TCR_Public/120715.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, July 15, 2012, Vol. 16, No. 195

                            Headlines

ANTHRACITE 2004-HY1: S&P Cuts Rating on Class A Notes to CCC+(sf)
ANTHRACITE 2005-HY2: S&P Cuts Rating on 4 Note Classes to 'D(sf)'
APHEX CAPITAL 2006-2: S&P Lowers Rating on 4 Note Classes to 'D'
APIDOS CLO IX: S&P Assigns 'BB(sf)' Rating to $17.4MM Cl. E Notes
ARCAP 2005-1: S&P Lowers Rating on Class A Notes to 'CCC+(sf)'

ASSET REPACKAGING: S&P Cuts Ratings on Class B Notes to 'B(sf)'
ASSET SECURITIZATION 1997-D5: Fitch Keeps Rating on 5 Cert Classes
BALDWIN PARK: Fitch Cuts Rating on $4.1-Mil. Bonds to 'BB'
BANC OF AMERICA 2007-1: Moody's Cuts Ratings on 3 Certs. to Caa3
BAYVIEW FINANCIAL: Moody's Takes Action on $115-Mil. U.S. RMBS

BEAR STEARNS 1999-WF2: Fitch Affirms 'D' Ratings on 2 Cert Classes
BLACKROCK SENIOR: Moody's Lifts Ratings on 2 Note Classes to Ba2
C-BASS MORTGAGE: Moody's Takes Action on $24-Mil. US RMBS
CHASE MORTGAGE: Moody's Cuts Rating on Class B-3 Secs. to 'C'
CREDIT SUISSE 2001-CKN5: Moody's Cuts Rating on K Certs. to 'C'

CREDIT SUISSE 2006-C2: Moody's Affirms 'C' Ratings on 11 Certs.
CREDIT SUISSE 2006-TFL2: Fitch Raises Rating on 12 Note Classes
DEUTSCHE MORTGAGE 1998-C1: Fitch Affirms 'D' Rating on Cl. K Certs
DLJ COMMERCIAL 1998-CG1: Fitch Affirms B- Rating on Cl. B-7 Certs.
DLJ COMMERCIAL 1998-CF1: Fitch Affirms 'B-' Rating on B-7 Certs.

DLJ COMMERCIAL 1998-CF2: Fitch Affirms 'C' Rating on B-6 Certs.
DSLA MORTGAGE: Moody's Cuts Rating on Cl. A-2B Tranche to 'Caa2'
FFCA 2000-1: Fitch Affirms Ratings on Four Note Classes
FIELDSTONE MORTGAGE: Moody's Confirms 'B1' Rating on M3 Secs.
FLAGSHIP CLO III: Moody's Raises Rating on Class D Notes to 'Ba1'

FLAGSHIP CREDIT: S&P Rates $7.10MM Class D Subordinate Notes 'BB'
GE CAPITAL 2001-1: Fitch Affirms Junk Rating on 3 Cert. Classes
GRAMERCY REAL 2005-1: Fitch Affirms Rating on All Note Classes
GS MORTGAGE 2006-GSFL: Moody's Affirms 'B3' Rating on H Certs.
GS MORTGAGE 2006-RR2: S&P Affirms 'CCC-' Ratings on 3 CMBS Classes

GS MORTGAGE 2007-GKK1: S&P Cuts Rating on A-1 CMBS to 'D(sf)'
GUGGENHEIM PRIVATE: Fitch Rates Two Note Classes at Low-B
GULF STREAM 2004-1: Moody's Raises Rating on D Notes From 'Ba2'
HARBORVIEW MORTGAGE: Moody's Confirms Caa2 Rating on A-X Secs.
HELLER FINC'L. 1999PH-1: Fitch Affirms 'D' Rating on Cl. J Certs.

HEWETT'S ISLAND: Moody's Lifts Rating on $11-Mil. Notes From Ba1
IMPAC CMB: Moody's Takes Action on $865MM of US Alt-A RMBS
KHALEEJ II: S&P Lowers Rating on Class A Notes to 'D(sf)'
IMSCI COMMERCIAL: Fitch Issues Presale Report on Several Certs.
LB-UBS COMMERCIAL 2000-C3: Fitch Cuts Rating on $16MM Notes to BB

LB-UBS COMMERCIAL 2004-C4: Moody's Keeps 'C' Ratings on 6 Certs.
LEHMAN BROTHERS 1998-C1: Fitch Keeps Dsf Rating on 2 Note Classes
MERRILL LYNCH 2004-KEY2: Fitch Cuts Rating on Four Note Classes
MERRILL LYNCH 2008-C1: Moody's Lowers Rating on J Certs. to Caa1
MKP CBO III: Fitch Affirms 'Dsf' Rating on $45MM Class B Notes

MORGAN STANLEY 2004: Moody's Takes Action on $730MM US Alt-A RMBS
MORGAN STANLEY 2004-TOP13: Losses Cues Fitch to Lower Ratings
MORGAN STANLEY 2012-C5: Fitch Releases Presale Report on Certs.
MULTI SECURITY: S&P Cuts Rating on Class N Notes to 'D(sf)'
NOMURA ASSET: Moody's Lowers Rating on Cl. M-2 Tranche to 'Caa2'

OAK HILL III: Moody's Raises Rating on Class D Notes From 'Ba1'
PRIMA CAPITAL: Fitch Affirms 'CCCsf' Ratings on 2 Note Classes
SALOMON BROTHERS 1999-C1: Fitch Affirms 'D' Rating on $4.2MM Secs.
SALOMON BROTHERS 2000-C2: Moody's Affirms 'C' Ratings on 2 Certs.
SANTANDER DRIVE: S&P Raises Ratings on 17 Classes

SANTANDER DRIVE 2012-4: Moody's Rates $47MM Class E Notes 'Ba2'
SLM STUDENT 2002-7: Fitch Affirms 'BBsf' Rating on Class B Notes
SLM STUDENT 2002-7: Fitch Affirms 'BBsf' Rating on Class B Notes
SLM STUDENT 2003-7: Fitch Affirms 'BBsf' Rating on Class B Notes
SLM STUDENT 2004-14: Fitch Affirms 'BBsf' Rating on Class B Notes

STRUCTURED ADJUSTABLE: Moody's Cuts Rating on 3 Tranches to 'C'
TALMAGE 2006-3: Fitch Affirms 'CCCsf' Ratings on 3 Note Classes
TALMAGE 2006-4: Fitch Affirms Junk Rating on Six Note Classes
TAURUS CMBS 2007-1: Moody's Cuts Rating on Cl. A2 Notes to 'Ba2'
TCW'S GLOBAL: Fitch Affirms Junk Ratings on Two Note Classes

WAMU 2003-C1: Fitch Upgrades Rating on Seven Certificate Classes
WHITEHORSE III: S&P Affirms Class B-2L Rating at 'CCC+(sf)'

* Moody's Says Leverage on US CMBS Conduit Loans Up in 3Q 2012
* Moody's Reviews Ratings on 2000-2006 Second Lien RMBS Tranches
* S&P Cuts Ratings on 4 Classes on JPMorgan/GMAC CMBS to 'Dsf'
* S&P Lowers 13 Ratings on Three BofA U.S. CMBS Transactions
* S&P Cuts Ratings On 8 Classes From 5 CMBS Transactions to 'D'

* S&P Cuts Three Ratings on Two U.S. RMBS Re-REMIC Transactions


                            *********

ANTHRACITE 2004-HY1: S&P Cuts Rating on Class A Notes to CCC+(sf)
-----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on one class
from Anthracite 2004-HY1 Ltd., a U.S. commercial real estate
collateralized debt obligation (CRE CDO) transaction.

"At the same time, we affirmed our ratings on five classes from
the same transaction. We removed our ratings on the classes in
this review from CreditWatch with negative implications. The
downgrade and affirmations reflect our analysis of the
transaction's liability structure and the credit characteristics
of the underlying collateral using our global CDOs of pooled
structured finance assets criteria," S&P said.

"The downgrade also reflects the results of the largest obligor
default test, part of the supplemental stress test. The largest
obligor default test assesses the ability of a rated CDO of pooled
structured finance liability tranche to withstand the default of a
minimum number of the largest credit or obligor exposures within
an asset pool, factoring in the underlying assets' credit
quality," S&P said.

"The global CDOs of pooled structured finance assets criteria
include revisions to our assumptions on correlations, recovery
rates, and the collateral's default patterns and timings. The
criteria also include supplemental stress tests in our analysis,"
S&P said.

According to the June 21, 2012, trustee report, Anthracite 2004-
HY1 Ltd. was collateralized by 13 commercial mortgage-backed
securities (CMBS) classes ($116.8 million, 100%) from seven
distinct transactions issued between 1998 and 2004. The
transaction's liabilities, including capitalized interest, totaled
$149.6 million.  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 determines necessary.

Rating Lowered And Removed From Creditwatch Negative

Anthracite 2004-HY1 Ltd.
                 Rating           Rating
Class            To               From
A                CCC+ (sf)        B+ (sf)/Watch Neg

Ratings Affirmed And Removed From Creditwatch Negative

Anthracite 2004-HY1 Ltd.
                 Rating           Rating
Class            To               From
B                CCC- (sf)        CCC- (sf)/Watch Neg
C                CCC- (sf)        CCC- (sf)/Watch Neg
D                CCC- (sf)        CCC- (sf)/Watch Neg
E                CCC- (sf)        CCC- (sf)/Watch Neg
F                CCC- (sf)        CCC- (sf)/Watch Neg


ANTHRACITE 2005-HY2: S&P Cuts Rating on 4 Note Classes to 'D(sf)'
-----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on eight
classes from Anthracite 2005-HY2 Ltd., a U.S. commercial real
estate collateralized debt obligation (CRE CDO) transaction.

"At the same time, we removed the ratings from CreditWatch with
negative implications. The downgrades reflect our analysis of the
transaction's liability structure and the credit characteristics
of the underlying collateral using our global CDOs of pooled
structured finance assets criteria. The downgrades also reflect
the results of the largest obligor default test, part of the
supplemental stress test," S&P said.

The largest obligor default test assesses the ability of a rated
CDO of pooled structured finance liability tranche to withstand
the default of a minimum number of the largest credit or obligor
exposures within an asset pool, factoring in the underlying
assets' credit quality.

"The global CDOs of pooled structured finance assets criteria
include revisions to our assumptions on correlations, recovery
rates, and the collateral's default patterns and timings. The
criteria also include supplemental stress tests in our analysis,"
S&P said.

"We lowered our ratings on the class D-FL, D-FX, E, and F notes to
'D (sf)' based on our expectation that the classes are not likely
to be repaid in full. According to the June 26, 2012, trustee
report, Anthracite 2005-HY2 Ltd. was collateralized by 48
commercial mortgage-backed securities (CMBS) classes ($270.6
million, 87.7%) from 14 distinct transactions, issued between 1998
and  2005, and seven real estate investment trust (REIT)
securities ($37.9 million,  12.3%). The transaction's liabilities,
including capitalized interest, totaled $463.8 million," S&P said.

The transaction has exposure to 14 CMBS classes from eight
distinct transactions comprising 30.5% of the collateral pool that
Standard & Poor's has downgraded.

The following three transactions represent 16.4% of the downgraded
collateral: GE Commercial Mortgage Corp.'s series 2005-C3 (classes
K, L, M, N, and O;  $24.5 million, 8.0%); Banc of America
Commercial Mortgage Inc.'s series 2004-6 (classes H and  K; $12.9
million, 4.2%); and LB-UBS Commercial Mortgage Trust's series
2002-C2 (classes P and Q; $12.1  million, 3.9%).

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 determines necessary.

Anthracite 2005-HY2 Ltd.

                 Rating           Rating
Class            To               From
A                BB+ (sf)         BBB (sf)/Watch Neg
B                CCC- (sf)        BB+ (sf)/Watch Neg
C-FL             CCC- (sf)        B+ (sf)/Watch Neg
C-FX             CCC- (sf)        B+ (sf)/Watch Neg
D-FL             D (sf)           CCC- (sf)/Watch Neg
D-FX             D (sf)           CCC- (sf)/Watch Neg
E                D (sf)           CCC- (sf)/Watch Neg
F                D (sf)           CCC- (sf)/Watch Neg


APHEX CAPITAL 2006-2: S&P Lowers Rating on 4 Note Classes to 'D'
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on four
classes of notes issued by Aphex Capital NSCR 2006-2 Ltd., a
synthetic collateralized debt obligation (CDO) transaction backed
by commercial mortgage-backed securities (CMBS), to 'D (sf)'.

"At the same time, we removed the ratings from CreditWatch where
we placed them with negative implications on March 19, 2012. We
lowered our ratings to 'D (sf)' on the classes due to interest
shortfalls  detailed in the trustee's April 2012 report," S&P
said.

Rating and Creditwatch Actions

Aphex Capital NSCR 2006-2 Ltd.
                     Rating
Class          To                  From
A              D (sf)              CCC (sf)/Watch Neg
B              D (sf)              CCC- (sf)/Watch Neg
C              D (sf)              CCC- (sf)/Watch Neg
D              D (sf)              CCC- (sf)/Watch Neg


APIDOS CLO IX: S&P Assigns 'BB(sf)' Rating to $17.4MM Cl. E Notes
-----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its ratings to Apidos
CLO IX/Apidos CLO IX LLC's $370.825 million floating-rate notes
(see list).  The note issuance is collateralized loan obligation
transaction backed by a revolving pool consisting primarily of
broadly syndicated senior-secured loans.

Ratings Assigned
Apidos CLO IX/Apidos CLO IX LLC

Class                Rating                   Amount
                                            (mil. $)
A                    AAA (sf)                267.375
B                    AA (sf)                   37.90
C (deferrable)       A (sf)                    26.65
D (deferrable)       BBB (sf)                  21.50
E (deferrable)       BB (sf)                   17.40
Subordinated notes   NR                       38.925


ARCAP 2005-1: S&P Lowers Rating on Class A Notes to 'CCC+(sf)'
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on class A
from ARCap 2005-1 Resecuritization Trust, a commercial real estate
collateralized debt obligation (CRE CDO) transaction.

"At the same time, we affirmed our ratings on nine other classes
from the same transaction. Concurrently, we removed all of the
ratings from CreditWatch with negative implications," S&P said.

"The downgrade and affirmations reflect our analysis of the
transaction's liability structure and the credit characteristics
of the underlying collateral using our criteria for rating global
collateralized debt obligations (CDOs) of pooled structured
finance assets. These criteria include revised assumptions on
correlations, recovery rates, default patterns, and timings of the
collateral," S&P said.

"The criteria also include supplemental stress tests (the largest
obligor default test and the largest industry default test), which
we considered in our analysis," S&P said.

The downgrade also reflects the credit characteristics of the
assets in the  collateral pool, 49.4% of which are rated or credit
estimated to be 'D (sf)', and the susceptibility of class A to
experience interest shortfalls.

"In addition, the downgrade reflects the transaction's exposure to
rated commercial mortgage-backed securities (CMBS) that we have
downgraded ($36.5 million, 11.1%)," S&P said.

According to the June 21, 2012, trustee report, ARCap 2005-1 was
collateralized by 79 CMBS classes ($329.7 million, 100%) from 14
distinct transactions issued between 1999 and 2005. Approximately
49.4% of the collateral assets are rated or credit estimated to be
'D (sf)'. The transaction's liabilities, including deferred
interest, totaled $620.3 million.

The transaction has exposure to 13 CMBS classes from three
distinct transactions comprising 11.1% of the collateral pool that
Standard & Poor's has downgraded. The downgraded collateral
are: Morgan Stanley Capital I Trust 2005-TOP17 (classes H through
N; $19.6  million; 6.0%); Morgan Stanley Capital I Trust 2004-
TOP15 (classes H through N; $15.6 million; 4.7%); and Bear Stearns
Commercial Mortgage Securities Trust 2004-PWR6 (class P;  $1.3
million; 0.4%).

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 determines necessary.

Rating Lowered and Removed From Creditwatch Negative

ARCap 2005-1 Resecuritization Trust
                 Rating           Rating
Class            To               From
A                CCC+ (sf)        B+ (sf)/Watch Neg

Ratings Affirmed and Removed From Creditwatch Negative

ARCap 2005-1 Resecuritization Trust
                 Rating           Rating
Class            To               From
C                CCC- (sf)        CCC- (sf)/Watch Neg
D                CCC- (sf)        CCC- (sf)/Watch Neg
E                CCC- (sf)        CCC- (sf)/Watch Neg
F                CCC- (sf)        CCC- (sf)/Watch Neg
G                CCC- (sf)        CCC- (sf)/Watch Neg
H                CCC- (sf)        CCC- (sf)/Watch Neg
J                CCC- (sf)        CCC- (sf)/Watch Neg
K                CCC- (sf)        CCC- (sf)/Watch Neg
L                CCC- (sf)        CCC- (sf)/Watch Neg


ASSET REPACKAGING: S&P Cuts Ratings on Class B Notes to 'B(sf)'
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its credit ratings on
Asset Repackaging Vehicle Ltd.'s (ARV) series 2010-4 and 2010-5
class A1, A2, A3, A4, A5, A6, A7, and B notes.

"At the same time, we have removed from CreditWatch negative our
ratings on the class A1 notes in both transactions. These two
transactions are resecuritizations of GEMINI (ECLIPSE 2006-3)
PLC's class A notes. At closing, the respective sellers -- Lazuli
Ltd. in ARV's series 2010-4, and HSBC Bank PLC (AA-/Stable/A-1+)
in ARV's series 2010-5 -- each sold to ARV a portion of GEMINI
(ECLIPSE 2006-3)'s class A commercial mortgage-backed securities
(CMBS) floating-rate notes," S&P said.

The issuance of ARV's series 2010-4 and 2010-5 notes funded the
purchase of each portion of the notes.

"Our ratings in ARV's series 2010-4 and 2010-5 notes reflect our
opinion on the expected performance of the underlying collateral,
and on the transaction structure and payment priorities.  The
rating actions in ARV's series 2010-4 and 2010-5 follow our
downgrade earlier of GEMINI (ECLIPSE 2006-3)'s class A notes Class
A To C U.K. CMBS Notes Downgraded Due To Reduced Recovery
Expectations").

"Our rating action earlier in GEMINI (ECLIPSE 2006-3) followed our
regular surveillance review of the recovery value of the remaining
properties backing the single loan in the transaction, the cash
flows from those properties, the likelihood that the liquidity
facility will be available to service the ongoing swaps in the
transaction, and the potential swap breakage costs," S&P said.

"Based on our assessment of these factors in the GEMINI (ECLIPSE
2006-3) transaction, and our subsequent rating action on its class
A notes, we have lowered all of our ratings in ARV's series 2010-4
and 2010-5, to reflect our view that the likelihood of principal
losses has increased," S&P said.

"The rating actions resolve our Jan. 31, 2012 CreditWatch negative
placements of ARV's series 2010-4 and 2010-5 class A1 notes, as
our ratings on these classes of notes are now below our ratings on
the counterparties in these transactions," S&P said.

Potential Effects of Proposed Criteria Changes

"We have taken the rating actions based on our criteria for rating
European CMBS. However, these criteria are under review (see
"Advance Notice Of Proposed Criteria Change: Methodology And
Assumptions For Rating European Commercial Mortgage-Backed
Securities," published on Nov. 8, 2011)," S&P said.

"As highlighted in the Nov. 8 Advance Notice Of Proposed Criteria
Change, we expect to publish a request for comment (RFC) outlining
our proposed criteria changes for rating European CMBS
transactions.  On June 4, we published a request for comment (RFC)
outlining our proposed criteria changes for CMBS Global Property
Evaluation Methodology (see "Request  For Comment: CMBS Global
Property Evaluation Methodology," published on June  4, 2012). The
proposed criteria do not significantly change Standard & Poor's
longstanding approach to deriving property net cash flow (S&P NCF)
and value (S&P Value)," S&P said.

"We therefore anticipate limited impact for European outstanding
ratings when the updated CMBS Global Property Evaluation
Methodology criteria are finalized. However, because of its global
scope, the proposed CMBS Global Property Evaluation Methodology
does not include certain market-specific adjustments," S&P said.

"An application of these criteria to European transactions will
therefore be published when we release our updated rating
criteria. Until such time that we adopt new criteria for rating
European CMBS, we will continue to rate and surveil these
transactions using our existing criteria," S&P said.

Ratings List

Class          Rating              Rating
               To                  From

Asset Repackaging Vehicle Ltd.
GBP69.41 Million Resecuritization Notes Series 2010-4

Rating Lowered And Removed From CreditWatch Negative

A1             A (sf)              AA (sf)/Watch Neg

Ratings Lowered

A2             BB (sf)             BBB (sf)
A3             B (sf)              BB+ (sf)
A4             B (sf)              BB+ (sf)
A5             B (sf)              BB+ (sf)
A6             B (sf)              BB+ (sf)
A7             B (sf)              BB+ (sf)
B              B (sf)              BB+ (sf)

Asset Repackaging Vehicle Ltd.
GBP14.81 Million Resecuritization Notes Series 2010-5

Rating Lowered And Removed From CreditWatch Negative

A1             A (sf)              AA (sf)/Watch Neg

Ratings Lowered

A2             BB (sf)             BBB (sf)
A3             B (sf)              BB+ (sf)
A4             B (sf)              BB+ (sf)
A5             B (sf)              BB+ (sf)
A6             B (sf)              BB+ (sf)
A7             B (sf)              BB+ (sf)
B              B (sf)              BB+ (sf)


ASSET SECURITIZATION 1997-D5: Fitch Keeps Rating on 5 Cert Classes
------------------------------------------------------------------
Fitch Ratings affirms five classes of Asset Securitization
Corporation commercial mortgage pass through certificates, series
1997-D5.

The affirmations are due to sufficient credit enhancement after
consideration for both defeased loans and expected paydown of
maturing loans.  As of the June 2012 distribution date, the pool's
certificate balance has paid down 92.2% to $139.4 million from
$1.79 billion at issuance.

There are 27 remaining loans from the original 155 loans at
issuance.  Of the remaining loans, nine loans (35.7%) have
defeased.  Additionally, 13 loans (51.4%) are fully amortizing,
and 12 loans (56.6%) are ARD loans.

The Bellaire loan is currently the only loan (1.45%) in special
servicing.  The loan is secured by an 85-unit independent senior
living apartment building located in Riverview, MI.  The loan
transferred to special servicing for maturity default.  The
borrower is marketing the property for sale and is in negotiations
on a forbearance agreement.

Fitch affirms, assigns Recovery Estimates and revises Outlooks on
the following classes as indicated:

  -- $28.1 million class A-5 at 'AAsf'; Outlook Stable;
  -- $43.9 million class A-6 at 'BBB+sf'; Outlook Stable;
  -- $21.9 million class A-7 at 'BB+sf'; Outlook Stable;
  -- $39.5 million class B-1 at 'Bsf'; Outlook Stable from
     Negative;
  -- $6 million class B-2 at 'Dsf'; RE 15%.

Fitch does not rate classes B-7, B-7H and A-8Z. Classes A-1A, A-
1B, A-1C, A-1D, A-1E, A-2, A-3, A-4, B-3SC and interest only class
A-CS1 have paid in full.  Additionally, Fitch has previously
withdrawn the ratings on classes B-3, B-4, B-5 and B-6 and
interest only class PS-1.


BALDWIN PARK: Fitch Cuts Rating on $4.1-Mil. Bonds to 'BB'
----------------------------------------------------------
Fitch Ratings has downgraded the following Baldwin Park Financing
Authority, CA's sales tax and tax allocation bonds (TABS):

  -- $4.1 million sales tax and tax allocation refunding bonds,
     series 2003 to 'BB' from 'BBB';

The TABS are placed on Rating Watch Negative.

Security

The series 2003 bonds are limited obligations of the authority,
payable from a first lien on sales tax and incremental property
tax revenues derived from the Puente Merced project area and
surplus tax increment revenues of the San Gabriel River, Delta and
Sierra Vista project areas.  These three project areas were merged
with the Puente Merced project area in April 2000 by ordinance of
the City of Baldwin Park (the city).

The bonds are additionally secured by a cash-funded debt service
reserve fund (DSRF) equal to maximum annual debt service (MADS).

Key Rating Drivers

REVENUE DISRUPTION; DSRF DRAW: The downgrade reflects information
received by the Successor Agency to the Baldwin Park RDA (SA) that
it will tap its DSRF to pay upcoming August and September debt
service requirements on three of its four outstanding TABS.  The
draw is due to much lower than expected tax increment
distributions from the county under AB 1X 26, insufficient
available cash reserves and lack of clarity as to the nature of
the discrepancies.  Payment of series 2003 August 1st debt service
will not require a DSRF draw due to pledged sales tax revenues on
hand and an advance on budgeted/anticipated sales tax revenues.

INCREASED RELIANCE ON SALES TAX: Credit quality is further eroded
by the increased dependence upon volatile sales taxes to pay
series 2003 debt service as a result of the shortfall in tax-
increment distributions.  Sales taxes generated within a small
commercial development have fluctuated falling 40% between fiscals
2007 and 2008.  Collections have failed to fully cover maximum
annual debt service (MADS) in recent years.

ADEQUATE HISTORIC DEBT SERVICE COVERAGE: Coverage of series 2003
annual debt service from pledged Puente Merced tax project area
increment and sales taxes and surplus revenues from the merged
project areas has averaged an adequate 1.6x over the past two
years.

DECLINING TAXABLE VALUES: Taxable assessed values (AV) within the
merged project area (Puente Merced, San Gabriel River, Delta and
Sierra Vista) have fallen by 5.6% over the past two years.  A
recent increase in appeals activity may signal further AV
reductions, although expected AV losses would total a moderate
$25 million or 4% of incremental assessed value (IV) based on
average historical rates of success.

TAXPAYER CONCENTRATION RISK: Moderately high concentration exists
within the merged project area, with the top ten taxpayers
representing 26% of IV.  Top taxpayers include Wal-Mart ('AA' with
a Stable Outlook by Fitch Ratings), Home Depot ('A-'; Stable
Outlook), and several multi-tenant offices and retail buildings.

INCREMENTAL REVENUE STABLITY: The merged project area is mature
with a high IV ($614.2 million) relative to the base year ($88
million).  As a result, tax increment revenues respond less
dramatically to changes in total AV.

BELOW AVERAGE SOCIOECONOMIC PROFILE: Baldwin Park is a lower
income community, exhibiting a high incidence of individual
poverty, and high levels of unemployment.

What Could Trigger A Rating Action

ADDITIONAL REVENUE SHORTFALLS: The SA plans to have enough funds
from sales tax revenues both on hand and expected over the course
of the year, to fully cover the $430,000 series 2003 debt service
payment on Aug. 1, 2012.  If issues between the county and SA
remain unresolved, further draws on the DSRF to pay non Fitch-
rated bonds are likely, putting overall downward pressure on the
rating.

Credit Profile

SUCCESSOR AGENCY PLANS ON EXTENSIVE DSRF DRAWDOWN; BURGEONING CASH
NEEDS

The Baldwin Park Successor Agency (SA), the designated successor
agency to the RDA, is planning to draw approximately $1.4 million
from its pooled debt service reserve funds (DSRF) to cover debt
service coming due on either August 1 or September 1 for three of
its four outstanding TABS.  The Fitch-rated series 2003 TABs,
however, will be paid from a combination of pledged sales taxes
already received from the Puente Merced project area and a loan
from the city for sales tax receipts budgeted for fiscal 2013
without resort to DSRF monies.

The RDA historically borrowed internally from either RDA reserves
or the city to cover timing mismatches between tax revenue
receipts and debt service payments.  The internal loans were
repaid from subsequent tax increment revenues.  However, lack of
available RDA cash reserves and lower than expected tax
distributions have significantly raised the SA's borrowing needs.

Cash in the pooled DSRFs totals $2.9 million which is more than
sufficient to fund approximately $1.4 million of August and
September debt service requirements ($1.8 million total less
$430,000 attributable to the series 2003 bonds).  City officials
decided to tap the DSRF rather than lend funds to the SA for
upcoming debt service due to uncertainty that future tax
distributions from the county will be sufficient to repay the
loan.

Officials are projecting that the SA will receive $1.8 million net
of prior tax increment allocations for their January 2013 tax
distribution that would be sufficient to replenish the DSRF draw
and, with expected sales tax collections, meet all requirements
for their February and March bond payments.  Fitch believes that
this projection may be overoptimistic given recent trends.

Lower Than Expected Tax Payments From The County

The downgrade to 'BB' reflects the SA's extensive use of the DSRF
to fund debt service costs as a result of much lower than expected
June 1st tax-increment distribution received by the SA from the
county.  Fitch notes as a key credit concern the fact that
officials from the county and the SA have yet to mutually
establish the reasons for the discrepancy which calls into
question the adequate and continuous flow of sufficient revenue to
cover obligations.

The state department of finance approved the SA's Recognized
Payment Schedule (ROPS) for both the January through June and July
through December periods.  The amount approved for the latter
period was approximately $2.6 million.  The SA's $1.7 million June
1st distribution from the Redevelopment Property Tax Trust Fund
(RPTTF) represented tax increment collected within four project
areas from February to May.  The distribution was approximately
27% below the $2.3 million available to the RDA for the same
period in 2011 and below the $2.6 million approved on the ROPs.
Based on 2012 taxable values among the four merged project areas,
tax increment revenues should be about 5% lower than the prior
year level.

After payment of senior lien pass-through payments and
administration fees to Los Angeles County, about $790,000 was
actually distributed to the SA.  Most of those funds were used to
repay prior obligations.  This resulted in only a token amount
remaining for current needs.

PLEDGED SALES TAX PROVIDES ADDITIONAL BUT VOLATILE SECURITY
The shortfall in tax-increment distributions has increased
reliance upon sales taxes to meet series 2003 debt service
requirements; the only outstanding RDA TABS additionally secured
by a sales tax derived the pledged project area.  The use of
pledged sales taxes to pay RDA debt service is not subject to
semi-annual state approval.  The city will provide a small loan
(advance of budgeted sales tax receipts) along with sales tax
revenues on hand, to pay the series 2003 August 1st debt service
requirement without drawing on the DSRF.  Officials indicate that
the availability of sales tax revenues offers a higher probability
that the loan will be repaid, given the still unresolved issue of
lower tax receipts received in the June 1 disbursement than
expected.

Sales tax collections are derived from the Puente Merced project
area; a small commercial district.  Collections have proven
volatile, declining by 40% between fiscals 2007 and 2008 although
collections have since been more stable. Sales taxes did increase
by about 8% in fiscal 2011.  Credit quality is further eroded by
the resulting increased dependence upon volatile sales taxes to
pay series 2003 bond debt service.

Project Area Profile

The Puente Merced project area consists of 16 acres adjacent to
the San Bernardino I-10 Freeway.  Development includes the Baldwin
Park Towne Shopping Center with Home Depot as its main anchor, and
a Marriott Courtyard Hotel.  Fiscal 2012 project area AV totalled
$39 million, down 0.4% from the prior year.  The tax base is
highly concentrated with the top 10 taxpayers accounting for 98%
of AV.

Five of the city's six project areas were merged in 2000 including
the Puente Merced project area.  The merged project area totals
788 non-contiguous acres in the city's downtown area, largely
comprising commercial and industrial properties with a small
residential component.

The merged project area IV for fiscal 2012 totals $614.2 million
or 7.0 times the base year AV of $88 million.  The ratio of
incremental AV over the base year AV reduces volatility in
incremental tax revenue to changes in the AV of the project area.
The merged project area AV has declined by a total of 5.6% over
fiscals 2011 and 2012, preceded by two years of robust growth.
The merged project area tax base is somewhat concentrated although
much more diverse than Puente Merced valuations as the top 10
taxpayers account for 23% of AV and 26% of IV.  Wal-Mart and Home
Depot are the two largest taxpayers at 4.3% and 2.7% of AV,
respectively.

Pending appeals within merged project area increased significantly
in both number and value in fiscal 2011, particularly in the San
Gabriel River and Sierra Vista project areas.  The AV of pending
appeals more than doubled from $54 million (8.6% of IV) in fiscal
2010 to $116 million in fiscal 2011 (16% of AV) while the average
success rate jumped from 14% to 22%.  The heightened level of
appeals signals further reductions in AV although based on average
success rates, the tax base would lose about $25 million or a more
manageable 4% of IV.

Below-Average Socioeconomic Profile

Fitch considers the city's economic and demographic profile weak.
A very young population contributes to per capita income levels
that equal 52%-56% of the state and U.S. average. Median household
income approaches the national average but is only 84% of the
state.  The city's individual poverty rate is also high.  The
educational achievement of the local labor force is well below the
state and nation, contributing to high levels of unemployment.
Unemployment remains high at 13.8% in May 2012 compared to 10.4%
in California and 7.9% nationally, although lower than the prior
year's unemployment rate of 14.9%.

Baldwin Park is located in western Los Angeles County,
approximately 20 miles east of downtown Los Angeles.  The city
encompasses 6.7 sq. miles in area and is near fully built-out.
The city had previously experienced strong growth due to infill
development, but the city's population trends were static between
2000 and 2010.  The city is served by I-10 (the San Bernardino
Freeway), I-605 (the San Gabriel River Freeway), and I-210 (the
Foothill Freeway) making the greater Los Angeles metro area easily
accessible for local residents.


BANC OF AMERICA 2007-1: Moody's Cuts Ratings on 3 Certs. to Caa3
----------------------------------------------------------------
Moody's Investors Service downgraded the ratings of eight classes
and affirmed 15 classes of Banc of America Commercial Mortgage
Inc., Commercial Mortgage Pass-Through Certificates, Series
2007-1 as follows:

Cl. A-2, Affirmed at Aaa (sf); previously on Mar 8, 2007
Definitive Rating Assigned Aaa (sf)

Cl. A-3, Affirmed at Aaa (sf); previously on Mar 8, 2007
Definitive Rating Assigned Aaa (sf)

Cl. A-AB, Affirmed at Aaa (sf); previously on Mar 8, 2007
Definitive Rating Assigned Aaa (sf)

Cl. A-4, Affirmed at Aaa (sf); previously on Mar 8, 2007
Definitive Rating Assigned Aaa (sf)

Cl. A-1A, Affirmed at Aaa (sf); previously on Mar 8, 2007
Definitive Rating Assigned Aaa (sf)

Cl. A-MFX, Downgraded to Baa1 (sf); previously on Dec 9, 2010
Downgraded to Aa2 (sf)

Cl. A-MFL, Downgraded to Baa1 (sf); previously on Dec 9, 2010
Downgraded to Aa2 (sf)

Cl. A-J, Downgraded to B2 (sf); previously on Dec 9, 2010
Downgraded to Baa3 (sf)

Cl. B, Downgraded to B3 (sf); previously on Dec 9, 2010 Downgraded
to Ba1 (sf)

Cl. C, Downgraded to Caa2 (sf); previously on Dec 9, 2010
Downgraded to Ba3 (sf)

Cl. D, Downgraded to Caa3 (sf); previously on Dec 9, 2010
Downgraded to B2 (sf)

Cl. E, Downgraded to Caa3 (sf); previously on Dec 9, 2010
Downgraded to Caa1 (sf)

Cl. F, Downgraded to Caa3 (sf); previously on Dec 9, 2010
Downgraded to Caa2 (sf)

Cl. G, Affirmed at C (sf); previously on Dec 9, 2010 Downgraded to
C (sf)

Cl. H, Affirmed at C (sf); previously on Dec 9, 2010 Downgraded to
C (sf)

Cl. J, Affirmed at C (sf); previously on Dec 9, 2010 Downgraded to
C (sf)

Cl. K, Affirmed at C (sf); previously on Dec 9, 2010 Downgraded to
C (sf)

Cl. L, Affirmed at C (sf); previously on Dec 9, 2010 Downgraded to
C (sf)

Cl. M, Affirmed at C (sf); previously on Dec 9, 2010 Downgraded to
C (sf)

Cl. N, Affirmed at C (sf); previously on Dec 9, 2010 Downgraded to
C (sf)

Cl. O, Affirmed at C (sf); previously on Dec 9, 2010 Downgraded to
C (sf)

Cl. P, Affirmed at C (sf); previously on Dec 9, 2010 Downgraded to
C (sf)

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

Ratings Rationale

The downgrades are due to higher than expected realized and
anticipated losses from specially serviced and troubled loans
along with anticipated increases in interest shortfalls. The
increase in expected losses and interest shortfalls is driven
largely by the declining performance of the largest loan in the
pool, the Skyline Portfolio Loan ($271MM - 9.6% of the pool). This
loan is discussed further in the Deal Performance section of this
press release.

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

Moody's rating action reflects a cumulative base expected loss of
13.9% of the current balance. At last review, Moody's cumulative
base expected loss was 8.4%. Realized losses have increased from
0.4% of the original balance to 0.5% 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 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 along with a
rise in investment activity and stabilization in core property
type performance, a consistent upward trend will not be evident
until the volume of investment activity steadily increases,
distressed properties are cleared from the pipeline, and job
creation rebounds. The hotel sector is performing strongly and the
multifamily sector continues to show increases in demand. Moderate
improvements in the office sector continue with minimal additions
to supply. However, office demand is closely tied to employment,
where growth remains slow. Performance in the retail sector has
been mixed with lackluster sales driven by discounting and
promotions. However, rising wages and reduced unemployment, along
with increased consumer confidence, is helping to spur consumer
spending. 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 healthier growth in the US and US growth
decoupling from the recessionary trend in the euro zone, while a
mild recession is expected in 2012. Downside risks remain
significant, although they have moderated compared to earlier this
year. Major downside risks include an increase in the potential
magnitude of the euro area recession, the risk of an oil supply
shock weighing negatively on consumer purchasing power and home
prices, 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, any or all of which
will continue to constrain growth.

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

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.61 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) level are
driven by property type, Moody's actual and stressed DSCR, and
Moody's property quality grade (which reflects the capitalization
rate used by Moody's to estimate Moody's value). Conduit model
results at the B2 (sf) level are driven by a paydown analysis
based on the individual loan level Moody's LTV ratio. Moody's
Herfindahl score (Herf), a measure of loan level diversity, is a
primary determinant of pool level diversity and has a greater
impact on senior certificates. Other concentrations and
correlations may be considered in Moody's analysis. Based on the
model pooled credit enhancement levels at Aa2 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade credit assessments is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
credit assessment 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 assessment
level, is incorporated for loans with similar credit assessments
in the same transaction.

The conduit model includes an IO calculator, which uses the
following inputs to calculate the proposed IO rating based on the
published methodology: original and current bond ratings and
credit assessments; original and current bond balances grossed up
for losses for all bonds the IO(s) reference(s) within the
transaction; and 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
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 27 compared the same as at Moody's prior
review.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through 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 August 8, 2011.

Deal Performance

As of the June 15, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 11% to $2.81
billion from $3.15 billion at securitization. The Certificates are
collateralized by 150 mortgage loans ranging in size from less
than 1% to 10% of the pool, with the top ten loans representing
55% of the pool. The pool contains no defeased loans or loans with
credit assessments.

Thirty-nine loans, representing 24% 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 its
ongoing monitoring of a transaction, Moody's reviews the watchlist
to assess which loans have material issues that could impact
performance.

