less than 1% to 13% of the pool, with the top ten loans
representing 59% of the pool. Three loans, representing 3% of the
pool, have been defeased loans and are collateralized with U.S.
Government Securities. One loan, representing 9% of the pool, has
an investment grade credit estimate.

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

Two loans have been liquidated from the pool, resulting in an
aggregate realized loss of $7 million (38% average loss severity).
Four loans, representing 8% of the pool, are currently in special
servicing. The largest specially serviced loan is the IRS Building
Loan ($45 million -- 5.1% of the pool), which is secured by a
180,000 square foot (SF) Class A office building located in
Fresno, California. The property is fully leased to the U.S.
Government through November 2018, but the tenant does have a 2013
early termination option. The loan was transferred to special
servicing in January 2010 due to a bankruptcy filing by the
borrower and indemnitor. The unsecured noteholders stepped into
the equity interest of the borrower when the loan emerged from
bankruptcy in September 2010. The three remaining specially
serviced loans are secured by hotel and retail properties. The
servicer has recognized an aggregate $15 million appraisal
reduction for three of the four specially serviced loans, while
Moody's has estimated an aggregate $20 million loss for all of the
specially serviced loans.

Moody's has assumed a high default probability for 5 poorly
performing loans representing 5% of the pool and has estimated a
$6 million aggregate loss (15% expected loss based on a 50%
probability default) from these troubled loans.

Moody's was provided with full year 2010 and full or partial year
2011 operating results for 99% and 79% of the conduit,
respectively. The conduit portion of the pool excludes specially
serviced, troubled and defeased loans as well as loans with credit
estimates. Moody's weighted average conduit LTV is 94% compared to
92% at Moody's prior review. Moody's net cash flow reflects a
weighted average haircut of 11% to the most recently available net
operating income. Moody's value reflects a weighted average
capitalization rate of 9.0%.

Moody's actual and stressed conduit DSCRs are 1.26X and 1.06X,
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 Coastal Grand Mall Loan
($82 million -- 9.4% of the pool), which is secured by the
borrower's interest in a 1 million SF regional mall located in
Myrtle Beach, South Carolina. The property is anchored by JC
Penney, Dillard's, Sears and Belk. The property is the dominant
mall in its trade area. The entire mall is virtually 100% leased
and the in-line space is 99% leased, which is similar to last
review. Moody's credit estimate and stressed DSCR are Baa1 and
1.48X, respectively, compared to Baa1 and 1.43X at last review.

The top three conduit loans represent 30% of the pool balance. The
largest conduit loan is the 175 West Jackson Loan ($106 million --
18.0% of the pool), which represents a 50% participation interest
in a $215 million first mortgage loan. The loan is secured by a
1.5 million SF Class A office building located in the Chicago CBD.
The building is also encumbered by a $52 million B-Note, which
serves as collateral for non-pooled Classes 175WJ-A, 175WJ-B,
175WJ-C, 175WJ-D and 175WJ-E. The property was 95% leased as of
January 2012 compared to 96% at last review. Moody's hard debt LTV
and stressed DSCR are 69% and 1.12X, respectively, compared to 66%
and 1.19X at last review.

The second largest conduit loan is the Gale Portfolio Loan ($68
million -- 7.8% of the pool), which is secured by four suburban
office properties totaling 575,000 SF located in northern New
Jersey. The portfolio was 82% leased as of 2011 YE, which is the
same as last review. The loan has been on the master servicer's
watchlist since September 2010 due primarily to the
underperformance of one of the properties. A new lease was
recently signed at the underperforming property, which will boost
portfolio occupancy to 85%. Moody's LTV and stressed DSCR are 105%
and 0.98X, respectively, compared to 110% and 0.93X at last
review.

The third largest conduit exposure is the ADG Portfolio Loan ($39
million -- 4.5% of the pool), which consists of four cross
collateralized and cross defaulted loans secured by 25
manufactured housing communities located in Wisconsin and
Maryland. There portfolio is also encumbered by a $2 million B-
Note held outside of the trust. The portfolio was 85% leased as of
September 2011 compared to 87% at last review. Moody's A-note LTV
and stressed DSCR are 83% and 1.13X, respectively, compared to 87%
and 1.09X at last review.


WAVE 2007-2: Moody's Cuts Ratings on Four Note Classes to Caa3
--------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of nine
classes of Notes issued by WAVE 2007-2. The downgrades reflect
both the correction of an earlier analytical input error and
deterioration in the credit quality of the underlying collateral
as evidenced by a decrease in the credit quality of the pool of
assets since the prior review in March 2011. The rating action is
the result of Moody's on-going surveillance of commercial real
estate collateralized debt obligation (CRE CDO and Re-Remic)
transactions.

Moody's rating action is as follows:

Cl. A-1, Downgraded to Baa3 (sf); previously on Mar 9, 2011
Downgraded to A1 (sf)

Cl. A-2, Downgraded to B3 (sf); previously on Mar 9, 2011
Downgraded to Ba1 (sf)

Cl. B, Downgraded to Caa1 (sf); previously on Mar 9, 2011
Downgraded to Ba2 (sf)

Cl. C-FL, Downgraded to Caa2 (sf); previously on Mar 9, 2011
Downgraded to Ba3 (sf)

Cl. C-FX, Downgraded to Caa2 (sf); previously on Mar 9, 2011
Downgraded to Ba3 (sf)

Cl. D-FL, Downgraded to Caa3 (sf); previously on Mar 9, 2011
Downgraded to B2 (sf)

Cl. D-FX, Downgraded to Caa3 (sf); previously on Mar 9, 2011
Downgraded to B2 (sf)

Cl. E-FL, Downgraded to Caa3 (sf); previously on Mar 9, 2011
Downgraded to Caa1 (sf)

Cl. E-FX, Downgraded to Caa3 (sf); previously on Mar 9, 2011
Downgraded to Caa1 (sf)

RATINGS RATIONALE

WAVE 2007-2 is a static CRE CDO transaction backed by a portfolio
of commercial mortgage backed securities (CMBS) (100% of the
collateral balance). The collateral consists of Super Senior bonds
(37.5%), AM bonds (29.2%) and AJ bonds (33.3%) from 28 CMBS
transactions issued between 2006 and 2008. As of the February 21,
2012 Trustee report, the collateral par amount is $1.98 billion
compared to $3.0 billion at securitization. The reduction in the
collateral par amount is due to an in-kind redemption effected in
September 2011. There has been no amortization or losses to the
collateral pool.

The downgrades announced on March 8 result in part from a
correction to modeling used in an earlier rating action on March
9, 2011, where the default distribution was incorrectly calculated
due to an input error. The corrected modeling, which indicates a
rating several notches lower than the rating assigned at the last
review, has been taken into account in today's rating action.

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

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's has updated credit estimates for the non-Moody's rated
collateral. The bottom-dollar WARF is a measure of the default
probability within a collateral pool. Moody's modeled a bottom-
dollar WARF of 724 compared to 592 at last review. The
distribution of current ratings and credit estimates is as
follows: Aaa-Aa3 (46.2% compared to 47.7% at last review), A1-A3
(15.3% compared to 17.7% at last review), Baa1-Baa3 (12.5%
compared to 11.9% at last review), Ba1-Ba3 (11.5% compared to
10.1% at last review), B1-B3 (11.9% compared to 11.5% at last
review), and Caa1-C (2.6% compared to 1.1% at last review).

WAL acts to adjust the probability of default of the collateral in
the pool for time. Moody's modeled to a WAL of 5.0 years compared
to 6.5 at last review.

WARR is the par-weighted average of the mean recovery values for
the collateral assets in the pool. Moody's modeled a fixed WARR of
48.4% compared to 50.0% at last review.

MAC is a single factor that describes the pair-wise asset
correlation to the default distribution among the instruments
within the collateral pool (i.e. the measure of diversity).
Moody's modeled a MAC of 14.1% compared to 32.9% at last review.

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

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

Changes in any one or combination of the key parameters may have
rating implications on certain classes of rated notes. However, in
many instances, a change in key parameter assumptions in certain
stress scenarios may be offset by a change in one or more of the
other key parameters. In general, the rated notes are particularly
sensitive to changes in recovery rate assumptions. Holding all
other key parameters static, changing the recovery rate assumption
down from 48.4% to 58.4% or up to 38.4% would result in average
rating movement on the rated tranches of 0 to 1 notches downward
and 0 to 1 notches upward, respectively.