Five loans have been liquidated from the pool, resulting in a
realized loss of $15.7 million (76% loss severity). Currently 21
loans, representing 30% of the pool, are in special servicing. The
largest specially serviced loan is the Skyline Portfolio Loan
($271.2 million -- 9.6% of the pool), which represents a 40% pari
passu interest in a $678.0 million first mortgage loan with the
other pieces securitized in GECMC 2007-C1 and JPMCC 2007-LDP10.
The loan is secured by eight cross-collateralized and cross-
defaulted properties totaling 2.6 million square feet (SF) which
are located outside of Washington, DC in Falls Church, Viriginia.
At securitization, over 55% of the space in the eight buildings
was leased by the General Services Administration (GSA). The GSA
has been vacating its space as leases expire with the largest
vacancy to date being the 403,000 SF in Seven Skyline. Two
additional GSA tenants with leases totaling 804,000 SF are
expected to vacate this year bringing occupancy to 38%. Several
other GSA tenants are expected to vacate when their leases expire.
The special servicer is in preliminary discussions with the
borrower regarding a loan modification. The loan sponsor is
Vornado Realty Trust.

The second largest specially serviced loan is the Solana Loan
($220.0 million -- 7.8% of the pool), which represents a 61% pari
passu interest in a $360.0 million first mortgage loan. The loan
is secured by a 1.9 million SF mixed use complex consisting of
office, retail and a 198-room full service hotel located in
Westlake, Texas. The property is currently 64% leased, down from
84% in December 2011 as a result of the lease expiration and
departure of a major tenant (Sabre, 20% of NRA). The borrower
executed a forbearance agreement in December 2010 which was later
extended through 2011. Modification discussions were underway but
at this time there are currently no modifications on the table. A
receiver was appointed in November 2011 and has replaced the
management and leasing teams. The special servicer is determining
next steps.

The third largest specially serviced loan is the Sussex Commons I
& II Loan ($102.5 million -- 3.6% of the pool), which is secured
by a Class A multifamily property with 556 units located in
Alexandria, Virginia. The loan matured in January 2012 but the
borrowers were unable to refinance. The servicer then provided an
extension till October 2012 with open prepayment during the
extension period. The property was sold in June 2012 and the loan
was paid off in full. This will be reflected in the July 2012
remittance statement.

The remaining 18 specially serviced properties are secured by a
mix of property types. Moody's estimates an aggregate $298.9
million loss for the specially serviced loans (36% expected loss
on average).

Moody's has assumed a high default probability for 21 poorly
performing loans representing 5% of the pool and has estimated an
aggregate $34.0 million loss (22% expected loss based on a 50%
probability default) from these troubled loans.

Moody's was provided with full year 2011 operating results for 95%
of the pool. Excluding specially serviced and troubled loans,
Moody's weighted average LTV is 110% the same as 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
8.8%.

Excluding special serviced and troubled loans, Moody's actual and
stressed DSCRs are 1.23X and 0.90X, respectively, compared to
1.30X and 0.88X 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 loans represent 18% of the pool. The largest loan is
the StratReal Industrial Portfolio I Loan ($190.0 million -- 6.8%
of the pool), which is secured by a portfolio of 12 industrial
properties, totaling 5.5 million SF, located in Ohio (8),
Tennessee (3) and California (1). Occupancy as of December 2011
was 77%, down from 80% at year-end 2010 primarily due to Accel
vacating 304,000 SF (5.4% of NRA). Ford Motor Co. which occupies
14% of the GLA renewed its lease which expired in March 2012
through May 2018. The loan has been on the watchlist since May
2011 due to significant lease rollover. However, many tenants have
renewed their leases. Moody's LTV and stressed DSCR are 124% and
0.76X, respectively, compared to 132% and 0.72X, at last review.

The second largest loan is the Hirschfield Portfolio Loan ($167.0
million -- 5.9% of the pool), which is secured by four multifamily
properties, totaling 1,841 units, located in three submarkets in
the Baltimore metropolitan area. Performance has been stable to
slightly improving since 2009. Occupancy as of year-end 2001 was
93%. The loan matures in January 2013. Moody's LTV and stressed
DSCR are 129% and 0.72X, respectively, compared to 131% and 0.70X
at last review.

The third largest loan consists of the cross collateralized and
cross-defaulted Inland -- Bradley Portfolio Pool A & B Loans
(total $156.6 million -- 5.6% of the pool), which was originally
secured by 26 office, industrial, and retail properties located
across 13 states. One property with an original allocated balance
of $25.6 million has been released. Largest tenants include
Pearson Education (1.1MM SF, 10/2016 expiration), Dopaco Inc.
(299,000 SF, 12/2015 expiration), and Lamos Metal (224,000 SF,
1/2022 expiration). Moody's LTV and stressed DSCR are 93% and
0.99X, respectively, compared to 99% and 0.95X at last review.


BAYVIEW FINANCIAL: Moody's Takes Action on $115-Mil. U.S. RMBS
--------------------------------------------------------------
Moody's Investors Service has downgraded the rating of 1 tranche,
upgraded the ratings of 2 tranches, and confirmed the ratings of 3
tranches from three RMBS transactions, backed by Scratch and Dent
loans, sponsored by Bayview.

Ratings Rationale

The actions are a result of the recent performance review of
Scratch and Dent pools and reflect Moody's updated loss
expectations on these pools.

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

The rating action constitute of two upgrades as well as one
downgrade. The upgrades are due to an increase in the available
credit enhancement. The downgrade is primarily due to
deteriorating collateral performance.

Moody's adjusts the methodologies noted above for Moody's current
view on loan modifications. As a result of an extension of the
Home Affordable Modification Program (HAMP) to 2013 and an
increased use of private modifications,

Moody's is extending its previous view that loan modifications
will only occur through the end of 2012. It is now assuming that
the loan modifications will continue at current levels until the
end of 2013.

The above RMBS approach only applies to structures with at least
40 loans and a pool factor of greater than 5%. Moody's can
withdraw its rating when the pool factor drops below 5% and the
number of loans in the deal declines to 40 loans or lower. If,
however, a transaction has a specific structural feature, such as
a credit enhancement floor, that mitigates the risks of small pool
size, Moody's can choose to continue to rate the transaction.

When assigning the final ratings to the bonds, in addition to the
methodologies described above, Moody's considered the volatility
of the projected losses and timeline of the expected defaults.

The primary source of assumption uncertainty is the uncertainty in
Moody's central macroeconomic forecast and performance volatility
due to servicer-related issues. The unemployment rate fell from
9.0% in April 2011 to 8.2% in May 2012. Moody's forecasts a
further drop to 7.8% for 2013. Moody's expects house prices to
drop another 1% from their 4Q2011 levels before gradually rising
towards the end of 2013. Performance of RMBS continues to remain
highly dependent on servicer procedures. Any change resulting from
servicing transfers or other policy or regulatory change can
impact the performance of these transactions.

Complete rating actions are as follows:

Issuer: Bayview Financial Mortgage Pass-Through Trust 2006-B

Cl. 1-A3, Confirmed at Aaa (sf); previously on Apr 19, 2012 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. M-1, Downgraded to B3 (sf); previously on Apr 19, 2012 B1 (sf)
Placed Under Review for Possible Downgrade

Issuer: Bayview Financial Mortgage Pass-Through Trust 2006-D

Cl. 1-A4, Confirmed at Caa1 (sf); previously on Apr 19, 2012 Caa1
(sf) Placed Under Review for Possible Downgrade

Cl. 1-A5, Confirmed at B3 (sf); previously on Apr 19, 2012 B3 (sf)
Placed Under Review for Possible Downgrade

Issuer: Bayview Financial Mortgage Pass-Through Trust 2007-A

Cl. 1-A2, Upgraded to A3 (sf); previously on Apr 19, 2012 Baa2
(sf) Placed Under Review for Possible Upgrade

Cl. 1-A3, Upgraded to Ba1 (sf); previously on Apr 19, 2012 B2 (sf)
Placed Under Review for Possible Upgrade

A list of these actions including CUSIP identifiers may be found
at http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF291386

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_SF247004


BEAR STEARNS 1999-WF2: Fitch Affirms 'D' Ratings on 2 Cert Classes
------------------------------------------------------------------
Fitch Ratings has affirmed eight classes of Bear Stearns
Commercial Mortgage Securities Trust's commercial mortgage pass-
through certificates, series 1999-WF2.

The affirmations are due to sufficient credit enhancement after
consideration of expected losses.  Fitch expects losses of 2.2% of
the original pool balance, including losses incurred to date.  As
of the June 2012 distribution date, the pool's certificate balance
has been reduced by 91% (including 2% in realized losses) to $96.9
million from $1.1 billion at issuance.  There are cumulative
interest shortfalls in the amount of $1.3 million currently
affecting classes K through M.

The largest contributor to Fitch-modeled losses is secured by an
office building (4.4%of the pool) located in Syracuse, NY.  The
loan transferred to special servicing in January 2010 following a
dispute with the borrower over a lockbox agreement.  The
negotiations are on-going and the loan remains current.

Fitch affirms the following classes:

  -- $22.7 million class E at 'AAAsf'; Outlook Stable;
  -- $10.8 million class F at 'AAAsf'; Outlook Stable;
  -- $21.6 million class G at 'AAAsf'; Outlook Stable;
  -- $16.2 million class H at 'Asf'; Outlook Stable;
  -- $8.1 million class I at 'BBsf'; Outlook Stable;
  -- $9.5 million class J at 'B-sf'; Outlook Negative;
  -- $7.9 million class K at 'Dsf'; RE 30%;
  -- Class L at 'Dsf'; RE 0%.

Fitch does not rate class M.  Classes A-1, A-2 and B through D
have paid in full.  Fitch previously withdrew the rating on class
X.


BLACKROCK SENIOR: Moody's Lifts Ratings on 2 Note Classes to Ba2
----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of the
following notes issued by Blackrock Senior Income Series:

U.S. $29,500,000 Class B-1 Second Priority Secured Floating Rate
Deferrable Notes Due 2016, Upgraded to Aa2 (sf); previously on
September 19, 2011 Upgraded to A2 (sf);

U.S. $4,500,000 Class B-2 Second Priority Secured Fixed Rate
Deferrable Notes Due 2016, Upgraded to Aa2 (sf); previously on
September 19, 2011 Upgraded to A2 (sf);

U.S. $18,000,000 Class C Third Priority Secured Floating Rate
Deferrable Notes due 2016, Upgraded to Baa2 (sf); previously on
September 19, 2011 Upgraded to Ba2 (sf);

U.S. $6,000,000 Class D-1 Fourth Priority Secured Floating Rate
Deferrable Notes due 2016 (current balance of $2,476,961),
Upgraded to Ba2 (sf); previously on September 19, 2011 Upgraded to
Ba3 (sf);

U.S. $6,000,000 Class D-2 Fourth Priority Secured Fixed Rate
Deferrable Notes due 2016 (current balance of $2,476,961),
Upgraded to Ba2 (sf); previously on September 19, 2011 Upgraded to
Ba3 (sf).

Ratings Rationale

According to Moody's, the rating actions taken on the notes are
primarily a result of deleveraging of the senior notes and an
increase in the transaction's overcollateralization ratios since
the rating action in September 2011. Moody's notes that the Class
A Notes have been paid down by approximately 43% or $118.2 million
since the last rating action. The balance on the Class A Notes
reflects issuer buybacks of securities in the amounts of $11
million on March 20, 2012, $33 million on May 11, 2012, and $7.5
million on June 12, 2012. Based on the latest trustee report dated
June 15, 2012, the Class A, Class B, Class C and Class D
overcollateralization ratios are reported at 147.40% 121.65%,
111.35% and 108.66% respectively, versus July 2011 levels of
126.69%,112.89%, 106.74% and 104.73% respectively. In addition,
the trustee reported WARF has been relatively stable since the
last rating action.

Moody's notes that the underlying portfolio includes a number of
investments in securities that mature after the maturity date of
the notes. Based on the June 2012 trustee report, securities that
mature after the maturity date of the notes currently make up
approximately 11% of the underlying portfolio. These investments
potentially expose the notes to market risk in the event of
liquidation at the time of the notes' maturity.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011, key model inputs used by
Moody's in its analysis, such as par, weighted average rating
factor, diversity score, and weighted average recovery rate, may
be different from the trustee's reported numbers. In its base
case, Moody's analyzed the underlying collateral pool to have a
performing par and principal proceeds balance of $235.5 million,
defaulted par of $2.8 million, a weighted average default
probability of 12.54% (implying a WARF of 2418) a weighted average
recovery rate upon default of 49.46%, and a diversity score of 45.
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.

Blackrock Senior Income Series, issued in October 2004, is a
collateralized loan obligation backed primarily by a portfolio of
senior secured loans.

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

Moody's modeled the transaction using a cash flow model based on
the Binomial Expansion Technique, as described in Section 2.3 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% (1934)

Class A: 0
Class B-1: +2
Class B-2: +2
Class C: +1
Class D-1: +1
Class D-2: +1

Moody's Adjusted WARF + 20% (2901)

Class A: 0
Class B-1: -2
Class B-2: -2
Class C: -2
Class D-1: -1
Class D-2: -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.

Sources of additional performance uncertainties are described
below:

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

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

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


C-BASS MORTGAGE: Moody's Takes Action on $24-Mil. US RMBS
---------------------------------------------------------
Moody's Investors Service has downgraded the rating of 1 tranche,
and upgraded the rating of 1 tranche from two RMBS transactions,
backed by Scratch and Dent loans, issued by C-BASS.

Ratings Rationale

The actions are a result of the recent performance review of
Scratch and Dent pools and reflect Moody's updated loss
expectations on these pools.

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

The rating action constitute of one upgrade as well as one
downgrade. The upgrade is due to an increase in the available
credit enhancement. The downgrade is primarily due to
deteriorating collateral performance.

Moody's adjusts the methodologies noted above for Moody's current
view on loan modifications. As a result of an extension of the
Home Affordable Modification Program (HAMP) to 2013 and an
increased use of private modifications, Moody's is extending its
previous view that loan modifications will only occur through the
end of 2012. It is now assuming that the loan modifications will
continue at current levels until the end of 2013.

The above RMBS approach only applies to structures with at least
40 loans and a pool factor of greater than 5%. Moody's can
withdraw its rating when the pool factor drops below 5% and the
number of loans in the deal declines to 40 loans or lower. If,
however, a transaction has a specific structural feature, such as
a credit enhancement floor, that mitigates the risks of small pool
size, Moody's can choose to continue to rate the transaction.

When assigning the final ratings to the bonds, in addition to the
methodologies described above, Moody's considered the volatility
of the projected losses and timeline of the expected defaults.

The primary source of assumption uncertainty is the uncertainty in
Moody's central macroeconomic forecast and performance volatility
due to servicer-related issues. The unemployment rate fell from
9.0% in April 2011 to 8.2% in May 2012. Moody's forecasts a
further drop to 7.8% for 2013. Moody's expects house prices to
drop another 1% from their 4Q2011 levels before gradually rising
towards the end of 2013. Performance of RMBS continues to remain
highly dependent on servicer procedures. Any change resulting from
servicing transfers or other policy or regulatory change can
impact the performance of these transactions.

Complete rating actions are as follows:

Issuer: C-BASS Mortgage Loan Asset-Backed Certificates, Series
2007-SP1

  Cl. M-1, Downgraded to Caa2 (sf); previously on Apr 19, 2012 B3
  (sf) Placed Under Review for Possible Downgrade

Issuer: C-BASS Mortgage Loan Asset-Backed Certificates, Series
2007-SP2

  Cl. A-3, Upgraded to Ba2 (sf); previously on Apr 19, 2012 B1
  (sf) Placed Under Review for Possible Upgrade

A list of these actions including CUSIP identifiers may be found
at http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF291387

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_SF247004


CHASE MORTGAGE: Moody's Cuts Rating on Class B-3 Secs. to 'C'
-------------------------------------------------------------
Moody's Investors Service has downgraded 13 tranches, confirmed
three tranches, and placed the rating of one tranche on review for
downgrade from Chase Mortgage Finance Trust, Series 2003-S15. The
transaction is backed by fixed-lien, fixed rate prime jumbo
residential mortgages.

Complete rating actions are as follows:

Issuer: Chase Mortgage Finance Trust, Series 2003-S15

Cl. IA-3, Downgraded to A2 (sf); previously on Apr 22, 2011
Downgraded to Aa2 (sf)

Cl. IA-4, Downgraded to A2 (sf); previously on Apr 22, 2011
Downgraded to Aa2 (sf)

Cl. IIA-1, Downgraded to A3 (sf); previously on Jan 31, 2012 Aaa
(sf) Placed Under Review for Possible Downgrade

Underlying Rating: Downgraded to A3 (sf); previously on Jan 31,
2012 Aaa (sf) Placed Under Review for Possible Downgrade

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

Cl. IIA-6, Downgraded to A2 (sf); previously on Apr 22, 2011
Downgraded to Aa1 (sf)

Cl. IIA-7, Downgraded to A2 (sf); previously on Apr 22, 2011
Downgraded to Aa1 (sf)

Cl. IIA-10, Downgraded to Aa1 (sf); previously on Jan 31, 2012 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. IIA-11, Downgraded to A3 (sf); previously on Feb 22, 2012 Aa1
(sf) Placed Under Review for Possible Downgrade

Cl. IIA-15, Downgraded to A2 (sf); previously on Apr 22, 2011
Downgraded to Aa2 (sf)

Cl. IIA-16, Downgraded to A3 (sf); previously on Apr 22, 2011
Downgraded to Aa2 (sf)

Cl. IIA-17, Downgraded to A3 (sf); previously on Apr 22, 2011
Downgraded to Aa2 (sf)

Cl. A-P, A1 (sf) Placed Under Review for Possible Downgrade;
previously on Apr 22, 2011 Downgraded to A1 (sf)

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

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

Cl. M, Confirmed at Ba3 (sf); previously on Jan 31, 2012 Ba3 (sf)
Placed Under Review for Possible Downgrade

Cl. B-1, Downgraded to B3 (sf); previously on Jan 31, 2012 B1 (sf)
Placed Under Review for Possible Downgrade

Cl. B-2, Downgraded to Ca (sf); previously on Apr 22, 2011
Downgraded to Caa1 (sf)

Cl. B-3, Downgraded to C (sf); previously on Apr 22, 2011
Downgraded to Ca (sf)

Ratings Rationale

The actions are a result of the recent performance of prime jumbo
pools originated before 2005 and reflect Moody's updated loss
expectations on these pools. The downgrades are a result of
deteriorating performance and structural features resulting in
higher expected losses for certain bonds than previously
anticipated. For e.g., for shifting interest structures, back-
ended liquidations could expose the seniors to tail-end losses.
The subordinate bonds in the majority of these deals are currently
receiving 100% of their principal payments, and thereby depleting
the dollar enhancement available to the senior bonds. In its
current approach, Moody's captures this risk by running each
individual pool through a variety of loss and prepayment scenarios
in the Structured Finance Workstation(R) (SFW), the cash flow
model developed by Moody's Wall Street Analytics. This individual
pool level analysis incorporates performance variances across the
different pools and the structural nuances of the transaction.

In addition, Moody's is placing the Class A-P tranche on downgrade
review due to miscalculation of the Class A-P collateral balance
as reported in the trustee remittance report. The final action on
the tranche will be resolved once clarification is obtained on the
bond collateral balance.

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 methodology used in rating
Interest-Only Securities was "Moody's Approach to Rating
Structured Finance Interest-Only Securities" published in February
2012.

The above mentioned approach "Pre-2005 US RMBS Surveillance
Methodology" is 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 is
set at 3% for Jumbo and which is typically higher than the average
rate of new delinquencies for larger pools.

Once the baseline rate is set, further adjustments are made based
on 1) the number of loans remaining in the pool and 2) the level
of current delinquencies in the pool. The fewer the number of
loans remaining in the pool, the higher the volatility in
performance. Once the loan count in a pool falls below 76, the
rate of delinquency is increased by 1% for every loan less than
76. For example, for a pool with 75 loans, 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 methodology publication listed above.

When assigning the final ratings to senior bonds, in addition to
the methodologies described above, Moody's considered the
volatility of the projected losses and timeline of the expected
defaults. For bonds backed by small pools, Moody's also considered
the current pipeline composition as well as any specific loss
allocation rules that could preserve or deplete the
overcollateralization available for the senior bonds at different
pace.

The above methodology only applies to pools with at least 40 loans
and a pool factor of greater than 5%. Moody's may withdraw its
rating when the pool factor drops below 5% and the number of loans
in the pool declines to 40 loans or lower unless specific
structural features allow for a monitoring of the transaction
(such as a credit enhancement floor).

Certain securities 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 uncertainty in
Moody's central macroeconomic forecast and performance volatility
due to servicer-related issues. The unemployment rate fell from
9.0% in April 2011 to 8.1% in April 2012. Moody's forecasts a
further drop to 7.8% for 2013. Moody's expects house prices to
drop another 1% from their 4Q2011 levels before gradually rising
towards the end of 2013. Performance of RMBS continues to remain
highly dependent on servicer procedures. Any change resulting from
servicing transfers or other policy or regulatory change can
impact the performance of the transaction.

A list of these actions including CUSIP identifiers may be found
at http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF290366

A list of updated estimated pool losses, sensitivity analysis, and
tranche recovery details 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


CREDIT SUISSE 2001-CKN5: Moody's Cuts Rating on K Certs. to 'C'
---------------------------------------------------------------
Moody's Investors Service downgraded eight and affirmed three
classes of Credit Suisse First Boston Mortgage Securities Corp.,
Commercial Mortgage Pass-Through Certificates, Series 2001-CKN5 as
follows:

Cl. D, Downgraded to Baa3 (sf); previously on Jun 15, 2012
Downgraded to A1 (sf) and Placed Under Review for Possible
Downgrade

Cl. E, Downgraded to B1 (sf); previously on Jun 15, 2012
Downgraded to Ba1 (sf) and Placed Under Review for Possible
Downgrade

Cl. F, Downgraded to B3 (sf); previously on Jun 15, 2012 B1 (sf)
Placed Under Review for Possible Downgrade

Cl. G, Downgraded to Caa2 (sf); previously on Jun 15, 2012 B3 (sf)
Placed Under Review for Possible Downgrade

Cl. H, Downgraded to Caa3 (sf); previously on Jun 15, 2012 Caa2
(sf) Placed Under Review for Possible Downgrade

Cl. J, Downgraded to Ca (sf); previously on Jun 15, 2012 Caa3 (sf)
Placed Under Review for Possible Downgrade

Cl. K, Downgraded to C (sf); previously on Jun 15, 2012 Ca (sf)
Placed Under Review for Possible Downgrade

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

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

Cl. A-X, Downgraded to Caa3 (sf); previously on Jun 15, 2012 Caa2
(sf) Remained On Review for Possible Downgrade

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

Ratings Rationale

The downgrades of Classes D through N are due to an increase in
interest shortfalls and lower estimated recoveries from the Macomb
Mall Loan ($41.3 million; 34.2% of the pool) and One Sugar Creek
Place Loan ($40.4 million; 33.5% of the pool) resulting from the
continued credit deterioration and servicer advancements. The
downgrade of the IO class A-X is due to the lower credit
performance of its referenced classes.

The affirmations are due to key parameters, including Moody's loan
to value (LTV) ratio, Moody's stressed debt service coverage ratio
(DSCR) and the Herfindahl Index (Herf), remaining within
acceptable ranges. Based on Moody's current base expected loss,
the credit enhancement levels for the affirmed classes are
sufficient to maintain their current ratings. The IO class, A-Y,
is backed by New York City co-op loans and thus is affirmed.

In June 2012, Moody's downgraded Classes D and E and placed eight
classes on review for possible downgrade in order to further
evaluate the ongoing risk of future interest shortfalls from
specially serviced loans and the timing and severity of losses on
the two largest exposures in the pool - Macomb Mall Loan and One
Sugar Creek Place. The downgrades taken at this review are a
result of this evaluation. Previously, at Moody's review in March
2012, interest shortfalls affected Classes N through H. Moody's
analysis determined that shortfalls would likely increase and
affect Class F. Interest shortfalls however have increased to
Class E. This is primarily due to the One Sugar Creek Place Loan
being determined non-recoverable by the master servicer.

Moody's rating action reflects a cumulative base expected loss of
66.2% of the current balance. At last review, Moody's cumulative
base expected loss was 51.9%. Realized losses have increased from
9.7% of the original balance to 8.9% 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 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 along with a
rise in investment activity and stabilization in core property
type performance, a consistent upward trend will not be evident
until the volume of investment activity steadily increases,
distressed properties are cleared from the pipeline, and job
creation rebounds. The hotel sector is performing strongly and the
multifamily sector continues to show increases in demand. Moderate
improvements in the office sector continue with minimal additions
to supply. However, office demand is closely tied to employment,
where growth remains slow. Performance in the retail sector has
been mixed with lackluster sales driven by discounting and
promotions. However, rising wages and reduced unemployment, along
with increased consumer confidence, is helping to spur consumer
spending. 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 healthier growth in the US and US growth
decoupling from the recessionary trend in the euro zone, while a
mild recession is expected in 2012. Downside risks remain
significant, although they have moderated compared to earlier this
year. Major downside risks include an increase in the potential
magnitude of the euro area recession, the risk of an oil supply
shock weighing negatively on consumer purchasing power and home
prices, 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, any or all of which
will continue to constrain growth.

The methodologies used in this rating were "Moody's Approach to
Rating U.S. CMBS Conduit Transactions" published in September
2000, "Moody's Approach to Rating 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 2.61 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) level are
driven by property type, Moody's actual and stressed DSCR, and
Moody's property quality grade (which reflects the capitalization
rate used by Moody's to estimate Moody's value). Conduit model
results at the B2 (sf) level are driven by a paydown analysis
based on the individual loan level Moody's LTV ratio. Moody's
Herfindahl score (Herf), a measure of loan level diversity, is a
primary determinant of pool level diversity and has a greater
impact on senior certificates. Other concentrations and
correlations may be considered in Moody's analysis. Based on the
model pooled credit enhancement levels at Aa2 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade credit assessments is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
credit assessment 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 assessment
level, is incorporated for loans with similar credit assessments
in the same transaction.

The conduit model includes an IO calculator, which uses the
following inputs to calculate the proposed IO rating based on the
published methodology: original and current bond ratings and
credit assessments; original and current bond balances grossed up
for losses for all bonds the IO(s) reference(s) within the
transaction; and 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
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 3 compared to 4 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 8.4 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 June 15, 2012.

Deal Performance

As of the June 15, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 89% to $120.7
million from $1.07 billion at securitization. The Certificates are
collateralized by 17 mortgage loans ranging in size from less than
1% to 34% of the pool, with the top ten loans representing 99.7%
of the pool.

Three loans, representing 24% 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 its
ongoing monitoring of a transaction, Moody's reviews the watchlist
to assess which loans have material issues that could impact
performance.

Twenty-eight loans have been liquidated from the pool, resulting
in a realized loss of $24.4 million (17% loss severity on
average). Currently three loans, representing 74% of the pool, are
in special servicing. The largest exposure in the pool is the
Macomb Mall Loan ($41.3 million -- 34.2% of the pool), which is
secured by a Class B mall located 15 miles north of downtown
Detroit, Michigan. Three additional regional malls operate within
ten miles of the subject property. In September 2009, the loan was
transferred to special servicing due to imminent monetary default.
As recently as May 2011 the sponsor and special servicer appeared
to be close to a modification agreement but negotiations faltered
and a foreclosure suit was filed. The property became real estate
owned (REO) in October 2011. Since the onset of the recession, the
property has struggled to maintain strong occupancy and was 69%
leased (86% including temporary tenants) as of April 2012. Not
included in the collateral is shadow anchor tenant Sears, which
occupies 385,000 square feet (SF) at the property.

The second largest exposure in the pool is the One Sugar Creek
Place Loan ($40.4 million -- 33.5% of the pool). The loan is
secured by a 509,428 SF office property located 20 miles from
downtown Houston, Texas. The property was 100% occupied by Unocal
until the tenant vacated at it's lease expiration in March 2010.
The property was transferred to special servicing in April 2010
and became REO in January 2011. As of February 2012, the property
was 18% leased. The building has inadequate parking, with a
parking ratio of only 2.1 spaces per thousand square feet. While
the sole tenant occupies just 18% of the NRA (net rentable area),
it is allocated approximately 50% of all parking spaces at the
property, hindering the lease-up process of the remainder of the
building.

Moody's estimates an aggregate $75.8 million loss for the three
specially serviced loans (74% expected loss on average).

Moody's was provided with full year 2010 operating results for 87%
of the pool. Excluding specially serviced and troubled loans,
Moody's weighted average LTV is 121% compared to 120% at Moody's
prior review. Moody's value reflects a weighted average
capitalization rate of 10.0%.

Excluding special serviced and troubled loans, Moody's actual and
stressed DSCRs are 0.84X and 1.03X, respectively, compared to
0.87X and 1.03X at last review. Moody's actual DSCR is based on
Moody's net cash flow (NCF) and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.

The largest conduit loan represents 24% of the pool, with no other
loan accounting for more than 1.3% of the pool. The largest loan
is the Bayshore Mall Loan ($29.0 million -- 24.0% of the pool),
which is secured by a 430,000 SF regional mall located in Eureka,
California. Originally a GGP sponsored loan, the asset is one of
30 properties that was spun off to Rouse Properties. The loan term
was extended until September 2016 as part of GGP's restructuring.
Property performance has deteriorated as the property was 69%
leased as of March 2012 compared to 80% leased at year-end 2010.
Financial performance has suffered from higher vacancy along with
lower base rents and expense recoveries. Moody's LTV and stressed
DSCR are 126% and 0.86X, respectively, compared to 127% and 0.85X
at last review.


CREDIT SUISSE 2006-C2: Moody's Affirms 'C' Ratings on 11 Certs.
---------------------------------------------------------------
Moody's Investors Service downgraded the ratings of two classes
and affirmed 16 classes of Credit Suisse Commercial Mortgage
Trust, Commercial Mortgage Pass-Through Certificates, Series 2006-
C2 as follows:

Cl. A-2, Affirmed at Aaa (sf); previously on Jul 5, 2006
Definitive Rating Assigned Aaa (sf)

Cl. A-3, Affirmed at Aaa (sf); previously on Jul 5, 2006
Definitive Rating Assigned Aaa (sf)

Cl. A-1-A, Downgraded to A1 (sf); previously on Dec 10, 2010
Downgraded to Aa3 (sf)

Cl. A-M, Downgraded to Ba1 (sf); previously on Dec 10, 2010
Downgraded to Baa2 (sf)

Cl. A-J, Affirmed at Caa3 (sf); previously on Dec 10, 2010
Downgraded to Caa3 (sf)

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

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

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

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

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

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

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

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

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

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

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

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

Cl. A-X, Affirmed at B1 (sf); previously on Feb 22, 2012
Downgraded to B1 (sf)

Ratings Rationale

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

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

Moody's rating action reflects a cumulative base expected loss of
17.5% of the current balance. At last full review, Moody's
cumulative base expected loss was 16.1%. 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 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 along with a
rise in investment activity and stabilization in core property
type performance, a consistent upward trend will not be evident
until the volume of investment activity steadily increases,
distressed properties are cleared from the pipeline, and job
creation rebounds. The hotel sector is performing strongly and the
multifamily sector continues to show increases in demand. Moderate
improvements in the office sector continue with minimal additions
to supply. However, office demand is closely tied to employment,
where growth remains slow. Performance in the retail sector has
been mixed with lackluster sales driven by discounting and
promotions. However, rising wages and reduced unemployment, along
with increased consumer confidence, is helping to spur consumer
spending. 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 healthier growth in the US and US growth
decoupling from the recessionary trend in the euro zone, while a
mild recession is expected in 2012. Downside risks remain
significant, although they have moderated compared to earlier this
year. Major downside risks include an increase in the potential
magnitude of the euro area recession, the risk of an oil supply
shock weighing negatively on consumer purchasing power and home
prices, 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, any or all of which
will continue to constrain growth.

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

Moody's review incorporated the use of the Excel-based CMBS
Conduit Model v 2.61 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) level are
driven by property type, Moody's actual and stressed DSCR, and
Moody's property quality grade (which reflects the capitalization
rate used by Moody's to estimate Moody's value). Conduit model
results at the B2 (sf) level are driven by a paydown analysis
based on the individual loan level Moody's LTV ratio. Moody's
Herfindahl score (Herf), a measure of loan level diversity, is a
primary determinant of pool level diversity and has a greater
impact on senior certificates. Other concentrations and
correlations may be considered in Moody's analysis. Based on the
model pooled credit enhancement levels at Aa2 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade credit assessments is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
credit assessment 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 assessment
level, is incorporated for loans with similar credit assessments
in the same transaction.

The conduit model includes an IO calculator, which uses the
following inputs to calculate the proposed IO rating based on the
published methodology: original and current bond ratings and
credit assessments; original and current bond balances grossed up
for losses for all bonds the IO(s) reference(s) within the
transaction; and 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
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 48 compared to 39 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 July 20, 2011.

Deal Performance

As of the June 11, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 14% to $1.24
billion from $1.44 billion at securitization. The Certificates are
collateralized by 177 mortgage loans ranging in size from less
than 1% to 9% of the pool, with the top ten loans representing 33%
of the pool.

Fifty-nine loans, representing 29% of the pool, are on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package. As part of its
ongoing monitoring of a transaction, Moody's reviews the watchlist
to assess which loans have material issues that could impact
performance.

Fifteen loans have been liquidated from the pool since
securitization, resulting in an aggregate $28.1 million loss (25%
loss severity on average). Currently 14 loans, representing 21% of
the pool, are in special servicing. The largest specially serviced
loan is the Babcock & Brown FX 1 Loan ($112.3 million -- 9.1% of
the pool), which was originally secured by a 4,990 unit portfolio
of Class B multi-family properties located in Texas (8
properties), South Carolina (4 properties) and Alabama (1
property). The loan transferred to special servicing in March 2009
due to imminent default. Nine of the properties in the portfolio
have been sold and three are currently under contract for sale.
The remaining property is not yet under contract but is going to
REO committee to obtain approval for sale.

The second largest specially serviced loan is the Fortunoff
Portfolio Loan ($69.5 million -- 5.6% of the pool), which was
secured by two vacant department stores located in New Jersey and
New York that were formerly occupied by Fortunoff, a luxury home
goods and jewelry retailer. The loan was transferred to special
servicing in January 2009 after the tenant declared bankruptcy and
subsequently vacated the properties. The New Jersey property was
sold in August 2011 and the proceeds were used to pay down a
substantial amount of servicer advances. The New York property is
currently for sale.

The remaining 12 specially serviced loans are secured by a mix of
property types. The master servicer has recognized an aggregate
$157.6 million appraisal reduction for the specially serviced
loans. Moody's has estimated an aggregate loss of $158.0 million
(68% expected loss on average) for the specially serviced loans.

Moody's has assumed a high default probability for 37 poorly
performing loans representing 14% of the pool and has estimated a
$28.4 million loss (16% expected loss based on a 50% probability
default) from these troubled loans.

Moody's was provided with full year 2010 and partial year 2011
operating results for 99% and 97% of the performing pool,
respectively. Excluding specially serviced and troubled loans,
Moody's weighted average LTV is 101% compared to 107% at last full
review. Moody's net cash flow reflects a weighted average haircut
of 11% to the most recently available net operating income.
Moody's value reflects a weighted average capitalization rate of
9.1%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.29X and 1.01X, respectively, compared to
1.24X and 0.96X at last review. Moody's actual DSCR is based on
Moody's net cash flow (NCF) and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.

The top three performing loans represent 9.6% of the pool. The
largest loan is the Lincoln Road Retail Loan ($49.0 million --
4.0% of the pool), which is secured by a 53,200 square feet (SF)
of retail space located in Miami Beach, Florida. The collateral
consists of three non-adjacent properties located on Lincoln Road,
a primary dining and shopping district in South Beach. Performance
has been stable since last review. As of March 2012, the property
was 91% leased, the same as at last review. The loan is interest
only for the full term. Moody's LTV and stressed DSCR are 129% and
0.75X, respectively, compared to 121% and 0.80X at last review.

The second largest loan is the Gettysburg Village Loan ($40.5
million -- 3.3% of the pool), which is secured by a 310,285 SF
outlet center located in Gettysburg, Pennsylvania. The property
benefits from a low tenant concentration with no tenant accounting
for more than 5% of the net rentable area (NRA). As of March 2012,
the property was 97% leased compared to 92% at last review; of the
97% leased space, 7% consists of month-to-month tenancy.
Approximately 17% of the NRA expires in 2012; the borrower is
currently in negotiations with tenants leasing these spaces for
lease renewals. Although occupancy increased, property performance
declined due to lower rental revenue. Moody's LTV and stressed
DSCR are 118% and 0.85X, respectively, compared to 118% and 0.85X
at last review.

The third largest conduit loan is the 75 Maiden Lane Loan ($29.1
million -- 2.4% of the pool), which is secured by a 172,000 SF
Class B office building located in the downtown Manhattan
neighborhood of New York City. As of March 2012, the property was
94% leased compared to 87% leased at last review. Although
occupancy has increased, property performance has declined due to
a 39% increase in real estate taxes amongst other operating
expense increases. Moody's LTV and stressed DSCR are 111% and
0.93X, respectively, compared to 110% and 0.94X at last review.


CREDIT SUISSE 2006-TFL2: Fitch Raises Rating on 12 Note Classes
---------------------------------------------------------------
Fitch Ratings has upgraded 12 classes and affirmed the remaining
classes from Credit Suisse First Boston Mortgage Securities Corp.,
series 2006-TFL2 (CSFB 2006-TFL2), reflecting Fitch's base case
loss expectation of 1.4% for the pooled classes.  Fitch's
performance expectation incorporates prospective views regarding
commercial real estate market value and cash flow declines.  The
revised Rating Outlooks reflect the increases in credit
enhancement as the result of the pay off/disposition of four loans
since Fitch's last rating action.

Under Fitch's methodology, approximately 62.7% of the pool is
modeled to default in the base case stress scenario, defined as
the 'B' stress.  In this scenario, the modeled average cash flow
decline is 13.3%.  To determine a sustainable Fitch cash flow and
stressed value, Fitch analyzed servicer-reported operating
statements and rent rolls, updated property valuations, and recent
sales comparisons.  Based on improving loan performance as well as
greater stability in commercial real estate fundamentals (as
compared to the recessionary years), Fitch estimates the average
recoveries on the pooled loans will be greater than 95% in the
base case.

The transaction on a pooled level is collateralized by four loans,
three of which are secured by hotels (99%), and one by a
multifamily/condominium project (1.6%).  The Kerzner Portfolio
(74.5%) and NH Krystal Hotel portfolio (8.1%) have loan extensions
through 2014.  Metropolitan Warner Center (0.9%) is expected to
pay off at the July 2012 maturity.  The JW Marriott Starr Pass
(16.5%) remains in maturity default. The transaction's final rated
maturity date is October 2021.

The Kerzner Portfolio is secured by a diverse portfolio of real
estate.  The main collateral interests consist of: 3,023-key
Atlantis Resort and casino, Paradise Island; 600-room all-suite
hotel tower, 495-unit condominium hotel; 40 acres of water
attractions; 106-key One & Only Ocean Club and 18-hole Ocean Club
Golf Course; water treatment and desalinization facility; 63-slip
Marina at Atlantis and associated retail at Marina Village.

For the trailing 12 months ending September 2011, the Atlantis
Resort's occupancy, ADR, and RevPAR were 64%, $310, and $199,
respectively, in line with the 2010 performance of 62.2%, $313,
and $195.  At origination, the issuer anticipated a stabilized
occupancy, ADR and RevPAR of 81%, $323, and $262.  While operating
cash flow for the collateral is below expectations from issuance,
a recent value estimate indicates the collective value of the
collateral would result in full repayment of the rated debt.  A
recent modification of the loan included an extension of the
loan's final maturity for three years through September, 2014.

The JW Marriott Starr Pass consists of a 575-room full-service
hotel and a 27-hole Arnold Palmer-designed championship golf
course, located in Tucson, AZ.  The loan has remained in special
servicing since its initial transfer for imminent default in April
2010.  The loan has underperformed expectations from issuance, and
the Tucson hotel market has lagged the recovery experienced by the
greater U.S. lodging market.  The special servicer is pursuing
foreclosure.

The CSFB 2006-TFL2 trust also includes the non-pooled
Sava/Fundamental Portfolio.  The loan is secured by two portfolios
of health care facilities; the Sava Portfolio (86% of allocated
loan amount) and the Fundamental Portfolio (14%).  The collateral
is comprised of over 150 skilled nursing facilities; mixed-use
facilities, long-term care hospitals, and assisted living.  The
properties are located in over 20 states, the largest
concentration of which lies in Texas.  The portfolio has
demonstrated stable performance since issuance, and servicer-
reported cash flows indicate the portfolio's net operating income
(NOI) is approximately 22% above Fitch's stressed cash flow from
securitization.

Fitch upgrades the following classes and revises or assigns Rating
Outlooks and Recovery Estimates as indicated:

  -- $41 million class B to 'AAAsf' from 'AAsf'; Outlook to Stable
     from Positive;
  -- $41 million class C to 'AAAsf' from 'Asf'; Outlook Stable;
  -- $33 million class D to 'AAsf' from 'BBBsf'; Outlook Stable;
  -- $25 million class E to 'Asf' from 'BBBsf'; Outlook Stable;
  -- $19 million class F to 'BBB-sf' from 'BBsf'; Outlook Stable;
  -- $19 million class G to 'BBsf' from 'CCCsf'; assigned Stable
     Outlook;
  -- $19 million class H to 'CCCsf' from 'Csf'; RE 100%;
  -- $20 million class J to 'CCCsf' from 'Csf'; RE 100%;
  -- $22 million class K to 'CCCsf' from 'Csf'; RE 100%;
  -- $35.2 million class KER-C to 'BBBsf' from 'BBsf'; Outlook to
     Stable from Negative;
  -- $43.4 million class KER-D to 'BBB-sf' from 'BBsf'; Outlook to
     Stable from Negative;
  -- $43.7 million class KER-E to 'BBsf' from 'Bsf'; Outlook to
     Stable from Negative.

In addition, Fitch affirms the following classes and revises the
Rating Outlooks and Recovery Estimates as indicated:

  -- $217.1 million class A-2 at 'AAAsf'; Outlook Stable;
  -- $56.4 million class KER-A at 'A-sf'; Outlook to Stable from
     Negative;
  -- $40.2 million class KER-B at 'BBBsf'; Outlook to Stable from
     Negative;
  -- $58.1 million class KER-F at 'CCCsf'; RE 100%;
  -- $1.1 million class MW-A at 'Bsf'; Outlook Stable;
  -- $671,129 class MW-B at 'Bsf; Outlook Stable;
  -- $3.1 million class NHK-A at 'CCCsf'; RE 100%;
  -- $16.1 million class L at 'Dsf'; RE 40%.

Furthermore, the following classes are affirmed by Fitch, and are
non-pooled components of the trust:

  -- $375.7 million class SV-A1 at 'AAAsf'; Outlook Stable;
  -- $126 million class SV-A2 at 'AAAsf'; Outlook Stable;
  -- $61 million class SV-B at 'AA+sf'; Outlook Stable;
  -- $31 million class SV-C at 'AAsf'; Outlook Stable;
  -- $31 million class SV-D at 'AA-sf'; Outlook Stable;
  -- $30 million class SV-E at 'A+sf'; Outlook Stable;
  -- $31 million class SV-F at 'Asf'; Outlook Stable;
  -- $30 million class SV-G at 'A-sf'; Outlook Stable;
  -- $54 million class SV-H at 'BBB+sf'; Outlook Stable;
  -- $34 million class SV-J at 'BBBsf'; Outlook to Stable from
     Negative;
  -- $39 million class SV-K at 'BBsf';' Outlook to Stable from
     Negative.


DEUTSCHE MORTGAGE 1998-C1: Fitch Affirms 'D' Rating on Cl. K Certs
------------------------------------------------------------------
Fitch Ratings has affirmed all classes of Deutsche Mortgage &
Asset Receiving Corporation (DMARC 1998-C1) commercial mortgage
pass-through certificates, series 1998-C1.

Fitch's affirmations are the result of stable performance and
sufficient credit enhancement to offset concentration risk and
adverse selection with twenty-four loans remaining in the pool.
Fitch modeled losses of 9.0% of the remaining pool; modeled losses
of the original pool are at 5.3%, including losses already
incurred to date.

As of the June 2012 distribution date, the transaction has paid
down 96% to $72 million from $1.8 billion at issuance.  Twenty-
four loans remain in the transaction, of which one (8.1%) is in
special servicing and five are defeased (13.12%). Interest
Shortfalls totaling $14,769,127 are currently affecting classes J
through M.

The largest contributor to Fitch modeled losses is secured by a
118,664 square foot (SF) combination retail/entertainment venue
comprised of 75 specialty shops, eight restaurants, and 18 thrill
rides in Kissimmee, FL.  The loan transferred to the special
servicer in February 2012 due to monetary default.  As of third-
quarter 2011 the DSCR was .70x and the occupancy as of November
2011 was 87%. The special servicer is currently dual tracking
workout negotiations with the foreclosure process.

Fitch affirms the following classes and assigns Recovery Estimates
(RE) as indicated:

  -- $16.1 million class G at 'AAsf'; Outlook Stable;
  -- $18.2 million class H at 'BBB-sf'; Outlook Stable;
  -- $22.7 million class J at 'B+sf'; Outlook Negative;
  -- $15.2 million class K at 'Dsf'; RE 65%.

Fitch does not rate class M.  Classes A-1, A-2, B, C, D, E, and F
have all paid in full.


DLJ COMMERCIAL 1998-CG1: Fitch Affirms B- Rating on Cl. B-7 Certs.
------------------------------------------------------------------
Fitch Ratings has affirmed all classes of DLJ Commercial Mortgage
Corp.'s commercial mortgage pass-through certificates, series
1998-CG1.

The affirmations are the result of stable performance and
sufficient credit enhancement to offset Fitch expected losses.
Fitch's modeled losses are 4.45% of the remaining pool; modeled
losses of the original pool are at 1.43%, including losses already
incurred to date.

As of the June 2012 distribution date, the pool's aggregate
principal balance has been reduced by 90.6% to $147.7 million from
$1.56 billion at issuance.  Forty loans remain in the transaction,
of which three (9.2%) are in special servicing.  Interest
shortfalls totaling $1,456,929 are currently affecting class C.
Seven loans (37.6%) have been fully defeased.

The largest contributor to Fitch modeled losses is a loan (2.7%)
secured by a 166-room limited service hotel located in Lancaster,
PA.  The property has not generated sufficient cash flow to
service the debt for several years but remains current.  In
addition, the hotel has been operating without a corporate
franchise flag since 2008.

The second largest contributor to modeled losses is a specially
serviced loan (2.3%) secured by a 59,238 square foot (sf) retail
shopping center located in Casselberry, FL, about 20 miles north
of Orlando.  The loan was transferred to special servicing in
November 2009 due to monetary default.  A modification of the loan
was completed in February 2012 and the terms included a rate
change from 7% to 6.25%, interest only for two years, maturity
extension to October 2017, and a hard lockbox has been
implemented.

Fitch has affirmed the following classes as indicated:

  -- $14.9 million class B-3 at 'AAA'; Outlook Stable;
  -- $66.5 million class B-4 at 'AAA'; Outlook Stable;
  -- $15.6 million class B-5 at 'AAA'; Outlook Stable;
  -- $27.4 million class B-6 at 'BBB-'; Outlook Stable;
  -- $15.6 million class B-7 at 'B-'; Outlook Stable.

The $7.7 million class C is not rated by Fitch.  Classes A-1A, A-
1B, A-1C, A-2, A-3, A-4, B-1, and B-2 have paid in full.


DLJ COMMERCIAL 1998-CF1: Fitch Affirms 'B-' Rating on B-7 Certs.
----------------------------------------------------------------
Fitch Ratings has affirmed the ratings of DLJ Commercial Mortgage
Corp.'s commercial mortgage pass-through certificates, series
1998-CF1.

The affirmations are a result of the pool's stable performance
following Fitch's prospective review of the potential stresses to
the transaction.  As of the June 2012 distribution date, the
pool's certificate balance has been reduced 93.3% to $56.1million
from $838.8 million at issuance (which includes 1.33% in realized
losses).  There are 20 of the original 168 loans remaining in the
transaction.  Two loans (12.8% of the pool balance) are fully
defeased.  The remaining pool contains a high concentration of
retail properties (73.3%), among which nine loans (35.4%) are
secured by single tenant Walgreen properties.

Fitch modeled losses of 9.3% of the remaining pool; expected
losses based on the original pool size are 1.96%, which also
reflect losses already incurred to date.  Fitch has identified
five loans of concern (37.2%), which includes one loan currently
in special servicing (12%).  Interest shortfalls are affecting
class C.

The specially serviced asset (12% of the pool balance) is a 70,325
square foot (sf) retail center in St. Louis, MO and is the second
largest asset in the pool.  The loan had transferred to special
servicing in November 2009 due to imminent maturity default and
had subsequently matured in December 2009 without repayment.  The
property had converted to real estate owned (REO) via foreclosure
in August 2010.  Upon foreclosure the servicer had retained a
third party asset manager to manage and lease the property.

The property is currently 100% occupied -- a significant
improvement from 64% at year-end (YE) December 2010.  The property
has been listed and continues to be marketed for sale; however
according to the servicer, a pending lease expiration of the
properties third largest tenant (14.79% of the net rentable area
[NRA]) has negatively impacted investor interest.  The servicer is
currently evaluating recently received purchase offers.

The largest loan in the pool (16.1%) is secured by an 114,640sf
retail center in Richfield, MN.  Fitch identified the loan as a
Loan of Concern after Border's Books (previously 22.2% of the
NRA), filed for bankruptcy and subsequently vacated the subject
property in 2011.  The borrower was able to temporarily back-fill
the Borders space with a seasonal items retailer which eventually
vacated in November 2011.  Other major tenants include Toys R Us
(39% NRA) expiring in January 2014; David's Bridal's (10.7% NRA)
lease expiring in November 2016; and Land's End (10% NRA) expiring
in February 2013.

The YE December 2011 servicer-reported debt service coverage ratio
(DSCR) was 0.65 times (x), a significant decline from 1.01x at YE
December 2010.  The loan remains current as of the June 2012
payment date.

Fitch affirms the following classes:

  -- $14.2 million class B-4 at 'AAAsf'; Outlook Stable;
  -- $6.3 million class B-7 at 'B-sf'; Outlook Negative.

Classes B-2, B-5, B-6 and C are not rated by Fitch.  Due to
realized losses, class C has been reduced to $5.61 million from
$16.8 million at issuance. Classes A-1A, A-1B, A-2, A-3, B-1, B-3
and the interest only class CP have paid in full.

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


DLJ COMMERCIAL 1998-CF2: Fitch Affirms 'C' Rating on B-6 Certs.
---------------------------------------------------------------
Fitch Ratings has affirmed four classes of DLJ Commercial Mortgage
Corporation's commercial mortgage pass-through certificates,
series 1998-CF2.

The affirmations are due to sufficient credit enhancement after
consideration of expected losses.  As of the June 2012
distribution date, the pool's certificate balance has been reduced
by 92.4% (including 1.8% in realized losses) to $84.6 million from
$1.1 billion at issuance.

Although credit enhancement has increased, the pool has become
more concentrated.  There are 39 loans remaining, four of which
(26.7% of the pool) are in special servicing.  There are
cumulative interest shortfalls in the amount of $6.1 million
currently affecting classes B-5 through C.

The largest contributor to Fitch-modeled losses (14.9%) is secured
by a hotel located in Louisville, KY.  The loan transferred to
special servicing in October 2009.  The borrower filed bankruptcy
in October 2010 and the special servicer is pursuing a sale of the
property.

The second largest contributor to Fitch-modeled losses (6.8%) is
secured by 93,691 square foot (sf) office park located in Flint
Township, MI.  The loan transferred to special servicing in
January 2009 and the asset is real estate owned (REO).  The
special servicer is focused on stabilizing the occupancy prior to
putting the property up for sale.

Fitch affirms the following classes:

  -- $35 million class B-3 at 'AAAsf'; Outlook Stable;
  -- $11.1 million class B-4 at 'AAsf'; Outlook Stable;
  -- $22.2 million class B-5 at 'BB+sf'; Outlook Negative;
  -- $13.8 million class B-6 at 'Csf'; RE 60%.

Classes A-1A through B-2 have paid in full.  Fitch does not rate
class C.  Fitch previously withdrew the rating on class S.


DSLA MORTGAGE: Moody's Cuts Rating on Cl. A-2B Tranche to 'Caa2'
----------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of four
tranches, upgraded the rating of one tranche, and confirmed the
ratings of four tranches from two RMBS transactions, backed by
Alt-A loans, issued by DSLA.

Ratings Rationale

The actions are a result of the recent performance of Alt-A pools
originated before 2005 and reflect Moody's updated loss
expectations on these pools. The downgrades are a result of
structural features resulting in higher expected losses

for certain bonds than previously anticipated. Particularly, in
shifting interest structures, back-ended liquidations expose the
senior bond holders to tail-end losses. In its current approach,
Moody's captures this risk by running each individual pool through
a variety of loss and prepayment scenarios in the Structured
Finance Workstation(R) (SFW), the cash flow model developed by
Moody's Wall Street Analytics. This individual pool level analysis
incorporates performance variances across the different pools and
the structural nuances of the transaction

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 methodology used in rating
Interest-Only Securities was "Moody's Approach to Rating
Structured Finance Interest-Only Securities" published in February
2012.

Moody's adjusts the methodologies noted above for 1) Moody's
current view on loan modifications 2) small pool volatility.

Loan Modifications

As a result of an extension of the Home Affordable Modification
Program (HAMP) to 2013 and an increased use of private
modifications, Moody's is extending its previous view that loan
modifications will only occur through the end of 2012. It is now
assuming that the loan modifications will continue at current
levels until the end of 2013.

Small Pool Volatility

The above RMBS approach only applies to structures with at least
40 loans and a pool factor of greater than 5%. Moody's can
withdraw its rating when the pool factor drops below 5% and the
number of loans in the deal declines to 40 loans or lower. If,
however, a transaction has a specific structural feature, such as
a credit enhancement floor, that mitigates the risks of small pool
size, Moody's can choose to continue to rate the transaction.

When assigning the final ratings to senior bonds, in addition to
the methodologies described above, Moody's considered the
volatility of the projected losses and timeline of the expected
defaults. For bonds backed by small pools, Moody's also considered
the current pipeline composition as well as any specific loss
allocation rules that could preserve or deplete the
overcollateralization available for the senior bonds at different
pace.

The primary source of assumption uncertainty is the uncertainty in
Moody's central macroeconomic forecast and performance volatility
due to servicer-related issues. The unemployment rate fell from
9.0% in April 2011 to 8.2% in June 2012. Moody's forecasts a
further drop to 7.8% for 2013. Moody's expects house prices to
drop another 1% from their 4Q2011 levels before gradually rising
towards the end of 2013. Performance of RMBS continues to remain
highly dependent on servicer procedures. Any change resulting from
servicing transfers or other policy or regulatory change can
impact the performance of these transactions.

Complete rating actions are as follows:

Issuer: DSLA Mortgage Loan Trust 2004-AR1

Cl. A-2B, Downgraded to Caa2 (sf); previously on Feb 28, 2011
Downgraded to B3 (sf)

Underlying Rating: Downgraded to Caa2 (sf); previously on Feb 28,
2011 Downgraded to B3 (sf)

Financial Guarantor: Ambac Assurance Corporation (Segregated
Account - Unrated)

Cl. A-2A, Upgraded to Baa2 (sf); previously on Jan 31, 2012 Ba1
(sf) Placed Under Review for Possible Downgrade

Cl. X-2, Confirmed at Caa1 (sf); previously on Feb 22, 2012 Caa1
(sf) Placed Under Review Direction Uncertain

Issuer: DSLA Mortgage Loan Trust 2004-AR3

Cl. 1-A1A, Downgraded to A1 (sf); previously on Jan 31, 2012 Aa2
(sf) Placed Under Review for Possible Downgrade

Cl. 1-A1B, Downgraded to Baa2 (sf); previously on Jan 31, 2012 A3
(sf) Placed Under Review for Possible Downgrade

Cl. 2-A1, Confirmed at A3 (sf); previously on Jan 31, 2012 A3 (sf)
Placed Under Review for Possible Downgrade

Cl. 2-A2B, Downgraded to Baa2 (sf); previously on Jan 31, 2012 A3
(sf) Placed Under Review for Possible Downgrade

Cl. X, Confirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf) and Placed Under Review Direction Uncertain

Cl. B-1, Confirmed at Ba3 (sf); previously on Jan 31, 2012 Ba3
(sf) Placed Under Review for Possible Downgrade

A list of these actions including CUSIP identifiers may be found
at http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF291120

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

http://v3.moodys.com/viewresearchdoc.aspx?docid=PBS_SF237256


FFCA 2000-1: Fitch Affirms Ratings on Four Note Classes
-------------------------------------------------------
Fitch Ratings has affirmed four classes of FFCA Secured Lending
Corporation 2000-1 as follows:

  -- Class B at 'Bsf'; Outlook Stable;
  -- Class C at 'CCCsf'; RE 100%;
  -- Class D at 'Csf'; RE 20%;
  -- Class E at 'Dsf' RE 0%.

The affirmations reflect each class of notes' ability to pass
stress case scenarios consistent with the current rating levels.
Additionally, the assigned recovery estimates (RE) represent
Fitch's current expectations of principal payments to the
outstanding balance of the respective notes.

The Stable Outlook assigned to the class B rating reflects Fitch's
view that the current ratings are not expected to change within
the next 12 - 24 months, based on recent performance trends and
available credit enhancement.

Fitch will continue to closely monitor this transaction and may
take additional rating actions in the event of changes in
performance and credit enhancement measures.


FIELDSTONE MORTGAGE: Moody's Confirms 'B1' Rating on M3 Secs.
-------------------------------------------------------------
Moody's Investors Service has confirmed the ratings of two
tranches from one RMBS transaction backed by Subprime loans issued
by Fieldstone Mortgage Investment Trust.

Ratings Rationale

The actions are a result of the recent performance review of
Subprime pools originated before 2005 and reflect Moody's updated
loss expectations on these pools.

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 rating actions reflect recent collateral performance, Moody's
updated loss timing curves and detailed analysis of timing and
amount of credit enhancement released due to step-down. Moody's
captures structural nuances by running each individual pool
through a variety of loss and prepayment scenarios in the
Structured Finance Workstation(R) (SFW), the cash flow model
developed by Moody's Wall Street Analytics. This individual pool
level analysis incorporates performance variations across the
different pools and the structure of the transaction.

The above mentioned approach "Pre-2005 US RMBS Surveillance
Methodology" is 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 is
dependent on the vintage of loan origination (11% for all vintages
2004 and prior). 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 from the 2004 vintage, the
adjusted rate of new delinquency would be 11.11%. 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 0.85 to 2.25 for current delinquencies ranging from less than
10% to greater than 50% respectively. Delinquencies for subsequent
years and ultimate expected losses are projected using the
approach described in the methodology publication listed above.

When assigning the final ratings to senior bonds, in addition to
the methodologies described above, Moody's considered the
volatility of the projected losses and timeline of the expected
defaults. For bonds backed by small pools, Moody's also considered
the current pipeline composition as well as any specific loss
allocation rules that could preserve or deplete the
overcollateralization available for the senior bonds at different
pace.

The above methodology only applies to pools with at least 40 loans
and a pool factor of greater than 5%. Moody's may withdraw its
rating when the pool factor drops below 5% and the number of loans
in the pool declines to 40 loans or lower unless specific
structural features allow for a monitoring of the transaction
(such as a credit enhancement floor).

The primary sources of assumption uncertainty are Moody's central
macroeconomic forecast and performance volatility as a result of
servicer-related activity such as modifications. The unemployment
rate fell from 9.0% in May 2011 to 8.2% in May 2012. Moody's
forecasts a further drop to 7.8% by the end of 2Q 2013. Moody's
expects housing prices to remain stable through the remainder of
2012 before gradually rising towards the end of 2013. Performance
of RMBS continues to remain highly dependent on servicer activity
such as modification-related principal forgiveness and interest
rate reductions. Any change resulting from servicing transfers or
other policy or regulatory change can also impact the performance
of these transactions .

Complete rating actions are as follows:

Issuer: Fieldstone Mortgage Investment Trust 2004-4

Cl. M2, Confirmed at A1 (sf); previously on Jan 31, 2012 A1 (sf)
Placed Under Review for Possible Downgrade

Cl. M3, Confirmed at B1 (sf); previously on Jan 31, 2012 B1 (sf)
Placed Under Review for Possible Downgrade

A list of these actions including CUSIP identifiers may be found
at http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF291381

A list of updated estimated pool losses, sensitivity analysis, and
tranche recovery details 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_SF237255


FLAGSHIP CLO III: Moody's Raises Rating on Class D Notes to 'Ba1'
-----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of the
following notes issued by Flagship CLO III:

U.S.$29,400,000 Class B Second Priority Deferrable Floating Rate
Notes Due September 12, 2016, Upgraded to Aa1 (sf); previously on
December 14, 2011 Upgraded to Aa3 (sf);

U.S.$13,000,000 Class C Third Priority Deferrable Floating Rate
Notes Due September 12, 2016, Upgraded to A2 (sf); previously on
December 14, 2011 Upgraded to Baa2 (sf);

U.S.$10,600,000 Class D Fourth Priority Deferrable Floating Rate
Notes Due September 12, 2016, Upgraded to Ba1 (sf); previously on
December 14, 2011 Upgraded to Ba2 (sf).

Ratings Rationale

According to Moody's, the rating actions taken on the notes are
primarily a result of deleveraging of the senior notes and an
increase in the transaction's overcollateralization ratios since
the rating action in December 2011. Moody's notes that the Class A
Notes have been paid down by approximately $43.3 million or 37.4%
since the last rating action. Based on the latest trustee report
dated June 5, 2012, the Class A, Class B, Class C and Class D
overcollateralization ratios are reported at 188.84%, 134.25%,
119.04% and 108.97%, respectively, versus November 2011 levels of
156.37%, 124.66%, 114.40% and 107.21%, respectively.

Notwithstanding benefits of the deleveraging, Moody's notes that
the credit quality of the underlying portfolio has deteriorated
since the last rating action. Based on the June 2012 trustee
report, the weighted average rating factor is currently 3153
compared to 2897 in November 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 $134 million,
defaulted par of $9.5 million, a weighted average default
probability of 15.69% (implying a WARF of 3088), a weighted
average recovery rate upon default of 50.99%, and a diversity
score of 30. 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.

Flagship CLO III, issued in August 2004, is a collateralized loan
obligation backed primarily by a portfolio of senior secured
loans.

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

Moody's modeled the transaction using a cash flow model based on
the Binomial Expansion Technique, as described in Section 2.3 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% (2470)

Class AR: 0
Class A: 0
Class B: +1
Class C: +2
Class D: +2

Moody's Adjusted WARF + 20% (3705)

Class AR: 0
Class A: 0
Class B: 0
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.

Sources of additional performance uncertainties are described
below:

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

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


FLAGSHIP CREDIT: S&P Rates $7.10MM Class D Subordinate Notes 'BB'
-----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its ratings to
Flagship Credit Auto Trust 2012-1's $109 million auto receivables-
backed notes.

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

"The ratings reflect: The availability of approximately 35.1%,
27.5%, and 21.7% credit support (including excess spread) for the
class B, C, and D notes, respectively, based on stress cash flow
scenarios, which provide approximately 2.5x, 1.9x, and 1.5x
coverage of our 13.75%-14.25% expected cumulative net loss  for
the class A, B, C, and D notes, respectively," S&P said.

The availability of approximately 70.62% hard credit enhancement
at closing for the class A notes.

"While the credit enhancement afforded to this class exceeds our
stressed 'A+' scenario of approximately 2.5x  expected losses, our
rating on the class A notes reflects other limiting factors. The
timely interest and principal payments made under stress cash flow
modeling scenarios that are appropriate to the rating categories,"
S&P said.

"Our expectation that under a moderate ('BBB') stress scenario,
all else being equal, our rating on the class A notes will not be
lowered, and our ratings on the class B, C, and D notes will
remain within two rating categories of the assigned ratings," S&P
said.

"This is within the two-category rating tolerance for 'A', 'BBB',
and 'BB' rated securities, as outlined in our credit stability
criteria (see "Methodology: Credit Stability  Criteria," published
May 3, 2010). The credit enhancement in the form of subordination,
overcollateralization, a reserve account, and excess spread," S&P
said.

The characteristics of the collateral pool being securitized. The
transaction's payment and legal structures.

Ratings Assigned

Flagship Credit Auto Trust 2012-1

Class    Rating        Type            Interest        Amount
                                       rate          (mil. $)
A        A+ (sf)       Senior          Fixed            36.00
B        A (sf)        Subordinate     Fixed            55.00
C        BBB (sf)      Subordinate     Fixed            10.90
D        BB (sf)       Subordinate     Fixed             7.10


GE CAPITAL 2001-1: Fitch Affirms Junk Rating on 3 Cert. Classes
---------------------------------------------------------------
Fitch Ratings affirms GE Capital Commercial Mortgage Corporation
(GECC) commercial mortgage pass-through certificates, series
2001-1.

The rating affirmations reflect stable performance and sufficient
credit enhancement to the rated classes.  There are 12 loans
remaining in the pool; nine loans (80.4%) are Fitch Loans of
Concern, including seven (69.4%) in special servicing.  Fitch
modeled losses of 30.8% of the remaining pool; expected losses of
the original pool balance are at 5.9% including realized losses of
3.7%.

As of the June 2011 distribution date, the pool's aggregate
principal balance has been reduced by approximately 93% to $78.8
million from $1.13 billion at issuance.  Interest shortfalls are
affecting classes I through N with cumulative unpaid interest
totaling $4 million.

The largest contributor to Fitch modeled losses (19.35%) is a 280
key hotel located in Atlanta, GA.  The loan was transferred to the
special servicer in April 2009 due to imminent default.  A
receiver has been appointed to manage the property.  The loan
matured on Nov. 1, 2010.

The second largest contributor to Fitch modeled losses (17.8%) is
a 163,798 square feet (SF) retail property in Federal Way, WA.  It
became a real estate owned (REO) asset in April 2011.  The
property has lost three major tenants due to lease expirations and
bankruptcy filings. The most recent occupancy rate reported by the
servicer is 15%, with two new leases representing 37% under
negotiations.

Fitch affirms the following ratings:

  -- $8 million class F at 'AAAsf'; Outlook Stable;
  -- $14.1 million class G at 'Asf'; Outlook Stable;
  -- $25.4 million class H at 'CCCsf'; RE 100%;
  -- $18.3 million class I at 'CCsf'; RE 5%;
  -- $9.9 million class J at 'Csf'; RE 0%.

Fitch does not rate classes K, L, M, and N.  Classes A-1, A-2, B,
C, D, E and X-2 have paid in full.  Fitch has previously withdrawn
the rating on the interest-only classes X-1.


GRAMERCY REAL 2005-1: Fitch Affirms Rating on All Note Classes
--------------------------------------------------------------
Fitch Ratings has affirmed all classes of Gramercy Real Estate CDO
2005-1, Ltd./LLC (Gramercy 2005-1) reflecting Fitch's base case
loss expectation of 29.2%.  Fitch's performance expectation
incorporates prospective views regarding commercial real estate
market value and cash flow declines.

Since last review, four assets are no longer in the pool,
including one loan that paid in full, two discounted payoffs, and
a mezzanine interest that took a full loss.  Total paydown to
class A-1 from loan payoffs, scheduled amortization, diverted
interest, and asset sales since last review was $73.9 million
resulting in increased credit enhancement to all the rated
classes.  As of the May 2012 trustee report, all
overcollaterization and interest coverage tests are in compliance.

In December 2011, $6.1 million of notes were surrendered to the
trustee for cancellation, including partial amounts of classes E,
F, G and H.

Commercial real estate loans (CREL) comprise the majority of the
collateral.  Approximately 52.7% of the total collateral is whole
loans or A-notes while 8.1% is B-notes, 4.3% mezzanine debt, and
2.9% preferred equity interests.  CMBS represent 29.8% of the
collateral.  Since last review, the average Fitch derived rating
for the underlying CMBS collateral declined to 'BB/BB-'from
'BB+/BB'.  The combined percentage of defaulted loans and assets
of concern has increased to 40.2% from 32.5% at last review.

Under Fitch's methodology, approximately 60% of the portfolio is
modeled to default in the base case stress scenario, defined as
the 'B' stress.  In this scenario, the modeled average cash flow
decline is 12.6% from, generally, year-end 2011 or trailing 12-
month first quarter 2012.  Recoveries are modeled slightly above
average at 51.4% due to the high percentage of senior debt.  The
asset manager provided limited information on the non-cash flowing
properties; Fitch made conservative assumptions in modeling those
loans.

The largest component of Fitch's base case loss expectation is the
modeled losses on the CMBS bond collateral (29.8% of the pool).

The next component of Fitch's base case loss expectation is a
defaulted mezzanine loan (4.3%) secured by ownership interests in
a multifamily property located in New York, NY.  The property
contains over 11,000 residential units and approximately 120,000
square feet of office and retail space.  The sponsors' plan was to
convert the majority of rent controlled units to market rates;
however, the plan has faced significant economic and legal
hurdles.  The loan became delinquent in January 2010.  Fitch
modeled no recovery on this highly leveraged mezzanine position.

The third largest component of Fitch's base case loss expectation
is a whole loan (8.7%) secured by undeveloped land located within
the Coyote Valley of southern San Jose, CA.  The original business
plan was to market the 279 developable acres for lot sales;
however, to date, no sales have occurred.  The loan matured July
2, 2012.  Fitch modeled a substantial loss on this property in its
base case scenario.

This transaction was analyzed according to the 'Surveillance
Criteria for U.S. CREL CDOs and CMBS Large Loan Floating-Rate
Transactions', which applies stresses to property cash flows and
debt service coverage ratio tests to project future default levels
for the underlying portfolio.  Recoveries are based on stressed
cash flows and Fitch's long-term capitalization rates.  The
default levels were then compared to the breakeven levels
generated by Fitch's cash flow model of the CDO under the various
default timing and interest rate stress scenarios, as described in
the report 'Global Criteria for Cash Flow Analysis in CDOs'.  The
breakeven rates for classes A-1 through F pass the cash flow model
at the ratings listed below.

The Stable Outlooks on classes A-1 through D generally reflect the
classes' senior position in the capital structure and cushion in
the modeling.

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

Gramercy 2005-1 is a commercial real estate (CRE) CDO managed by
GKK Manager LLC (GKKM), an affiliate of Gramercy Capital Corp.

Fitch affirms the following classes as indicated:

  -- $315,959,163 class A-1 at 'BBBsf'; Outlook Stable;
  -- $57,000,000 class A-2 at 'BBsf'; Outlook Stable;
  -- $102,500,000 class B at 'BBsf'; Outlook Stable;
  -- $ 47,000,000 class C at 'Bsf'; Outlook Stable;
  -- $ 12,500,000 class D at 'Bsf'; Outlook Stable;
  -- $ 14,993,000 class E at 'Bsf'; Outlook Negative;
  -- $ 15,000,000 class F at 'Bsf'; Outlook Negative;
  -- $ 15,500,000 class G at 'CCCsf'; RE 95%;
  -- $ 27,000,000 class H at 'CCCsf'; RE 10%;
  -- $ 49,500,000 class J at 'CCsf'; RE 0%;
  -- $ 35,000,000 class K at 'CCsf''; RE 0%.


GS MORTGAGE 2006-GSFL: Moody's Affirms 'B3' Rating on H Certs.
--------------------------------------------------------------
Moody's Investors Service affirms five classes of GS Mortgage
Securities Corporation II, Commercial Mortgage Pass-Through
Certificates, Series 2006-GSFL VIII.

Moody's rating action is as follows:

Cl. E, Affirmed at Aaa (sf); previously on Sep 8, 2011 Upgraded to
Aaa (sf)

Cl. F, Affirmed at Baa1 (sf); previously on Sep 8, 2011 Upgraded
to Baa1 (sf)

Cl. G, Affirmed at B2 (sf); previously on Sep 8, 2011 Upgraded to
B2 (sf)

Cl. H, Affirmed at B3 (sf); previously on Sep 8, 2011 Upgraded to
B3 (sf)

Cl. X, Affirmed at B2 (sf); previously on Feb 22, 2012 Downgraded
to B2 (sf)

Ratings Rationale

The affirmation is due to key parameters, including Moody's loan
to value (LTV) ratio and Moody's stressed debt service coverage
ratio (DSCR), remaining within acceptable ranges.

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 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 along with a
rise in investment activity and stabilization in core property
type performance, a consistent upward trend will not be evident
until the volume of investment activity steadily increases,
distressed properties are cleared from the pipeline, and job
creation rebounds. The hotel sector is performing strongly and the
multifamily sector continues to show increases in demand. Moderate
improvements in the office sector continue with minimal additions
to supply. However, office demand is closely tied to employment,
where growth remains slow. Performance in the retail sector has
been mixed with lackluster sales driven by discounting and
promotions. However, rising wages and reduced unemployment, along
with increased consumer confidence, is helping to spur consumer
spending. 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 healthier growth in the US and US growth
decoupling from the recessionary trend in the euro zone, while a
mild recession is expected in 2012. Downside risks remain
significant, although they have moderated compared to earlier this
year. Major downside risks include an increase in the potential
magnitude of the euro area recession, the risk of an oil supply
shock weighing negatively on consumer purchasing power and home
prices, 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, any or all of which
will continue to constrain growth.

The methodologies used in this rating were "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.

In addition, Moody's publishes a weekly summary of structured
finance credit, ratings and methodologies.

Moody's review incorporated the use of the excel-based Large Loan
Model v 8.4. 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. The model
incorporates 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 assessments; 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 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
Remittance Statements. 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 September 8, 2011.

Deal Performance

As of the July 6, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 90% to $65.0
million from $661.2 million at securitization. The Certificates
are collateralized by one mortgage loan.

The pool has not experienced losses to date and there are no
interest shortfalls.

The 4400-4460 Rosewood Drive Loan ($65.0 million; 100% of the
pool) is secured by a campus of eight Class A office buildings
with 1,013,280 square feet of net rentable area (NRA) located in
Pleasanton, California. The largest tenants include AT&T and Ross
Stores. As of December 2011, the occupancy rate was 50% compared
to 51% in December 2010 and 73% at securitization. Net cash flow
has fallen to $1.9 million from $3.7 million in 2010 due to
increased expenses and decreased revenue. Moody's is concerned
about the upcoming November 2012 maturity and the decrease in net
cash flow. The servicer is actively following up with Borrower
regarding their intentions at loan maturity.

The loan was modified in December 2010 which included an extension
through November 2012 and a $10 million paydown. At the time of
the modification, a new appraisal valued the subject at $130
million.

Moody's current LTV is over 100%. Moody's credit assessment is
Caa3.


GS MORTGAGE 2006-RR2: S&P Affirms 'CCC-' Ratings on 3 CMBS Classes
------------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'CCC- (sf)'
ratings on three classes of commercial mortgage-backed securities
(CMBS) pass-through certificates from GS Mortgage Securities Corp.
II's series 2006-RR2 (GSMS 2006-RR2), a U.S. resecuritized real
estate mortgage investment conduit (re-REMIC) transaction.

"At the same time, we removed the ratings from CreditWatch with
negative implications, where we placed them on March 20, 2012. The
affirmations reflect our analysis of the transaction's liability
structure and the credit characteristics of the underlying
collateral using our criteria for rating global collateralized
debt obligations (CDOs) of pooled structured finance assets. The
criteria for rating global CDOs of pooled structured finance
assets include revised assumptions on correlations, recovery
rates, and the collateral's default patterns and default timings.
The criteria also include supplemental stress tests in our
analysis," S&P said.

According to the June 25, 2012, trustee report, GSMS 2006-RR2 was
collateralized by 73 CMBS classes ($709.5 million, 100%) from 55
distinct transactions issued between 1998 and 2006. The
transaction has exposure to 38 CMBS classes from 25 distinct
transactions comprising 54.5% of the collateral pool that Standard
& Poor's has downgraded.

The following three transactions  represent 16.4% of the
downgraded collateral: Greenwich Capital Commercial Funding
Corp.'s series 2005-GG5 (classes F &  G; $46.6 million, 6.6%); GS
Mortgage Securities Trust's series 2006-GG6 (classes G, H & J;
$40.0  million, 5.6%); and Wachovia Bank Commercial Mortgage
Trust's series 2005-C20 (class F; $30.0  million, 4.2%). 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 determines necessary

Ratings Affirmed And Removed From Creditwatch Negative

GS Mortgage Securities Corp. II
Commercial mortgage-backed securities pass-through certificates
series 2006-RR2
                       Rating
Class            To               From
A-1              CCC- (sf)        CCC- (sf)/Watch Neg
A-2              CCC- (sf)        CCC- (sf)/Watch Neg
B                CCC- (sf)        CCC- (sf)/Watch Neg


GS MORTGAGE 2007-GKK1: S&P Cuts Rating on A-1 CMBS to 'D(sf)'
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating to 'D (sf)'
from 'CCC- (sf)' on the class A-1 commercial mortgage-backed
securities (CMBS) pass-through certificates from GS  Mortgage
Securities Trust 2007-GKK1 (GSMST 2007-GKK1), a U.S. resecuritized
real estate mortgage investment conduit (re-REMIC) transaction.

"At the same time, we removed the rating from CreditWatch with
negative implications. The downgrade reflects our analysis of the
transaction's liability structure and the credit characteristics
of the underlying collateral using our global criteria for rating
collateralized debt obligations (CDOs) of pooled structured
finance assets," S&P said.