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

Primary sources of assumption uncertainty are the extent of the
slowdown in growth in the current macroeconomic environment and
commercial real estate property markets. While commercial real
estate property values are beginning to move in a positive
direction, a consistent upward trend will not be evident until the
volume of investment activity increases, distressed properties are
cleared from the pipeline, and job creation rebounds. The hotel
and multifamily sectors continue to show positive signs and
improvements in the office sector continue with minimal additions
to supply. However, office demand is closely tied to employment,
where unemployment remains above long-term averages and business
confidence remains below long-term averages. Performance in the
retail sector has been mixed with lackluster Holiday sales driven
by sales and promotions. Consumer confidence remains low. Across
all property sectors, the availability of debt capital continues
to improve with increased securitization activity of commercial
real estate loans supported by a monetary policy of low interest
rates. Moody's central global macroeconomic scenario reflects: an
overall downward revision of real growth forecasts since last
quarter, amidst ongoing and policy-induced banking sector
deleveraging leading to a tightening of bank lending standards and
credit contraction; financial market turmoil continuing to
negatively impact consumer and business confidence; persistently
high unemployment levels; and weak housing markets resulting in a
further slowdown in 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.


WAVE 2007-3: Moody's Lowers Rating on Class A-2 Notes to 'Caa3'
---------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of two
classes and affirmed the ratings of three classes of Notes issued
by WAVE 2007-3. The downgrades reflect both the correction of an
earlier analytical input error and deterioration in the credit
quality of the underlying collateral as evidenced by a decrease in
the credit quality of the pool of assets since the prior review in
March 2011. The affirmations are due to key transaction parameters
performing within levels commensurate with the existing rating
levels. The rating action is the result of Moody's ongoing
surveillance of commercial real estate collateralized debt
obligation (CRE CDO and Re-Remic) transactions.

Moody's rating action is as follows:

Cl. A-1, Downgraded to B2 (sf); previously on Mar 9, 2011
Downgraded to Ba2 (sf)

Cl. A-2, Downgraded to Caa3 (sf); previously on Mar 9, 2011
Downgraded to Caa2 (sf)

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

Cl. C, Affirmed at Ca (sf); previously on May 6, 2010 Downgraded
to Ca (sf)

Cl. D, Affirmed at Ca (sf); previously on May 6, 2010 Downgraded
to Ca (sf)

RATINGS RATIONALE

WAVE 2007-3 is a static CRE CDO transaction backed by a portfolio
of commercial mortgage backed securities (CMBS) (100% of the
collateral balance). The collateral consists of AJ bonds (100.0%)
from 30 CMBS transactions issued between 2006 and 2007. As of the
February 21, 2012 Trustee report, the collateral par amount is
$330.0 million compared to $1.0 billion at securitization. The
reduction in the collateral par amount is due to an in-kind
redemption effected in September 2011. There has been no
amortization or losses to the collateral pool.

The downgrades announced today result in part from a correction to
modeling used in an earlier rating action on March 9, 2011, where
the default distribution was incorrectly calculated due to an
input error. The corrected modeling, which indicates a rating
several notches lower than the rating assigned at the last review,
has been taken into account in today's rating action. Another
transaction issued by WAVE SPC, WAVE 2007-1, experienced a similar
error in the modeling underlying the March 2011 rating action on
that transaction. However, the correct modeling was used in
connection with the most recent rating action as to WAVE 2007-1,
dated February 23, 2012, and the ratings announced at that time
were not impacted by the error.

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

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's has updated credit estimates for the non-Moody's rated
collateral. The bottom-dollar WARF is a measure of the default
probability within a collateral pool. Moody's modeled a bottom-
dollar WARF of 1,293 compared to 1,162 at last review. The
distribution of current ratings and credit estimates is as
follows: A1-A3 (5.5% compared to 11.9% at last review), Baa1-Baa3
(42.2% compared to 47.3% at last review), Ba1-Ba3 (26.9% compared
to 24.9% at last review), B1-B3 (22.0% compared to 14.9% at last
review), and Caa1-C (3.4% compared to 1.0% at last review).

WAL acts to adjust the probability of default of the collateral in
the pool for time. Moody's modeled to a WAL of 5.0 years compared
to 6.7 at last review.

WARR is the par-weighted average of the mean recovery values for
the collateral assets in the pool. Moody's modeled a fixed WARR of
27.0% compared to 30.0% at last review.

MAC is a single factor that describes the pair-wise asset
correlation to the default distribution among the instruments
within the collateral pool (i.e. the measure of diversity).
Moody's modeled a MAC of 27.8% compared to 39.9% at last review.

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

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

Changes in any one or combination of the key parameters may have
rating implications on certain classes of rated notes. However, in
many instances, a change in key parameter assumptions in certain
stress scenarios may be offset by a change in one or more of the
other key parameters. In general, the rated notes are particularly
sensitive to changes in recovery rate assumptions. Holding all
other key parameters static, changing the recovery rate assumption
down from 27.0% to 37.0% or up to 17.0% would result in average
rating movement on the rated tranches of 0 to 1 notches downward
and 0 to 1 notches upward, respectively.

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

Primary sources of assumption uncertainty are the extent of the
slowdown in growth in the current macroeconomic environment and
commercial real estate property markets. While commercial real
estate property values are beginning to move in a positive
direction, a consistent upward trend will not be evident until the
volume of investment activity increases, distressed properties are
cleared from the pipeline, and job creation rebounds. The hotel
and multifamily sectors continue to show positive signs and
improvements in the office sector continue with minimal additions
to supply. However, office demand is closely tied to employment,
where unemployment remains above long-term averages and business
confidence remains below long-term averages. Performance in the
retail sector has been mixed with lackluster Holiday sales driven
by sales and promotions. Consumer confidence remains low. Across
all property sectors, the availability of debt capital continues
to improve with increased securitization activity of commercial
real estate loans supported by a monetary policy of low interest
rates. Moody's central global macroeconomic scenario reflects: an
overall downward revision of real growth forecasts since last
quarter, amidst ongoing and policy-induced banking sector
deleveraging leading to a tightening of bank lending standards and
credit contraction; financial market turmoil continuing to
negatively impact consumer and business confidence; persistently
high unemployment levels; and weak housing markets resulting in a
further slowdown in 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.


WF-RBS COMMERCIAL: Moody's Affirms 'B2' Rating on Class F Cert.
---------------------------------------------------------------
Moody's Investors Service affirmed the ratings of 11 CMBS classes
of WF-RBS Commercial Mortgage Trust 2011-C2, Commercial Mortgage
Pass-Through Certificates, Series 2011-C2 as follows:

Cl. A-1, Affirmed at Aaa (sf); previously on Mar 11, 2011
Definitive Rating Assigned Aaa (sf)

Cl. A-2, Affirmed at Aaa (sf); previously on Mar 11, 2011
Definitive Rating Assigned Aaa (sf)

Cl. A-3, Affirmed at Aaa (sf); previously on Mar 11, 2011 Assigned
Aaa (sf)

Cl. A-4, Affirmed at Aaa (sf); previously on Mar 11, 2011 Assigned
Aaa (sf)

Cl. B, Affirmed at Aa2 (sf); previously on Mar 11, 2011 Definitive
Rating Assigned Aa2 (sf)

Cl. C, Affirmed at A2 (sf); previously on Mar 11, 2011 Definitive
Rating Assigned A2 (sf)

Cl. D, Affirmed at Baa3 (sf); previously on Mar 11, 2011
Definitive Rating Assigned Baa3 (sf)

Cl. E, Affirmed at Ba2 (sf); previously on Mar 11, 2011 Definitive
Rating Assigned Ba2 (sf)

Cl. F, Affirmed at B2 (sf); previously on Mar 11, 2011 Definitive
Rating Assigned B2 (sf)

Cl. X-A, Affirmed at Aaa (sf); previously on Mar 11, 2011
Definitive Rating Assigned Aaa (sf)

Cl. X-B, Affirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (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 our current base expected loss, the
credit enhancement levels for the affirmed classes are sufficient
to maintain their current ratings. This is Moody's first
monitoring review of this transaction since securitization in
March 2011.