The downgrade also reflects the deferred interest on the class
that we expect will continue for the foreseeable future.

"The global CDOs of pooled structured finance assets criteria
include revisions to our assumptions on correlations, recovery
rates, and the collateral's default patterns and timings," S&P
said.

The criteria also include supplemental stress tests (largest
obligor default test and largest industry default test).

According to the June 21, 2012, trustee report, GSMST 2007-GKK1
was collateralized by 71 CMBS classes ($601.8 million, 100%) from
45 distinct transactions issued between 1998 and 2007.

Approximately 53.1% of the collateral is rated or credit estimated
to be 'D (sf)'.

According to the June trustee report, accumulated deferred
interest totaled $21.9 million and have affected class A-1 and the
classes subordinate to it.

The deferred interest to GSMST 2007-GKK1 resulted from interest
shortfalls on the underlying CMBS certificates, primarily due to
the master servicer's recovery of prior advances, appraisal
subordinate entitlement reductions (ASERs), servicers'
nonrecoverability determinations for advances, and special
servicing fees.

Class A-1 has remaining deferred interest of $772,774 for the most
recent period.   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 determines necessary.


GUGGENHEIM PRIVATE: Fitch Rates Two Note Classes at Low-B
---------------------------------------------------------
Fitch Ratings assigned the following ratings to Guggenheim Private
Debt Fund Note Issuer, LLC (Guggenheim PDFNI) on July 11, 2012:

  -- $292,499,994 class A notes, series A-1, 'Asf'; Outlook
     Stable;

  -- $48,749,993 class B notes, series B-1, 'BBBsf'; Outlook
     Stable;

  -- $60,124,994 class C notes, series C-1, 'BBsf'; Outlook
     Stable;

  -- $40,624,994 class D notes, series D-1, 'Bsf'; Outlook Stable.

The class sizes above are based on $650 million of issuance
proceeds raised at the first funding date.  The transaction also
includes an aggregate $208 million of class E1 notes, class E2
notes and limited liability company membership interests that
together form a first-loss position (the 'first-loss position')
that will not be rated by Fitch.

Rating Rationale

Fitch's analysis focused primarily on a 'Fitch-stressed'
portfolio, which accounts for many of the worst-case portfolio
concentrations permitted by the indenture.  Fitch's cash flow
modeling results indicated performance in-line with the assigned
ratings in all modeling scenarios.  Fitch notes that the
subordination levels available to each class of notes exceed the
levels typically seen on like-rated tranches in recent CLO
issuance, which helps mitigate the significant obligor
concentration and the 'B-/CCC+' credit quality portfolio that
Fitch modeled in its stressed portfolio analysis.  Additionally,
Fitch's analysis assumed assets would pay interest at the minimum
required floating and fixed rate coupon test levels, while the
yield on the middle-market assets that will constitute the
majority of the portfolio will likely exceed these minimum
requirements.  As in most CLOs, excess spread may be used to
redeem principal on the notes if sufficient portfolio
deterioration occurs.

Transaction Summary

Guggenheim PDFNI is a collateralized loan obligation (CLO)
transaction that will initially invest in a portfolio comprised of
a combination of broadly syndicated loans and middle market
private debt investments (PDIs), ultimately migrating to a
portfolio concentrated in middle market PDIs.  The manager,
Guggenheim Partners Investment Management, LLC (GPIM) has raised
approximately $980 million of commitments from investors to fund
the transaction.  The commitments will be drawn upon at three
separate funding dates during the approximately 18-month ramp-up
period.  At each funding date, notes and the first-loss position
in the amount of the issuance proceeds will be issued in
proportions that maintain the relative class sizes of the initial
capital structure (thereby maintaining the initial subordination
levels for each class of notes) as follows:

  -- Class A notes: 45% of capital structure; 55% subordination;

  -- Class B notes: 7.5% of capital structure; 47.5%
     subordination;

  -- Class C notes: 9.25% of capital structure; 38.25%
     subordination;

  -- Class D notes: 6.25% of capital structure; 32% subordination;

  -- First-loss position: 32% of capital structure; 0%
     subordination.

The first funding occurred yesterday at closing and resulted in
$650 million of issuance proceeds, which will be used to purchase
the issuer's initial portfolio of PDIs and broadly syndicated
loans, to pay certain expenses and to fund certain accounts.  The
two subsequent funding dates are expected to occur approximately
nine months and 18 months after close, respectively.  Together,
these subsequent fundings are expected to result in aggregate
draws of no less than $330 million.  The issuer also has the
flexibility to raise an additional $370 million of commitments
during the ramp-up period and issue a commensurate amount of notes
and first-loss position for a total authorized capital structure
of $1.35 billion.  Investors will earn class-specific commitment
fees on the undrawn portions of their commitments.  Fitch will
assess the creditworthiness of the notes at each of the funding
dates.

The manager may reinvest proceeds during the transaction's four-
year reinvestment period.  Fitch's Funds and Asset Managers group
has conducted an operational review on GPIM and views GPIM as an
acceptable manager for the transaction.

Portfolio Concentrations

The degree of portfolio obligor concentration permitted by the
transaction documents vary slightly at each of the three funding
dates.  The largest-permitted concentration in one obligor at the
first funding date is 14% of the funded amount, with this figure
decreasing to 13.5% and 12% at the second and third funding dates,
respectively.  The allowable concentration in the five-largest
obligors totals at least 50% of the portfolio at each of the three
funding dates.  If managed to the highest permitted obligor
concentrations, Fitch estimates the portfolio could consist of as
few as 19, 22, and 24 obligors at each of the three funding dates,
respectively.  The degree of permitted obligor concentration is
greater than what Fitch has seen in recent CLO issuance, and has
been incorporated into Fitch's stressed portfolio analysis.  The
transaction's other portfolio covenants, such as a 30% 'CCC'-rated
bucket and specified industry concentration limitations, are
static at each funding date.  Furthermore, the issuer is
covenanted to maintaining an average recovery rating in the
underlying portfolio equivalent to an 'RR3' on Fitch's recovery
rating scale (40% recovery assumption in 'Asf' scenario),
targeting a minimum level of expected recoveries in the event of
collateral defaults.

Fitch Analysis

Analysis was conducted on a Fitch-stressed portfolio, which was
created by Fitch and designed to address the impact of the most
prominent risk-presenting concentration allowances and targeted
test levels to ensure that the transaction's expected performance
is in-line with the ratings assigned.  The Fitch-stressed
portfolio was assumed to contain $630.5 million par amount of
loans, which did not include an assumed $19.5 million 'specified
item' bucket for which Fitch gave no credit.

The assumptions for the Fitch-stressed portfolio reflected the
permitted obligor concentrations on the first funding date and the
maximum 'CCC' bucket as described in the 'Portfolio
Concentrations' section above.  All remaining assets were assumed
to be rated 'B-', and Fitch assumed a weighted average life (WAL)
of 8.5 years on the first funding date, which is the maximum
permitted WAL.  Fitch also maximized the permitted industry
concentrations and assumed the investments are within industries
considered by Fitch to be relatively highly-correlated, thereby
increasing the overall level of correlation in the hypothetical
portfolio.  All assets were assumed to have a Fitch recovery
rating of 'RR3'.

Projected default and recovery statistics of the Fitch-stressed
portfolio were generated using Fitch's portfolio credit model
(PCM). The PCM default rate hurdles were 86%, 80%, 68%, and 58% at
the 'Asf', 'BBBsf', 'BBsf', and 'Bsf' rating levels, respectively.
These PCM outputs were used as inputs into Fitch's proprietary
cash flow model, which was customized to reflect Guggenheim
PDFNI's specific transaction structure.  In the analysis of the
Fitch-stressed portfolio, the cash flow model was also adjusted to
account for possible risk-presenting allowances such as the
maximum permitted amounts of fixed-rate assets and semi-annual-pay
assets (10% each).  The fixed-rate collateral assets were assumed
to pay the minimum weighted average coupon of 8%, while the
floating-rate assets were assumed to pay the minimum floating
spread over LIBOR of 4.25%.

Fitch's cash flow model runs include 12 stress scenarios
encompassing different combinations of default timing and interest
rate stresses, as described in Fitch's cash flow analysis
criteria.  The break-even default rates (BDRs) for each class of
notes in each scenario were compared to the PCM default hurdle
rates at the appropriate rating stresses.  The cash flow analysis
of the Fitch-stressed portfolio demonstrated that each class of
rated notes passed all 12 stress scenarios at levels consistent
with the ratings assigned above, with minimum breakeven cushions
(BDR minus PCM hurdle rate) of 2.2%, 3.1%, 1%, and 1.3% for the
class A, B, C, and D notes, respectively.

Fitch also analyzed a portfolio that was provided by the manager
representing the intended portfolio composition after the first
funding date (the 'indicative portfolio').  The indicative
portfolio identified $557.6 million of investments, with the
remaining $92.4 million of assets to be purchased with the
issuance proceeds yet to be identified.  The identified
investments consist of 31 obligors, with approximately 27.3% rated
in the 'CCC' rating category. Approximately 82.1% of the
identified assets consist of PDIs and 17.9% of broadly syndicated
loans.

As in the analysis of the Fitch-stressed portfolio, projected
default and recovery statistics for the indicative portfolio were
generated using PCM.  The actual collateral attributes, such as
asset maturities and coupons, were used in the analysis of the
indicative portfolio.  The PCM outputs, including default rate
hurdles of 74.5%, 68.7%, 56.5% and 46.6% at the 'Asf', 'BBBsf',
'BBsf', and 'Bsf' rating levels, respectively, were then used as
inputs into Fitch's cash flow model.  The cash flow analysis of
the indicative portfolio indicated performance that compared
favorably to the Fitch-stressed portfolio analysis, as the minimum
breakeven cushions were 23.6%, 16.1%, 17%, and 20.8% for the class
A, B, C, and D notes, respectively.

Finally, standard sensitivity analysis was conducted on the Fitch-
stressed portfolio as described in Fitch's corporate CDO criteria,
with the transaction's performance in these scenarios deemed to be
within the expectations of each respective rating.  Fitch also
analyzed the impact of a reduced WAL and whether a related
decrease of aggregate available excess spread over the lifetime of
the transaction would negatively impact the expected performance
of the notes; the results of this scenario remained consistent
with the assigned ratings.

Each class of notes has been assigned a Stable Outlook due to
Fitch's expectation of steady performance through anticipated
levels of default and the various forms of credit enhancement
available to the notes.  Fitch also notes the degree of cushion
between the cash flow model outputs on the Fitch-stressed
portfolio as compared to the cash flow model outputs from the
indicative portfolio analysis.  The results of the sensitivity
analysis also contributed to Fitch's assignment of Stable Outlooks
on each class of notes.

Legal Analysis

Standard legal opinions and a memorandum of law were reviewed by
Fitch's counsel and were deemed to sufficiently address the
relevant legal issues presented, consistent with the ratings
assigned.

Six of the investors in the transaction will be selling assets to
the portfolio in exchange for cash and/or notes of the issuer.
Five out of the six initial seller/investors are state-chartered
insurance companies and are not eligible to be debtors under the
United States Bankruptcy Code.  For the entity eligible as a
debtor under the bankruptcy code, an opinion of counsel was
provided that the sale of assets into the transaction would be
treated as a true sale, and that the issuer's assets would not be
substantively consolidated with the assets of that entity.  As to
the five state-chartered insurance companies, a memorandum of law
was provided in lieu of a legal opinion, which concluded that the
sale of assets into the transaction by each insurance company
seller would be treated as a true sale, and that the issuer's
assets would not be substantively consolidated with the assets of
such insurance company, under applicable state insurance company
insolvency law.

An assessment of the transaction's representations and warranties
was also completed and found to be consistent with the ratings
assigned to the certificates.  For further information, see
'Guggenheim Private Debt Fund Note Issuer, LLC Representations and
Warranties Appendix', dated July 12, 2012.

Performance Analytics

Fitch expects to have credit views, via either public ratings or
credit opinions, on all of the private debt investments that will
be purchased into the portfolio.  Fitch will rely on the issuer to
provide it with relevant financial information on such borrowers
on an ongoing basis so that Fitch may maintain its ratings on the
transaction.

Fitch will monitor the transaction regularly and as warranted by
events with a review.  Events that may trigger a review include
the following:

  -- Additional funding dates/note issuances;
  -- Portfolio migration;
  -- Breach of concentration limitations or portfolio quality
     covenants;
  -- Future changes to Fitch's rating criteria.

Surveillance analysis is conducted on the basis of the then-
current portfolio.  Fitch's goal is to ensure that the assigned
ratings remain an appropriate reflection of the issued notes'
credit risk.


GULF STREAM 2004-1: Moody's Raises Rating on D Notes From 'Ba2'
---------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of the
following notes issued by Gulf Stream -- Compass 2004-1, Ltd.:

U.S.$20,000,000 Class D Floating Rate Deferrable Notes Due July
15, 2016 (current outstanding balance of $21,204,405), Upgraded to
Baa3 (sf); previously on December 9, 2011 Upgraded to Ba2 (sf).

Ratings Rationale

According to Moody's, the rating actions taken on the notes are
primarily a result of deleveraging of the senior notes and an
increase in the transaction's overcollateralization ratios since
the rating action in December 2011. Moody's notes that the Class A
Notes have been paid down by approximately $28.3 million or 48%
million since the last rating action. Based on the latest trustee
report dated June 4, 2012, the Senior Overcollateralization Ratio
is reported at 298.90% versus a November 2011 level of 203.20%.

Moody's notes that the Class D Notes continue to defer interest
due to a Loss Replenishment feature that diverts interest to the
principal collection account. However, since the last rating
action in November 2011, the Loss Replenishment Amount (LRA)
continues to be reduced. The Loss Replenishment Amount is $5.9
million versus $7.6 million in December 2011. Once the LRA is
reduced to $0 the Class D Notes are expected to resume interest
payments.

Additionally, Moody's notes that the underlying portfolio includes
a number of investments in securities that mature after the
maturity date of the notes. According to the trustee report dated
June 4, 2012, securities that mature after the maturity date of
the notes currently make up approximately 5.6% of the underlying
portfolio. These investments potentially expose the notes to
market risk in the event of liquidation at the time of the notes'
maturity.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011, key model inputs used by
Moody's in its analysis, such as par, weighted average rating
factor, diversity score, and weighted average recovery rate, may
be different from the trustee's reported numbers. In its base
case, Moody's analyzed the underlying collateral pool to have a
performing par and principal proceeds balance of $95.4 million,
defaulted par of $5.4 million, a weighted average default
probability of 16.89% (implying a WARF of 3076), a weighted
average recovery rate upon default of 48.4%, and a diversity score
of 34. 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.

Gulf Stream -- Compass 2004-1, Ltd., issued in August 2004, is a
collateralized loan obligation backed primarily by a portfolio of
senior secured loans.

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

Moody's modeled the transaction using a cash flow model based on
the Binomial Expansion Technique, as described in Section 2.3 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% (2461)

Class A: 0
Class C: 0
Class D: +2

Moody's Adjusted WARF + 20% (3691)

Class A: 0
Class C: 0
Class D: -2

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.

Sources of additional performance uncertainties are described
below :

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

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

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

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


HARBORVIEW MORTGAGE: Moody's Confirms Caa2 Rating on A-X Secs.
--------------------------------------------------------------
Moody's Investors Service has confirmed the ratings of two
tranches from one RMBS transaction, backed by Option ARM loans,
issued by HarborView Mortgage Loan Trust.

Ratings Rationale

The actions are a result of the recent performance review of Alt-A
and Option ARM pools originated before 2005 and reflect Moody's
updated loss expectations on these pools.

The methodologies used in this rating 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 methodology used in rating
Interest-Only Securities was "Moody's Approach to Rating
Structured Finance Interest-Only Securities" published in February
2012.

Moody's adjusts the methodologies noted above for 1) Moody's
current view on loan modifications 2) small pool volatility

Loan Modifications

As a result of an extension of the Home Affordable Modification
Program (HAMP) to 2013 and an increased use of private
modifications, Moody's is extending its previous view that loan
modifications will only occur through the end of 2012. It is now
assuming that the loan modifications will continue at current
levels until the end of 2013.

Small Pool Volatility

The above RMBS approach only applies to structures with at least
40 loans and a pool factor of greater than 5%. Moody's can
withdraw its rating when the pool factor drops below 5% and the
number of loans in the deal declines to 40 loans or lower. If,
however, a transaction has a specific structural feature, such as
a credit enhancement floor, that mitigates the risks of small pool
size, Moody's can choose to continue to rate the transaction.

For pools with loans less than 100, Moody's adjusts its
projections of loss to account for the higher loss volatility of
such pools. For small pools, a few loans becoming delinquent would
greatly increase the pools' delinquency rate.

To project losses on Alt-A pools with fewer than 100 loans,
Moody's first calculates an annualized delinquency rate based on
vintage, number of loans remaining in the pool and the level of
current delinquencies in the pool. For Alt-A and Option Arm pools,
Moody's first applies a baseline delinquency rate of 10% for 2004,
5% for 2003 and 3% for 2002 and prior. Once the loan count in a
pool falls below 76, this rate of delinquency is increased by 1%
for every loan fewer than 76. For example, for a 2004 pool with 75
loans, the adjusted rate of new delinquency is 10.1%. Further, to
account for the actual rate of delinquencies in a small pool,
Moody's multiplies the rate calculated above by a factor ranging
from 0.50 to 2.0 for current delinquencies that range from less
than 2.5% to greater than 30% respectively. Moody's then uses this
final adjusted rate of new delinquency to project delinquencies
and losses for the remaining life of the pool under the approach
described in the methodology publication.

When assigning the final ratings to senior bonds, in addition to
the methodologies described above, Moody's considered the
volatility of the projected losses and timeline of the expected
defaults. For bonds backed by small pools, Moody's also considered
the current pipeline composition as well as any specific loss
allocation rules that could preserve or deplete the
overcollateralization available for the senior bonds at different
pace.

The primary source of assumption uncertainty is the uncertainty in
Moody's central macroeconomic forecast and performance volatility
due to servicer-related issues. The unemployment rate fell from
9.0% in April 2011 to 8.2% in June 2012. Moody's forecasts a
further drop to 7.8% for 2013. Moody's expects house prices to
drop another 1% from their 4Q2011 levels before gradually rising
towards the end of 2013. Performance of RMBS continues to remain
highly dependent on servicer procedures. Any change resulting from
servicing transfers or other policy or regulatory change can
impact the performance of these transactions.

Complete rating actions are as follows

Issuer: HarborView Mortgage Loan Trust 2003-3

Cl. 2A-2, Confirmed at Aaa (sf); previously on Jan 31, 2012 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. A-X, Confirmed at Caa2 (sf); previously on Feb 22, 2012 Caa2
(sf) Placed Under Review Direction Uncertain

A list of these actions including CUSIP identifiers may be found
at http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF291308

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

http://v3.moodys.com/viewresearchdoc.aspx?docid=PBS_SF237256


HELLER FINC'L. 1999PH-1: Fitch Affirms 'D' Rating on Cl. J Certs.
-----------------------------------------------------------------
Fitch Ratings affirms three classes of Heller Financial Commercial
Mortgage Asset Corp. commercial mortgage pass through
certificates, series 1999PH-1.

The affirmations reflect stable performance of the pool and
sufficient credit enhancement after consideration for defeasance
and anticipated paydown from maturing loans.  As of the June 2012
distribution date, the pool's certificate balance has paid down
93.4% to $66.3 million from $1 billion at issuance.

There are 12 remaining loans from the original 190 loans at
issuance.  Of the remaining loans, five loans (27.5%) have
defeased.  Additionally, two loans (6%) are fully amortizing and
six loans (76.7%) are ARD loans.

The largest loan in the pool is a 244,244 sf retail and
entertainment center in North Myrtle Beach, SC (40.3% of the
transaction).  Performance of the property has improved, with
occupancy increasing to 97% as of March 2012 from 91% at YE 2010
and DSCR increasing to 1.21x from 1.09x in the same period.

Fitch affirms the following classes and revises Outlooks as
indicated:

  -- $17.7 million class G at 'AAAsf'; Outlook Stable;
  -- $35.3 million class H at 'A-sf'; Outlook to Stable from
     Negative;
  -- $16.4 million class J at 'Dsf'; RE 80%.

Fitch does not rate class N. Classes A-1, A-2, B, C, D, E and F
have paid in full.  Fitch maintains the rating of 'Dsf, RE 0%' on
classes K, L and M.  Additionally, Fitch has previously withdrawn
the rating of the interest only class X.


HEWETT'S ISLAND: Moody's Lifts Rating on $11-Mil. Notes From Ba1
----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of the
following notes issued by Hewett's Island CLO II, Ltd.:

U.S.$8,000,000 Class A-2A Floating Rate Senior Secured Notes Due
December 15, 2016, Upgraded to Aaa (sf); previously on September
14, 2011, Upgraded to Aa3 (sf);

U.S.$7,000,000 Class A-2B Fixed Rate Senior Secured Notes Due
December 15, 2016, Upgraded to Aaa (sf); previously on September
14, 2011, Upgraded to Aa3 (sf);

U.S.$2,500,000 Class B-1A Floating Rate Deferrable Amortizing
Senior Secured Notes Due December 15, 2016 (current outstanding
balance of $83,333), Upgraded to Aaa (sf); previously on September
14, 2011, Upgraded to Aa1 (sf);

U.S.$7,500,000 Class B-1B Fixed Rate Deferrable Amortizing Senior
Secured Notes Due December 15, 2016 (current outstanding balance
of $250,000), Upgraded to Aaa (sf); previously on September 14,
2011, Upgraded to Aa1 (sf);

U.S.$11,000,000 Class B-2 Deferrable Senior Secured Notes Due
December 15, 2016, Upgraded to Aa3 (sf); previously on September
14, 2011, Upgraded to A3 (sf);

U.S.$11,000,000 Class C Secured Notes Due December 15, 2016,
Upgraded to Baa3 (sf); previously on September 14, 2011, Upgraded
to Ba1 (sf).

Ratings Rationale

According to Moody's, the rating actions taken on the notes are
primarily a result of deleveraging of the senior notes and an
increase in the transaction's overcollateralization ratios since
the rating action in September 2011. Moody's notes that the Class
A-1 Notes have been paid down by approximately $111.6 million or
68% since the last rating action. Based on the latest trustee
report dated June 7, 2012, the Class A, Class B, Class C and Class
D overcollateralization ratios are reported at 138.97%, 124.89%,
113.40% and 105.23%, respectively, versus July 2011 levels of
122.64%, 115.55%, 109.24% and 104.36%, respectively. The
overcollateralization levels reported in the June 2012 trustee
report do not reflect deleveraging of the Class A-1 Notes on the
June 16, 2012 payment date.

Notwithstanding benefits of the deleveraging, Moody's notes that
the credit quality of the underlying portfolio has deteriorated
since the last rating action. Based on the June 2012 trustee
report, the weighted average rating factor is currently 2439
compared to 2213 in July 2011.

The rating upgrades due to deleveraging are limited by the impact
of a correction to Moody's modeling of the Interest Coverage Tests
in its cash flow analysis. The Interest Coverage Tests for the
Class B-2 Notes, Class C Notes and Class D Notes were not modeled
properly during previous rating actions, thereby causing failure
of the Interest Coverage Tests and diversion of the interest and
principal proceeds to deleveraging the Class A-1 Notes. The rating
actions reflect correct modeling of the Interest Coverage Tests
for the Class B-2 Notes, Class C Notes and Class D Notes.

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 $101.6 million,
defaulted par of $10.0 million, a weighted average default
probability of 13.5% (implying a WARF of 2876), a weighted average
recovery rate upon default of 47.54%, and a diversity score of 28.
The default and recovery properties of the collateral pool are
incorporated in cash flow model analysis where they are subject to
stresses as a function of the target rating of each CLO liability
being reviewed. The default probability is derived from the credit
quality of the collateral pool and Moody's expectation of the
remaining life of the collateral pool. The average recovery rate
to be realized on future defaults is based primarily on the
seniority of the assets in the collateral pool. In each case,
historical and market performance trends and collateral manager
latitude for trading the collateral are also factors.

Hewett's Island CLO II, Ltd., issued in December 2004, is a
collateralized loan obligation backed primarily by a portfolio of
senior secured loans.

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

Moody's modeled the transaction using a cash flow model based on
the Binomial Expansion Technique, as described in Section 2.3 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% (2301)

Class A-1: 0
Class A-2A: 0
Class A-2B: 0
Class B-1A: 0
Class B-1B: 0
Class B-2: +2
Class C: +2
Class D: +2

Moody's Adjusted WARF + 20% (3451)

Class A-1: 0
Class A-2A: 0
Class A-2B: 0
Class B-1A: 0
Class B-1B: 0
Class B-2: -2
Class C: -1
Class D: -2

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.

Sources of additional performance uncertainties are described
below:

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

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

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


IMPAC CMB: Moody's Takes Action on $865MM of US Alt-A RMBS
----------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 41
tranches, upgraded the ratings of eight tranches and confirmed the
ratings of 14 tranches from 18 RMBS transactions, backed by Alt-A
loans, issued by Impac.

Ratings Rationale

The actions are a result of the recent performance of Alt-A pools
originated before 2005 and reflect Moody's updated loss
expectations on these pools. The actions taken on the following
transactions also reflect a correction to Moody's prior analysis:
Impac CMB Trust Series 2003-11, 2003-8, 2003-9F, 2004-10, 2004-11,
2004-4, 2004-5, 2004-7, 2004-9 and Impac Secured Assets Corp.
Series 2003-1 and 2003-3. In these transactions, principal is
always distributed pro-rata to the subordinate and senior
tranches. Due to the pro-rata payment, credit enhancement for the
senior bonds erodes over time, and these bonds could be exposed to
tail-end losses. In Moody's prior rating analysis, credit
enhancement to the bonds was not adjusted to reflect the pro-rata
pay structure.

Moody's current cash-flow approach captures the structural nuances
of the transaction by projecting losses to the bonds under a
variety of loss and prepayment scenarios using Structured Finance
Workstation(R) (SFW), the cash flow model developed by Moody's
Wall Street Analytics. The final ratings on the bonds reflect the
estimated losses under the different scenarios.

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.

Moody's adjusts the methodologies noted above for (1) Moody's
current view on loan modifications, (2) small pool volatility, and
(3) bonds that financial guarantors insure.

Loan Modifications

As a result of an extension of the Home Affordable Modification
Program (HAMP) to 2013 and an increased use of private
modifications, Moody's is extending its previous view that loan
modifications will only occur through the end of 2012. It is now
assuming that the loan modifications will continue at current
levels until the end of 2013.

Small Pool Volatility

The above RMBS approach only applies to structures with at least
40 loans and a pool factor of greater than 5%. Moody's can
withdraw its rating when the pool factor drops below 5% and the
number of loans in the deal declines to 40 loans or lower. If,
however, a transaction has a specific structural feature, such as
a credit enhancement floor, that mitigates the risks of small pool
size, Moody's can choose to continue to rate the transaction.

For pools with loans less than 100, Moody's adjusts its
projections of loss to account for the higher loss volatility of
such pools. For small pools, a few loans becoming delinquent would
greatly increase the pools' delinquency rate.

To project losses on Alt-A pools with fewer than 100 loans,
Moody's first calculates an annualized delinquency rate based on
vintage, number of loans remaining in the pool and the level of
current delinquencies in the pool. For Alt-A and Option Arm pools,
Moody's first applies a baseline delinquency rate of 10% for 2004,
5% for 2003 and 3% for 2002 and prior. Once the loan count in a
pool falls below 76, this rate of delinquency is increased by 1%
for every loan fewer than 76. For example, for a 2004 pool with 75
loans, the adjusted rate of new delinquency is 10.1%. Further, to
account for the actual rate of delinquencies in a small pool,
Moody's multiplies the rate calculated above by a factor ranging
from 0.50 to 2.0 for current delinquencies that range from less
than 2.5% to greater than 30% respectively. Moody's then uses this
final adjusted rate of new delinquency to project delinquencies
and losses for the remaining life of the pool under the approach
described in the methodology publication.

Bonds insured by financial guarantors

The credit quality of RMBS that a financial guarantor insures
reflect the higher of the credit quality of the guarantor or the
RMBS without the benefit of the guarantee. As a result, the rating
on the securities is the higher of 1) the guarantor's financial
strength rating and 2) the current underlying rating, which is
what the rating of the security would be absent consideration of
the guaranty. The principal methodology Moody's uses in
determining the underlying rating is the same methodology for
rating securities that do not have financial guaranty, described
earlier.

When assigning the final ratings to senior bonds, in addition to
the methodologies described above, Moody's considered the
volatility of the projected losses and timeline of the expected
defaults. For bonds backed by small pools, Moody's also considered
the current pipeline composition as well as any specific loss
allocation rules that could preserve or deplete the
overcollateralization available for the senior bonds at different
pace.

The primary source of assumption uncertainty is the uncertainty in
Moody's central macroeconomic forecast and performance volatility
due to servicer-related issues. The unemployment rate fell from
9.0% in April 2011 to 8.2% in June 2012. Moody's forecasts a
further drop to 7.8% for 2013. Moody's expects house prices to
drop another 1% from their 4Q2011 levels before gradually rising
towards the end of 2013. Performance of RMBS continues to remain
highly dependent on servicer procedures. Any change resulting from
servicing transfers or other policy or regulatory change can
impact the performance of these transactions.

Complete rating actions are as follows:

Issuer: Impac CMB Trust Series 2002-9F

Cl. A-1, Downgraded to A1 (sf); previously on Mar 30, 2011
Downgraded to Aa3 (sf)

Cl. M-1, Downgraded to Baa1 (sf); previously on Jan 31, 2012 A2
(sf) Placed Under Review for Possible Downgrade

Issuer: Impac CMB Trust Series 2003-11

Cl. 1-A-2, Downgraded to Baa2 (sf); previously on Mar 30, 2011
Downgraded to A3 (sf)

Cl. 1-M-3, Confirmed at B2 (sf); previously on Jan 31, 2012 B2
(sf) Placed Under Review for Possible Upgrade

Issuer: Impac CMB Trust Series 2003-2F

Cl. A-1, Downgraded to A2 (sf); previously on Jan 31, 2012 Aa3
(sf) Placed Under Review for Possible Downgrade

Cl. M-1, Downgraded to Baa3 (sf); previously on Jan 31, 2012 A3
(sf) Placed Under Review for Possible Downgrade

Cl. M-2, Downgraded to B3 (sf); previously on Jan 31, 2012 Ba2
(sf) Placed Under Review for Possible Downgrade

Issuer: Impac CMB Trust Series 2003-4

Cl. 3-A-1, Downgraded to Baa1 (sf); previously on Jan 31, 2012 Aa3
(sf) Placed Under Review for Possible Downgrade

Cl. 3-M-1, Downgraded to Ba2 (sf); previously on Jan 31, 2012 Baa1
(sf) Placed Under Review for Possible Downgrade

Cl. 3-M-2, Confirmed at B2 (sf); previously on Jan 31, 2012 B2
(sf) Placed Under Review for Possible Downgrade

Issuer: Impac CMB Trust Series 2003-8

Cl. 1-A-2, Downgraded to A1 (sf); previously on Jan 31, 2012 Aa3
(sf) Placed Under Review for Possible Downgrade

Cl. 1-M-4, Upgraded to Baa3 (sf); previously on Jan 31, 2012 Ba1
(sf) Placed Under Review for Possible Upgrade

Issuer: Impac CMB Trust Series 2003-9F

Cl. A-1, Downgraded to A1 (sf); previously on Jan 31, 2012 Aa3
(sf) Placed Under Review for Possible Downgrade

Issuer: Impac CMB Trust Series 2004-10

Cl. 1-A-1, Upgraded to B2 (sf); previously on Jan 31, 2012 Caa2
(sf) Placed Under Review for Possible Upgrade

Underlying Rating: Upgraded to B2 (sf); previously on Jan 31, 2012
Caa2 (sf) Placed Under Review for Possible Upgrade

Financial Guarantor: Financial Guaranty Insurance Company (Insured
Rating Withdrawn Mar 25, 2009)

Cl. 1-A-2, Upgraded to Caa3 (sf); previously on Mar 30, 2011
Downgraded to C (sf)

Underlying Rating: Upgraded to Caa3 (sf); previously on Mar 30,
2011 Downgraded to C (sf)

Financial Guarantor: Financial Guaranty Insurance Company (Insured
Rating Withdrawn Mar 25, 2009)

Cl. 3-A-1, Downgraded to Ba1 (sf); previously on Jan 31, 2012 Baa1
(sf) Placed Under Review for Possible Downgrade

Cl. 3-A-2, Downgraded to B1 (sf); previously on Jan 31, 2012 Baa3
(sf) Placed Under Review for Possible Downgrade

Cl. 3-M-1, Downgraded to Caa2 (sf); previously on Jan 31, 2012 B2
(sf) Placed Under Review for Possible Downgrade

Issuer: Impac CMB Trust Series 2004-11 Collateralized Asset-Backed
Bonds, Series 2004-11

Cl. 2-A-1, Confirmed at Caa2 (sf); previously on Jan 31, 2012 Caa2
(sf) Placed Under Review for Possible Upgrade

Issuer: Impac CMB Trust Series 2004-4 Collateralized Asset-Backed
Bonds, Series 2004-4

Cl. 1-A-1, Downgraded to Ba3 (sf); previously on Jan 31, 2012 Baa2
(sf) Placed Under Review for Possible Downgrade

Cl. 1-A-2, Downgraded to Ba1 (sf); previously on Mar 30, 2011
Downgraded to A3 (sf)

Cl. 1-A-3, Downgraded to B3 (sf); previously on Jan 31, 2012 Baa2
(sf) Placed Under Review for Possible Downgrade

Cl. 2-A-1, Downgraded to Ba2 (sf); previously on Jan 31, 2012 A2
(sf) Placed Under Review for Possible Downgrade

Cl. 2-A-2, Downgraded to Ba2 (sf); previously on Jan 31, 2012 A2
(sf) Placed Under Review for Possible Downgrade

Cl. 2-M-1, Downgraded to Caa3 (sf); previously on Jan 31, 2012
Baa2 (sf) Placed Under Review for Possible Downgrade

Cl. 1-M-1, Downgraded to Caa2 (sf); previously on Jan 31, 2012
Baa3 (sf) Placed Under Review for Possible Downgrade

Cl. 1-M-2, Downgraded to Caa3 (sf); previously on Mar 30, 2011
Downgraded to Ba3 (sf)

Cl. 1-M-3, Downgraded to Caa3 (sf); previously on Mar 30, 2011
Downgraded to B2 (sf)

Cl. 1-M-4, Confirmed at Ca (sf); previously on Jan 31, 2012 Ca
(sf) Placed Under Review for Possible Upgrade

Cl. 2-M-2, Downgraded to Ca (sf); previously on Jan 31, 2012 Caa2
(sf) Placed Under Review for Possible Downgrade

Issuer: Impac CMB Trust Series 2004-5 Collateralized Asset-Backed
Bonds, Series 2004-5

Cl. 1-A-1, Downgraded to Baa2 (sf); previously on Mar 30, 2011
Downgraded to A1 (sf)

Cl. 1-A-2, Downgraded to A3 (sf); previously on Mar 30, 2011
Downgraded to Aa3 (sf)

Cl. 1-A-3, Downgraded to Baa3 (sf); previously on Jan 31, 2012 A1
(sf) Placed Under Review for Possible Downgrade

Cl. 1-M-1, Downgraded to Ba2 (sf); previously on Jan 31, 2012 A3
(sf) Placed Under Review for Possible Downgrade

Cl. 1-M-2, Downgraded to B1 (sf); previously on Jan 31, 2012 Baa2
(sf) Placed Under Review for Possible Downgrade

Cl. 1-M-3, Downgraded to B2 (sf); previously on Mar 30, 2011
Downgraded to Baa3 (sf)

Cl. 1-M-4, Downgraded to Caa1 (sf); previously on Mar 30, 2011
Downgraded to B1 (sf)

Cl. 1-M-5, Downgraded to Caa3 (sf); previously on Mar 30, 2011
Downgraded to B2 (sf)

Cl. 1-M-6, Confirmed at C (sf); previously on Jan 31, 2012 C (sf)
Placed Under Review for Possible Upgrade

Issuer: Impac CMB Trust Series 2004-7 Collateralized Asset-Backed
Bonds, Series 2004-7

Cl. 1-A-2, Downgraded to Ba1 (sf); previously on Jan 31, 2012 Baa2
(sf) Placed Under Review for Possible Downgrade

Cl. M-1, Downgraded to B1 (sf); previously on Jan 31, 2012 Ba3
(sf) Placed Under Review for Possible Downgrade

Cl. M-3, Upgraded to Caa3 (sf); previously on Mar 30, 2011
Downgraded to C (sf)

Cl. M-2, Confirmed at B2 (sf); previously on Jan 31, 2012 B2 (sf)
Placed Under Review for Possible Downgrade

Issuer: Impac CMB Trust Series 2004-8 Collateralized Asset-Backed
Bonds, Series 2004-8

Cl. 1-A, Confirmed at Caa2 (sf); previously on Jan 31, 2012 Caa2
(sf) Placed Under Review for Possible Upgrade

Underlying Rating: Confirmed at Caa2 (sf); previously on Jan 31,
2012 Caa2 (sf) Placed Under Review for Possible Upgrade

Financial Guarantor: Financial Guaranty Insurance Company (Insured
Rating Withdrawn Mar 25, 2009)

Cl. 2-A-2, Confirmed at C (sf); previously on Jan 31, 2012 C (sf)
Placed Under Review for Possible Upgrade

Underlying Rating: Confirmed at C (sf); previously on Jan 31, 2012
C (sf) Placed Under Review for Possible Upgrade

Financial Guarantor: Financial Guaranty Insurance Company (Insured
Rating Withdrawn Mar 25, 2009)

Issuer: Impac CMB Trust Series 2004-9 Collateralized Asset-Backed
Bonds, Series 2004-9

Cl. 1-A-1, Downgraded to Ba2 (sf); previously on Mar 30, 2011
Downgraded to Baa3 (sf)

Cl. 1-A-2, Downgraded to Caa3 (sf); previously on Jan 31, 2012 Ba3
(sf) Placed Under Review for Possible Downgrade

Issuer: Impac Secured Assets Corp. Mortgage Pass-Through
Certificates, Series 2002-3

Cl. M-2, Upgraded to Aa1 (sf); previously on Jan 31, 2012 A2 (sf)
Placed Under Review for Possible Upgrade

Issuer: Impac Secured Assets Corp. Mortgage Pass-Through
Certificates, Series 2003-1

Cl. A-1, Downgraded to A2 (sf); previously on Mar 30, 2011
Downgraded to Aa3 (sf)

Cl. M-1, Downgraded to Baa3 (sf); previously on Mar 30, 2011
Downgraded to A3 (sf)

Cl. M-2, Downgraded to B3 (sf); previously on Mar 30, 2011
Downgraded to Ba3 (sf)

Cl. B, Confirmed at Ca (sf); previously on Jan 31, 2012 Ca (sf)
Placed Under Review for Possible Upgrade

Issuer: Impac Secured Assets Corp. Mortgage Pass-Through
Certificates, Series 2003-3

Cl. A-1, Downgraded to A3 (sf); previously on Jan 31, 2012 Aa2
(sf) Placed Under Review for Possible Downgrade

Cl. M-1, Downgraded to Ba2 (sf); previously on Jan 31, 2012 A3
(sf) Placed Under Review for Possible Downgrade

Cl. M-2, Downgraded to Caa2 (sf); previously on Jan 31, 2012 B1
(sf) Placed Under Review for Possible Downgrade

Issuer: Impac Secured Assets Corp. Mortgage Pass-Through
Certificates, Series 2004-1

Cl. A-5, Confirmed at Baa3 (sf); previously on Jan 31, 2012 Baa3
(sf) Placed Under Review for Possible Upgrade

Cl. A-6, Upgraded to A2 (sf); previously on Jan 31, 2012 Baa1 (sf)
Placed Under Review for Possible Upgrade

Cl. M-1, Confirmed at B3 (sf); previously on Jan 31, 2012 B3 (sf)
Placed Under Review for Possible Upgrade

Cl. M-2, Confirmed at C (sf); previously on Jan 31, 2012 C (sf)
Placed Under Review for Possible Upgrade

Issuer: Impac Secured Assets Corp. Mortgage Pass-Through
Certificates, Series 2004-4

Cl. M-1, Confirmed at A3 (sf); previously on Jan 31, 2012 A3 (sf)
Placed Under Review for Possible Upgrade

Cl. M-2, Upgraded to Baa3 (sf); previously on Jan 31, 2012 Ba2
(sf) Placed Under Review for Possible Upgrade

Cl. M-3, Upgraded to B3 (sf); previously on Jan 31, 2012 Caa3 (sf)
Placed Under Review for Possible Upgrade

Cl. M-4, Confirmed at C (sf); previously on Jan 31, 2012 C (sf)
Placed Under Review for Possible Upgrade

A list of these actions including CUSIP identifiers may be found
at http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF291222

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

http://v3.moodys.com/viewresearchdoc.aspx?docid=PBS_SF237256


KHALEEJ II: S&P Lowers Rating on Class A Notes to 'D(sf)'
---------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on the class
A notes from Khaleej II CDO Ltd. to 'D (sf)' from 'CC (sf)'.
Khaleej II CDO Ltd. is a collateralized debt obligation (CDO)
transaction backed by hybrid mezzanine structured finance
assets. The downgrade reflects the transaction's inability to pay
the interest and principal due for the class A notes, as of the
June 18, 2012, liquidation  report.

Rating Action

Khaleej II CDO Ltd.
                Rating
Class        To         From
A            D (sf)     CC (sf)

Other Ratings Outstanding

Khaleej II CDO Ltd.
Class        Rating
B            D (sf)
C            D (sf)
D            D (sf)


IMSCI COMMERCIAL: Fitch Issues Presale Report on Several Certs.
---------------------------------------------------------------
Fitch Ratings has issued a presale report on IMSCI Commercial
Mortgage Pass-Through Certificates, series 2012-2.

Fitch expects to rate the transaction and assign Outlooks as
follows:

  -- $141,160,000 class A-1 'AAAsf'; Outlook Stable;
  -- $62,990,000 class A-2 'AAAsf'; Outlook Stable;
  -- $199,752,000a class XP 'AAAsf'; Outlook Stable;
  -- $6,008,000 class B 'AAsf'; Outlook Stable;
  -- $8,406,000 class C 'Asf'; Outlook Stable;
  -- $7,205,000 class D 'BBBsf'; Outlook Stable;
  -- $3,603,000 class E 'BBB-sf'; Outlook Stable;
  -- $3,002,257b class F 'BBsf'; Outlook Stable;
  -- $2,401,806b class G 'Bsf'; Outlook Stable.

a Notional amount and interest only
b Non-offered certificates

The expected ratings are based on information provided by the
issuer as of July 11, 2012.  Fitch does not expect to rate the
following non-offered certificates: the $240,180,593 interest-only
class XC and the $5,404,530 class H.

The certificates represent the beneficial ownership in the trust,
primary assets of which are 31 loans secured by 31 Canadian
commercial properties having an aggregate principal balance of
approximately $240.2 million as of the cutoff date.  The loans
were contributed to the trust by Institutional Mortgage Capital,
LP.

Fitch reviewed a comprehensive sample of the transaction's
collateral, including site inspections on 79.8% of the properties
by balance, cash flow analysis of 91.9%, and asset summary reviews
on 100% of the pool.

The transaction has a Fitch stressed debt service coverage ratio
(DSCR) of 1.12 times (x), a Fitch stressed loan-to-value (LTV) of
102.2%, and a Fitch debt yield of 9%.  Fitch's aggregate net cash
flow represents a variance of 7% to issuer cash flows.
The Master Servicer and Special Servicer will be Midland Loan
Services, N.A., rated 'CMS1' and 'CSS1', respectively, by Fitch.


LB-UBS COMMERCIAL 2000-C3: Fitch Cuts Rating on $16MM Notes to BB
-----------------------------------------------------------------
Fitch Ratings downgrades one distressed class of LB-UBS Commercial
Mortgage Trust, series 2000-C3 commercial mortgage pass-through
certificates.

As of the June 2012 distribution date, the pool's collateral
balance has paid down 97% to $37.7 million from $1.3 billion at
issuance.  Of the 10 remaining loans in the transaction, two are
defeased (27%) and four are specially serviced (58%).

Fitch expected losses of the original pool balance are 3.4%,
including 2.9% in realized losses.  In addition, there is $6
million in outstanding unpaid interest shortfalls to classes J
through P.  The Rating Outlook on class J was revised to Negative
as this class is currently not receiving interest.

Fitch downgrades the following class:

  -- $9.8 million class K to 'Csf' from 'CCsf'; RE 40%.

Fitch also affirms the following classes and revises Outlooks as
indicated:

  -- $20.9 million class H at 'Asf'; Outlook Stable;
  -- $16.3 million class J at 'BBsf'; Outlook to Negative from
     Positive.

Classes A-1, A-2, B,C,D,E,F and G have paid in full.  Fitch does
not rate Classes L, M, N and P.

Fitch previously withdrew the rating of the interest only Class X.


LB-UBS COMMERCIAL 2004-C4: Moody's Keeps 'C' Ratings on 6 Certs.
----------------------------------------------------------------
Moody's Investors Service affirmed the ratings of 19 classes of
LB-UBS Commercial Mortgage Pass-Through Certificates, Series 2004-
C4 as follows:

Cl. A-3, Affirmed at Aaa (sf); previously on Jun 11, 2004
Definitive Rating Assigned Aaa (sf)

Cl. A-4, Affirmed at Aaa (sf); previously on Jun 11, 2004
Definitive Rating Assigned Aaa (sf)

Cl. A-1b, Affirmed at Aaa (sf); previously on Jun 11, 2004
Definitive Rating Assigned Aaa (sf)

Cl. B, Affirmed at Aaa (sf); previously on Dec 10, 2010 Confirmed
at Aaa (sf)

Cl. C, Affirmed at Aa1 (sf); previously on Dec 10, 2010 Confirmed
at Aa1 (sf)

Cl. D, Affirmed at Aa2 (sf); previously on Dec 10, 2010 Confirmed
at Aa2 (sf)

Cl. E, Affirmed at A2 (sf); previously on Dec 10, 2010 Downgraded
to A2 (sf)

Cl. F, Affirmed at A3 (sf); previously on Dec 10, 2010 Downgraded
to A3 (sf)

Cl. G, Affirmed at Baa2 (sf); previously on Dec 10, 2010
Downgraded to Baa2 (sf)

Cl. H, Affirmed at Ba2 (sf); previously on Dec 10, 2010 Downgraded
to Ba2 (sf)

Cl. J, Affirmed at Caa2 (sf); previously on Dec 10, 2010
Downgraded to Caa2 (sf)

Cl. K, Affirmed at Ca (sf); previously on Dec 10, 2010 Downgraded
to Ca (sf)

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

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

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

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

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

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

Cl. X, 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 Moody's current base expected loss,
the credit enhancement levels for the affirmed classes are
sufficient to maintain their current ratings.

Moody's rating action reflects a cumulative base expected loss of
5% of the current balance, the same as at last 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 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 along with a
rise in investment activity and stabilization in core property
type performance, a consistent upward trend will not be evident
until the volume of investment activity steadily increases,
distressed properties are cleared from the pipeline, and job
creation rebounds. The hotel sector is performing strongly and the
multifamily sector continues to show increases in demand. Moderate
improvements in the office sector continue with minimal additions
to supply. However, office demand is closely tied to employment,
where growth remains slow. Performance in the retail sector has
been mixed with lackluster sales driven by discounting and
promotions. However, rising wages and reduced unemployment, along
with increased consumer confidence, is helping to spur consumer
spending. 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 healthier growth in the US and US growth
decoupling from the recessionary trend in the euro zone, while a
mild recession is expected in 2012. Downside risks remain
significant, although they have moderated compared to earlier this
year. Major downside risks include an increase in the potential
magnitude of the euro area recession, the risk of an oil supply
shock weighing negatively on consumer purchasing power and home
prices, 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, any or all of which
will continue to constrain growth.

The methodologies used in this rating were "Moody's Approach to
Rating Fusion U.S. CMBS Transactions" published in April 2005,
"Moody's Approach to Rating 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 2.61 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 assessment Moody's value). Conduit model
results at the B2 (sf) level are driven by a paydown analysis
based on the individual loan level Moody's LTV ratio. Moody's
Herfindahl score (Herf), a measure of loan level diversity, is a
primary determinant of pool level diversity and has a greater
impact on senior certificates. Other concentrations and
correlations may be considered in Moody's analysis. Based on the
model pooled credit enhancement levels at Aa2 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade credit assessments is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
credit assessment 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 assessment
level, is incorporated for loans with similar credit assessments
in the same transaction.

The conduit model includes an IO calculator, which uses the
following inputs to calculate the proposed IO rating based on the
published methodology: original and current bond ratings and
credit assessments; original and current bond balances grossed up
for losses for all bonds the IO(s) reference(s) within the
transaction; and 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
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 7 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 8.4 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 August 11, 2011.

Deal Performance

As of the June 15, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 45% to $771.6
million from $1.41 billion at securitization. The Certificates are
collateralized by 74 mortgage loans ranging in size from less than
1% to 34% of the pool, with the top ten loans representing 67% of
the pool. Seven loans, representing 6% of the pool, have defeased
and are secured by U.S. Government securities. The pool contains
two loans with investment grade credit assessments, representing
46% of the pool.

Fourteen loans, representing 22% of the pool, are on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package. As part of its
ongoing monitoring of a transaction, Moody's reviews the watchlist
to assess which loans have material issues that could impact
performance.

Eleven loans have been liquidated from the pool, resulting in a
realized loss of $11.4 million (17% loss severity on average).
Currently three loans, representing 4% of the pool, are in special
servicing. The largest specially serviced loan is the Enterprise
Technology Center Loan ($30.6 million -- 4% of the pool), which is
secured by a 343,600 square foot office park located in Scotts
Valley California. The property was originally developed in 1993
as headquarters for Borland International, a computer software
company, and was converted into a multi tenant building in 2010
when Borland vacated its space. Shortly thereafter, the loan was
transferred to special servicing, and became real estate owned
(REO) in November 2011. Amenities at the property include an
auditorium, dining hall facilities, fitness center, basketball
courts, tennis courts, an Olympic pool, as well as a land
component for additional development. As of March 2012, the
property was 12% leased compared to 65% at last review.

The other two specially serviced loans are secured by unanchored
retail properties located in Minnesota and Georgia. The master
servicer has recognized an aggregate $20.8 million appraisal
reduction for the specially serviced loans. Moody's estimates an
aggregate $25 million loss for the specially serviced loans (75%
expected loss on average).

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

Moody's was provided with full year 2011 operating results for 85%
of the pool. Excluding specially serviced loans, troubled loans
and loans with credit assessments, Moody's weighted average LTV is
84%, the same as at Moody's prior review. Moody's net cash flow
reflects a weighted average haircut of 13% to the most recently
available net operating income. Moody's value reflects a weighted
average capitalization rate of 9.0%.

Excluding special serviced loans, troubled loans and loans with
credit assessments, Moody's actual and stressed DSCRs are 1.36X
and 1.24X, respectively, compared to 1.33X and 1.24X 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 assessment is the Westfield
Shoppingtown Garden State Plaza Loan ($260 million -- 33.7% of the
pool), which represents a 50% pari-passu interest in a first
mortgage loan. The loan is secured by the borrower's interest in
an enclosed 2.0 million square foot (SF) super-regional shopping
mall located in Paramus, New Jersey. The mall is anchored by
Macy's, Nordstrom, J.C. Penney, Neiman Marcus and Lord & Taylor.
As of December 2011, the property was 97% leased compared to 98%
at the prior review. Westfield is the loan sponsor. The loan is
interest-only for its entire 10-year term. Performance improved
since last review due an increase in base rental revenue. Moody's
current credit assessment and stressed DSCR are A1 and 1.58X,
respectively, compared to A1 and 1.52X at last review.

The second loan with a credit assessment is the Town East Mall
Loan ($96.5 million -- 12.5% of the pool) which is secured by a
1.2 million SF regional shopping mall located in Mesquite, Texas.
The mall is anchored by Macy's, Sears, Dillard's and J.C. Penney.
Property performance remains stable. As of December 2011, the
property was 99% leased compared to 97% at the prior review. GGP
is the loan sponsor. Per the GGP bankruptcy this loan was extended
until January 2014. Moody's current credit assessment and stressed
DSCR are Baa2 and 1.58X, respectively, compared to Baa2 and 1.52X
at last review.

The top three performing conduit loans represent 10% of the pool
balance. The largest loan is the Ritz-Carlton Chicago Loan ($37.2
million -- 4.8% of the pool), which is secured by a 435-key luxury
hotel located in Chicago's Magnificent Mile. The hotel portion of
the mixed use property occupies the mid 22 floors, with the
remaining floors being condos and the two ground floors occupied
by restaurants and retail space. At the prior review, Moody's
classified this as a troubled loan due to the poor property
performance. However, since then, performance has significantly
improved due to the increased rooms revenue (+10%) and food and
beverage (+14%) revenue. Overall departmental income has increased
15% in 2011 when compared to 2010 and expenses have remained
relatively similar. Occupancy and RevPar as of December 2011 were
67% and $193, respectively, compared to 64% and $176 at the prior
review. Moody's LTV and stressed DSCR are 77% and 1.4X,
respectively, compared to 177% and 0.61 at the prior review.

The second largest loan is the Park Parthenia Apartments Loan
($21.3 million -- 2.8% of the pool), which is secured by a 399-
unit apartment property located in Northridge, California. The
property's financial performance has remained stable as the
property is subject to rent controlled units. While all units are
not at market levels, tax abatements are in place so long as 20%
of the property is considered affordable housing. As of December
2011, the property was 93% leased, essentially the same at the
prior review. Moody's LTV and stressed DSCR are 75% and 1.30X,
respectively, compared to 73% and 1.09X at last review.

The third largest loan is the Rivercrest Village Loan ($20 million
-- 2.6% of the pool), which is secured by a 328-unit apartment
property located in Sacramento, California. Located about a
quarter mile east of Sacramento State University, the property
historically was about 40% leased to students. Recently student
occupancy has been declining due marketing strategies geared
towards more professionals and families. The occupancy declined to
91% leased as of March 2012 compared to 94% at last review. At the
prior review, Moody's classified this as a troubled loan due to
the poor property performance, however since then performance has
improved due to declines in expenses. The loan matures in 22
months. Moody's LTV and stressed DSCR are 115% and 0.84X,
respectively, compared to 130% and 0.71X at last review.


LEHMAN BROTHERS 1998-C1: Fitch Keeps Dsf Rating on 2 Note Classes
-----------------------------------------------------------------
Fitch Ratings has affirmed all classes of Lehman Brothers (LB)
Commercial Mortgage Trust's commercial mortgage pass-through
certificates, series 1998-C1.

The affirmations are a result of the pools stable performance
following Fitch's prospective review of the potential stresses to
the transaction.  Fitch expects minimal losses to the remaining
pool balance.  As of the June 2012 distribution date, the pool's
certificate balance has been reduced 89% to $189.58 million from
$1.73 billion at issuance (which includes 2.75% in realized
losses).  There are 38 of the original 260 loans remaining in the
transaction.  Eight loans (14%) are fully defeased.

Fitch has identified six loans as Loans of Concern (6.6% of pool
balance), which include one loan currently in special servicing
(2.1%).  Interest shortfalls are affecting classes K, L and M as
of the June 2012 remittance date.

The specially serviced loan (2.1%) is secured by a 194 bed senior
housing facility in Long Beach, NY.  The servicer reported
occupancy at 56% as of November 2011.  The loan had transferred to
special servicing in August 2009 due to monetary default.  The
special servicer is dual tracking foreclosure and working with the
borrower to cure the default.  The borrower is negotiating with a
new third party operator to manage the property and is seeking
refinancing.

The largest loan in the pool is the Ohio Valley Plaza loan
(17.26%) which is secured by a 576,639 square foot retail property
in St. Clairsville, OH.  The property is well located off
interstate 70 directly across from the Ohio Valley Mall.  Anchors
at the subject property include Walmart Super Center (35% net
rentable area [NRA]), Lowe's (23% NRA), and Sam's Club (20% NRA).
The March 2012 rent roll reported occupancy at 98%. Debt service
coverage ratio (DSCR) reported at 1.38 times (x) for year-end
December 2011.

Fitch affirms the following classes:

  -- $30.9 million class E at 'AAAsf'; Outlook Stable;
  -- $51.8 million class F at 'AAAsf'; Outlook Stable;
  -- $34.6 million class G at 'AAAsf'; Outlook Stable;
  -- $17.3 million class H at 'Asf'; Outlook Stable;
  -- $43.2 million class J at 'Bsf'; Outlook Stable;
  -- $11.8 million class K at 'Dsf'; RE 35%;
  -- Class L at 'Dsf'; RE 0%.

Class L and the unrated class M have been reduced to zero due to
realized losses.  Classes A-1, A-2, A-3, B, C, and D have paid in
full.

Fitch previously withdrew the rating on the interest-only class
IO.


MERRILL LYNCH 2004-KEY2: Fitch Cuts Rating on Four Note Classes
---------------------------------------------------------------
Fitch Ratings has downgraded four speculative classes of Merrill
Lynch Mortgage Trust 2004-KEY2.

The downgrades are primarily due to an increase in Fitch expected
losses on the specially serviced loans.  Fitch modeled losses of
7.7% of the remaining pool; expected losses of the original pool
are at 8.5%, including losses already incurred to date.  Fitch has
designated 19 loans (15.1%) as Fitch Loans of Concern, which
includes four specially serviced loans (9.7%).

As of the June 2012 distribution date, the pool's aggregate
principal balance has been reduced by approximately 33.5% to
$739.8 million from $1.12 billion at issuance.  Interest
shortfalls are affecting classes G through Q with cumulative
unpaid interest totaling $2.8 million.

The largest contributor to Fitch modeled losses (2%) is a 59,436
square foot (SF) retail property in Los Angeles, CA.  The loan
transferred to the special servicer in December 2010 due to
monetary default.  The special servicer is working with the
borrower to cure the default while moving forward with
foreclosure.

The second largest contributor to Fitch modeled losses (2.9%) is a
212,804 SF office property in Secaucus, NJ.  The loan was
transferred to the Special Servicer in February 2012 due to
imminent default.  The loan is now over 90 days past due.  As of
the end of 3Q'11, the property was 85.85% occupied.

The third largest contributor to Fitch modeled losses (1.4%) is a
136 unit full service hotel in Providence, RI.  The property has
poor historical performance with debt service coverage ratio
(DSCR) below 1.0x due to soft market conditions.  The loan has
been modified and returned to the master servicer.  As of year-end
(YE) 2011, DSCR was 0.31x with occupancy of 37.5% and RevPar of
$29.47.

Fitch has downgraded the following classes:

  -- $22.3 million class D to 'Bsf' from 'BBsf'; Outlook Stable;
  -- $12.5 million class E to 'CCCsf' from 'Bsf'; RE30%;
  -- $15.3 million class F to 'CCsf' to 'CCCsf; RE0%;
  -- $11.1 million class G to 'Csf' from 'CCsf';RE0%.

Fitch has affirmed the following classes:

  -- $159.3 million class A-1A at 'AAAsf'; Outlook Stable;
  -- $59.6 million class A-2 at 'AAAsf'; Outlook Stable;
  -- $92.1 million class A-3 at 'AAAsf'; Outlook Stable;
  -- $345.7 million class A-4 at 'AAAsf'; Outlook Stable;
  -- $26.5 million class B at 'AAsf'; Outlook Negative;
  -- $8.4 million class C at 'Asf'; Outlook Stable;
  -- $15.3 million class H at 'Csf'; RE0%;
  -- $6.8 million class J at 'Dsf'; RE0%;

Classes K, L, M, N and P have been depleted due to losses and
remain at 'Dsf/RE0%'.  'Class A1 has paid in full.  Fitch does not
rate the classes Q or DA.  Fitch has previously withdrawn the
ratings on the interest-only classes XC and XP.


MERRILL LYNCH 2008-C1: Moody's Lowers Rating on J Certs. to Caa1
----------------------------------------------------------------
Moody's Investors Service downgraded the ratings of six class and
affirmed 22 classes of Merrill Lynch Mortgage Trust Commercial
Mortgage Pass-Through Certificates, Series 2008-C1 as follows:

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

Cl. A-3, Affirmed at Aaa (sf); previously on Mar 9, 2011 Confirmed
at Aaa (sf)

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

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

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

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

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

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

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

Cl. AJ, Affirmed at A2 (sf); previously on Nov 18, 2010 Downgraded
to A2 (sf)

Cl. AJ-A, Affirmed at A2 (sf); previously on Nov 18, 2010
Downgraded to A2 (sf)

Cl. AJ-AF, Affirmed at A2 (sf); previously on Nov 18, 2010
Downgraded to A2 (sf)

Cl. B, Affirmed at A3 (sf); previously on Nov 18, 2010 Downgraded
to A3 (sf)

Cl. C, Affirmed at Baa1 (sf); previously on Nov 18, 2010
Downgraded to Baa1 (sf)

Cl. D, Downgraded to Baa3 (sf); previously on Nov 18, 2010
Downgraded to Baa2 (sf)

Cl. E, Downgraded to Ba1 (sf); previously on Nov 18, 2010
Downgraded to Baa3 (sf)

Cl. F, Downgraded to Ba3 (sf); previously on Nov 18, 2010
Downgraded to Ba2 (sf)

Cl. G, Downgraded to B1 (sf); previously on Nov 18, 2010
Downgraded to Ba3 (sf)

Cl. H, Downgraded to B3 (sf); previously on Nov 18, 2010
Downgraded to B2 (sf)

Cl. J, Downgraded to Caa1 (sf); previously on Nov 18, 2010
Downgraded to B3 (sf)

Cl. K, Affirmed at Caa2 (sf); previously on Nov 18, 2010
Downgraded to Caa2 (sf)

Cl. L, Affirmed at Caa3 (sf); previously on Nov 18, 2010
Downgraded to Caa3 (sf)

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

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

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

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

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

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

Ratings Rationale

The downgrades are due to an increase in expected and realized
losses from specially serviced and troubled loans.

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

Moody's rating action reflects a cumulative base expected loss of
6.7% of the current balance. At last review, Moody's cumulative
base expected loss was 6.6%. Realized losses have increased from
0.8% of the original balance to 1.3% 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 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 along with a
rise in investment activity and stabilization in core property
type performance, a consistent upward trend will not be evident
until the volume of investment activity steadily increases,
distressed properties are cleared from the pipeline, and job
creation rebounds. The hotel sector is performing strongly and the
multifamily sector continues to show increases in demand. Moderate
improvements in the office sector continue with minimal additions
to supply. However, office demand is closely tied to employment,
where growth remains slow. Performance in the retail sector has
been mixed with lackluster sales driven by discounting and
promotions. However, rising wages and reduced unemployment, along
with increased consumer confidence, is helping to spur consumer
spending. 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 healthier growth in the US and US growth
decoupling from the recessionary trend in the euro zone, while a
mild recession is expected in 2012. Downside risks remain
significant, although they have moderated compared to earlier this
year. Major downside risks include an increase in the potential
magnitude of the euro area recession, the risk of an oil supply
shock weighing negatively on consumer purchasing power and home
prices, 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, any or all of which
will continue to constrain growth.

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

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.61 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) level are
driven by property type, Moody's actual and stressed DSCR, and
Moody's property quality grade (which reflects the capitalization
rate used by Moody's to estimate Moody's value). Conduit model
results at the B2 (sf) level are driven by a paydown analysis
based on the individual loan level Moody's LTV ratio. Moody's
Herfindahl score (Herf), a measure of loan level diversity, is a
primary determinant of pool level diversity and has a greater
impact on senior certificates. Other concentrations and
correlations may be considered in Moody's analysis. Based on the
model pooled credit enhancement levels at Aa2 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade credit estimates is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
credit estimate of the loan which corresponds to a range of credit
enhancement levels. Actual fusion credit enhancement levels are
selected based on loan level diversity, pool leverage and other
concentrations and correlations within the pool. Negative pooling,
or adding credit enhancement at the credit estimate level, is
incorporated for loans with similar credit estimates in the same
transaction.

The conduit model includes an IO calculator, 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 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
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 20, the same as at last review.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through 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 August 11, 2011.

Deal Performance

As of the June 14, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 4% to $909.2
million from $948.8 million at securitization. The Certificates
are collateralized by 88 mortgage loans ranging in size from less
than 1% to 16% of the pool, with the top ten loans representing
53% of the pool. One loan, representing 0.3% of the pool, has
defeased and is secured by U.S. Government securities.

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

Four loans have been liquidated from the pool, resulting in an
aggregate realized loss of $11.9 million (60% loss severity on
average). Five loans, representing 5% of the pool, are currently
in special servicing. The largest specially serviced loan is the
2550 North Hollywood Way Loan ($19.1 million -- 2.1% of the pool),
which is secured by a 88,063 square foot (SF) office building
located in Burbank, California. The loan transferred to special
servicing in November 2011 when the borrower indicated its
unwillingness to fund any future leasing costs or debt service
shortfalls. Tenants representing 24% of the net rentable area
(NRA) are due to expire in 2012 and the special servicer indicated
several tenants plan to vacate or downsize at their upcoming lease
termination. The loan is paid current and the borrower and special
servicer are negotiating a loan modification.

The remaining four specially serviced properties are secured by a
mix of property types. Moody's estimates an aggregate $17.0
million loss for the specially serviced loans (38% expected loss
on average).

Moody's has assumed a high default probability for seventeen
poorly performing loans representing 15% of the pool and has
estimated an aggregate $20.7 million loss (16% expected loss on
average) from these troubled loans.

Moody's was provided with full and/or partial year 2011 operating
results for 94% of the pool's non-specially serviced and non-
defeased loans. Excluding specially serviced and troubled loans,
Moody's weighted average LTV is 111% compared to 112% at Moody's
prior review. Moody's net cash flow reflects a weighted average
haircut of 13% to the most recently available net operating
income. Moody's value reflects a weighted average capitalization
rate of 9.8%.

Excluding special serviced and troubled loans, Moody's actual and
stressed DSCRs are 1.27X and 0.98X, respectively, compared to
1.26X and 0.96X at last review. Moody's actual DSCR is based on
Moody's net cash flow (NCF) and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.

The top three conduit loans represent 30% of the pool. The largest
conduit loan is the Farrallon Portfolio Loan ($149.1 million --
16.4% of the pool), which is secured by 273 cross-collateralized
and cross-defaulted mobile home communities located throughout 23
states. The loan represents a 11% pari-passu interest in a $1.35
billion loan. There is subordinate debt of approximately $105.8
million held outside the trust that the borrower agreed to
subordinate as part of the April 2011 modification. The loan was
transferred to special servicing in June 2010 due to the maturity
default of the floating rate portion of the debt, which is held
outside the trust in BALL 2007-BMB1. Loan modification was
completed in April 2011; the maturities on the floating-rate and
fixed-rate portions of the loan were extended to August 2015 and a
2-year extension option was granted. Other key modification terms
include capture of all excess cash above debt-service on a
quarterly basis and the remittance of net proceeds from home and
note sales to the lender. Moody's LTV and stressed DSCR are 112%
and 0.89X, respectively, compared to 115% and 0.87X at last
review.

The second largest loan is the Apple Hotel Portfolio Loan ($63.1
million -- 6.9% of the pool), which is secured by a portfolio of
27 limited service and extended stay hotels located across 14
states. The loan represents a 18.3% pari-passu interest in a
$344.85 million loan. Performance has improved since last review
due to an approximate 5% increase in NOI. In 2011, the pool's
revenue per available room (RevPAR) was $78.53 compared to $75.39
at last review. Moody's LTV and stressed DSCR are 122% and 1.00X,
respectively, compared to 130% and 0.93X at last review.

The third largest loan is the Arundel Mills Loan ($62.8 million --
6.9% of the pool), which is secured by a 1.3 million square foot
retail center located in Hanover, Maryland. The loan represents a
16.7% pari-passu interest in a $377 million loan. As of December
2011, the in-line mall space was 98% leased compared to 95% at
last review. In-line sales for comparable stores less than 10,000
square feet were $375 in 2010. Net operating income (NOI)
increased by slightly in 2011 due to an increase in base rent. The
sponsor is Simon Property Group. The loan is benefitting from
amortization and matures in August 2014. Moody's LTV and stressed
DSCR are 116% and 0.84X, respectively, compared to 117% and 0.84X
at last review.


MKP CBO III: Fitch Affirms 'Dsf' Rating on $45MM Class B Notes
--------------------------------------------------------------
Fitch Ratings has affirmed three classes of notes issued by MKP
CBO III, Ltd. (MKP III), as follows:

  -- $18,171,227 class A-2 notes at 'Asf'; Outlook Negative;
  -- $45,000,000 class B notes at 'Dsf';
  -- $14,175,960 class C notes at 'Csf'.

This review was conducted under the framework described in the
report 'Global Rating Criteria for Structured Finance CDOs' using
the Structured Finance Portfolio Credit Model (SF PCM) for
projecting future default levels for the underlying portfolio.
These default levels were then compared to the breakeven levels
generated by Fitch's cash flow model of the CDO under various
default timing and interest rate stress scenarios, as described in
the report 'Global Criteria for Cash Flow Analysis in CDOs'.
Fitch also considered additional qualitative factors into its
analysis to conclude the rating actions for the rated notes.

Since Fitch's last rating action in July 2011, the credit quality
of the underlying collateral has declined further, with
approximately 29% of the portfolio downgraded a weighted average
of 3.6 notches and only 10.7% of the portfolio upgraded a weighted
average of 1.5 notches.  Currently, 81.3% of the portfolio has a
Fitch derived rating below investment grade and 51.4% has a rating
in the 'CCC' rating category or lower, compared to 69.1% and
55.5%, respectively, at last review.

The transaction entered an Event of Default in July 2009 and
subsequently, the majority holders of the class A-2 notes, the
senior most class outstanding at that time, voted to accelerate
the maturity of the transaction.  As a result, since the November
2009 payment date, all principal amortizations and excess interest
proceeds have been diverted to amortize the class A-2 notes, and
will continue to do so until the notes are paid in full.

The affirmation of the class A-2 notes is primarily attributed to
the improved levels of credit enhancement (CE) to the rated notes
resulting from the structural de-leveraging of the transaction,
which in Fitch's view offsets the deterioration in the underlying
portfolio.  Since the last review, approximately $9 million, or
33.1% of the previous outstanding balance, has paid down through
the use of principal proceeds and excess interest.  Approximately
$1.7 million of interest proceeds was used to amortize the notes
over the same time period.  As of the May 2012 distribution date,
$31.8 million, or 63.7%, of the class A-2 notes' original
principal balance has been repaid.

Fitch maintains a Negative Outlook on the class A-2 notes to
reflect the limited cushion in the breakevens to protect the notes
against potential deterioration in the underlying portfolio.
Fitch does not assign Rating Outlooks to classes rated 'CCC' or
below.

The class B notes have been affirmed at 'Dsf' because they have
not received any interest payments since the November 2009 payment
date due to acceleration, and are expected to continue
experiencing interest shortfalls at least until the class A-2
notes are paid in full.  Missed interest constitutes a default for
this non-deferrable class.

Breakeven levels for the class C notes were below SF PCM's 'CCC'
default level, the lowest level of defaults projected by SF PCM.
For this class, Fitch compared the credit enhancement level to the
expected losses from the distressed and defaulted assets in the
portfolio (rated 'CCsf' or lower).  This comparison indicates that
default continues to appear inevitable for this class of notes at
or prior to maturity.

MKP III is a cash flow structured finance collateralized debt
obligation (SF CDO) that closed on April 7, 2004 and is monitored
by MKP Capital Management, LLC.  As per the May 2012 trustee
report, the current portfolio is primarily composed of residential
mortgage-backed securities (64.6%), commercial mortgage-backed
securities (30.2%), SF CDOs (4.9%), and commercial asset-backed
securities (0.3%), all from the 2002 through 2005 vintage
transactions.


MORGAN STANLEY 2004: Moody's Takes Action on $730MM US Alt-A RMBS
-----------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 57
tranches, upgraded the ratings of 2 tranches, and confirmed the
ratings of 23 tranches from 10 RMBS transactions, backed by Alt-A
loans, issued by Morgan Stanley.

Ratings Rationale

The actions are a result of the recent performance review of Alt-A
pools originated before 2005 and reflect Moody's updated loss
expectations on these pools.

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 methodology used in rating
Interest-Only Securities was "Moody's Approach to Rating
Structured Finance Interest-Only Securities" published in February
2012.

The rating action constitute of a number of downgrades as well as
upgrades. The upgrades are due to significant improvement in
collateral performance, and/ or rapid build-up in credit
enhancement due to high prepayments.

The downgrades are a result of deteriorating performance and/or
structural features resulting in higher expected losses for
certain bonds than previously anticipated. For example in shifting
interest structures, back-ended liquidations could expose the
senior bond holders to tail-end losses. The subordinate bonds in
the majority of these deals are currently receiving 100% of their
principal payments, and thereby depleting the dollar enhancement
available to the senior bonds. In its current approach, Moody's
captures this risk by running each individual pool through a
variety of loss and prepayment scenarios in the Structured Finance
Workstation(R) (SFW), the cash flow model developed by Moody's
Wall Street Analytics. This individual pool level analysis
incorporates performance variances across the different pools and
the structural nuances of the transaction

Moody's adjusts the methodologies noted above for 1) Moody's
current view on loan modifications 2) small pool volatility.

Loan Modifications

As a result of an extension of the Home Affordable Modification
Program (HAMP) to 2013 and an increased use of private
modifications, Moody's is extending its previous view that loan
modifications will only occur through the end of 2012. It is now
assuming that the loan modifications will continue at current
levels until the end of 2013.

Small Pool Volatility

The above RMBS approach only applies to structures with at least
40 loans and a pool factor of greater than 5%. Moody's can
withdraw its rating when the pool factor drops below 5% and the
number of loans in the deal declines to 40 loans or lower. If,
however, a transaction has a specific structural feature, such as
a credit enhancement floor, that mitigates the risks of small pool
size, Moody's can choose to continue to rate the transaction.

Moody's has withdrawn the ratings of Morgan Stanley Mortgage Loan
Trust 2004-8AR Loan Group 1 and Loan Group 2 pursuant to published
rating methodologies that allow for the withdrawal of the rating
if the size of the underlying collateral pool at the time of the
withdrawal has fallen below a specified level.

For pools with loans less than 100, Moody's adjusts its
projections of loss to account for the higher loss volatility of
such pools. For small pools, a few loans becoming delinquent would
greatly increase the pools' delinquency rate.

To project losses on Alt-A pools with fewer than 100 loans,
Moody's first calculates an annualized delinquency rate based on
vintage, number of loans remaining in the pool and the level of
current delinquencies in the pool. For Alt-A and Option Arm pools,
Moody's first applies a baseline delinquency rate of 10% for 2004,
5% for 2003 and 3% for 2002 and prior. Once the loan count in a
pool falls below 76, this rate of delinquency is increased by 1%
for every loan fewer than 76. For example, for a 2004 pool with 75
loans, the adjusted rate of new delinquency is 10.1%. Further, to
account for the actual rate of delinquencies in a small pool,
Moody's multiplies the rate calculated above by a factor ranging
from 0.50 to 2.0 for current delinquencies that range from less
than 2.5% to greater than 30% respectively. Moody's then uses this
final adjusted rate of new delinquency to project delinquencies
and losses for the remaining life of the pool under the approach
described in the methodology publication.

When assigning the final ratings to senior bonds, in addition to
the methodologies described above, Moody's considered the
volatility of the projected losses and timeline of the expected
defaults. For bonds backed by small pools, Moody's also considered
the current pipeline composition as well as any specific loss
allocation rules that could preserve or deplete the
overcollateralization available for the senior bonds at different
pace.

The primary source of assumption uncertainty is the uncertainty in
Moody's central macroeconomic forecast and performance volatility
due to servicer-related issues. The unemployment rate fell from
9.0% in April 2011 to 8.1% in April 2012. Moody's forecasts a
further drop to 7.8% for 2013. Moody's expects house prices to
drop another 1% from their 4Q2011 levels before gradually rising
towards the end of 2013. Performance of RMBS continues to remain
highly dependent on servicer procedures. Any change resulting from
servicing transfers or other policy or regulatory change can
impact the performance of these transactions.