Moody's rating action reflects a cumulative base expected loss of
1.7% of the current balance. Moody's provides a current list of
base losses for conduit and fusion CMBS transactions on moodys.com
at http://v3.moodys.com/viewresearchdoc.aspx?docid=PBS_SF215255.
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
commercial real estate property markets. While commercial real
estate property values are beginning to move in a positive
direction, a consistent upward trend will not be evident until the
volume of investment activity increases, distressed properties are
cleared from the pipeline, and job creation rebounds. The hotel
and multifamily sectors continue to show positive signs and
improvements in the office sector continue with minimal additions
to supply. However, office demand is closely tied to employment,
where unemployment remains above long-term averages and business
confidence remains below long-term averages. Performance in the
retail sector has been mixed with lackluster holiday sales driven
by sales and promotions. Consumer confidence remains low. Across
all property sectors, the availability of debt capital continues
to improve with increased securitization activity of commercial
real estate loans supported by a monetary policy of low interest
rates. Moody's central global macroeconomic scenario reflects: an
overall downward revision of real growth forecasts since last
quarter, amidst ongoing and policy-induced banking sector
deleveraging leading to a tightening of bank lending standards and
credit contraction; financial market turmoil continuing to
negatively impact consumer and business confidence; persistently
high unemployment levels; and weak housing markets resulting in a
further slowdown in 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 Structured Finance Interest-Only
Securities" published in February 2012.

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 our 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 review also incorporated the CMBS IO calculator ver 1.0,
which uses the following inputs to calculate the proposed IO
rating based on the published methodology: original and current
bond ratings and credit estimates; original and current bond
balances grossed up for losses for all bonds the IO(s)
reference(s) within the transaction; and IO type corresponding to
an IO type as defined in the published methodology. The calculator
then returns a calculated IO rating based on both a target and
mid-point . For example, a target rating basis for a Baa3 (sf)
rating is a 610 rating factor. The midpoint rating basis for a
Baa3 (sf) rating is 775 (i.e. the simple average of a Baa3 (sf)
rating factor of 610 and a Ba1 (sf) rating factor of 940). If the
calculated IO rating factor is 700, the CMBS IO calculator ver1.0
would provide both a Baa3 (sf) and Ba1 (sf) IO indication for
consideration by the rating committee.

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 securitization.

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

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

DEAL PERFORMANCE

As of the February 17, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 1% to $1.29 billion
from $1.3 billion at securitization. The Certificates are
collateralized by 50 mortgage loans ranging in size from less than
1% to 13% of the pool, with the top ten loans representing 55% of
the pool. The pool contains four loans with investment grade
credit estimates, representing 10% of the pool.

No loans have been liquidated, are in special servicing, or on the
master servicer's watchlist. Moody's did not identify any
additional loans as being troubled.

Moody's was provided with full year 2010 and full or partial year
2011 operating results for 100% and 84% of the pool, respectively.
Moody's weighted average LTV for the conduit component is
89%,compared to 90% at securitization. Moody's net cash flow
reflects a weighted average haircut of 9.6% to the most recently
available net operating income. Moody's value reflects a weighted
average capitalization rate of 9.2%.

Moody's actual and stressed DSCR for the conduit component are
1.51X and 1.14X, respectively, compared to 1.52X and 1.16X at
securitization. Moody's actual DSCR is based on Moody's net cash
flow (NCF) and the loan's actual debt service. Moody's stressed
DSCR is based on Moody's NCF and a 9.25% stressed rate applied to
the loan balance.

The largest loan with a credit estimate is the Westfield Westland
Mall Loan ($56.1 million -- 4.4% of the pool), which is secured by
225,000 square feet (SF) of net rentable area (NRA) contained
within a 829,000 SF super regional mall located in Hialeah,
Florida. The mall is anchored by Macy's, Sears, and JCPenney, all
of which are owned by the tenants and not included in the
collateral. Occupancy as of September 2011 was 97% compared to 98%
in November 2010. Performance has remained stable. Moody's credit
estimate and stressed DSCR are Baa2 and 1.47X, respectively,
compared to Baa2 and 1.45X at securitization.

The second largest loan with a credit estimate is the Port
Charlotte Town Center Loan ($39.3 million -- 3.1% of the pool),
which is secured by 490,000 SF of a 774,000 SF super regional mall
in Port Charlotte, Florida containing six anchors and a movie
theater. The property is located along Tamiami Trail (US 141) with
competing malls 25 miles away and theatre 17 miles away. Occupancy
as of September 2011 was 92%, the same as securitization.
Performance has remained stable. Moody's credit estimate and
stressed DSCR are Baa3 and 1.51X, respectively, compared to Baa3
and 1.49X at securitization.

The third largest loan with a credit estimate is the Showcase Mall
Phase II Loan ($22.5 million -- 1.7% of the pool), which is
secured by 42,000 SF of the Showcase Mall, a 332,000 SF retail
project fronting Las Vegas Boulevard and adjacent to the MGM. The
property is leased to two tenants (Grand Canyon Shops and Adidas)
as well as a kiosk leased to Vegas.com. Performance has remained
stable. Moody's credit estimate and stressed DSCR are Baa1 and
1.58X, respectively, the same as at securitization.

The fourth largest loan with a credit estimate is the Hilton
Garden Inn -- Mountain View Loan ($10.4 million -- 0.8% of the
pool), which is secured by a 160-room, full service hotel located
off of Camino Real, the main commercial thoroughfare connecting
San Jose and the San Francisco peninsula. Occupancy increased
significantly in 2011 to 84% through September versus 74% in 2010.
ADR also increased from $145 to $156 during same time frame.
However, historical occupancy has ranged between 66% and 72% for
full year 2008-2010. Moody's will maintain the current credit
estimate until the improved performance is deemed stable. Moody's
credit estimate and stressed DSCR are A2 and 2.24X, respectively,
compared to A2 and 2.21X at securitization.

The top three performing conduit loans represent 26% of the pool.
The largest conduit loan is the Hollywood & Highland Loan ($166.1
million -- 12.9% of the pool), which is secured by three five-
story multi-tenant retail buildings and one six-story theater (The
Kodak Theater) located on Hollywood Blvd in Los Angeles,
California. Tenants include 50 retail shops, 25
restaurants/eateries, two nightclubs, one multi-screen cinema, a
grand ballroom, a bowling alley, and a large event theater. Cirque
du Soleil signed an agreement for 10 years that began in July 2011
and will produce 368 annual shows. Significant tenant rollover
occurred during 2011 with approximately 36% of the NRA expiring
due to 10 year leases signed in 2001. However 70% of tenants
exercised early renewal. Although occupancy has dropped from 94%
at securitization to 92% as of September 2011, recently signed
leases for 8% of the NRA had been executed per the Septemer 30,
2011 rent roll. Moody's LTV and stressed DSCR are 92% and 1.18X,
respectively, compared to 93% and 1.16X at securitization.

The second largest loan is The Arboretum Loan ($89.8 million --
7.0% of the pool), which is secured by a Wal-Mart anchored retail
center totaling 563K SF located in Charlotte, North Carolina. The
property consists of 12 single-story buildings, five pad sites,
and a 16-screen movie theater. There is significant rollover risk
as 22% of the NRA expires during 2012 and 78% expires within the
first five years of the loan term. However, a large percentage of
tenants have renewed their leases and occupancy is virtually 100%
as of September 2011, compared to 97% at securitization. Moody's
LTV and stressed DSCR are 98% and 0.99X, respectively, compared to
99% and 0.98X at securitization.

The third largest loan is the 1412 Broadway Loan ($82.5 million
-- 6.4% of the pool), which is secured by a 24-story, Class B
office building located at the north-east corner of 39th Street
and Broadway in the Garment District of Manhattan in New York, New
York. The property was purchased by the borrower, Harbor Group
International, in December 2010 for $150 million. Of 412,000 SF of
leasable area, 24,000 SF (6%) is retail and 388,000 SF (94%) is
office with total occupancy of 92% as of September 2011, compared
to 90% at securitization. Moody's LTV and stressed DSCR are 124%
and 0.93X, respectively, the same as at securitization.


WFRBS COMMERCIAL: Moody's Assigns '(P)B2' Rating to Cl. F Certs.
----------------------------------------------------------------
Moody's Investors Service has assigned provisional ratings to
eleven classes of CMBS securities, issued by WFRBS Commercial
Mortgage Trust, Commercial Mortgage Pass-Through Certificates,
Series 2012-C6.

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

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

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

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

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

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

Cl. B, Assigned (P)Aa2 (sf)

Cl. C, Assigned (P)A2 (sf)

Cl. D, Assigned (P)Baa3 (sf)

Cl. E, Assigned (P)Ba2 (sf)

Cl. F, Assigned (P)B2 (sf)

Ratings Rationale

The Certificates are collateralized by 89 fixed rate loans secured
by 152 properties. The ratings are based on the collateral and the
structure of the transaction.

Moody's CMBS ratings methodology combines both commercial real
estate and structured finance analysis. Based on commercial real
estate analysis, Moody's determines the credit quality of each
mortgage loan and calculates an expected loss on a loan specific
basis. Under structured finance, the credit enhancement for each
certificate typically depends on the expected frequency, severity,
and timing of future losses. Moody's also considers a range of
qualitative issues as well as the transaction's structural and
legal aspects.

The credit risk of loans is determined primarily by two factors:
1) Moody's assessment of the probability of default, which is
largely driven by each loan's DSCR, and 2) Moody's assessment of
the severity of loss upon a default, which is largely driven by
each loan's LTV ratio.

The Moody's Actual DSCR of 1.50X is greater than the 2007
conduit/fusion transaction average of 1.31X. The Moody's Stressed
DSCR of 1.16X is greater than the 2007 conduit/fusion transaction
average of 0.92X.

Moody's Trust LTV ratio of 94.7% is lower than the 2007
conduit/fusion transaction average of 110.6%. Moody's Total LTV
ratio (inclusive of subordinated debt and debt-like preferred
equity) of 100.2% is also considered when analyzing various stress
scenarios for the rated debt.

Moody's also considers both loan level diversity and property
level diversity when selecting a ratings approach. With respect to
loan level diversity, the pool's loan level (includes cross
collateralized and cross defaulted loans) Herfindahl Index is
38.7. The transaction's loan level diversity is at the higher end
of the band of Herfindahl scores found in most multi-borrower
transactions issued since 2009. With respect to property level
diversity, the pool's property level Herfindahl Index is 55.0. The
transaction's property diversity profile is higher than the
indices calculated in most multi-borrower transactions issued
since 2009.

This deal has a super-senior Aaa class with 30% credit
enhancement. Although the additional enhancement offered to the
senior most certificate holders provides additional protection
against pool loss, the super-senior structure is credit negative
for the certificate that supports the super-senior class. If the
support certificate were to take a loss, the loss would have the
potential to be quite large on a percentage basis. Thin tranches
need more subordination to reduce the probability of default in
recognition that their loss-given default is higher. This
adjustment helps keep expected loss in balance and consistent
across deals. The transaction was structured with additional
subordination at class A-S to mitigate the potential increased
severity to class A-S.

Moody's also grades properties on a scale of 1 to 5 (best to
worst) and considers those grades when assessing the likelihood of
debt payment. The factors considered include property age, quality
of construction, location, market, and tenancy. The pool's
weighted average property quality grade is 2.5, which is higher
than the indices calculated in most multi-borrower transactions
since 2009.

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 Structured Finance Interest-Only
Securities" published in February 2012.

Moody's analysis employs the excel-based CMBS Conduit Model v2.50
which derives credit enhancement levels based on an aggregation of
adjusted loan level proceeds derived from Moody's loan level DSCR
and LTV ratios. Major adjustments to determining proceeds include
loan structure, property type, sponsorship, and diversity. Moody's
analysis also uses the CMBS IO calculator ver1.0, which references
the following inputs to calculate the proposed IO rating based on
the published methodology: original and current bond ratings and
credit estimates; original and current bond balances grossed up
for losses for all bonds the IO(s) reference(s) within the
transaction; and IO type corresponding to an IO type as defined in
the published methodology.

The V Score for this transaction is assessed as Low/Medium, the
same as the V score assigned to the U.S. Conduit and CMBS sector.
This reflects typical volatility with respect to the critical
assumptions used in the rating process as well as an average
disclosure of securitization collateral and ongoing performance.

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

Moody's Parameter Sensitivities: If Moody's value of the
collateral used in determining the initial rating were decreased
by 5%, 14%, and 23%, the model-indicated rating for the currently
rated Aaa Super Senior class would be Aaa, Aaa, and Aa1,
respectively; for the most junior Aaa rated class A-S would be
Aa1, Aa2, and A1, respectively. Parameter Sensitivities are not
intended to measure how the rating of the security might migrate
over time; rather they are designed to provide a quantitative
calculation of how the initial rating might change if key input
parameters used in the initial rating process differed. The
analysis assumes that the deal has not aged. Parameter
Sensitivities only reflect the ratings impact of each scenario
from a quantitative/model-indicated standpoint. Qualitative
factors are also taken into consideration in the ratings process,
so the actual ratings that would be assigned in each case could
vary from the information presented in the Parameter Sensitivity
analysis.

These ratings: (a) are based solely on information in the public
domain and/or information communicated to Moody's by the issuer at
the date it was prepared and such information has not been
independently verified by Moody's; (b) must be construed solely as
a statement of opinion and not a statement of fact or an offer,
invitation, inducement or recommendation to purchase, sell or hold
any securities or otherwise act in relation to the issuer or any
other entity or in connection with any other matter. Moody's does
not guarantee or make any representation or warranty as to the
correctness of any information, rating or communication relating
to the issuer. Moody's shall not be liable in contract, tort,
statutory duty or otherwise to the issuer or any other third party
for any loss, injury or cost caused to the issuer or any other
third party, in whole or in part, including by any negligence (but
excluding fraud, dishonesty and/or willful misconduct or any other
type of liability that by law cannot be excluded) on the part of,
or any contingency beyond the control of Moody's, or any of its
employees or agents, including any losses arising from or in
connection with the procurement, compilation, analysis,
interpretation, communication, dissemination, or delivery of any
information or rating relating to the issuer.


* S&P Cuts Ratings on 6 Classes From Radian-Related Deals to 'B+'
-----------------------------------------------------------------
Standard & Poor's Ratings Services corrected its ratings on six
classes from six transactions by lowering them to 'B+ (sf)' from
'BB- (sf)'. "We also corrected our rating on class A-4 from CHL
Mortgage Pass-Through Trust 2004-4 by reinstating it to 'AA (sf)'.
We then lowered the rating to 'A- (sf)'," S&P said.

"All of the classes benefit from a certificate guaranty insurance
policy issued by Radian Asset Assurance Inc. (Radian; financial
strength rating of 'B+'). Due to an error, we did not
contemporaneously downgrade these ratings with the Nov. 17, 2011,
downgrade of the financial strength rating of Radian to 'B+' from
'BB-'. In addition, we withdrew our rating on class A-4 from CHL
Mortgage Pass-Through Trust 2004-4 on Jan. 27, 2009, due to an
error," S&P said.

"The rating corrections and downgrade reflect our bond insurance
criteria whereby the rating on an insured class is the higher of
the rating on the insurer and the rating on the class without the
benefit of the insurance," S&P said.

"The seven RMBS transactions in this review are backed by various
types of mortgage loan collateral. Subordination,
overcollateralization (prior to depletion), and excess spread,
when applicable, provide credit support for the affected
transactions," S&P said.