Complete rating actions are as follows:

Issuer: Morgan Stanley Mortgage Loan Trust 2004-1

Cl. 1-A-1, Downgraded to Aa2 (sf); previously on Jan 31, 2012 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. 1-A-3, Downgraded to Aa3 (sf); previously on Jan 31, 2012 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. 1-A-5, Downgraded to Aa3 (sf); previously on Jan 31, 2012 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. 1-A-6, Downgraded to A2 (sf); previously on Jan 31, 2012 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. 1-A-7, Downgraded to Baa2 (sf); previously on Jan 31, 2012 Aa1
(sf) Placed Under Review for Possible Downgrade

Cl. 1-A-8, Confirmed at Aaa (sf); previously on Jan 31, 2012 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. 1-A-9, Downgraded to Aa3 (sf); previously on Jan 31, 2012 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. 1-A-10, Downgraded to Aa2 (sf); previously on Jan 31, 2012 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. 1-A-11, Downgraded to Aa3 (sf); previously on Feb 22, 2012 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. 1-A-P, Downgraded to Aa3 (sf); previously on Mar 10, 2011
Confirmed at Aaa (sf)

Cl. 1-A-X, Confirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf) and Placed Under Review for Possible
Downgrade

Cl. 2-A-2, Downgraded to Baa1 (sf); previously on Feb 22, 2012 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. 2-A-4, Downgraded to Baa3 (sf); previously on Jan 31, 2012 Aaa
(sf) Placed Under Review for Possible Downgrade

Underlying Rating: Downgraded to Baa3 (sf); previously on Jan 31,
2012 Aaa (sf) Placed Under Review for Possible Downgrade

Financial Guarantor: Radian Asset Assurance Inc. (Confirmed at
Ba1, Outlook Negative on Apr 17, 2012)

Cl. 2-A-5, Downgraded to Baa1 (sf); previously on Jan 31, 2012 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. 2-A-P, Downgraded to Baa3 (sf); previously on Mar 10, 2011
Confirmed at Aaa (sf)

Cl. 2-A-X, Confirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf) and Placed Under Review for Possible
Downgrade

Issuer: Morgan Stanley Mortgage Loan Trust 2004-10AR

Cl. 1-A, Downgraded to Ba1 (sf); previously on Jan 31, 2012 Baa3
(sf) Placed Under Review for Possible Downgrade

Cl. 2-A-1, Confirmed at Baa3 (sf); previously on Jan 31, 2012 Baa3
(sf) Placed Under Review for Possible Downgrade

Cl. 2-A-2, Confirmed at Baa2 (sf); previously on Jan 31, 2012 Baa2
(sf) Placed Under Review for Possible Downgrade

Cl. 2-A-3, Downgraded to Ba2 (sf); previously on Jan 31, 2012 Baa3
(sf) Placed Under Review for Possible Downgrade

Cl. 3-A, Confirmed at Baa3 (sf); previously on Jan 31, 2012 Baa3
(sf) Placed Under Review for Possible Downgrade

Cl. 3-X, Confirmed at Baa3 (sf); previously on Feb 22, 2012 Baa3
(sf) Placed Under Review for Possible Downgrade

Cl. 4-A, Downgraded to Ba2 (sf); previously on Jan 31, 2012 Baa3
(sf) Placed Under Review for Possible Downgrade

Cl. B-1, Downgraded to Ca (sf); previously on Jan 31, 2012 Caa2
(sf) Placed Under Review for Possible Downgrade

Cl. B-2, Downgraded to C (sf); previously on Mar 10, 2011
Downgraded to Ca (sf)

Issuer: Morgan Stanley Mortgage Loan Trust 2004-11AR

Cl. 1-A-1, Downgraded to Baa3 (sf); previously on Jan 31, 2012 A3
(sf) Placed Under Review for Possible Downgrade

Cl. 1-A-2A, Downgraded to Baa1 (sf); previously on Jan 31, 2012
Aa3 (sf) Placed Under Review for Possible Downgrade

Cl. 1-A-2B, Downgraded to Ba2 (sf); previously on Jan 31, 2012 A3
(sf) Placed Under Review for Possible Downgrade

Cl. 1-X-2, Downgraded to Ba1 (sf); previously on Feb 22, 2012
Downgraded to A3 (sf) and Placed Under Review for Possible
Downgrade

Cl. 1-X-B, Downgraded to C (sf); previously on Feb 22, 2012
Downgraded to Ca (sf)

Issuer: Morgan Stanley Mortgage Loan Trust 2004-2AR

Cl. 1-A, Downgraded to Ba1 (sf); previously on Jan 31, 2012 Baa3
(sf) Placed Under Review for Possible Downgrade

Cl. 2-A, Confirmed at Baa3 (sf); previously on Jan 31, 2012 Baa3
(sf) Placed Under Review for Possible Downgrade

Cl. 3-A, Confirmed at Baa3 (sf); previously on Jan 31, 2012 Baa3
(sf) Placed Under Review for Possible Downgrade

Cl. 4-A, Confirmed at Baa3 (sf); previously on Jan 31, 2012 Baa3
(sf) Placed Under Review for Possible Downgrade

Issuer: Morgan Stanley Mortgage Loan Trust 2004-3

Cl. 1-A-X, Confirmed at Ba3 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf) and Placed Under Review for Possible
Downgrade

Cl. 2-A-1, Downgraded to Ba1 (sf); previously on Mar 10, 2011
Downgraded to Baa1 (sf)

Cl. 2-A-2, Downgraded to Baa3 (sf); previously on Mar 10, 2011
Downgraded to Baa1 (sf)

Cl. 2-A-3, Downgraded to Ba1 (sf); previously on Mar 10, 2011
Downgraded to Baa3 (sf)

Cl. 2-A-4, Downgraded to Ba1 (sf); previously on Jan 31, 2012 Baa3
(sf) Placed Under Review for Possible Downgrade

Underlying Rating: Downgraded to Ba1 (sf); previously on Jan 31,
2012 Baa3 (sf) Placed Under Review for Possible Downgrade

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

Cl. 2-A-6, Confirmed at Baa2 (sf); previously on Jan 31, 2012 Baa2
(sf) Placed Under Review for Possible Downgrade

Cl. 4-A, Confirmed at Baa2 (sf); previously on Jan 31, 2012 Baa2
(sf) Placed Under Review for Possible Downgrade

Cl. C-A-P, Downgraded to Ba2 (sf); previously on Mar 10, 2011
Downgraded to Baa2 (sf)

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

Cl. B-1, Downgraded to Caa2 (sf); previously on Jan 31, 2012 B2
(sf) Placed Under Review for Possible Downgrade

Cl. B-2, Downgraded to C (sf); previously on Mar 10, 2011
Downgraded to Ca (sf)

Issuer: Morgan Stanley Mortgage Loan Trust 2004-5AR

Cl. 1-A-1, Downgraded to Ba3 (sf); previously on Jan 31, 2012 Ba1
(sf) Placed Under Review for Possible Downgrade

Cl. 1-A-2, Downgraded to Ba3 (sf); previously on Jan 31, 2012 Ba1
(sf) Placed Under Review for Possible Downgrade

Cl. 1-A-3, Downgraded to Ba3 (sf); previously on Feb 22, 2012 Ba1
(sf) Placed Under Review for Possible Downgrade

Cl. 2-A, Confirmed at Ba1 (sf); previously on Jan 31, 2012 Ba1
(sf) Placed Under Review for Possible Downgrade

Cl. 3-A-1, Downgraded to Ba1 (sf); previously on Jan 31, 2012 Baa3
(sf) Placed Under Review for Possible Downgrade

Cl. 3-A-2, Confirmed at Ba1 (sf); previously on Jan 31, 2012 Ba1
(sf) Placed Under Review for Possible Downgrade

Cl. 3-A-3, Downgraded to B1 (sf); previously on Jan 31, 2012 Ba1
(sf) Placed Under Review for Possible Downgrade

Cl. 3-A-5, Downgraded to Ba1 (sf); previously on Jan 31, 2012 Baa3
(sf) Placed Under Review for Possible Downgrade

Cl. 4-A, Confirmed at Ba1 (sf); previously on Jan 31, 2012 Ba1
(sf) Placed Under Review for Possible Downgrade

Cl. B-1, Downgraded to Ca (sf); previously on Mar 10, 2011
Downgraded to Caa3 (sf)

Issuer: Morgan Stanley Mortgage Loan Trust 2004-6AR

Cl. 1-A, Upgraded to Baa1 (sf); previously on Jan 31, 2012 Ba1
(sf) Placed Under Review for Possible Upgrade

Cl. 2-A-1, Downgraded to B3 (sf); previously on Mar 10, 2011
Downgraded to B2 (sf)

Cl. 2-A-3, Downgraded to Caa2 (sf); previously on Jan 31, 2012 B2
(sf) Placed Under Review for Possible Downgrade

Cl. 1-M-1, Upgraded to B2 (sf); previously on Jan 31, 2012 Caa3
(sf) Placed Under Review for Possible Upgrade

Cl. 1-M-2, Confirmed at C (sf); previously on Jan 31, 2012 C (sf)
Placed Under Review for Possible Upgrade

Cl. 1-M-3, Confirmed at C (sf); previously on Jan 31, 2012 C (sf)
Placed Under Review for Possible Upgrade

Cl. 1-B-1, Confirmed at C (sf); previously on Jan 31, 2012 C (sf)
Placed Under Review for Possible Upgrade

Cl. 1-B-2, Confirmed at C (sf); previously on Jan 31, 2012 C (sf)
Placed Under Review for Possible Upgrade

Issuer: Morgan Stanley Mortgage Loan Trust 2004-7AR

Cl. 1-A, Downgraded to Caa1 (sf); previously on Mar 10, 2011
Downgraded to Ba3 (sf)

Cl. 2-A-7, Downgraded to Caa1 (sf); previously on Jan 31, 2012 Ba3
(sf) Placed Under Review for Possible Downgrade

Issuer: Morgan Stanley Mortgage Loan Trust 2004-8AR

Cl. 1-A, Withdrawn (sf); previously on Jan 31, 2012 Ba1 (sf)
Placed Under Review for Possible Downgrade

Cl. 1-X, Withdrawn (sf); previously on Feb 22, 2012 Ba1 (sf)
Placed Under Review for Possible Downgrade

Cl. 2-A, Withdrawn (sf); previously on Jan 31, 2012 Ba1 (sf)
Placed Under Review for Possible Downgrade

Cl. 2-X, Withdrawn (sf); previously on Feb 22, 2012 Ba1 (sf)
Placed Under Review for Possible Downgrade

Cl. 3-A, Confirmed at Ba3 (sf); previously on Jan 31, 2012 Ba3
(sf) Placed Under Review for Possible Downgrade

Cl. 4-A-2, Confirmed at Baa3 (sf); previously on Jan 31, 2012 Baa3
(sf) Placed Under Review for Possible Downgrade

Cl. 4-A-5, Downgraded to B1 (sf); previously on Jan 31, 2012 Ba3
(sf) Placed Under Review for Possible Downgrade

Cl. S-B-1, Withdrawn (sf); previously on Mar 10, 2011 Confirmed at
Ca (sf)

Cl. S-B-2, Withdrawn (sf); previously on Mar 10, 2011 Downgraded
to C (sf)

Cl. S-B-4, Withdrawn (sf); previously on Apr 24, 2009 Downgraded
to C (sf)

Issuer: Morgan Stanley Mortgage Loan Trust 2004-9

Cl. 1-A, Downgraded to B2 (sf); previously on Jan 31, 2012 Ba3
(sf) Placed Under Review for Possible Downgrade

Cl. 2-A, Downgraded to B1 (sf); previously on Jan 31, 2012 Ba3
(sf) Placed Under Review for Possible Downgrade

Cl. 3-A-1, Downgraded to B1 (sf); previously on Jan 31, 2012 Ba1
(sf) Placed Under Review for Possible Downgrade

Cl. 3-A-2, Downgraded to Caa1 (sf); previously on Jan 31, 2012 Ba3
(sf) Placed Under Review for Possible Downgrade

Cl. 3-A-3, Downgraded to B2 (sf); previously on Jan 31, 2012 Ba3
(sf) Placed Under Review for Possible Downgrade

Cl. 3-A-4, Downgraded to B2 (sf); previously on Jan 31, 2012 Ba3
(sf) Placed Under Review for Possible Downgrade

Cl. 3-A-5, Downgraded to B2 (sf); previously on Feb 22, 2012 Ba3
(sf) Placed Under Review for Possible Downgrade

Cl. 3-A-6, Downgraded to B2 (sf); previously on Jan 31, 2012 Ba3
(sf) Placed Under Review for Possible Downgrade

Cl. 3-A-X, Downgraded to B1 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf) and Placed Under Review for Possible
Downgrade

Cl. 3-A-P, Downgraded to B3 (sf); previously on Mar 10, 2011
Downgraded to Ba3 (sf)

Cl. 4-A, Downgraded to B2 (sf); previously on Jan 31, 2012 Ba3
(sf) Placed Under Review for Possible Downgrade

Cl. 5-A, Downgraded to B2 (sf); previously on Jan 31, 2012 Ba3
(sf) Placed Under Review for Possible Downgrade

Cl. 5-A-X, Downgraded to Caa1 (sf); previously on Feb 22, 2012 Ba3
(sf) Placed Under Review Direction Uncertain

Cl. 5-A-P, Downgraded to B2 (sf); previously on Mar 10, 2011
Downgraded to Ba3 (sf)

A list of these actions including CUSIP identifiers may be found
at http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF291067

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

http://v3.moodys.com/viewresearchdoc.aspx?docid=PBS_SF237256


MORGAN STANLEY 2004-TOP13: Losses Cues Fitch to Lower Ratings
-------------------------------------------------------------
Fitch Ratings has downgraded three classes of Morgan Stanley
Capital I Trust commercial mortgage pass-through certificates,
series 2004-TOP13.

The downgrades reflect an increase in Fitch losses attributed to
updated valuations of specially serviced loans as well as
performing loans with performance declines.  Fitch modeled losses
of 3.48% of the original pool (including losses of 0.3% incurred
to date). The Negative Rating Outlooks reflect the
underperformance of the largest loans of concern.

As of the June 2012 distribution date, the pool's aggregate
principal balance was $778.5 million, down from $1.2 billion at
issuance.  There are 16 defeased loans (11% of the pool balance).
There are cumulative interest shortfalls currently affecting the
non-rated class P.  There are currently three specially serviced
loans (1.1%) in the pool.

The largest Fitch Loan of Concern is the U.S. Bank Tower loan
(8.4%), which is collateralized by an office building located in
Los Angeles, CA.  Occupancy decreased to 55% as of September 2011
compared to 90.5% at issuance.  This was due to the turnover of
the two largest tenants at the property (combined 38% of NRA) in
2009 and 2010.  The most recent reported debt service coverage
ratio (DSCR) is 1.07x. The loan remains current and is with the
master servicer.  Fitch expects the loan may default at its July
2013 loan maturity, although any losses may be mitigated by the
high quality asset and lower leveraged loan.

The second largest Loan of Concern is a seven multifamily
portfolio (1.6% of the pool, 116 units total) located in the
Allston-Brighton and South End sections of the Boston MSA.  The
majority of the tenants are students and the anticipated September
occupancy is 100%.  However, the 2011 NOI was 69% below what was
originally underwritten at issuance, with a DSCR of 0.39x.  The
loan remains current and is with the master servicer. The loan
matures in October 2018.

Fitch downgrades the following classes as indicated:

  -- $9.1 million class H to 'Bsf' from 'BBsf'; Outlook to
     Negative from Stable;
  -- $9.1 million class J to 'CCCsf' from 'Bsf'; RE 70%;
  -- $3 million class O to 'CCsf' from 'CCCsf'; RE 0%.

Fitch affirms the following classes as indicated:

  -- $46.1 million class A-3 at 'AAAsf'; Outlook Stable;
  -- $589.2 million class A-4 at 'AAAsf'; Outlook Stable;
  -- $31.8 million class B at 'AAAsf'; Outlook Stable;
  -- $12.1 million class C at 'AAAsf''; Outlook Stable;
  -- $24.2 million class D at 'AAsf'; Outlook to Negative from
     Stable;
  -- $12.1 million class E at 'Asf'; Outlook to Negative from
     Stable;
  -- $9.1 million class F at 'BBBsf'; Outlook to Negative from
     Stable;
  -- $10.6 million class G at 'BBsf'; Outlook to Negative from
     Stable;
  -- $3 million class K at 'CCCsf'; RE 0%;
  -- $3 million class L at 'CCCsf'; RE 0%;
  -- $3 million class M at 'CCCsf'; RE 0%;
  -- $4.5 million class N at 'CCCsf'; RE 0%.

Fitch does not rate class P. Classes A-1, A-2 have paid in full.
Fitch previously withdrew the rating on classes X-1 and X-2.


MORGAN STANLEY 2012-C5: Fitch Releases Presale Report on Certs.
---------------------------------------------------------------
Fitch Ratings has issued a presale report on Morgan Stanley Bank
of America Merrill Lynch Trust 2012-C5 Commercial Mortgage Pass-
Through Certificates.

Fitch expects to rate the transaction and assign Outlooks as
follows:

  -- $86,000,000 class A-1 'AAAsf'; Outlook Stable;
  -- $221,800,000 class A-2 'AAAsf'; Outlook Stable;
  -- $149,600,000 class A-3 'AAAsf'; Outlook Stable;
  -- $489,820,000 class A-4 'AAAsf'; Outlook Stable;
  -- $59,204,000b class A-S 'AAAsf'; Outlook Stable;
  -- $32,984,000b class B 'AAsf'; Outlook Stable;
  -- $116,714,000b class PST 'Asf'; Outlook Stable;
  -- $24,526,000b class C 'Asf'; Outlook Stable;
  -- $1,065,628,000a,c class X-A 'AAAsf'; Outlook Stable;
  -- $65,968,000a,c class X-B 'AAsf'; Outlook Stable;
  -- $27,064,000a class D 'BBB+sf'; Outlook Stable;
  -- $49,053,000a class E 'BBB-sf'; Outlook Stable;
  -- $8,457,000a class F 'BBB-sf'; Outlook Stable;
  -- $18,607,000a class G 'BB+sf'; Outlook Stable;
  -- $23,680,000a class H 'Bsf'; Outlook Stable.

a. Privately placed pursuant to Rule 144A.

b. Class A-S, class B, and class C certificates may be exchanged
   for class PST certificates, and class PST certificates may be
   exchanged for class A-S, class B and class C certificates.

c. Notional amount and interest only.

The expected ratings are based on information provided by the
issuer as of July 6, 2012.  Fitch does not expect to rate the
$221,583,509 interest-only class X-C or the $45,670,509 class J.

The certificates represent the beneficial ownership in the trust,
primary assets of which are 72 loans secured by 98 commercial
properties having an aggregate principal balance of approximately
$1.35 billion as of the cutoff date. The loans were contributed to
the trust by Morgan Stanley Mortgage Capital Holdings LLC and Bank
of America, National Association.

Fitch reviewed a comprehensive sample of the transaction's
collateral, including site inspections on 80.5% of the properties
by balance, cash flow analysis of 86%, and asset summary reviews
on 86% of the pool.

The transaction has a Fitch stressed debt service coverage ratio
(DSCR) of 1.15 times (x), a Fitch stressed loan-to-value (LTV) of
102.7%, and a Fitch debt yield of 9.2%.  Fitch's aggregate net
cash flow represents a variance of 5.6% to issuer cash flows.

The Master Servicer and Special Servicer will be Bank of America,
National Association and Midland Loan Services, a Division of PNC
Bank, National Association, rated 'CMS2+' and 'CSS1',
respectively, by Fitch.


MULTI SECURITY: S&P Cuts Rating on Class N Notes to 'D(sf)'
-----------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 11
classes from Multi Security Asset Trust L.P. series 2005-RR4 (MSAT
2005-RR4), a U.S. resecuritized real estate mortgage investment
conduit (re-REMIC) transaction and removed them from CreditWatch
with negative implications.

"At the same time, we affirmed our ratings on three other classes
from the same transaction and removed them from CreditWatch
negative. We subsequently withdrew our rating on the class X-1
interest-only certificates based on our current criteria. We
lowered our rating on class N to 'D (sf)' due to interest
shortfalls that we expect will continue for the foreseeable
future," S&P said.

"The rating actions reflect our analysis of the transaction's
liability structure and the credit characteristics of the
underlying collateral using our criteria for rating global
collateralized debt obligations (CDOs) of pooled structured
finance assets," S&P said.

"The downgrades also reflect results of the largest obligor
default test, part of our supplemental stress test," S&P said.

The largest obligor default test assesses the ability of a rated
CDO of pooled structured finance liability tranche to withstand
the default of a minimum number of the largest credit or obligor
exposures within an asset pool, factoring in the underlying
assets' credit quality. The ratings on classes C through J reflect
the results of the largest obligor test.

"The global CDOs of pooled structured finance assets criteria
include revisions to our assumptions on correlations, recovery
rates, and the collateral's default patterns and timings. The
criteria also include supplemental stress tests (the largest
obligor default test and the largest industry default test)," S&P
said.

According to the June 28, 2012, trustee report, MSAT 2005-RR4 was
collateralized by 19 CMBS classes ($353.7 million, 100%) from
seven distinct transactions issued between 1998 and 2001.

Approximately $63.4 million (17.9%) of the collateral are credit
estimated to be 'D (sf)'.

According to the June trustee report, the transaction had
accumulated interest shortfalls totaling $7.3 million, which had
affected class M and the classes subordinate to it. Class N
reported an accumulated interest shortfall of $255,217 for the
most recent period.

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 determines necessary.

Ratings Lowered and Removed From Creditwatch Negative

Multi Security Asset Trust L.P.
US$740.566 mil commercial mortgage-backed securities
pass-through certificates series 2005-RR4
                 Rating           Rating
Class            To               From
A-3              A+ (sf)          AA- (sf)/Watch Neg
B                BBB- (sf)        BBB+ (sf)/Watch Neg
C                BB+ (sf)         BBB+ (sf)/Watch Neg
D                BB- (sf)         BBB (sf)/Watch Neg
E                B+ (sf)          BBB- (sf)/Watch Neg
F                B- (sf)          BBB- (sf)/Watch Neg
G                CCC+ (sf)        BB+ (sf)/Watch Neg
H                CCC- (sf)        B+ (sf)/Watch Neg
J                CCC- (sf)        B- (sf)/Watch Neg
K                CCC- (sf)        CCC (sf)/Watch Neg
N                D (sf)           CCC- (sf)/Watch Neg

Ratings Affirmed and Removed From Creditwatch Negative

Multi Security Asset Trust L.P.
US$740.566 mil commercial mortgage-backed securities
pass-through certificates series 2005-RR4
                 Rating           Rating
Class            To               From
L                CCC- (sf)        CCC- (sf)/Watch Neg
M                CCC- (sf)        CCC- (sf)/Watch Neg

Rating Affirmed, Removed from Creditwatch Negative, and Withdrawn

Multi Security Asset Trust L.P.
US$740.566 mil commercial mortgage-backed securities
pass-through certificates series 2005-RR4
                 Rating            Rating
Class            To    Interim     From
X-1              NR    AAA (sf)    AAA (sf)/Watch Neg


NOMURA ASSET: Moody's Lowers Rating on Cl. M-2 Tranche to 'Caa2'
----------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of three
tranches from one RMBS transaction, backed by Alt-A loans, issued
by Nomura Asset Acceptance Corporation, Series 2003-A3.

Ratings Rationale

The actions are a result of the recent performance of Alt-A pools
originated before 2005 and reflect Moody's updated loss
expectations on these pools. The actions also reflect a correction
to the prior analysis on this transaction. In this transaction,
principal is distributed pro rata to the subordinate and senior
tranches. Due to the pro-rata payment, credit enhancement for the
senior bonds erodes over time, and these bonds could be exposed to
tail-end losses. In Moody's prior rating analysis, credit
enhancement to the bonds was not adjusted to reflect the pro-rata
pay structure. Moody's current cash-flow approach captures the
structural nuances of the transaction by projecting losses to the
bonds under a variety of loss and prepayment scenarios using
Structured Finance Workstation(R) (SFW), the cash flow model
developed by Moody's Wall Street Analytics. The final ratings on
the bonds reflect the estimated losses under the different
scenarios.

The methodologies used in this rating 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 methodology used in rating
Interest-Only Securities was "Moody's Approach to Rating
Structured Finance Interest-Only Securities" published in February
2012.

Moody's adjusts the methodologies noted above for Moody's current
view on loan modifications

Loan Modifications

As a result of an extension of the Home Affordable Modification
Program (HAMP) to 2013 and an increased use of private
modifications, Moody's is extending its previous view that loan
modifications will only occur through the end of 2012. It is now
assuming that the loan modifications will continue at current
levels until the end of 2013.

When assigning the final ratings to senior bonds, in addition to
the methodologies described above, Moody's considered the
volatility of the projected losses and timeline of the expected
defaults. For bonds backed by small pools, Moody's also considered
the current pipeline composition as well as any specific loss
allocation rules that could preserve or deplete the
overcollateralization available for the senior bonds at different
pace.

The primary source of assumption uncertainty is the uncertainty in
Moody's central macroeconomic forecast and performance volatility
due to servicer-related issues. The unemployment rate fell from
9.0% in April 2011 to 8.2% in June 2012. Moody's forecasts a
further drop to 7.8% for 2013. Moody's expects house prices to
drop another 1% from their 4Q2011 levels before gradually rising
towards the end of 2013. Performance of RMBS continues to remain
highly dependent on servicer procedures. Any change resulting from
servicing transfers or other policy or regulatory change can
impact the performance of these transactions.

Complete rating actions are as follows:

Issuer: Nomura Asset Acceptance Corporation, Alternative Loan
Trust, Series 2003-A3

Cl. A-1, Downgraded to A3 (sf); previously on Jan 31, 2012 Aa3
(sf) Placed Under Review for Possible Downgrade

Cl. M-1, Downgraded to Ba3 (sf); previously on Jan 31, 2012 Baa1
(sf) Placed Under Review for Possible Downgrade

Cl. M-2, Downgraded to Caa2 (sf); previously on Feb 28, 2011
Downgraded to B1 (sf)

A list of these actions including CUSIP identifiers may be found
at http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF291069

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

http://v3.moodys.com/viewresearchdoc.aspx?docid=PBS_SF237256


OAK HILL III: Moody's Raises Rating on Class D Notes From 'Ba1'
--------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of the
following notes issued by Oak Hill Credit Partners III, Ltd.:

U.S.$28,000,000 Class B-1 Senior Secured Deferrable Floating Rate
Notes, Due 2015, Upgraded to Aaa (sf); previously on July 1, 2011
Upgraded to Aa1 (sf);

U.S.$15,000,000 Class B-2 Senior Secured Deferrable Fixed Rate
Notes, Due 2015, Upgraded to Aaa (sf); previously on July 1, 2011
Upgraded to Aa1 (sf);

U.S.$17,500,000 Class C-1 Senior Secured Deferrable Floating Rate
Notes, Due 2015, Upgraded to A1 (sf); previously on July 1, 2011
Upgraded to Baa2 (sf);

U.S.$11,000,000 Class C-2 Senior Secured Deferrable Fixed Rate
Notes, Due 2015, Upgraded to A1 (sf); previously on July 1, 2011
Upgraded to Baa2 (sf);

U.S.$5,000,000 Class D Secured Deferrable Fixed Rate Notes, Due
2015, Upgraded to Baa1 (sf); previously on July 1, 2011 Upgraded
to Ba1 (sf).

Ratings Rationale

According to Moody's, the rating actions taken on the notes are
primarily a result of deleveraging of the senior notes, which
resulted in an increase in the transaction's overcollateralization
ratios since the last rating action in July 2011. Moody's notes
that the Class A-1 Notes have been paid down by approximately 66%
or $95.2 million since the last rating action. Based on the latest
trustee report dated June 1, 2012, the Class A, Class B, Class C
and Class D overcollateralization ratios are reported at 215.75%,
152.49%, 127.68% and 124.14%, respectively, versus June 1, 2011
levels of 161.65%, 132.42%, 118.24% and 116.06%, respectively.

Moody's also notes that the deal has benefited from a slight
improvement in the credit quality of the underlying portfolio
since the last rating action in July 2011. The weighted average
rating factor is currently 2302 compared to 2439 in July 2011, as
calculated by Moody's.

Additionally, Moody's notes that the underlying portfolio includes
a number of investments in securities that mature after the
maturity date of the notes. Based on the June 2012 trustee report,
securities that mature after the maturity date of the notes
currently make up approximately 36.26% of the underlying
portfolio. These investments potentially expose the notes to
market risk in the event of liquidation at the time of the notes'
maturity.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011, key model inputs used by
Moody's in its analysis, such as par, weighted average rating
factor, diversity score, and weighted average recovery rate, may
be different from the trustee's reported numbers. In its base
case, Moody's analyzed the underlying collateral pool to have a
performing par and principal proceeds balance of $183.6 million,
defaulted par of $0.6 million, a weighted average default
probability of 11.18% (implying a WARF of 2302), a weighted
average recovery rate upon default of 47.48%, and a diversity
score of 24. 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.

Oak Hill Credit Partners III, Ltd., issued in December 2003, is a
collateralized loan obligation backed primarily by a portfolio of
senior secured loans.

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

Moody's modeled the transaction using a cash flow model based on
the Binomial Expansion Technique, as described in Section 2.3 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% (1842)

Class A1a: 0
Class A1b: 0
Class B-1: 0
Class B-2: 0
Class C1: +3
Class C2: +3
Class D: +3

Moody's Adjusted WARF + 20% (2762)

Class A1a: 0
Class A1b: 0
Class B-1: 0
Class B-2: 0
Class C1: -1
Class C2: -1
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.

Sources of additional performance uncertainties are described
below (choose the ones that are applicable):

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

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

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


PRIMA CAPITAL: Fitch Affirms 'CCCsf' Ratings on 2 Note Classes
--------------------------------------------------------------
Fitch Ratings has upgraded nine and affirmed two classes of Prima
Capital CRE Securitization 2006-1 Ltd./Corp. (Prima 2006-1)
reflecting Fitch's base case loss expectation of 9.1%.  Fitch's
performance expectation incorporates prospective views regarding
commercial real estate market values and cash flow declines.  In
addition, Fitch has revised the Rating Outlooks on two classes of
notes.

The upgrades to classes A-1 through H reflect an overall increase
in credit enhancement resulting from the full repayment of three
commercial real estate (CRE) loans and from the continued
scheduled portfolio amortization since Fitch's last rating action.
The Stable Rating Outlooks on these classes reflect strong and
steady performance of the remaining pool.

Since the last rating action, principal paydowns to the capital
structure totaled $88 million; of which $85 million were from loan
repayments and $3 million were from scheduled portfolio
amortization.  Total principal paydowns to the class A-1 notes
since issuance is $240.4 million (approximately 43% of the
original transaction balance).

The transaction currently has no defaulted assets; however, two
assets (4.5%), one commercial mortgage-backed security (CMBS) and
one real estate investment trust (REIT) bond, were classified as
impaired as of the June 2012 trustee report.

Prima 2006-1 is a static CRE collateralized debt obligation (CDO)
managed by Prima Capital Advisors, LLC.  The CDO was fully ramped
at closing and had no reinvestment period.  The CDO is primarily
collateralized by fixed-rate subordinate CRE debt.  As of the June
2012 trustee report and per Fitch categorizations, 49.8% of the
total collateral consists of mezzanine loans, B-notes, or non-
senior, single borrower CMBS bonds.  In general, Fitch treats non-
senior, single-borrower CMBS as CRE B-notes in its modeling.  The
CDO was substantially invested as follows: mezzanine loans (28%),
B-notes (21.8%), whole loans (18.7%), CRE CDOs (17%), REIT bonds
(13.1%), CMBS (1.3%), and principal cash (0.1%).

Under Fitch's updated methodology, approximately 38.2% of the
portfolio is modeled to default in the base case stress scenario,
defined as the 'B' stress.  In this scenario, the modeled average
cash flow decline is 7.1% from the most recent available cash
flows, generally from year-end (YE) 2011.  Fitch estimates that
recoveries will be 76.2%.

The largest component of Fitch's base case loss expectation is a
B-note (10%) secured by a portion of the retail, office, and
parking garage space of a 1.2 million square foot regional mall
located in St. Louis, MO.  Although the YE 2011 net-operating
income (NOI) has improved by 13% when compared to YE 2010, it
still remains 9% below the NOI at issuance.  Nordstrom opened a
new store at the property in September 2011, which has contributed
to the slight property NOI growth despite the occupancy declining
to 86.9% at YE 2011 from 95.8% at YE 2010.  The loan's maturity
date was extended to January 2017 following the bankruptcy exit of
General Growth Properties.

The commercial real estate loan portion of the collateral was
analyzed according to the 'Surveillance Criteria for U.S. CREL
CDOs and CMBS Large Loan Floating-Rate Transactions', which
applies stresses to property cash flows and debt service coverage
ratio tests to project future default levels for the underlying
portfolio.  Recoveries are based on stressed cash flows and
Fitch's long-term capitalization rates.  The non-commercial real
estate loan portion of the collateral was analyzed according to
the 'Global Rating Criteria for Structured Finance CDOs', whereby
the default and recovery rates are derived from Fitch's Structured
Finance Portfolio Credit Model.  Rating default rates and rating
recovery rates from both the commercial real estate and non-
commercial real estate loan portions of the collateral are then
combined on a weighted average basis.

The ratings for classes J and K are generally based upon a
deterministic analysis and are consistent with a 'CCCsf' rating,
meaning default is a possibility, given that the credit
enhancement to each of these classes falls below Fitch's base case
loss expectation of 9.1%.

Fitch has upgraded the following class and has assigned or revised
Rating Outlook as indicated:

  -- $92.9 million class A-1 to 'AAsf' from 'Asf'; Outlook Stable;
  -- $64 million class A-2 to 'BBBsf' from 'BBsf'; revise Outlook
     to Stable from Positive;
  -- $27.8 million class B to 'BBBsf' from 'BBsf'; Outlook Stable;
  -- $22.3 million class C to 'BBsf' from 'Bsf'; Outlook Stable;
  -- $16.7 million class D to 'BBsf' from 'Bsf'; Outlook to Stable
     from Negative;
  -- $18.1 million class E to 'Bsf' from 'CCCsf'; assign Outlook
     Stable;
  -- $12.5 million class F to 'Bsf' from 'CCCsf'; assign Outlook
     Stable;
  -- $9.7 million class G to 'Bsf' from 'CCCsf'; assign Outlook
     Stable;
  -- $13.9 million class H to 'Bsf' from 'CCCsf'; assign Outlook
     Stable.

In addition, Fitch has affirmed the following classes:

  -- $15.3 million class J at 'CCCsf' RE 80%;
  -- $5.6 million class K at 'CCCsf'; RE 0%.


SALOMON BROTHERS 1999-C1: Fitch Affirms 'D' Rating on $4.2MM Secs.
------------------------------------------------------------------
Fitch Ratings has affirmed the ratings for Salomon Brothers
Mortgage Securities VII, Inc., series 1999-C1.

The affirmations are a result of the pool's stable performance
following Fitch's prospective review of the potential stresses to
the transaction.  As of the June 2012 distribution date, the
pool's certificate balance has been reduced 91.2% to $64.86
million from $734.85 million at issuance (which includes 2.67% in
realized losses).  There are 42 of the original 213 loans
remaining in the transaction.  Seven loans (29.7% of the pool
balance) are defeased, including four (24.92%) of the top 10
loans.

Fitch modeled losses of 2.50% of the remaining pool; expected
losses based on the original pool size are 2.90%, which also
reflect losses already incurred to date.  Fitch has identified 15
loans of concern (27.55%), which includes two loans (3.67%)
currently in special servicing.  Interest shortfalls are affecting
classes L and M.

The largest specially serviced loan (2.45%) is secured by a
30,000 square foot (sf) single-tenant retail property in Casper,
WY, which is occupied by Office Max.  Office Max, whose lease had
expired in March 2012, recently exercised its extension option to
renew the lease for an additional five years.  The loan remains
current as of the June 2012 payment date, and is expected to be
returned to the master servicer.

The second loan in special servicing (1.23%) is secured by a
53,000 square foot (sf) mixed use property (retail, office and
residential) in Troy, NY.  The loan transferred to special
servicing in December 2008 due to payment default.  Both the
borrower and loan guarantor subsequently filed for bankruptcy.  An
approved bankruptcy plan of reorganization is being implemented,
which includes a payment plan to reduce the subject loan balance
and insure payoff by the March 2016 maturity date.  Absent
payments, the lender will solicit court approval for relief from
stay.

Fitch has affirmed the following classes, revised the Rating
Outlook on class H, and assigned Recovery Estimates (RE's) as
indicated:

  -- $14.7 million class G at 'AAAsf'; Outlook Stable;
  -- $20.2 million class H at 'AAsf'; Outlook to Positive from
     Stable;
  -- $9.2 million class J at 'BBB-sf'; Outlook Stable;
  -- $16.5 million class K at 'CCCsf'; RE 100%;
  -- $4.2 million class L at 'Dsf'; RE 45%.

Class M is not rated by Fitch, which due to realized losses has
been reduced to zero from $16.5 million at issuance.  Classes A-1,
A-2, B, C, D, E and F have paid in full.

Fitch previously withdrew the rating of the interest-only class X.


SALOMON BROTHERS 2000-C2: Moody's Affirms 'C' Ratings on 2 Certs.
-----------------------------------------------------------------
Moody's Investors Service affirmed the ratings of seven classes of
Salomon Brothers Mortgage Securities VII, Inc., Commercial
Mortgage Pass-Through Certificates, Series 2000-C2 as follows:

Cl. D, Affirmed at Aaa (sf); previously on Jul 21, 2011 Confirmed
at Aaa (sf)

Cl. E, Affirmed at Baa1 (sf); previously on Jul 21, 2011
Downgraded to Baa1 (sf)

Cl. F, Affirmed at B1 (sf); previously on Jul 21, 2011 Downgraded
to B1 (sf)

Cl. G, Affirmed at Caa1 (sf); previously on Jul 21, 2011
Downgraded to Caa1 (sf)

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

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

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

Ratings Rationale

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

Moody's rating action reflects a cumulative base expected loss of
40.7% of the current balance. At last review, Moody's cumulative
base expected loss was 30.7%. Realized losses have increased from
4.6% of the original balance to 4.7% 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 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 along with a
rise in investment activity and stabilization in core property
type performance, a consistent upward trend will not be evident
until the volume of investment activity steadily increases,
distressed properties are cleared from the pipeline, and job
creation rebounds. The hotel sector is performing strongly and the
multifamily sector continues to show increases in demand. Moderate
improvements in the office sector continue with minimal additions
to supply. However, office demand is closely tied to employment,
where growth remains slow. Performance in the retail sector has
been mixed with lackluster sales driven by discounting and
promotions. However, rising wages and reduced unemployment, along
with increased consumer confidence, is helping to spur consumer
spending. 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 healthier growth in the US and US growth
decoupling from the recessionary trend in the euro zone, while a
mild recession is expected in 2012. Downside risks remain
significant, although they have moderated compared to earlier this
year. Major downside risks include an increase in the potential
magnitude of the euro area recession, the risk of an oil supply
shock weighing negatively on consumer purchasing power and home
prices, 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, any or all of which
will continue to constrain growth.

The methodologies used in this rating were "Moody's Approach to
Rating U.S. CMBS Conduit Transactions" published in September
2000, "Moody's Approach to Rating 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 2.61 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) level are
driven by property type, Moody's actual and stressed DSCR, and
Moody's property quality grade (which reflects the capitalization
rate used by Moody's to estimate Moody's value). Conduit model
results at the B2 (sf) level are driven by a paydown analysis
based on the individual loan level Moody's LTV ratio. Moody's
Herfindahl score (Herf), a measure of loan level diversity, is a
primary determinant of pool level diversity and has a greater
impact on senior certificates. Other concentrations and
correlations may be considered in Moody's analysis. Based on the
model pooled credit enhancement levels at Aa2 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade credit assessments is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
credit assessment 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 assessment
level, is incorporated for loans with similar credit assessments
in the same transaction.

The conduit model includes an IO calculator, which uses the
following inputs to calculate the proposed IO rating based on the
published methodology: original and current bond ratings and
credit assessments; original and current bond balances grossed up
for losses for all bonds the IO(s) reference(s) within the
transaction; and 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
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 5 compared to 6 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 8.4 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 July 21, 2011.