             Standard & Poor's 17g-7 Disclosure Report

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

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

         http://standardandpoorsdisclosure-17g7.com

Ratings Corrected

ABFS Mortgage Loan Trust 2003-1
Series 2003-1
                                 Rating
Class      CUSIP         To                  From
M          000759DG2     B+ (sf)             BB- (sf)

Alternative Loan Trust 2005-13CB
Series 2005-13CB
                                 Rating
Class      CUSIP         To                  From
A-6        12667GAF0     B+ (sf)             BB- (sf)

Alternative Loan Trust 2005-19CB
Series 2005-19CB
                                 Rating
Class      CUSIP         To                  From
A-3        12667GFY4     B+ (sf)             BB- (sf)


Option One Woodbridge Loan Trust 2003-2
Series 2003-2
                                 Rating
Class      CUSIP         To                  From
M          68401NAC5     B+ (sf)             BB- (sf)

Option One Woodbridge Loan Trust 2004-1
Series 2004-1
                                 Rating
Class      CUSIP         To                  From
M          68401NAE1     B+ (sf)             BB- (sf)

RALI Series 2005-QS5 Trust
Series 2005-QS5
                                 Rating
Class      CUSIP         To                  From
A-3        76110H2Z1     B+ (sf)             BB- (sf)

Rating Corrected And Lowered

CHL Mortgage Pass-Through Trust 2004-4
Series 2004-4
                                 Rating
Class CUSIP      Current   Interim   1/27/09   Pre-01/27/09
A-4   12669FRF2  A- (sf)   AA (sf)   NR        AA (sf)

NR - Not rated.


* S&P Lowers Ratings on 285 Classes From 85 RMBS Transactions
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 285
classes from 84 U.S. residential mortgage-backed securities (RMBS)
transactions. "In addition, we raised our ratings on five classes
from four transactions and affirmed our ratings on 961 classes
from 82 of the transactions reviewed. We subsequently withdrew one
of the lowered ratings and one of the affirmed ratings due to the
small number of loans remaining and the potential for performance
volatility. We also withdrew our ratings on six additional classes
from four transactions based on our IO criteria," S&P said.

The complete rating list is available for free at:

     http://bankrupt.com/misc/S&P_Mar13_CDO_Ratings.pdf

"The 87 RMBS transactions included in our review are backed by
prime jumbo and Alternative-A (Alt-A) mortgage loan collateral. A
combination of subordination, overcollateralization, excess
spread, and bond insurance provides credit support for the
affected transactions," S&P said.

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

"The upgrades to 'B (sf)' or 'BB (sf)' from 'CC (sf)', 'CCC (sf)',
or 'B- (sf)' reflect our opinion that these classes are no longer
projected to default based on the credit enhancement available to
cover the projected losses. In addition, each of the upgrades
reflects our assessment that the projected credit enhancement for
each of the upgraded classes will be more than sufficient to cover
projected losses at the revised rating levels; however, we limited
the extent of the upgrades to reflect our view of the ongoing
market risk," S&P said.

"We subsequently withdrew our ratings on two classes that are
backed by a pool with a small number of remaining loans. If any of
the remaining loans in these pools default, the resulting loss
could have a greater effect on the pool's performance than if the
pool consisted of a larger number of loans. Because this
performance volatility may have an adverse affect on our
outstanding ratings, we withdrew our ratings on the related
transaction," S&P said.

"In order to maintain a 'B (sf)' rating on a class from a prime
jumbo transaction, we assessed whether, in our view, a class could
absorb the remaining base-case loss assumptions we used in our
analysis. In order to maintain a rating higher than 'B (sf)', we
assessed whether a class could withstand losses exceeding the
base-case loss assumptions at a percentage specific to each rating
category, up to 235% of remaining losses for an 'AAA (sf)' rating.
For example, in general, we would assess whether one class could
withstand approximately 127% of our remaining base-case loss
assumption to maintain a 'BB (sf)' rating, while we would assess
whether a different class could withstand approximately 154% of
our remaining base-case loss assumption to maintain a 'BBB (sf)'
rating. Each class that we affirmed at 'AAA (sf)' can, in our
view, withstand approximately 235% of our remaining base-case loss
assumption under our analysis," S&P said.

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

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

For additional structure-level information regarding delinquencies
and cumulative losses for these transactions through the January
2012 remittance period please see:

Losses And Delinquencies*

ABN AMRO Mortgage Corp.
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2003-9        415   11.15    0.00           3.30           2.79

Banc of America Fdg Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2006-5        708   41.13    2.34          17.62          13.14

Banc of America Funding Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2003-3        637   17.57    0.00           4.06           3.02
2004-2        123   33.11    1.03           5.98           4.08
2004-2        417   24.50    0.09           6.83           5.98
2004-2        140   11.12    0.00           5.80           2.73
2005-2        353   27.85    0.70           5.73           3.76
2007-C        643   51.60    7.97          38.13          33.40
2007-C        314   55.61    5.75          17.84          12.85
2007-C      2,562   50.03    2.23          13.72          10.49

Banc of America Mortgage Securities Inc
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2005-5        173   23.46    0.24           1.54           1.54
2005-5        402   37.28    0.39           6.41           5.44

Banc of America Mortgage Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2003-3        750   10.35    0.02           8.66           4.79
2003-3        250    5.97    0.00           3.90           3.90
2003-8        167   23.91    0.03           6.56           4.98
2003-8        307   20.44    0.00           8.79           7.56
2003-8        184   14.68    0.00           6.01           1.69
2003-E        965    6.25    0.00           7.19           6.63
2004-1        277    5.50    0.00          13.42          11.26
2004-1         86   11.29    0.00           2.34           0.00
2004-1        263   19.26    0.01           8.02           6.98
2004-1        148   12.75    0.00           0.00           0.00
2004-11       128   25.64    0.49           9.68           7.66
2004-11        82   11.50    0.02          12.33           3.42
2004-11       430   26.83    0.28           7.03           4.59
2004-2        281   19.88    0.13           5.57           3.27
2004-2        174    4.10    0.03           9.59           9.59
2004-2        139   13.25    0.00           8.46           5.70
2004-2         81   15.59    0.00           4.96           4.96
2004-8        367   17.29    0.14           6.38           6.38
2004-8         51   18.17    0.26           9.49           9.49
2004-8        107    9.04    0.00           7.77           7.77
2005-9        516   33.73    0.53           9.90           7.40

Bank of America Mortgage Securities Inc.
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2004-3        430   20.64    0.25           6.74           6.05
2004-3        365   17.25    0.10           3.51           2.22
2004-3        131   17.40    0.00           2.07           2.07

Bear Stearns ARM Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2004-9        343   21.03    0.37           5.35           3.11
2004-9        270   22.11    1.32          18.98          15.23
2005-11       478   38.02    1.04           9.85           8.14

Chase Mortgage Finance Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2004-S1       430   16.48    0.00           1.89           1.89

CHL Mortgage Pass-Through Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2002-27       500    4.35    0.04          14.97          10.00
2002-39       500    6.22    0.26           5.26           4.25
2003-14       500   14.49    0.10          16.12          15.01
2003-26       950   14.13    0.05           7.48           6.12
2003-40       800   14.20    0.01           3.87           2.39
2003-J1       552    3.38    0.08           9.23           4.44
2003-J4       725    9.06    0.04           8.65           6.96
2004-HYB8     227   26.77    1.65          26.40          22.48
2004-HYB8     248   13.49    1.70          40.11          37.46
2004-J9       247   27.70    0.43          21.16          12.87
2006-J3       217   42.36    0.70          10.07           8.24

Citicorp Mortgage Securities Inc.
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2003-9        349   18.04    0.05           3.62           1.66

Credit Suisse First Boston Mortgage Securities Corp.
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2003-19       444   13.48    0.05          10.93           9.04

DSLA Mortgage Loan Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2004-AR1      918   11.22    2.01          22.97          17.34

First Horizon Mortgage Pass Through Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2005-5        366   38.76    1.50           7.98           5.76
2005-AR-2     282   31.70    1.63          10.15           5.55

First Horizon Mortgage Pass-Through Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2003-7        627   15.01    0.07           2.24           1.58
2006-1        302   36.21    2.14          13.21          10.03

GMACM Mortgage Loan Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2005-AR4      386   34.55    3.19           9.13           4.62
2005-AR6      592   43.35    3.71          12.88           8.11

GSR Mortgage Loan Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2003-13       763   16.65    0.05           3.86           3.04
2004-2F       827   10.82    0.10            N/A            N/A
2004-2F       264    9.03    0.10            N/A            N/A
2005-6F       950   34.49    1.01           8.89           7.33

MASTR Adjustable Rate Mortgages Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2003-2        300    8.38    0.26          11.03           8.64
2004-10       237   14.48    1.66          27.19          22.79

MASTR Asset Securitization Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2003-12       573   19.84    0.08           5.67           2.93
2004-8        107   19.92    0.02           3.07           3.07
2004-8        297   16.00    0.05           2.07           1.68

Merrill Lynch Mortgage Investors Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
MLCC2004-A  1,400   10.17    0.12           6.46           4.16

Morgan Stanley Mortgage Loan Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2004-3        758   30.26    0.48           6.97           4.83
2005-1        441   33.18    0.78          13.91          10.52

Prime Mortgage Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2004-1        294   17.91    0.08           5.34           4.58
2005-4        264   39.61    1.35          20.44          16.84
2005-4        171   22.28    0.00           3.92           2.47

RFMSI Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2004-S1       308   17.84    0.09           3.00           1.33
2004-S6       372   26.95    0.22           4.14           3.23
2004-S6       155   18.51    0.06           2.06           1.23

Sequoia Mortgage Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2004-4        835    7.48    0.35          14.82          10.01
2004-9        785   13.11    0.43          12.62          11.03

Structured Asset Securities Corp.
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2002-3        474    2.05    0.31          19.93          17.47
2003-14       247    8.60    0.00           4.71           4.71
2003-14       550   14.78    0.20           1.89           0.65

Structured Asset Securities Corporation Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2005-14       607   39.74    1.61          12.01           7.91
2005-14       284   34.79    1.61           7.13           4.08

Structured Mortgage Asset Residential Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
1993- 3        10    0.00    0.00           0.00           0.00
1993- 3       251    0.35    0.04           0.00           0.00
1993- 3        20    0.00    0.00           0.00           0.00

Thornburg Mortgage Securities Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2002-3        519    6.72    0.02          10.25           6.20
2006-4      1,664   38.19    2.07          16.77          10.35
2006-5      2,687   31.88    1.65          14.68          11.55

WaMu Mortgage Pass-Through Certificates Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2002-AR19   2,000    1.47    0.03          19.16          13.58
2003-AR6    1,818    8.84    0.00           5.14           3.90
2003-S4     1,338    9.40    0.04           4.37           3.05
2003-S6       668   10.85    0.06           4.40           1.97
2004-AR13   1,540   14.11    1.18          18.85          15.24

WaMu Mortgage Securities Corp. Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2001-AR3    1,167    1.86    0.04          29.54          26.33

Washington Mutual Mortgage Securities Corp.
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2003-AR3    1,499    3.36    0.07           7.38           4.26

Washington Mutual MSC Mortgage Pass-Through Certificates Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2003-MS6      236    6.47    0.00          11.82          11.82
2003-MS6      135    5.96    0.05           7.44           4.14

Wells Fargo Mortgage Backed Securities Trust
         Original    Pool    Cum.          Total         Severe
          balance  factor  losses  delinquencies  delinquencies
Series   (mil. $)     (%)     (%)            (%)            (%)
2003-10       301   11.59    0.00           2.96           2.96
2003-H        500   13.26    0.06           3.11           2.42
2003-J      1,701   15.46    0.07           3.47           1.67
2003-L        493   14.75    0.04           3.23           3.23
2003-N      1,000   16.98    0.07           5.45           4.06
2004-1        966   18.53    0.08           3.62           2.40
2004-A        478   16.14    0.15           5.73           4.77
2004-B        208   13.92    0.04           5.57           3.76
2004-CC       300   24.97    0.83           9.62           7.51
2004-H        458   22.54    0.18           7.30           7.30
2004-M        801   21.56    0.26           6.82           4.81
2004-X        550   19.88    0.56           9.63           7.13
2004-Z      1,300   29.55    1.19           8.05           7.12
2005-9        900   39.72    0.98           7.15           5.27
2005-AR15     693   39.14    2.58          10.59           8.11
2005-AR7      901   35.36    0.61           7.57           5.50

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


* S&P Places Ratings on 25 Ranches From 19 Corporated-Backed CDOs
-----------------------------------------------------------------
Standard & Poor's Ratings Services placed its ratings on 25
tranches from 19 corporate-backed synthetic collateralized debt
obligation (CDO) transactions on CreditWatch positive. "At the
same time, we placed our ratings on two tranches from two
corporate-backed synthetic CDO transactions on CreditWatch
negative. In addition, we affirmed our ratings on two tranches
from two corporate-backed synthetic CDO transactions and removed
them from CreditWatch positive. The rating actions followed our
monthly review of U.S. synthetic CDO transactions," S&P said.

"The CreditWatch positive placements reflect seasoning of the
transactions, rating stability of the obligors in the underlying
reference portfolios over the past few months, and synthetic rated
overcollateralization (SROC) ratios that had risen above 100% at
the next highest rating level. The CreditWatch negative placements
reflect negative rating migration in the respective portfolios and
SROC ratios that had fallen below 100% as of the February month-
end run. The rating affirmations reflect overall stabilization of
the credit quality of the underlying reference portfolio and SROC
ratios that were at or above 100% at their current rating level
but did not have enough cushion at the next highest rating level,"
S&P said.

Rating Actions

ARLO IX Ltd.
$25 mil ARLO Pascal series 2007 (Pascal SCO A-1),secured limited
recourse
managed CLNs due 2013
                                 Rating
Class                  To                    From
PS 2007                BB- (sf)/Watch Pos    BB- (sf)

Credit Default Swap
$187.5 mil Swap Risk Rating - Portfolio CDS Ref No.
PYR_8631051_82386541_Zicavo
                                 Rating
Class                To                      From
Swap                 A+srp (sf)/Watch Pos    A+srp (sf)

Credit Default Swap
$225 mil Swap Risk Rating - 'Paoli' Ref No. 64451
                                 Rating
Class               To                       From
Tranche             BB+srp (sf)/Watch Pos    BB+srp (sf)

Credit Default Swap
$500 mil Credit Default Swap - CRA700426
                                 Rating
Class               To                       From
Swap                A+srp (sf)/Watch Pos     A+srp (sf)

Credit Default Swap
$500 mil Credit Default Swap - CRA700436
                                 Rating
Class               To                       From
Swap                A+srp (sf)/Watch Pos     A+srp (sf)

Credit Linked Notes Ltd. 2006-1
                                 Rating
Class                    To                  From
Notes                    B- (sf)/Watch Neg   B- (sf)

Credit-Linked Trust Certificates
Series 2005-I
                                 Rating
Class                 To                     From
2005-I-H              A+ (sf)/Watch Pos      A+ (sf)
2005-I-I              A- (sf)/Watch Pos      A- (sf)
2005-I-J              BBB+ (sf)/Watch Pos    BBB+ (sf)

Greylock Synthetic CDO 2006
Series 1
                                 Rating
Class                   To                   From
A1A-$LS                 BB+ (sf)/Watch Pos   BB+ (sf)
A3-$LMS                 BB (sf)/Watch Pos    BB (sf)

Greylock Synthetic CDO 2006
Series 4
                                 Rating
Class                  To                   From
A1JPYLS                  BB+ (sf)/Watch Pos   BB+ (sf)

Lorally CDO Ltd. Series 2007-3
                                 Rating
Class                    To                  From
2007-3                   A- (sf)/Watch Pos   A- (sf)

Mistletoe ORSO Trust 3
                                 Rating
Class                    To                     From
5 Cr Link                CCC- (sf)/Watch Pos    CCC- (sf)

Morgan Stanley ACES SPC
Series 2006-9
                                 Rating
Class                    To                     From
IA                       CCC- (sf)/Watch Pos    CCC- (sf)

Morgan Stanley ACES SPC
Series 2007-22
                                 Rating
Class                   To                   From
IA                      AA+ (sf)/Watch Pos   AA+ (sf)

Morgan Stanley ACES SPC
Series 2008-3
                                 Rating
Class                    To                     From
Notes                    BBB+ (sf)/Watch Pos    BBB+ (sf)

Morgan Stanley ACES SPC
Series 2008-5
                                 Rating
Class                    To                  From
Class I                  A+ (sf)/Watch Pos   A+ (sf)

Morgan Stanley ACES SPC
Series 2008-8
                                 Rating
Class                    To                  From
IA                       A+ (sf)/Watch Pos   A+ (sf)