Deal Performance

As of the June 18, 2012 distribution date, the transaction's
aggregate certificate balance has decreased 90% to $77.3 million
from $781.5 million at securitization. The Certificates are
collateralized by 23 mortgage loans ranging in size from less than
1% to 33% of the pool, with the top ten non-defeased loans
representing 87% of the pool. Three loans, representing 8% of the
pool, have defeased and are secured by U.S. Government securities.
The pool faces significant near-term refinance risk as loans
representing 45% of the pool have either matured or mature within
the next six months.

Three loans, representing 0.7% of the pool, are on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package. As part of its
ongoing monitoring of a transaction, Moody's reviews the watchlist
to assess which loans have material issues that could impact
performance.

Seventeen loans have been liquidated from the pool, resulting in
an aggregate realized loss of $36.5 million (53% loss severity on
average). Eight loans, representing 83% of the pool, are currently
in special servicing. The largest specially serviced loan is the
1615 Poydras Street Loan ($25.7 million -- 33.2% of the pool),
which is secured by a 501,741 square foot (SF) office building
located in downtown New Orleans, Louisiana. The loan was
transferred to special servicing in April 2010 when the borrower
requested forbearance on the interest rate increase after failing
to pay off the loan by its anticipated repayment date (ARD). The
loan's maturity date was modified from 2030 to 2020 and the
accrued ARD interest was waived contingent on the borrower not
defaulting on the loan in the future. The borrower was also
required to fund a $1 million reserve account. A second
modification was executed in March 2012 causing the loan to be
interest only through January 2014. The loan is current. The
property was 74% leased as of April 2012 compared to 87% at the
prior review. The property performance has decreased from last
review to a decrease in base rent. Moody's does not expect a loss
from this loan. Moody's LTV and stressed DSCR are 104% and 1.10X,
respectively, compared to 86% and 1.32X at last review.

The second largest specially serviced loan is the Diamond Point
Plaza Loan ($14.2 million -- 18.3% of the pool), which is secured
by a 251,365 SF retail center located in suburban Baltimore,
Maryland. The loan was transferred to special servicing in June
2002 and became real estate owned (REO) in February 2006. The
trust initiated a suit against the borrower for fraud and Wal-
Mart, the parent of Sam's Club, for vacating the center prior to
its lease expiration. In December 2005 the trust was awarded $2.0
million from Wal-Mart, which it has collected, and a $20.9 million
judgment against the borrower and its affiliates. The special
servicer, ORIX Capital Markets LLC (OCM), is still pursuing legal
action against the borrower to collect the settlement. The master
servicer has been recouping funds previously advanced on this loan
monthly. A total of $139,706 in trust expenses associated with
this loan was recouped in the June 2012 remittance statement. The
master servicer declared this loan non-recoverable in March 2012.
The special servicer indicated that the property is currently
listed for sale.

The third largest specially serviced loan is the 250 Plaza Office
Building Loan ($12.7 million -- 16.4% of the pool), which is
secured by a 201,408 SF office property located in Milwaukee,
Wisconsin. The property includes an attached 435 space, four-story
parking garage. The loan was transferred to special servicing in
February 2009 and is now REO. The property was 43% leased as of
May 2012 compared to 47% leased at last review.

The remaining five specially serviced properties are secured by a
mix of property types. Moody's estimates an aggregate $29.98
million loss for the specially serviced loans (78% expected loss
on average).

Based on the most recent remittance statement, Classes F through P
have experienced cumulative interest shortfalls totaling $15.5
million. Moody's anticipates that the pool will continue to
experience interest shortfalls because of the high exposure to
specially serviced loans. Interest shortfalls are caused by
special servicing fees, including workout and liquidation fees,
appraisal entitlement reductions (ASERs) and extraordinary trust
expenses.

Moody's was provided with full year 2011 operating results for
100% of the pool's non-specially serviced and non-defeased loans.
Excluding specially serviced and troubled loans, Moody's weighted
average LTV is 90% compared to 78% at Moody's prior review.
Moody's net cash flow reflects a weighted average haircut of 16.7%
to the most recently available net operating income. Moody's value
reflects a weighted average capitalization rate of 10.5%.

Excluding special serviced and troubled loans, Moody's actual and
stressed DSCRs are 1.03X and 1.87X, respectively, compared to
1.22X and 1.98X 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.


SANTANDER DRIVE: S&P Raises Ratings on 17 Classes
-------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on 17
classes from Santander Drive Auto Receivables Trust series 2010-2,
2010-3, 2010-B, 2011-S1, and 2011-S2, as well as Santander
Consumer Acquired Receivables Trust ("SCART") series 2011-S1 and
2011-WO.

"In addition, we affirmed our ratings on 52 classes from 15
Santander-related transactions. The raised and affirmed ratings
reflect our view that the total credit support as a percent of the
amortizing pool balances, compared with our expected remaining
losses, is adequate for each of the raised or affirmed ratings,"
S&P said.

"Each rating action also reflects the transaction's collateral
performance to date, our views regarding future collateral
performance, and the structure of each transaction. In addition,
our analysis incorporated secondary credit factors such as credit
stability, payment priorities under various scenarios, and sector-
and issuer-specific analysis," S&P said.

Ten of the SDART transactions are typical securitizations backed
by subprime auto loans predominantly originated by Santander
Consumer USA Inc. (SC USA).

SDART 2011-S1 and 2011-S2 are resecuritizations of previous
subprime auto loan issuances. For both, the overcollateralization
from a previous Santander issuance was retranched as subordinate
classes. SDART 2011-S1 is a retranching of SDART 2010-1, while
SDART 2011-S2 is a retranching of SDART 2010-A. SCART 2011-WO is
secured by a pool of auto loans originated by World Omni and
purchased by SC USA. SCART 2011-S1 is a resecuritization of
CitiFinancial Auto Issuance Trust 2009-1 (CFAIT 2009-1), a pool of
auto loan receivables originated by CitiFinancial Auto Ltd. SC USA
reached an agreement to purchase $3.2 billion of outstanding auto
loans from CitiFinancial in June 2010.

As is common for many issuers in the auto sector, total
delinquencies have stabilized and default rates have decreased for
each of the Santander-related securitizations. These factors,
coupled with higher recovery rates (which have been driven by
favorable used vehicle values), have led to improved performance.

CitiFinancial Auto Issuance Trust and the two Santander Consumer
Acquired Receivables Trust transactions also benefit from a
stronger composition of collateral including higher FICO scores
and lower loan-to-values.

Table 1
Collateral Performance (%)
As of the June 2012 distribution date

Santander Drive Auto Receivables Trust

                        Pool    Current  60+ day
Series            Mo.   factor  CNL      delinq.  CRR
2010-1/2011-S1*   25    40.17   9.13     6.24     42.29
2010-A/2011-S2*   24    41.03   7.75     5.93     43.75
2010-2            22    45.72   6.43     5.32     44.27
2010-3            19    46.76   4.79     4.93     44.41
2010-B            18    55.53   4.92     4.37     43.50
2011-3             9    76.51   1.86     3.21     40.78
2011-4             8    82.09   1.56     2.77     43.19
2012-1             5    88.86   0.72     2.61     37.50
2012-2             3    94.14   0.06     2.12     53.03

Santander Consumer Acquired Receivables Trust &
CitiFinancial Auto Issuance Trust

                         Pool    Current  60+ day
Series               Mo. factor  CNL      delinq.  CRR
2011-WO              17  49.75   1.17     1.51     66.18
2011-S1/CFAIT 09-1*  32  33.82   4.27     2.66     55.63

* SDART 2011-S1, SDART 2011-S2 and SCART 2011-S1 are
  resecuritizations and share the same performance information as
  the series listed next to them in the table. Note: SDART 2012-3
  only has one month of performance and has been omitted.

CNL - cumulative net loss.
CRR - cumulative recovery rate.

"The collateral of the transactions has performed better than we
initially expected and, as such, we have lowered our loss
expectations for each  transaction from the SDART 2010 vintage as
well as series 2011-S1, 2011-S2, SCART 2011-S1, SCART-WO and CFAIT
2009-1 (see table 2)," S&P said.

CNL exp. - Cumulative net loss expectations.
N/A - not applicable.

*Represents Initial lifetime CNL expectation on the underlying
transaction (SDART 2010-1, SDART 2010-A and CFAIT 09-1) Given the
short amount of securitized performance for SDART 2011-3, 2011-4,
2012-1, 2012-2, and 2012-3, S&P is maintaining its initial loss
expectations and affirmed its ratings on these series.

"Each transaction was structured with credit enhancement
consisting of overcollateralization, non-amortizing reserve
accounts, and excess spread, and the senior classes (excluding
CFAIT 2009-1, SDART 2010-1, and SDART 2010-A) also benefit from
subordination. The credit enhancement for each transaction is
currently at its required level and we expect them to remain at
their targets," S&P said.

"In addition, the credit enhancement for each transaction has
grown as a percentage of the amortizing collateral balances (see
table 3). The increased level of credit enhancement coupled with
our loss expectations for each of the transactions has led to
higher loss coverage when compared to deal inception, which
supports our raised and affirmed ratings.

Table 3
Hard Credit Support (%)
As of the June 2012 distribution date

Santander Drive Auto Receivables Trust
                Total hard         Current
                credit             total hard
                support at         credit support(i)
Series    Class issuance(i)        (% of current)
2010-1    A     44.50                60.48
2010-A    A     42.25                53.37
2010-2    A     45.25                85.85
2010-2    B     36.25                66.17
2010-2    C     24.00                39.37
2010-3    A     46.00                87.17
2010-3    B     37.75                69.53
2010-3    C     23.25                38.53
2010-B    A     46.00                87.83
2010-B    B     37.75                72.98
2010-B    C     23.25                46.86
2010-B    D     12.00                26.60
2011-S1   B     40.42                45.98
2011-S1   C     30.42                36.98
2011-S1   D     17.17                22.98
2011-S2   B     40.59                50.81
2011-S2   C     30.19                41.51
2011-S2   C     17.19                28.91
2011-S2   C     7.19                 22.37
2011-3    A     41.00                61.33
2011-3    B     31.50                48.91
2011-3    C     19.50                33.23
2011-3    D     10.50                21.46
2011-3    E     7.50                 17.54
2011-4    A     41.00                56.21
2011-4    B     31.50                44.64
2011-4    C     19.50                30.02
2011-4    D     10.50                19.06
2011-4    E     7.50                 15.41
2012-1    A     44.00                53.82
2012-1    B     34.50                43.12
2012-1    C     22.50                29.62
2012-1    D     13.50                19.49
2012-1    E     10.50                16.11
2012-2    A     44.00                49.81
2012-2    B     34.50                39.72
2012-2    C     22.50                26.97
2012-2    D     14.50                18.47
2012-2    E     10.50                14.22
2012-3    A     44.00                45.86
2012-3    B     34.50                36.19
2012-3    C     22.50                23.98
2012-3    D     13.50                14.82
2012-3    E     10.50                11.77

Santander Consumer Acquired Receivables Trust
                Total hard          Current
                credit              total hard
                support at          credit support (i)
Series    Class issuance (i)        (% of current)
2011-WO   A     31.95               58.66
2011-WO   B     26.95               48.61
2011-WO   C     18.60               31.83
2011-WO   D     11.60               17.76
2011-S1   A     31.87               43.65
2011-S1   B     19.87               27.28
2011-S1   C     9.87                14.61
2011-S1   D     6.87                11.13

Citifinancial Auto Issuance Trust
                   Total hard        Current
                   credit            total hard
                   support at        credit support (i)
Series      Class  issuance (i)      (% of current)
CFAIT 09-1  A      33.75              65.14


(i) Consists of overcollateralization, reserve account and
    includes subordination for the higher tranches, as a percent
    of the total pool balance.

    Excludes any excess spread which can also provide additional
    enhancement.

"We incorporated cash flow analysis in the review of each series,
which accounted for current and past performance to estimate
future performance. The various cash flow scenarios included
forward-looking assumptions on recoveries, timing of losses, and
voluntary absolute prepayment speeds that we believe are
appropriate given the transaction's current performance," S&P
said.

"The results demonstrated, in our view, that all of the classes
have adequate credit enhancement at the raised and affirmed rating
levels. We will continue to monitor the performance of the
referenced portfolio to ensure that the credit enhancement remains
sufficient, in our view, to cover our revised cumulative net loss
expectations under our stress scenarios for each of the rated
classes," S&P said.

Ratings Raised

Santander Drive Auto Receivables Trust
                   Rating      Rating
Series   Class     To          From
2011-S1  D         A- (sf)     BBB (sf)
2011-S2  C         AA- (sf)    A (sf)
2011-S2  D         A+ (sf)     BBB (sf)
2011-S2  E         A- (sf)     BB (sf)
2010-2   B         AA+ (sf)    AA (sf)
2010-2   C         AA (sf)     A (sf)
2010-3   B         AA+ (sf)    AA (sf)
2010-3   C         AA (sf)     A (sf)
2010-B   B         AA+ (sf)    AA (sf)
2010-B   C         AA (sf)     A (sf)
2010-B   D         AA- (sf)    BBB (sf)

Santander Consumer Acquired Receivables Trust
                   Rating      Rating
Series   Class     To          From
2011-S1  A         AA+ (sf)    AA (sf)
2011-S1  C         AA- (sf)    A (sf)
2011-S1  D         A+ (sf)     BBB (sf)
2011-WO  B         AA+ (sf)    AA (sf)
2011-WO  C         AA (sf)     A (sf)
2011-WO  D         AA- (sf)    BBB (sf)

Ratings Affirmed

Santander Drive Auto Receivables Trust
Series   Class      Rating
2010-1   A-3        AAA (sf)
2010-1   A-4        AAA (sf)
2010-A   A-2        AAA (sf)
2010-A   A-3        AAA (sf)
2010-A   A-4        AAA (sf)
2010-2   A-2        AAA (sf)
2010-2   A-3        AAA (sf)
2010-3   A-3        AAA (sf)
2010-B   A-2        AAA (sf)
2010-B   A-3        AAA (sf)
2011-S1  B          AA (sf)
2011-S1  C          A (sf)
2011-S2  B          AA (sf)
2011-3   A-2        AAA (sf)
2011-3   A-3        AAA (sf)
2011-3   B          AA (sf)
2011-3   C          A (sf)
2011-3   D          BBB (sf)
2011-3   E          BB (sf)
2011-4   A-2        AAA (sf)
2011-4   A-3        AAA (sf)
2011-4   B          AA (sf)
2011-4   C          A (sf)
2011-4   D          BBB (sf)
2011-4   E          BB (sf)
2012-1   A-1        A-1+ (sf)
2012-1   A-2        AAA (sf)
2012-1   A-3        AAA (sf)
2012-1   B          AA (sf)
2012-1   C          A (sf)
2012-1   D          BBB (sf)
2012-1   E          BB+ (sf)
2012-2   A-1        A-1+ (sf)
2012-2   A-2        AAA (sf)
2012-2   A-3        AAA (sf)
2012-2   B          AA (sf)
2012-2   C          A (sf)
2012-2   D          BBB (sf)
2012-2   E          BB+ (sf)
2012-3   A-1        A-1+ (sf)
2012-3   A-2        AAA (sf)
2012-3   A-3        AAA (sf)
2012-3   B          AA (sf)
2012-3   C          A (sf)
2012-3   D          BBB (sf)
2012-3   E          BB+ (sf)

Santander Consumer Acquired Receivables Trust
Series   Class      Rating
2011-S1  B          AA (sf)
2011-WO  A-2        AAA (sf)
2011-WO  A-3        AAA (sf)
2011-WO  A-4        AAA (sf)


Citifinancial Auto Issuance Trust
Series   Class      Rating
2009-1   A-3        AAA (sf)
2009-1   A-4        AAA (sf)


SANTANDER DRIVE 2012-4: Moody's Rates $47MM Class E Notes 'Ba2'
---------------------------------------------------------------
Moody's Investors Service has assigned definitive ratings to the
notes issued by Santander Drive Auto Receivables Trust 2012-4
(SDART 2012-4). This is the fourth 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 2012-4

$281,000,000, 0.43232%, Class A-1 Notes, rated P-1 (sf)

$398,660,000, 0.79%, Class A-2 Notes, rated Aaa (sf)

$237,850,000, 1.04%, Class A-3 Notes, rated Aaa (sf)

$150,290,000, 1.83%, Class B Notes, rated Aa1 (sf)

$189,830,000, 2.94%, Class C Notes, rated Aa3 (sf)

$142,370,000, 3.50%, Class D Notes, rated Baa2 (sf)

$47,460,000, 4.99%, Class E Notes, rated 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-
4 pool is 15.0% and the Aaa level is 47.0%. 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 an investment-
grade rated parent, Banco Santander (Baa2 /P-2, Ratings Under
Review for Possible Downgrade), 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 19.0%, 25.5% or
29.0%, 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
20.0%, 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 B3 respectively.

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


SLM STUDENT 2002-7: Fitch Affirms 'BBsf' Rating on Class B Notes
----------------------------------------------------------------
Fitch Ratings affirms the senior student loan notes at 'AAAsf' and
subordinate notes at 'BBsf' issued by SLM Student Loan Trust 2002-
7.  The Rating Outlook on the senior notes, which is tied to the
sovereign rating of the U.S. government, remains Negative, while
the Rating Outlook on the subordinate note remains Stable.  Fitch
used its 'Global Structured Finance Rating Criteria', and 'Rating
U.S. Federal Family Education Loan Program Student Loan ABS' to
review the ratings.

The ratings on the senior and subordinate notes are affirmed based
on the sufficient level of credit enhancement to cover the
applicable risk factor stresses.  Credit enhancement for the
senior notes consists of overcollateralization, subordination
provided by the class B note, and projected minimum excess spread,
while the subordinated notes benefit from projected excess spread
only.

Fitch has taken the following rating actions:

SLM Student Loan Trust 2002-7:

  -- Class A-5 affirmed at 'AAAsf'; Outlook Negative;
  -- Class A-6 affirmed at 'AAAsf'; Outlook Negative;
  -- Class A-7 affirmed at 'AAAsf'; Outlook Negative;
  -- Class A-8 affirmed at 'AAAsf'; Outlook Negative;
  -- Class A-9 affirmed at 'AAAsf'; Outlook Negative;
  -- Class A-10 affirmed at 'AAAsf'; Outlook Negative;
  -- Class A-11 affirmed at 'AAAsf'; Outlook Negative;
  -- Class B affirmed at 'BBsf'; Outlook Stable.


SLM STUDENT 2002-7: Fitch Affirms 'BBsf' Rating on Class B Notes
----------------------------------------------------------------
Fitch Ratings affirms the senior student loan notes at 'AAAsf' and
subordinate notes at 'BBsf' issued by SLM Student Loan Trust 2002-
7.  The Rating Outlook on the senior notes, which is tied to the
sovereign rating of the U.S. government, remains Negative, while
the Rating Outlook on the subordinate note remains Stable.  Fitch
used its 'Global Structured Finance Rating Criteria', and 'Rating
U.S. Federal Family Education Loan Program Student Loan ABS' to
review the ratings.

The ratings on the senior and subordinate notes are affirmed based
on the sufficient level of credit enhancement to cover the
applicable risk factor stresses.  Credit enhancement for the
senior notes consists of overcollateralization, subordination
provided by the class B note, and projected minimum excess spread,
while the subordinated notes benefit from projected excess spread
only.

Fitch has taken the following rating actions:

SLM Student Loan Trust 2002-7:

  -- Class A-5 affirmed at 'AAAsf'; Outlook Negative;
  -- Class A-6 affirmed at 'AAAsf'; Outlook Negative;
  -- Class A-7 affirmed at 'AAAsf'; Outlook Negative;
  -- Class A-8 affirmed at 'AAAsf'; Outlook Negative;
  -- Class A-9 affirmed at 'AAAsf'; Outlook Negative;
  -- Class A-10 affirmed at 'AAAsf'; Outlook Negative;
  -- Class A-11 affirmed at 'AAAsf'; Outlook Negative;
  -- Class B affirmed at 'BBsf'; Outlook Stable.


SLM STUDENT 2003-7: Fitch Affirms 'BBsf' Rating on Class B Notes
----------------------------------------------------------------
Fitch Ratings affirms the senior student loan notes at 'AAAsf' and
subordinate notes at 'BBsf' issued by SLM Student Loan Trust
2003-7.  The Rating Outlook on the senior notes, which is tied to
the sovereign rating of the U.S. government, remains Negative,
while the Rating Outlook on the subordinate note remains Stable.
Fitch used its 'Global Structured Finance Rating Criteria', and
'Rating U.S. Federal Family Education Loan Program Student Loan
ABS' to review the ratings.

The ratings on the senior and subordinate notes are affirmed based
on the sufficient level of credit enhancement to cover the
applicable risk factor stresses.  Credit enhancement for the
senior notes consists of overcollateralization, subordination
provided by the class B note, and projected minimum excess spread,
while the subordinated notes benefit from projected excess spread
only.

Fitch has taken the following rating actions:

SLM Student Loan Trust 2003-7:

  -- Class A-5A affirmed at 'AAAsf'; Outlook Negative;
  -- Class A-5B affirmed at 'AAAsf'; Outlook Negative;
  -- Class B affirmed at 'BBsf'; Outlook Stable.


SLM STUDENT 2004-14: Fitch Affirms 'BBsf' Rating on Class B Notes
-----------------------------------------------------------------
Fitch Ratings affirms senior student loan notes at 'AAAsf' and
subordinate notes at 'BBsf' issued by SLM Student Loan Trust 2003-
14.  The Rating Outlook on the senior notes, which is tied to the
sovereign rating of the U.S. government, remains Negative, while
the Rating Outlook on the subordinate note remains Stable.  Fitch
used its 'Global Structured Finance Rating Criteria', and 'Rating
U.S. Federal Family Education Loan Program Student Loan ABS' to
review the ratings.

The ratings on the senior and subordinate notes are affirmed based
on the sufficient level of credit enhancement to cover the
applicable risk factor stresses.  Credit enhancement for the
senior notes consists of overcollateralization, subordination
provided by the class B note, and projected minimum excess spread,
while the subordinated notes benefit from projected excess spread
only.

Fitch has taken the following rating actions:

SLM Student Loan Trust 2003-14:

  -- Class A-4 at 'AAAsf'; Outlook Negative;
  -- Class A-5 at 'AAAsf'; Outlook Negative;
  -- Class A-6 at 'AAAsf'; Outlook Negative;
  -- Class A-7 at 'AAAsf'; Outlook Negative;
  -- Class B at 'BBsf'; Outlook Stable.


STRUCTURED ADJUSTABLE: Moody's Cuts Rating on 3 Tranches to 'C'
---------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 56
tranches, upgraded the rating of one tranche and confirmed the
ratings of 20 tranches from 12 RMBS transactions, backed by Alt-A
loans, issued by Structured Adjustable Rate Mortgage Loan Trust.

Ratings Rationale

The actions are a result of the recent performance of Alt-A pools
originated before 2005 and reflect Moody's updated loss
expectations on these pools.The downgrades in the rating action
are a result of deteriorating performance and/or structural
features resulting in higher expected losses for certain bonds
than previously anticipated. For example, for shifting interest
structures, back-ended liquidations could expose the seniors to
tail-end losses. In its current approach, Moody's captures this
risk by running each individual pool through a variety of loss and
prepayment scenarios in the Structured Finance Workstation(R)
(SFW), the cash flow model developed by Moody's Wall Street
Analytics. This individual pool level analysis incorporates
performance variances across the different pools and the
structural nuances of the transaction.

In addition, Moody's has corrected the ratings on bonds issued
from the SARM 2004-1 transaction. Moody's prior rating action was
based on credit enhancement calculated per the prospectus
supplement, which allows for the subsequent losses on Pool 2
mortgage loans to be allocated sequentially to B2-I and B1-I, once
subordinate tranches B3 through B6 have been depleted. The bond
administrator, however, has confirmed that it is following the
allocation rules set forth in the Pooling and Servicing Agreement
(PSA), which allocates these losses sequentially to B2-II and B1-
II, once subordinate tranches B3 through B6 have been depleted.
Moody's has now calculated the credit enhancement per the PSA and
corrected the ratings accordingly.

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 methodology used in rating
Interest-Only Securities was "Moody's Approach to Rating
Structured Finance Interest-Only Securities" published in February
2012.

Moody's adjusts the methodologies noted above for 1) Moody's
current view on loan modifications; and 2) small pool volatility.

Loan Modifications

As a result of an extension of the Home Affordable Modification
Program (HAMP) to 2013 and an increased use of private
modifications, Moody's is extending its previous view that loan
modifications will only occur through the end of 2012. It is now
assuming that the loan modifications will continue at current
levels until the end of 2013.

Small Pool Volatility

The above RMBS approach only applies to structures with at least
40 loans and a pool factor of greater than 5%. Moody's can
withdraw its rating when the pool factor drops below 5% and the
number of loans in the deal declines to 40 loans or lower. If,
however, a transaction has a specific structural feature, such as
a credit enhancement floor, that mitigates the risks of small pool
size, Moody's can choose to continue to rate the transaction.

For pools with loans less than 100, Moody's adjusts its
projections of loss to account for the higher loss volatility of
such pools. For small pools, a few loans becoming delinquent would
greatly increase the pools' delinquency rate. To project losses on
Alt-A pools with fewer than 100 loans, Moody's first calculates an
annualized delinquency rate based on vintage, number of loans
remaining in the pool and the level of current delinquencies in
the pool. For Alt-A and Option Arm pools, Moody's first applies a
baseline delinquency rate of 10% for 2004, 5% for 2003 and 3% for
2002 and prior. Once the loan count in a pool falls below 76, this
rate of delinquency is increased by 1% for every loan fewer than
76. For example, for a 2004 pool with 75 loans, the adjusted rate
of new delinquency is 10.1%. Further, to account for the actual
rate of delinquencies in a small pool, Moody's multiplies the rate
calculated above by a factor ranging from 0.50 to 2.0 for current
delinquencies that range from less than 2.5% to greater than 30%
respectively. Moody's then uses this final adjusted rate of new
delinquency to project delinquencies and losses for the remaining
life of the pool under the approach described in the methodology
publication.

When assigning the final ratings to senior bonds, in addition to
the methodologies described above, Moody's considered the
volatility of the projected losses and timeline of the expected
defaults. For bonds backed by small pools, Moody's also considered
the current pipeline composition as well as any specific loss
allocation rules that could preserve or deplete the
overcollateralization available for the senior bonds at different
pace.

The primary source of assumption uncertainty is the uncertainty in
Moody's central macroeconomic forecast and performance volatility
due to servicer-related issues. The unemployment rate fell from
9.0% in April 2011 to 8.2% in June 2012. Moody's forecasts a
further drop to 7.8% for 2013. Moody's expects house prices to
drop another 1% from their 4Q2011 levels before gradually rising
towards the end of 2013. Performance of RMBS continues to remain
highly dependent on servicer procedures. Any change resulting from
servicing transfers or other policy or regulatory change can
impact the performance of these transactions.

Complete rating actions are as follows:

Issuer: Structured Adjustable Rate Mortgage Loan Trust 2004-1

Cl. 1-A, Downgraded to B1 (sf); previously on Jan 31, 2012 Baa1
(sf) Placed Under Review for Possible Downgrade

Cl. 2-A, Downgraded to Ba1 (sf); previously on Jan 31, 2012 Baa2
(sf) Placed Under Review for Possible Downgrade

Cl. 2-AX, Downgraded to Ba1 (sf); previously on Feb 22, 2012 Baa2
(sf) Placed Under Review for Possible Downgrade

Cl. 3-A1, Confirmed at Baa3 (sf); previously on Jan 31, 2012 Baa3
(sf) Placed Under Review for Possible Downgrade

Cl. 3-A2, Confirmed at Baa3 (sf); previously on Jan 31, 2012 Baa3
(sf) Placed Under Review for Possible Downgrade

Cl. 3-A3, Confirmed at Baa3 (sf); previously on Jan 31, 2012 Baa3
(sf) Placed Under Review for Possible Downgrade

Cl. 4-A2, Downgraded to Baa3 (sf); previously on Mar 10, 2011
Downgraded to Baa1 (sf)

Cl. 4-A3, Downgraded to Baa3 (sf); previously on Mar 10, 2011
Downgraded to Baa1 (sf)

Cl. 4-A4, Downgraded to Baa3 (sf); previously on Mar 10, 2011
Downgraded to Baa1 (sf)

Cl. 5-A, Confirmed at Baa3 (sf); previously on Jan 31, 2012 Baa3
(sf) Placed Under Review for Possible Downgrade

Cl. 6-A, Confirmed at Baa3 (sf); previously on Jan 31, 2012 Baa3
(sf) Placed Under Review for Possible Downgrade

Issuer: Structured Adjustable Rate Mortgage Loan Trust 2004-10

Cl. 1-A1, Downgraded to B1 (sf); previously on Mar 10, 2011
Downgraded to Ba3 (sf)

Cl. 3-A2, Downgraded to Ba3 (sf); previously on Jan 31, 2012 Ba1
(sf) Placed Under Review for Possible Downgrade

Issuer: Structured Adjustable Rate Mortgage Loan Trust 2004-11

Cl. A, Downgraded to Ba3 (sf); previously on Jan 31, 2012 Baa2
(sf) Placed Under Review for Possible Downgrade

Issuer: Structured Adjustable Rate Mortgage Loan Trust 2004-12

Cl. 1-A1, Downgraded to Ba2 (sf); previously on Mar 10, 2011
Downgraded to Baa3 (sf)

Cl. 1-A2, Downgraded to Ba3 (sf); previously on Mar 10, 2011
Downgraded to Baa3 (sf)

Cl. 2-A, Downgraded to Ba2 (sf); previously on Mar 10, 2011
Downgraded to Baa3 (sf)

Cl. 3-A1, Downgraded to Ba2 (sf); previously on Mar 10, 2011
Downgraded to Baa3 (sf)

Cl. 3-A2, Downgraded to Ba2 (sf); previously on Mar 10, 2011
Downgraded to Baa2 (sf)

Cl. 4-A, Downgraded to Ba2 (sf); previously on Jan 31, 2012 Baa3
(sf) Placed Under Review for Possible Downgrade

Cl. 5-A, Downgraded to Ba2 (sf); previously on Mar 10, 2011
Downgraded to Baa3 (sf)

Cl. 6-A, Downgraded to Ba2 (sf); previously on Mar 10, 2011
Downgraded to Baa3 (sf)

Cl. 7-A1, Downgraded to Ba2 (sf); previously on Jan 31, 2012 Baa3
(sf) Placed Under Review for Possible Upgrade

Cl. 7-A2, Downgraded to Ba2 (sf); previously on Jan 31, 2012 Baa3
(sf) Placed Under Review for Possible Upgrade

Cl. 7-A3, Downgraded to Ba2 (sf); previously on Jan 31, 2012 Baa3
(sf) Placed Under Review for Possible Upgrade

Cl. 8-A, Downgraded to Ba3 (sf); previously on Jan 31, 2012 Baa3
(sf) Placed Under Review for Possible Downgrade

Cl. 9-A, Downgraded to Ba2 (sf); previously on Jan 31, 2012 Baa3
(sf) Placed Under Review for Possible Downgrade

Cl. B1, Downgraded to Ca (sf); previously on Mar 10, 2011
Downgraded to Caa3 (sf)

Cl. B1-X, Downgraded to Ca (sf); previously on Mar 10, 2011
Downgraded to Caa3 (sf)

Cl. B3, Downgraded to C (sf); previously on Mar 10, 2011
Downgraded to Ca (sf)

Cl. B3-X, Downgraded to C (sf); previously on Mar 10, 2011
Downgraded to Ca (sf)

Issuer: Structured Adjustable Rate Mortgage Loan Trust 2004-14

Cl. 1-A, Downgraded to Ba2 (sf); previously on Mar 10, 2011
Downgraded to Baa3 (sf)

Cl. 2-A, Downgraded to Ba1 (sf); previously on Mar 10, 2011
Downgraded to Baa3 (sf)

Cl. 3-A1, Downgraded to Baa3 (sf); previously on Mar 10, 2011
Downgraded to Baa2 (sf)

Cl. 4-A, Confirmed at Baa3 (sf); previously on Jan 31, 2012 Baa3
(sf) Placed Under Review for Possible Upgrade

Cl. 6-A, Confirmed at Baa3 (sf); previously on Jan 31, 2012 Baa3
(sf) Placed Under Review for Possible Upgrade

Cl. B1, Confirmed at Ca (sf); previously on Jan 31, 2012 Ca (sf)
Placed Under Review for Possible Upgrade

Cl. B1-X, Confirmed at Ca (sf); previously on Feb 22, 2012 Ca (sf)
Placed Under Review for Possible Upgrade

Issuer: Structured Adjustable Rate Mortgage Loan Trust 2004-15

Cl. A, Downgraded to Caa1 (sf); previously on Jan 31, 2012 Ba2
(sf) Placed Under Review for Possible Downgrade

Cl. B1, Downgraded to C (sf); previously on Mar 10, 2011
Downgraded to Ca (sf)

Issuer: Structured Adjustable Rate Mortgage Loan Trust 2004-17

Cl. A1, Confirmed at Baa3 (sf); previously on Jan 31, 2012 Baa3
(sf) Placed Under Review for Possible Upgrade

Cl. A1X, Confirmed at Baa3 (sf); previously on Feb 22, 2012 Baa3
(sf) Placed Under Review for Possible Upgrade

Cl. A2, Confirmed at Baa3 (sf); previously on Jan 31, 2012 Baa3
(sf) Placed Under Review for Possible Upgrade

Cl. A2X, Confirmed at Baa3 (sf); previously on Feb 22, 2012 Baa3
(sf) Placed Under Review for Possible Upgrade

Cl. A3, Confirmed at Baa3 (sf); previously on Jan 31, 2012 Baa3
(sf) Placed Under Review for Possible Upgrade

Issuer: Structured Adjustable Rate Mortgage Loan Trust 2004-2

Cl. 1-A1, Downgraded to Ba2 (sf); previously on Jan 31, 2012 Baa2
(sf) Placed Under Review for Possible Downgrade

Cl. 1-A2, Downgraded to Ba2 (sf); previously on Jan 31, 2012 Baa2
(sf) Placed Under Review for Possible Downgrade

Cl. 1-AX, Downgraded to Ba2 (sf); previously on Feb 22, 2012 Baa2
(sf) Placed Under Review for Possible Downgrade

Cl. 3-A, Downgraded to Ba1 (sf); previously on Mar 10, 2011
Downgraded to Baa3 (sf)

Issuer: Structured Adjustable Rate Mortgage Loan Trust 2004-4

Cl. 1-A1, Downgraded to Ba3 (sf); previously on Jan 31, 2012 Ba1
(sf) Placed Under Review for Possible Downgrade

Cl. 1-A2, Downgraded to Ba3 (sf); previously on Jan 31, 2012 Ba1
(sf) Placed Under Review for Possible Downgrade

Cl. 2A, Downgraded to Ba3 (sf); previously on Jan 31, 2012 Ba1
(sf) Placed Under Review for Possible Downgrade

Cl. 3-A1, Downgraded to Ba3 (sf); previously on Jan 31, 2012 Ba1
(sf) Placed Under Review for Possible Downgrade

Cl. 3-A2, Downgraded to Ba2 (sf); previously on Jan 31, 2012 Baa3
(sf) Placed Under Review for Possible Downgrade

Cl. 3-A3, Downgraded to Ba3 (sf); previously on Jan 31, 2012 Ba1
(sf) Placed Under Review for Possible Downgrade

Cl. 3-A4, Downgraded to Ba3 (sf); previously on Jan 31, 2012 Ba1
(sf) Placed Under Review for Possible Downgrade

Cl. 3-A5, Downgraded to Ba3 (sf); previously on Jan 31, 2012 Ba1
(sf) Placed Under Review for Possible Downgrade

Cl. 4-A, Downgraded to Ba3 (sf); previously on Jan 31, 2012 Ba1
(sf) Placed Under Review for Possible Downgrade

Cl. 5-A, Downgraded to Ba3 (sf); previously on Jan 31, 2012 Ba1
(sf) Placed Under Review for Possible Downgrade

Issuer: Structured Adjustable Rate Mortgage Loan Trust 2004-5

Cl. 1-A, Downgraded to Ba1 (sf); previously on Jan 31, 2012 Baa1
(sf) Placed Under Review for Possible Downgrade

Cl. 2-A, Downgraded to Baa3 (sf); previously on Jan 31, 2012 Baa1
(sf) Placed Under Review for Possible Downgrade

Cl. 3-A1, Downgraded to Baa1 (sf); previously on Jan 31, 2012 A3
(sf) Placed Under Review for Possible Downgrade

Cl. 3-A2, Downgraded to Baa3 (sf); previously on Jan 31, 2012 Baa1
(sf) Placed Under Review for Possible Downgrade

Cl. 3-A3, Downgraded to Baa3 (sf); previously on Jan 31, 2012 Baa1
(sf) Placed Under Review for Possible Downgrade

Cl. 3-A4, Downgraded to Baa3 (sf); previously on Jan 31, 2012 Baa1
(sf) Placed Under Review for Possible Downgrade

Cl. 3-A5, Downgraded to Baa3 (sf); previously on Jan 31, 2012 Baa1
(sf) Placed Under Review for Possible Downgrade

Cl. 4-A, Downgraded to Baa3 (sf); previously on Jan 31, 2012 Baa1
(sf) Placed Under Review for Possible Downgrade

Cl. 5-A, Downgraded to Ba1 (sf); previously on Jan 31, 2012 Baa1
(sf) Placed Under Review for Possible Downgrade

Cl. 5-AX, Downgraded to Ba1 (sf); previously on Feb 22, 2012 Baa1
(sf) Placed Under Review for Possible Downgrade

Issuer: Structured Adjustable Rate Mortgage Loan Trust 2004-6

Cl. 1-A, Confirmed at Baa3 (sf); previously on Jan 31, 2012 Baa3
(sf) Placed Under Review for Possible Downgrade

Cl. 2-A, Confirmed at Baa3 (sf); previously on Jan 31, 2012 Baa3
(sf) Placed Under Review for Possible Downgrade

Cl. 3-A1, Confirmed at Baa3 (sf); previously on Jan 31, 2012 Baa3
(sf) Placed Under Review for Possible Downgrade

Cl. 3-A2, Confirmed at Baa2 (sf); previously on Jan 31, 2012 Baa2
(sf) Placed Under Review for Possible Downgrade

Cl. 5-A3, Upgraded to A2 (sf); previously on Mar 10, 2011
Downgraded to Baa2 (sf)

Cl. 6-A, Confirmed at Baa3 (sf); previously on Jan 31, 2012 Baa3
(sf) Placed Under Review for Possible Downgrade

Issuer: Structured Adjustable Rate Mortgage Loan Trust 2004-9XS

Cl. A, Downgraded to Ba1 (sf); previously on Jan 31, 2012 Baa2
(sf) Placed Under Review for Possible Downgrade

A list of these actions including CUSIP identifiers may be found
at http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF290453

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

http://v3.moodys.com/viewresearchdoc.aspx?docid=PBS_SF237256


TALMAGE 2006-3: Fitch Affirms 'CCCsf' Ratings on 3 Note Classes
---------------------------------------------------------------
Fitch Ratings has upgraded one class and affirmed four classes of
Talmage Structured Real Estate Funding 2006-3 Ltd./LLC (Talmage
2006-3) reflecting a significant increase in credit enhancement
due to principal paydown since Fitch's last review.  Fitch's base
case loss expectation is currently 45.1% for the remaining assets.