Morgan Stanley Managed ACES SPC
Series 2005-1
                                 Rating
Class                    To                  From
I A                      A (sf)/Watch Pos    A (sf)

Morgan Stanley Managed ACES SPC
Series 2006-4
                                 Rating
Class                    To                  From
IA                       A (sf)/Watch Pos    A (sf)
IB                       A (sf)/Watch Pos    A (sf)
IIIA                     BB- (sf)/Watch Pos  BB- (sf)
IIIB                     BB- (sf)/Watch Pos  BB- (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)/Watch Neg   B- (sf)

Rutland Rated Investments
$25 mil Rutland Rated Investments Rumson 2007-2 Series 42
                                 Rating
Class                 To                     From
A1-L1                 CCC- (sf)/Watch Pos    CCC- (sf)

STEERS Credit Linked Trust Bespoke Credit Tranche Series 2005-6
                                 Rating
Class                    To                  From
Trust Cert               B (sf)/Watch Pos    B (sf)

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

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


* S&P Takes Various Rating Actions on 46 Closed-End Transactions
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 11
classes from eight U.S. residential mortgage-backed securities
(RMBS) transactions. "In addition, we raised our ratings on nine
classes from nine transactions. We also affirmed our ratings
on 70 classes from four of the transactions with lowered ratings,
eight of the transactions with raised ratings, and 30 additional
transactions. The transactions in this review are backed by
closed-end second-lien or home equity line of credit (HELOC)
mortgage loans issued from 2002 through 2007," S&P said.

"The downgrades reflect our belief that projected credit
enhancement for the affected classes will likely be insufficient
to cover the projected losses at the previous rating levels, while
the affirmations reflect our belief that projected credit
enhancement available for the affected classes will likely be
sufficient to cover our projected losses at the current rating
levels. Some classes may also benefit from bond insurance. In
these cases, the long-term rating on the bond reflects the higher
of the rating of the bond insurer and the underlying credit rating
on the security without the benefit of bond insurance," S&P said.

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

"We reviewed the transactions issued before 2004 in accordance
with our criteria in 'Methodology and Assumptions For U.S. RMBS
Issued Before 2005,' published March 12, 2009. As such, we
subjected delinquent loans to a 100% default likelihood
distributed evenly over a period of six months. We also applied a
loss severity (loss given default) of 100%, which we applied to
all transactions backed predominantly by second liens," S&P said.

"Due to the extended seasoning and longevity of transactions
outstanding that closed in 2004, we also applied the criteria when
reviewing transactions issued in 2004 in lieu of the criteria
described in 'How Standard & Poor's Is Revising Its Loss Curves
For U.S. Closed-End Second-Lien RMBS,' published Dec. 20, 2007,
and 'Loss Curve Applied to U.S. HELOC RMBS Issued in 2004-2007,'
published May 22, 2008. Due to the length of the loss curve we
typically apply to 2004-vintage transactions, in conjunction with
transaction seasoning, we believe that the application of the pre-
2004 criteria was more appropriate for our review of the
transactions that closed in 2004," S&P said.

"For the remaining transactions within this review issued between
2005 and 2007, we used the greater of (i) the losses provided in
'Assumptions: Revised Lifetime Loss Projections For U.S. Closed-
End Second-Lien And HELOC RMBS Transactions Issued In 2005, 2006,
And 2007,' published Dec. 21, 2009, (ii) the losses projected in
accordance with the criteria applied for 2004 and prior vintages,
and (iii) the losses projected in accordance with the second-lien
loss curve described in 'Loss Curve Applied to U.S. HELOC RMBS
Issued in 2004-2007,' published May 22, 2008, and 'How Standard &
Poor's Is Revising Its Loss Curves For U.S. Closed-End Second-Lien
RMBS,' published Dec. 20, 2007. We also used the second-lien loss
curve for the timing of losses for mortgage pools that were
seasoned less than 76 months, regardless of the methodology
applied to project the dollar loss. Since the curve only extends
over 82 months, we applied losses for a minimum of six months,
distributed evenly, for mortgage pools that were seasoned more
than 76 months," S&P said.

"Extended loan seasoning and updated performance data was a
driving factor in the application of different methodologies for
certain transactions. As such, on Dec. 27, 2011, we published
'Advance Notice Of Proposed Criteria Change: Surveillance
Methodology And Assumptions For U.S. RMBS Transactions Backed By
Second-Lien Mortgage Loans,' in which we provided notice that we
expect to update our methodology and assumptions to consider the
extended seasoning of these transactions compared with our
existing methodology. As a result, the application of the
forthcoming criteria update could result in additional ratings
changes for RMBS transactions backed by second-lien loans," S&P
said.

"We evaluated all transactions with our 'middle' interest rate
vectors. For HELOC transactions, however, we also used our 'low'
interest rate vectors. In general, the bonds in these transactions
receive interest indexed to one-month LIBOR, while the underlying
loans pay interest indexed to the prime rate. The difference
between the two indices can result in excess interest, which can
contribute to a considerable portion of the credit support for
these transactions. Therefore, we use the 'low' interest rate
vectors to stress the amount of excess interest produced, as these
vectors have the lowest overall differential between LIBOR and the
prime rate," S&P said.

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

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

Citigroup HELOC Trust 2006-NCB1
Series 2006-NCB1
                               Rating
Class      CUSIP       To                   From
1A-1       172978AA6   CCC (sf)             BB+ (sf)
2A-3       172978AD0   CCC (sf)             B (sf)

CWABS Revolving Home Equity Loan Trust Series 2004-E
Series 2004-E
                               Rating
Class      CUSIP       To                   From
1-A        126673BU5   B- (sf)              CCC (sf)

CWABS Revolving Home Equity Loan Trust Series 2004-K
Series 2004-K
                               Rating
Class      CUSIP       To                   From
1-A        126673KF8   B- (sf)              CCC (sf)

CWABS Revolving Home Equity Loan Trust Series 2004-M
Series 2004-M
                               Rating
Class      CUSIP       To                   From
2-A        126673KL5   B- (sf)              CCC (sf)

CWABS Revolving Home Equity Loan Trust Series 2004-Q
Series 2004-Q
                               Rating
Class      CUSIP       To                   From
2-A        126673MY5   BB+ (sf)             BBB (sf)

CWABS Revolving Home Equity Loan Trust Series 2004-G
Series 2004-G
                               Rating
Class      CUSIP       To                   From
2-A        126673AT9   B (sf)               B- (sf)

CWABS Revolving Home Equity Loan Trust Series 2004-R
Series 2004-R
                               Rating
Class      CUSIP       To                   From
2-A        126673QB1   B- (sf)              CCC (sf)

CWABS Revolving Home Equity Loan Trust Series 2004-T
Series 2004-T
                               Rating
Class      CUSIP       To                   From
1-A        126673TN2   B- (sf)              CCC (sf)
2-A        126673TP7   BBB+ (sf)            A- (sf)

CWHEQ Revolving Home Equity Loan Trust Series 2005-G
Series 2005-G
                               Rating
Class      CUSIP       To                   From
2-A        126685AM8   B- (sf)              CCC (sf)

CWHEQ Revolving Home Equity Loan Trust Series 2005-H
Series 2005-H
                               Rating
Class      CUSIP       To                   From
2-A        126685AP1   B- (sf)              CCC (sf)

GMACM Home Equity Loan Trust 2002-HE1
Series 2002-HE1
                               Rating
Class      CUSIP       To                   From
A-1        361856BT3   CCC (sf)             BBB (sf)
A-2        361856BU0   CCC (sf)             BBB (sf)

Greenpoint Home Equity Loan Trust 2004-4
Series 2004-4
                               Rating
Class      CUSIP       To                   From
A          395385AZ0   CCC (sf)             B (sf)

Irwin Home Equity Loan Trust 2006-2
Series 2006-2
                               Rating
Class      CUSIP       To                   From
IIA-3      46412QAD9   CCC (sf)             B- (sf)
IIA-4      46412QAE7   CCC (sf)             B+ (sf)

Macquarie Mortgage Funding Trust 2007-1
Series 2007-1
                               Rating
Class      CUSIP       To                   From
Notes      556083AA1   AA- (sf)             AAA (sf)

Structured Asset Securities Corp.
Series 2004-S3
                               Rating
Class      CUSIP       To                   From
M4         86359BB91   BB (sf)              B+ (sf)

Terwin Mortgage Trust 2005-3SL
Series 2005-3SL
                               Rating
Class      CUSIP       To                   From
M-2        881561SV7   CC (sf)              A (sf)

RATINGS AFFIRMED

Citigroup HELOC Trust 2006-NCB1
Series 2006-NCB1
Class      CUSIP       Rating
2A-2       172978AC2   BBB+ (sf)

CWABS Master Trust
Series 2002-E
Class      CUSIP       Rating
Notes      126671RJ7   BBB (sf)

CWABS Master Trust
Series 2003-E
Class      CUSIP       Rating
Notes      126671B21   BBB- (sf)

CWABS Master Trust
Series 2004-A
Class      CUSIP       Rating
Notes      1266712S4   B (sf)

CWABS Revolving Home Equity Loan Trust Series 2004-E
Series 2004-E
Class      CUSIP       Rating
2-A        126673BV3   BBB- (sf)

CWABS Revolving Home Equity Loan Trust Series 2004-J
Series 2004-J
Class      CUSIP       Rating
1-A        126673HB1   BB (sf)
2-A        126673HC9   BB (sf)

CWABS Revolving Home Equity Loan Trust Series 2004-K
Series 2004-K
Class      CUSIP       Rating
2-A        126673KG6   B (sf)

CWABS Revolving Home Equity Loan Trust Series 2004-L
Series 2004-L
Class      CUSIP       Rating
1-A        126673KP6   BBB (sf)
2-A        126673KQ4   B (sf)

CWABS Revolving Home Equity Loan Trust Series 2004-M
Series 2004-M
Class      CUSIP       Rating
1-A        126673KK7   BBB (sf)

CWABS Revolving Home Equity Loan Trust Series 2004-O
Series 2004-O
Class      CUSIP       Rating
1-A        126673KR2   BBB (sf)
2-A        126673KS0   BB (sf)

CWABS Revolving Home Equity Loan Trust Series 2004-Q
Series 2004-Q
Class      CUSIP       Rating
1-A        126673MX7   BBB (sf)

CWABS Revolving Home Equity Loan Trust Series 2004-D
Series 2004-D
Class      CUSIP       Rating
1-A        126673BW1   B (sf)
2-A        126673BX9   B (sf)

CWABS Revolving Home Equity Loan Trust Series 2004-G
Series 2004-G
Class      CUSIP       Rating
1-A        126673AS1   BB (sf)

CWABS Revolving Home Equity Loan Trust Series 2004-R
Series 2004-R
Class      CUSIP       Rating
1-A        126673QA3   BBB (sf)

CWHEQ Revolving Home Equity Loan Trust Series 2005-G
Series 2005-G
Class      CUSIP       Rating
1-A        126685AL0   BBB (sf)

CWHEQ Revolving Home Equity Loan Trust Series 2005-H
Series 2005-H
Class      CUSIP       Rating
1-A        126685AN6   BBB+ (sf)

First Franklin Mortgage Loan Trust 2003-FFB
Series 2003-FFB
Class      CUSIP       Rating
M2         32027NCJ8   BB (sf)

First Horizon ABS Trust 2004-HE1
Series 2004-HE1
Class      CUSIP       Rating
Notes      320515AA7   BBB+ (sf)

First Horizon ABS Trust 2004-HE2
Series 2004-HE2
Class      CUSIP       Rating
Notes      320514AA0   A (sf)

First Horizon ABS Trust 2004-HE3
Series 2004-HE3
Class      CUSIP       Rating
Notes      320514AB8   BB (sf)

First Horizon ABS Trust 2004-HE4
Series 2004-HE4
Class      CUSIP       Rating
A-4        32051GDS1   BBB- (sf)
A-5        32051GDT9   BBB- (sf)

First Horizon ABS Trust 2006-HE1
Series 2006-HE1
Class      CUSIP       Rating
Notes      32051GZ73   BBB (sf)

First Horizon ABS Trust 2006-HE2
Series 2006-HE2
Class      CUSIP       Rating
Notes      32052XAA5   AA- (sf)

First Horizon ABS Trust 2007-HE1
Series 2007-HE1
Class      CUSIP       Rating
Notes      32053JAA5   AA- (sf)

GMACM Home Equity Loan Trust 2003-HE1
Series 2003-HE1
Class      CUSIP       Rating
A-3        361856CK1   BBB (sf)

GMACM Home Equity Loan Trust 2004-HE5
Series 2004-HE5
Class      CUSIP       Rating
A-5        361856DX2   BBB (sf)
A-6        361856DY0   BBB (sf)

GreenPoint Home Equity Loan Trust 2004-1
Series 2004-1
Class      CUSIP       Rating
A          395385AQ0   BBB+ (sf)

Greenpoint Mortgage Funding Trust 2005-HE1
Series 2005-HE1
Class      CUSIP       Rating
M-1        39538WAF5   AA (sf)
M-2        39538WAG3   AA- (sf)
M-3        39538WAH1   CC (sf)

Home Equity Loan Trust 2003-HS3
Series 2003-HS3
Class      CUSIP       Rating
A-I-4      76110VNV6   A (sf)
A-II-A     76110VNX2   A- (sf)
A-II-B     76110VNY0   A- (sf)

Home Equity Loan Trust 2003-HS4
Series 2003-HS4
Class      CUSIP       Rating
A-I-A      76110VPK8   BBB+ (sf)
A-I-B      76110VPL6   BBB+ (sf)

Home Equity Loan Trust 2004-HS3
Series 2004-HS3
Class      CUSIP       Rating
A          76110VQY7   BBB (sf)

Home Equity Mortgage Trust 2006-1
Series 2006-1
Class      CUSIP       Rating
A-1A2      225470XG3   AA (sf)
A-1B       225470XH1   AA (sf)
A-1F       225470XJ7   AA (sf)
A-2        225470XK4   BBB (sf)
A-3        225470XL2   CCC (sf)

Home Equity Mortgage Trust 2007-1
Series 2007-1
Class      CUSIP       Rating
A-1        43710ABB3   CC (sf)
P          43710ABD9   AAA (sf)

Irwin Home Equity Loan Trust 2004-1
Series 2004-1
Class      CUSIP       Rating
IA-1       464126CG4   A- (sf)
IIA-1      464126CH2   AAA (sf)
IIM-1      464126CJ8   AA (sf)
IIM-2      464126CK5   A (sf)
IIB-1      464126CL3   BBB (sf)

Irwin Home Equity Loan Trust 2006-2
Series 2006-2
Class      CUSIP       Rating
IA-1       46412QAA5   A- (sf)
IIA-2      46412QAC1   BBB+ (sf)

Irwin Home Equity Loan Trust 2006-3
Series 2006-3
Class      CUSIP       Rating
I-A        464125AA1   BBB+ (sf)
II-A-2     464125AC7   BBB- (sf)
II-A-3     464125AD5   CCC (sf)
II-A-4     464125AE3   CCC (sf)
VFN        4641259A3   BBB+ (sf)

Lehman ABS Corp.
Series 2004-2
Class      CUSIP       Rating
A          525170BZ8   A (sf)

MSDWCC HELOC Trust 2003-1
Series 2003-1
Class      CUSIP       Rating
A          55353WAA4   BBB (sf)

MSDWCC HELOC Trust 2003-2
Series 2003-2
Class      CUSIP       Rating
A          55353WAB2   A- (sf)

Structured Asset Securities Corp.
Series 2004-S3
Class      CUSIP       Rating
M1         86359BB67   AA+ (sf)
M2         86359BB75   AA (sf)
M3         86359BB83   BBB (sf)
M5         86359BC25   CC (sf)

Terwin Mortgage Trust 2005-3SL
Series 2005-3SL
Class      CUSIP       Rating
M-1        881561SU9   AA (sf)

Wachovia Asset Securitization Issuance II LLC 2007-HE2 Trust
Series 2007-HE2
Class      CUSIP       Rating
A          92978LAA6   BBB (sf)


                            *********

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, Ivy B. Magdadaro, 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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