Fitch's performance expectation incorporates prospective views
regarding commercial real estate market value and cash flow
declines.

Since Fitch's last review, the transaction has benefited from
repayments of approximately $30 million.  The transaction is now
considered concentrated with only 11 obligors.  Talmage 2006-3 is
primarily collateralized by commercial real estate (CRE) debt of
which approximately 38.8% is subordinate debt or non-senior
tranches from structured finance transactions.  Fitch expects
significant losses upon default for the subordinate positions,
since they are generally highly leveraged.  Two loans (13%) are
currently defaulted and one loan (25.9%) is considered a Fitch
Loan of Concern.  Fitch expects significant losses on the
defaulted assets.

Talmage 2006-3 is a CRE collateralized debt obligation (CDO)
managed by Talmage, LLC with approximately $154.4 million of
collateral.  The transaction had a five-year reinvestment period
that ended in August 2011.

As of the June 2012 trustee report and per Fitch categorizations,
the CDO was substantially invested as follows: CRE subordinate
debt (21.2%), A-notes/whole loans (47.7%), CMBS and CRE CDOs
(31.1%). In general, Fitch treats non-senior, single-borrower CMBS
as CRE B-notes.  The average Fitch derived rating for the
remaining collateral that carries a public rating is 'B-'.

All overcollateralization (OC) and interest coverage (IC) tests,
except for the class E OC test, are passing, as of the June 2012
trustee report.  As a result of the class E OC test failure,
available interest proceeds (after class E) are redirected to
redeem class C which is now the senior class.  In the June trustee
report, however, due to the net interest rate swap payment by the
CDO of $112,000, interest proceeds were insufficient to pay the
class E interest and approximately $22,100 of principal was used.
The swap terminates with the Aug. 25, 2012 payment date.

Under Fitch's updated methodology, approximately 75.8% of the
portfolio is modeled to default in the base case stress scenario,
defined as the 'B' stress. In this scenario, the modeled average
cash flow decline is 6.5% from the most recent available cash
flows (generally from year-end 2011 or trailing 12 months ended
April 2012). Fitch modeled average recoveries of 40.5%.

The largest component of Fitch's base case loss expectation is a
highly leveraged whole loan (25.9%) on a full-service hotel
located one block east of Chicago's Magnificent Mile.  The hotel's
most recently reported trailing 12-month net cash flow is again
lower than the prior year.  Although the hotel is still covering
its debt service payments given historically low LIBOR, Fitch
modeled a term default and a substantial loss in its base case
scenario.

The second largest component of Fitch's base case loss expectation
is the expected loss assigned to the CRE CDO collateral.

The third largest component of Fitch's base case loss expectation
is an A-note (12.1%) secured by an undeveloped land parcel in
Orlando, FL.  Fitch modeled a term default in its base case
scenario with a substantial modeled loss.

This transaction was analyzed according to the 'Surveillance
Criteria for U.S. CREL CDOs and CMBS Large Loan Floating-Rate
Transactions', which applies stresses to property cash flows and
debt service coverage ratio (DSCR) tests to project future default
levels for the underlying portfolio.  Recoveries are based on
stressed cash flows and Fitch's long-term capitalization rates.
The credit enhancement to class C and D was then compared to the
modeled expected losses, and in consideration of the high
concentration of the pool, the credit enhancement was determined
to be consistent with the ratings assigned below. Based on prior
modeling results, no material impact was anticipated from cash
flow modeling the transaction.  The Rating Outlooks for classes C
through D are Stable, reflecting the paydown of the senior notes.

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

In March 2012, GSREA, LLC was renamed Talmage, LLC, and in that
regard (1) Guggenheim Structured Real Estate Funding 2006-3, Ltd.
was renamed Talmage Structured Real Estate Funding 2006-3, Ltd.,
and (2) Guggenheim Structured Real Estate Funding 2006-3, LLC was
renamed Talmage Structured Real Estate Funding 2006-3, LLC.  In
connection with these name changes, there was no change to the
CDO's assets, liabilities or to the personnel of the Collateral
Manager.

Fitch has upgraded, affirmed, and assigned Outlooks on the
following classes as indicated:

  -- $42,053,000 class C upgraded to 'Asf' from 'BBsf; Outlook
     Stable;
  -- $24,029,000 class D affirmed at 'Bsf'; Outlook Stable;
  -- $28,827,789 class E affirmed at 'CCCsf'; RE80%;
  -- $22,054,477 class F affirmed at 'CCsf'; RE0%;
  -- $22,126,278 class G affirmed at 'CCsf'; RE0%.

Class S, A-1, A-2 and B have paid in full.


TALMAGE 2006-4: Fitch Affirms Junk Rating on Six Note Classes
-----------------------------------------------------------------
Fitch Ratings has affirmed all classes of Talmage Structured Real
Estate Funding 2006-4 Ltd./LLC (Talmage 2006-4) reflecting Fitch's
base case loss expectation of 50% for the remaining assets.
Fitch's performance expectation incorporates prospective views
regarding commercial real estate market value and cash flow
declines.

Since Fitch's last review, the class A-1 notes have amortized by
an additional $43.8 million due to the repayment in full of two
loans, the partial paydown and/or amortization of several other
loans, and through interest diversion.

Talmage 2006-4 is concentrated with 12 obligors of commercial real
estate (CRE) debt of which approximately 81.9% is subordinate debt
or subordinate tranches of structured finance transactions.  Fitch
expects significant losses upon default for the subordinate
positions since they are generally highly leveraged.  Positions
from three obligors (33.2%) are currently defaulted and one loan
(3.8%) is considered a Fitch Loan of Concern.  Fitch expects
significant losses on the defaulted assets.

Talmage 2006-4 is a CRE collateralized debt obligation (CDO)
managed by Talmage, LLC with approximately $263 million of
collateral. The transaction had a five-year reinvestment period
that ended in February 2012.

As of the June 2012 trustee report and per Fitch categorizations,
the CDO was substantially invested as follows: CRE subordinate B-
notes/mezzanine loans (51.5%), A-notes/whole loans (17.7%), CMBS
and CRE CDOs (30.8%).  In general, Fitch treats non-senior,
single-borrower CMBS as CRE B-notes.  The average Fitch derived
rating for the remaining collateral that carries a public rating
is 'CCC'.

All overcollateralization (OC) tests are failing, as of the June
2012 trustee report.  As a result, all interest proceeds remaining
after the payment of the class B interest are being redirected to
redeem class A-1.

Under Fitch's updated methodology, approximately 72.1% of the
portfolio is modeled to default in the base case stress scenario,
defined as the 'B' stress.  In this scenario, the modeled average
cash flow decline is 7.8% from the most recent available cash
flows (generally from year-end 2011 or trailing twelve months
ended April 2012).  Fitch modeled recoveries to average 30.6%.

The largest component of Fitch's base case loss expectation is the
expected loss assigned to the CRE CDO collateral.

The second largest component of Fitch's base case loss expectation
is the expected loss on three B-notes (12.6%) secured by a
portfolio of three hotel/gaming properties that have experienced
significant declines in performance.  Fitch modeled a term default
in its base case scenario with a full loss on the subordinate
positions.

The third largest component of Fitch's base case loss expectation
is an A-note (13.9%) secured by an undeveloped land parcel in
Orlando, FL.  Fitch modeled a term default in its base case
scenario with a substantial modeled loss.

This transaction was analyzed according to the 'Surveillance
Criteria for U.S. CREL CDOs and CMBS Large Loan Floating-Rate
Transactions', which applies stresses to property cash flows and
debt service coverage ratio (DSCR) tests to project future default
levels for the underlying portfolio.  Recoveries are based on
stressed cash flows and Fitch's long-term capitalization rates.
The credit enhancement to class A-1 through B was then compared to
the modeled expected losses, and in consideration of the high
concentration of the pool, the credit enhancement was determined
to be consistent with the ratings assigned below.  Based on prior
modeling results, no material impact was anticipated from cash
flow modeling the transaction.  The Stable Rating Outlooks for
classes A-1, and A-2 are reflect the paydown of the senior notes.
Class B maintains a Negative Rating Outlook reflecting Fitch's
expectation of further potential negative credit migration of the
underlying collateral.

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

In March 2012, GSREA, LLC was renamed Talmage, LLC, and in that
regard (1) Guggenheim Structured Real Estate Funding 2006-4, Ltd.
was renamed Talmage Structured Real Estate Funding 2006-4, Ltd.,
and (2) Guggenheim Structured Real Estate Funding 2006-4, LLC was
renamed Talmage Structured Real Estate Funding 2006-4, LLC.  In
connection with these name changes, there was no change to the
CDO's assets, liabilities or to the personnel of the Collateral
Manager.

Fitch has affirmed the ratings on the following classes as
indicated:

  -- $47.3 million class A-1 at 'BBsf'; Outlook Stable;
  -- $34.8 million class A-2 at 'Bsf'; Outlook Stable;
  -- $42 million class B at 'Bsf'; Outlook Negative;
  -- $26.3 million class C at 'CCCsf'; 'RE30%';
  -- $14.1 million class D at 'CCCsf'; 'RE0%;
  -- $13.6 million class E at 'CCCsf'; 'RE0%';
  -- $13.7 million class F at 'CCsf'; 'RE0%';
  -- $15.1 million class G at 'Csf'; 'RE0%';
  -- $10.9 million class H at 'Csf'; 'RE0%'.

Class S has paid in full.


TAURUS CMBS 2007-1: Moody's Cuts Rating on Cl. A2 Notes to 'Ba2'
----------------------------------------------------------------
Moody's Investors Service has downgraded the Class A1 and the
Class A2 CMBS Notes issued by Taurus CMBS (Pan-Europe) 2007-1
Limited (amounts reflect initial outstandings):

    EUR407.6M Class A1 Notes due 2020, Downgraded to Baa2 (sf);
    previously on Aug 4, 2011 Downgraded to Aa3 (sf)

    EUR21.3M Class A2 Notes due 2020, Downgraded to Ba2 (sf);
    previously on Oct 26, 2009 Downgraded to A3 (sf)

Moody's does not rate the Class B, Class C, Class D, Class E,
Class F, Class X1 and the Class X2 Notes.

Ratings Rationale

The downgrade reflects Moody's increased loss expectation for the
pool since its last review. This is primarily due to an increase
in the refinancing risk for all loans in the pool, resulting from
(i) significantly lower values for non-prime properties, which are
not expected to recover over the short term, (ii) the dormant
refinancing market, especially for highly leveraged loans, and
(iii) the uncertainty with respect to the path and timing for a
recovery of the lending market. The severity expectation also
increased due to a hightened Moody's weighted average (WA)
securitised loan-to-value (LTV) ratio of approximately 100%. Due
to the modified pro-rata allocation of principal repayment
proceeds from the above average loans over the past year, the
credit enhancement has not increased sufficiently to off-set the
increased loss expectation for the remaining pool. Based on the
comparatively weak sequential pay trigger the allocation will not
switch to sequential pay in the near future.

The key parameters in Moody's analysis are the default probability
of the securitised loans (both during the term and at maturity) as
well as Moody's value assessment for the properties securing these
loans. Moody's derives from those parameters a loss expectation
for the securitised pool.

In general, Moody's analysis reflects a forward-looking view of
the likely range of commercial real estate 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 such as property
value or loan refinancing probability for instance, 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 . There may be mitigating or
offsetting factors to an improvement or decline in collateral
performance, such as increased subordination levels due to
amortisation and loan re- prepayments or a decline in
subordination due to realised losses.

Primary sources of assumption uncertainty are the current stressed
macro-economic environment and continued weakness in the
occupational and lending markets. Moody's anticipates (i) delayed
recovery in the lending market persisting through 2013, while
remaining subject to strict underwriting criteria and heavily
dependent on the underlying property quality, (ii) strong
differentiation between prime and secondary properties, with
further value declines expected for non-prime properties, and
(iii) occupational markets will remain under pressure in the short
term and will only slowly recover in the medium term in line with
anticipated economic recovery. Overall, Moody's central global
macroeconomic scenario is for a material slowdown in growth in
2012 for most of the world's largest economies fueled by fiscal
consolidation efforts, household and banking sector deleveraging
and persistently high unemployment levels. Moody's expects a mild
recession in the Euro area.

As the Euro area crisis continues, the rating of the structured
finance notes remain exposed to the uncertainties of credit
conditions in the general economy. The deteriorating
creditworthiness of euro area sovereigns as well as the weakening
credit profile of the global banking sector could negatively
impact the ratings of the notes. Furthermore, as discussed in
Moody's special report "Rating Euro Area Governments Through
Extraordinary Times -- An Updated Summary," published in October
2011, Moody's is considering reintroducing individual country
ceilings for some or all euro area members, which could affect
further the maximum structured finance rating achievable in those
countries.

Moody's Portfolio Analysis

Taurus CMBS (Pan-Europe) 2007-1 Limited closed in August 2007 and
represents the securitisation of initially 13 mortgage loans
originated by Merrill Lynch International Bank Limited and Merrill
Lynch Capital Corporation. The loans were secured by first-ranking
legal mortgages over 57 commercial properties. Currently 7 loans
remain in the pool and the loans are secured by first-ranking
legal mortgages over 44 commercial properties. Moody's uses a
variation of Herf to measure diversity of loan size, where a
higher number represents greater diversity. Large multi-borrower
transactions typically have a Herf of less than 10 with an average
of around 5. This pool has a Herf of 3.47, which is lower than the
8.2 score at Moody's prior review.

Moody's estimates the transaction's weighted average WA
securitised LTV ratio at approximately 100% compared to the
current U/W LTV of 87.5%.

Since closing, approximately 50% of the initial pool repaid with
principal allocated on a modified pro-rata basis. As a result, the
Class A1 and the Class A2 Notes subordination levels have
increased, from 25.9% to 29.1% for the Class A1 Notes and from
22.0% to 24.8% for the Class A2 Notes. The Class A2 Notes are
structurally subordinated to the Class A1 Notes. Moody's views the
transaction's weak sequential pay trigger as credit negative, and
the likely continued predominantly non-sequential application of
loan principal (at least over the short to medium term) is
unlikely to materially improve subordination levels for the Class
A1 and the Class A2 Notes.

Fishman JEC is the largest loan representing 48.3% of the pool.
The loan is secured by a mixture of 18 French office and
industrial properties. Moody's securitised loan LTV is around 100%
compared to the current U/W LTV of 82.93%. Moody's expects a high
probability of default at loan maturity in July 2014.

Hutley is the second largest loan representing 14.7% of the pool.
The loan is secured by a mixture of 11 German office and retail
properties. Moody's securitised loan LTV is around 100% compared
to the current U/W LTV of 89.2%. Moody's expects a high
probability of default at loan maturity in July 2014.

Swan is the third largest loan representing 12.5% of the pool. The
loan is secured by 10 Swiss warehouse/office properties. Moody's
securitised loan LTV is around 80% compared to the current U/W LTV
of 64.58%. Moody's expects a medium probability of default at loan
maturity in April 2013.

Moody's expects a significant amount of losses on the securitised
portfolio, stemming mainly from the refinancing profile of the
securitised portfolio and its elevated LTV of around 100%. Given
the default risk profile and the anticipated work-out strategy for
potentially defaulting loans, the expected losses are likely to
crystallise only towards the mid to end of the transaction term.

The principal methodology used in this rating was Moody's Approach
to Real Estate Analysis for CMBS in EMEA: Portfolio Analysis (MoRE
Portfolio) published in April 2006.

Other factors used in this rating are described in European CMBS:
2012 Central Scenarios published in February 2012.

The updated assessment is a result of Moody's on-going
surveillance of commercial mortgage backed securities (CMBS)
transactions. Moody's prior assessment is summarised in a press
release dated October 26, 2009. The last Performance Overview for
this transaction was published on June 26, 2012.

In rating this transaction, Moody's used both MoRE Portfolio and
MoRE Cash Flow to model the cash-flows and determine the loss for
each tranche. MoRE Portfolio evaluates a loss distribution by
simulating the defaults and recoveries of the underlying portfolio
of loans using a Monte Carlo simulation. This portfolio loss
distribution, in conjunction with the loss timing calculated in
MoRE Portfolio is then used in MoRE Cash Flow, where for each loss
scenario on the assets, the corresponding loss for each class of
notes is calculated taking into account the structural features of
the notes. As such, Moody's analysis encompasses the assessment of
stressed scenarios.

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.


TCW'S GLOBAL: Fitch Affirms Junk Ratings on Two Note Classes
------------------------------------------------------------
Fitch Ratings has taken the following actions on the notes issued
by TCW's Global Project Fund II (GPF II):

  -- $330 million revolving senior notes affirmed at 'AAAsf';
     Outlook Stable;

  -- $70 million class A-1 floating-rate notes affirmed at
     'AAAsf'; Outlook Stable;

  -- $64 million class A-2-A floating-rate notes affirmed at
     'Asf'; Outlook Negative;

  -- $6 million class A-2-B fixed-rate notes affirmed at 'Asf';
     Outlook Negative;

  -- $61 million class B-1 floating-rate notes downgraded to
     'BB-sf' from 'BBsf'; Outlook Negative;

  -- $14 million class B-2 fixed-rate notes downgraded to 'BB-sf'
     from 'BBsf'; Outlook Negative;

  -- $33 million class C floating-rate notes affirmed at 'CCCsf';

  -- $17 million class D floating-rate affirmed at 'CCsf'.

The one-notch downgrade to the rating assigned to the class B
notes reflects the decrease in available credit enhancement as a
result of worse than expected asset performance in addition to an
increasingly concentrated portfolio.  The sequential-pay principal
waterfall attempts to alleviate concentration ramp-down risks.
However, credit enhancement for the class B notes has slightly
decreased, although not enough to breach class B coverage triggers
that would allocate excess interest collections to principal
amortization on the more senior notes.

Affirmations to the ratings assigned to the revolving senior
notes and A-1 notes reflect the continuous increase in credit
enhancement which supports high asset default rates, consistent
with the 'AAAsf' rating.  The class C and class D notes remain
very sensitive to the market value of asset balances due beyond
the transaction's final maturity on June 2016.  As of
April 2012, the revolving senior notes had amortized to the amount
of USD52.4 million from the initial USD330 million.  The
outstanding balance of the performing portfolio was USD306
million.

GPF II is a CLO of project finance loans, the majority of which
are senior secured obligations.  As of April 2012 there were 14
performing assets in the portfolio.  Approximately 30% of the
fund's assets are domiciled in the United States while the
remaining 70% stem from emerging market countries.  The majority
of investments are in the energy, oil and gas, and infrastructure
project finance sectors.


WAMU 2003-C1: Fitch Upgrades Rating on Seven Certificate Classes
----------------------------------------------------------------
Fitch Ratings has upgraded the ratings on seven classes of
Washington Mutual Asset Securities Corporation (WAMU) commercial
mortgage pass-through certificates, series 2003-C1.

The upgrades are due to the pool's stable performance, increased
credit enhancement from scheduled principal paydown, and low
future expected losses following Fitch's prospective review of
potential stresses to the transaction.

As of the June 2012 distribution date, the pool's certificate
balance has been reduced 92% (including 0.07% in realized losses)
to $45.84 million from $571.87 million at issuance.  There are 33
of the original 213 loans remaining in the transaction.  The
pool's concentration includes 38.76% of the pool balance located
in California, and multifamily representing 70.74%. There are no
defeased loans.

There are no specially serviced loans as of the June 2012
remittance report.  Fitch expects minimal losses to the remaining
pool balance.  Any incurred losses are expected to be absorbed by
the non-rated class P.

Fitch has identified five Loans of Concern (FLOCs) (33.23% of the
pool balance).  The largest loan of concern is Center Pointe
Plaza, the largest loan in the pool (26.99%).  The loan is secured
by a 252,393 square foot (sf) retail center in Christiana, DE.
The March 2012 rent roll reports occupancy at 96%, with debt
service coverage ratio (DSCR) at 1.50x as of year-end December
2011.  The loan has been identified as a FLOC due to the potential
upcoming lease rollover of the property's anchor tenants.  Home
Depot (43.5% of the net rentable area [NRA]), Babies R' Us (16.6%
NRA), and TJ Maxx (11.8%) current leases expire in January 2013.

Fitch upgrades the following classes:

  -- $2.9 million class H to 'AAAsf' from 'AA+sf; Outlook Stable;
  -- $5.7 million class J to 'AAAsf' from 'Asf'; Outlook Stable;
  -- $4.3 million class K to 'Asf' from 'BBB+sf'; Outlook Stable;
  -- $1.4 million class L to 'BBBsf' from 'BBB-sf'; Outlook
     Stable;
  -- $2.9 million class M to 'BBB-sf' from 'BB+sf'; Outlook
     Stable;
  -- $2.9 million class N to 'BBsf' from 'B+sf'; Outlook Stable;
  -- $1.4 million class O to 'Bsf' from 'B-sf'; Outlook Stable.

Fitch also affirms the following classes:

  -- $6.2 million class D at 'AAAsf'; Outlook Stable;
  -- $2.9 million class E at 'AAAsf'; Outlook Stable;
  -- $4.3 million class F at 'AAAsf'; Outlook Stable;
  -- $5.7 million class G at 'AAAsf'; Outlook Stable;

Class P is not rated by Fitch, and has been reduced to
$5.3 million from $5.7 million at issuance due to realized losses.
Fitch also does not rate the rake classes HM and HS.  Classes A,
B, and C have paid in full.

Fitch had previously withdrawn the rating on the interest-only
class X-1.


WHITEHORSE III: S&P Affirms Class B-2L Rating at 'CCC+(sf)'
-----------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on three
classes of notes from WhiteHorse III Ltd., a collateralized loan
obligation (CLO) transaction backed by corporate loans and managed
by WhiteHorse Capital Partners L.P.

"We also removed the ratings from CreditWatch with positive
implications, where we had placed them on Apr. 18, 2012. We
affirmed our ratings on two other classes from the transaction and
removed one of them from CreditWatch with positive implications,"
S&P said.

This transaction entered its amortization period in May 2012.

"The upgrades reflect the improvement in the credit quality of the
transaction's portfolio since our April 2010 rating actions.
According to the May 2012 trustee report, the amount of defaulted
assets within the asset portfolio decreased to $2.96 from the
$31.45 million reported in the January 2010 trustee report, which
we used for our April 2010 actions. Over the same time period, the
amount of 'CCC' rated assets decreased to $18.32 million from
$30.15 million. Due to these and other factors, the
overcollateralization (O/C) ratios increased for all the classes
of notes," S&P said.

The affirmations reflect credit support commensurate with the
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 it deems necessary.

Rating And Creditwatch Actions

WhiteHorse III Ltd.
                Rating
Class        To         From
A-1L         AA+ (sf)   AA (sf)/Watch Pos
A-2L         A+ (sf)    A+ (sf)/Watch Pos
A-3L         BBB+ (sf)  BBB- (sf)/Watch Pos
B-1L         BB- (sf)   B+ (sf)/Watch Pos

Rating Affirmed

WhiteHorse III Ltd.
Class          Rating
B-2L           CCC+ (sf)


* Moody's Says Leverage on US CMBS Conduit Loans Up in 3Q 2012
--------------------------------------------------------------
Leverage on conduit loans to be securitized in the third quarter
will likely be higher than it was in the second quarter, leading
to more credit enhancement being necessary to achieve similar
ratings, says Moody's Investors Service in its latest quarterly
review of US commercial mortgage-backed securities.

Specifically, based on the transactions in its deal pipeline,
Moody's Loan to Value ratio is positioned to increase to 102.1% in
the third quarter from 97.8% in the second quarter, says Moody's
in the report "US CMBS Q2 2012 Review: Conduit MLTV and Credit
Enhancement to Increase in Q3."

Moody's credit enhancement level for tranches rated Baa3 look to
be approximately 7.3% in the third quarter, up from 5.8% when CMBS
deals started again after the credit crisis.

"The relatively favorable position of the credit cycle mitigates
some of the risk from the increasing leverage in conduit loans,"
says Tad Philipp, Moody's Director of Commercial Real Estate
Research. "The current position bares similarities in several of
its metrics to the market conditions that prevailed in the early
1990's, which was 5 to 7 years past the prior peak and saw loan
origination vintages that were high performing."

Moody's notes that its loan to value ratio is much higher than the
loan to value ratio used in underwriting the loans. In fact
Moody's expects the gap between them to widen to 37.7% in the
third quarter. The gap reflects the fact that underwriting
valuations use increasingly low capitalization rates as US ten-
year treasury rates remain low, while the Moody's valuations use
capitalization rates that are stabilized, to capture the risk that
interest rates may be much higher when a loan must be refinanced.

During second-quarter 2012 Moody's rated seven conduit
transactions, to bring the total for deals rated since the
resumption of CMBS after the credit crisis to 30.

In addition, Moody's publishes a weekly summary of structured
finance credit, ratings and methodologies in "Structured Finance
Quick Check".


* Moody's Reviews Ratings on 2000-2006 Second Lien RMBS Tranches
----------------------------------------------------------------
Moody's Investors Service has placed on review ratings on one
tranche for upgrade and 16 tranches for downgrade from 11
residential mortgage-backed securities (RMBS) from 2000-06 backed
by second-lien loans and home equity lines of credit. Moody's
rates a total of 1257 tranches from 435 second- lien RMBS
transactions from 1995-2007.

Ratings Rationale

The actions reflect the recent performance of second-lien
transactions and Moody's updated loss expectations on these pools.
The rating actions include placing on review ratings on one bond
for upgrade and 16 bonds for downgrade. The upgrade review is due
primarily to higher credit enhancement levels. The downgrade
reviews are primarily due to deteriorating collateral performance.

Although individual transaction performance varies, the overall
performance on second-lien RMBS remains weak. Moody's is placing
on review for downgrade ratings of second-lien RMBS with
underlying pool performance weaker than Moody's previous
expectations or with credit enhancement lower than Moody's prior
projections.

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

For the two tranches included in this action that financial
guarantors insure, noted below, the principal methodology Moody's
uses in determining the rating is the same methodology for rating
securities that do not have a financial guaranty. The credit
quality of RMBS that a financial guarantor insures reflects the
higher of the credit quality of the guarantor or the RMBS without
the benefit of the guaranty; however, for both of these tranches,
the financial strength of the guarantor is lower than what the
rating of the security would be absent the guaranty.

To determine which ratings to place on review, Moody's derived a
rating assessment based on updated pool losses relative to the
total credit enhancement available from subordination, as well as
excess spread and external enhancement such as pool insurance
policies, reserve accounts, and guarantees. Moody's placed on
review ratings that differed significantly from the rating
assessments.

Over the coming weeks, Moody's will perform individual, detailed,
transaction-specific analysis and conclude the review on these
tranches. When assigning the final ratings to bonds, in addition
to the approach described above, Moody's will consider the
volatility of the projected losses and timeline of the expected
defaults.

The primary sources of assumption uncertainty are Moody's central
macroeconomic forecast and performance volatility as a result of
servicer-related activity such as modifications. The unemployment
rate fell from 9.0% in May 2011 to 8.2% in May 2012. Moody's
forecasts a further drop to 7.8% by the end of 2Q 2013. Moody's
expects housing prices to remain stable through the remainder of
2012 before gradually rising towards the end of 2013. Performance
of RMBS continues to remain highly dependent on servicer activity
such as modification-related principal forgiveness and interest
rate reductions. Any change resulting from servicing transfers or
other policy or regulatory change can also impact the performance
of these transactions.

Complete rating actions are as follows:

Issuer: Citigroup HELOC Trust 2006-NCB1

Cl. 2A-2, Baa3 (sf) Placed Under Review for Possible Downgrade;
previously on Jan 6, 2011 Confirmed at Baa3 (sf)

Issuer: DLJ ABS Trust Series 2000-6

Cl. M-2, Baa3 (sf) Placed Under Review for Possible Downgrade;
previously on Nov 30, 2010 Downgraded to Baa3 (sf)

Cl. B-1, Ba2 (sf) Placed Under Review for Possible Downgrade;
previously on Nov 30, 2010 Downgraded to Ba2 (sf)

Issuer: First Franklin Mortgage Loan Trust 2003-FFA

Cl. II-M-2, Ba1 (sf) Placed Under Review for Possible Downgrade;
previously on Oct 20, 2010 Downgraded to Ba1 (sf)

Issuer: GMACM Home Equity Loan Trust 2000-HE4, GMACM Home Equity
Loan-Backed Term Notes, Series 2000-HE4

Cl. A-1, B3 (sf) Placed Under Review for Possible Downgrade;
previously on Feb 18, 2009 Downgraded to B3 (sf)

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

Issuer: GMACM Home Equity Loan Trust 2001-HE3

Cl. A-2, B3 (sf) Placed Under Review for Possible Downgrade;
previously on May 21, 2010 Downgraded to B3 (sf)

Underlying Rating: B3 (sf) Placed Under Review for Possible
Downgrade; previously on May 21, 2010 Downgraded to B3 (sf)

Financial Guarantor: Financial Guaranty Insurance Company (Insured
Rating Withdrawn Mar 25, 2009)

Issuer: GMACM Home Equity Loan Trust 2004-HE2

Cl. A-4, Baa2 (sf) Placed Under Review for Possible Downgrade;
previously on May 21, 2010 Downgraded to Baa2 (sf)

Issuer: HLTV Mortgage Loan Trust 2004-1

Notes, Baa3 (sf) Placed Under Review for Possible Downgrade;
previously on Feb 11, 2011 Confirmed at Baa3 (sf)

Issuer: HomeBanc Mortgage Trust 2005-2

Cl. M-3, B2 (sf) Placed Under Review for Possible Downgrade;
previously on Jun 3, 2010 Downgraded to B2 (sf)

Issuer: Irwin Home Equity Loan Trust 2005-1

Cl. B-3, C (sf) Placed Under Review for Possible Upgrade;
previously on Jun 30, 2010 Downgraded to C (sf)

Issuer: Irwin Whole Loan Home Equity Trust 2003-A

Cl. M-1, Baa1 (sf) Placed Under Review for Possible Downgrade;
previously on Jul 22, 2011 Downgraded to Baa1 (sf)

Issuer: Irwin Whole Loan Home Equity Trust 2005-A

Cl. M-1, A3 (sf) Placed Under Review for Possible Downgrade;
previously on Jun 30, 2010 Downgraded to A3 (sf)

Cl. M-2, Baa1 (sf) Placed Under Review for Possible Downgrade;
previously on Jun 30, 2010 Downgraded to Baa1 (sf)

Cl. M-3, Baa2 (sf) Placed Under Review for Possible Downgrade;
previously on Jun 30, 2010 Downgraded to Baa2 (sf)

Cl. M-4, Baa3 (sf) Placed Under Review for Possible Downgrade;
previously on Jun 30, 2010 Downgraded to Baa3 (sf)

Cl. M-5, Ba1 (sf) Placed Under Review for Possible Downgrade;
previously on Jun 30, 2010 Downgraded to Ba1 (sf)

Cl. M-6, Ba3 (sf) Placed Under Review for Possible Downgrade;
previously on Jun 30, 2010 Downgraded to Ba3 (sf)

A list of the review actions associated with this announcement
appears at:

  http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF290551


* S&P Cuts Ratings on 4 Classes on JPMorgan/GMAC CMBS to 'Dsf'
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on four
classes of commercial mortgage pass-through certificates from two
U.S. commercial mortgage-backed securities (CMBS) transactions to
'D (sf)' because it expect the accumulated interest shortfalls  to
remain outstanding for the foreseeable future.

The four downgraded classes have had accumulated interest
shortfalls outstanding between four and 11 months. The recurring
interest shortfalls for the respective certificates are primarily
due to one or more of the following factors:  Appraisal
subordinate entitlement reduction (ASER) amounts in effect for
specially serviced assets; The lack of servicer advancing for
assets where the servicer has made nonrecoverable advance
declarations; and Special servicing fees.

Standard & Poor's analysis primarily considered the ASER amounts
based on appraisal reduction amounts (ARAs) calculated using
recent Member of the Appraisal Institute (MAI) appraisals. "We
also considered servicer nonrecoverable advance declarations and
special servicing fees that are likely, in our view, to cause
recurring interest shortfalls," S&P said.

The servicer implements ARAs and resulting ASER amounts in
accordance with each respective transaction's terms. Typically,
these terms call for the automatic implementation of an ARA equal
to 25% of the stated principal balance of a loan when a loan is 60
days past due and an appraisal or other valuation is not available
within a specified timeframe.

"We primarily considered ASER amounts based on ARAs calculated
from MAI appraisals when deciding which classes from the affected
transactions to downgrade to 'D (sf)'. This is because ARAs based
on a principal balance haircut is highly subject to change, or
even reversal, once the special servicer obtains the MAI
appraisals," S&P said.

Servicer nonrecoverable advance declarations can prompt shortfalls
due to a lack of debt service advancing, the recovery of
previously made advances deemed nonrecoverable, or the failure to
advance trust expenses when nonrecoverable declarations have been
determined. Trust expenses may include, but are not limited to,
property operating expenses, property taxes, insurance payments,
and legal expenses.

"We detail the four downgraded classes from the two U.S. CMBS
transactions below," S&P said.

JPMorgan Chase Commercial Mortgage Securities Corp.  Series 2001-
C1

"We lowered our ratings to 'D (sf)' on the class J and K
certificates from  JPMorgan Chase Commercial Mortgage Securities
Corp.'s series 2001-C1 due to  accumulated interest shortfalls
outstanding for four and 11 months, respectively," S&P said.

These interest shortfalls were primarily due to ASER amounts
($34,821) related to six ($24.0 million, 41.9%) of the 10 ($38.0
million, 66.3%) assets that are currently with the special
servicer, CWCapital Asset Management LLC (CWCapital), recovery of
prior servicer's advances ($36,706), interest not advanced due to
servicer's nonrecoverable determination ($20,650), and special
servicing fees ($8,420).

As of the June 12, 2012, trustee remittance report, ARAs totaling
$7.4 million were in effect for six specially serviced assets. The
reported monthly interest shortfalls, net of a one-time ASER
recovery of $9,503, totaled $91,826. Interest shortfalls have
affected all of the classes subordinate to and including class
J. GMAC Commercial Mortgage Securities Inc. Series 2003-C1

"We lowered our ratings to 'D (sf)' on the class N-1 and N-2
certificates from  GMAC Commercial Mortgage Securities Inc.'s
series 2003-C1 due to accumulated interest shortfalls outstanding
for eight and 10 months, respectively," S&P said.

These interest shortfalls were primarily due to interest not
advanced due to servicer's nonrecoverable determination ($14,018)
for one (Countryside Village Apartments asset, $2.2 million) of
the three assets ($38.0 million, 5.5%) with the special servicer,
CWCapital, and special servicing fees ($8,196). As of the June 11,
2012, trustee remittance report, the reported monthly interest
shortfalls totaled $22,836 and affected all of the classes
subordinate to and including class N-1.

Ratings Lowered

JPMorgan Chase Commercial Mortgage Securities Corp.
Commercial mortgage pass-through certificates series 2001-C1
                                           Reported
          Rating        Credit      interest shortfalls
Class  To      From     enhcmt(%)  Current  Accumulated
J        D (sf)   CCC- (sf)    18.44         42,308      93,769
K        D (sf)   CCC- (sf)     7.19         30,221     206,314

GMAC Commercial Mortgage Securities Inc.
Commercial mortgage pass-through certificates series 2003-C1

                                           Reported
         Rating         Credit       interest shortfalls
Class  To      From     enhcmt(%)   Current  Accumulated
N-1      D (sf)   CCC+ (sf)    1.30        26,929      160,481
N-2      D (sf)   CCC (sf)     1.10         5,917       56,612



* S&P Lowers 13 Ratings on Three BofA U.S. CMBS Transactions
------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 13
classes of commercial mortgage pass-through certificates from
three U.S. commercial mortgage-backed securities (CMBS)
transactions due to interest shortfall.

"We lowered our ratings on six of these classes to 'D (sf)'
because we expect the accumulated interest shortfalls to remain
outstanding in the foreseeable future," S&P said.

These six classes had accumulated interest shortfalls outstanding
between seven and nine months. The recurring interest shortfalls
for the respective certificates are primarily due to one or more
of the following  factors:  Appraisal subordinate entitlement
reduction (ASER) amounts in effect for  specially serviced
assets; The lack of servicer advancing for assets where the
servicer has made  nonrecoverable advance declarations;  Special
servicing fees; and Interest rate reductions or deferrals
resulting from loan modifications.

Standard & Poor's analysis primarily considered the ASER amounts
based on appraisal reduction amounts (ARAs), calculated using
recent Member of the Appraisal Institute (MAI) appraisals.

"We also considered servicer nonrecoverable advance declarations,
special servicing fees, and interest rate reductions and deferrals
resulting from loan modifications that are likely to cause
recurring interest shortfalls," S&P said.

The servicer implements ARAs and resulting ASER amounts in
accordance with each respective transaction's terms. Typically,
these terms call for the  automatic implementation of an ARA equal
to 25% of the stated principal balance of a loan when it is 60
days past due and an appraisal, or other  valuation, is not
available within a specified timeframe.

"We primarily considered ASER amounts based on ARAs calculated
from MAI appraisals when  deciding which classes from the affected
transactions to downgrade to 'D (sf)'. This is because ARAs based
on a principal balance haircut are highly subject to change, or
even reversal, once the special servicer obtains the MAI
appraisals," S&P said.

Servicer nonrecoverable advance declarations can prompt shortfalls
due to a lack of debt service advancing, the recovery of
previously made advances deemed nonrecoverable, or the failure to
advance trust expenses when nonrecoverable declarations have been
determined.

Trust expenses may include, but are not limited to, property
operating expenses, property taxes, insurance payments, and legal
expenses.

"We detail the 13 downgraded classes from the three U.S. CMBS
transactions below," S&P said.

Banc of America Commercial Mortgage Inc. 2002-PB2

"We lowered our ratings on the class C, D, E, and F certificates
from Banc of America Commercial Mortgage Inc. 2002-PB2. We lowered
our ratings on the class F certificates to 'D (sf)' due to
accumulated interest shortfalls outstanding for seven months," S&P
said.

The shortfalls were primarily due to ASER amounts of  $265,490
related to four ($66.2 million, 32.9%) of the eight assets ($165.9
million, 82.4%) that are currently with the special servicer, LNR
Partners  Inc. (LNR), interest not advanced of $586,033 associated
with a non-recoverable declaration related to four specially
serviced assets and special servicing fees $35,752.

In addition, a one-time recovery totaling $562,400 was refunded to
the trust, primarily for three of the eight specially serviced
assets.

"We downgraded classes C, D, and E due to reduced liquidity
support available to these classes. As of the June 11, 2012,
trustee remittance report, the master servicer, Bank of America
N.A. (BofA), reported ARAs totaling $94.0 million in effect for
seven specially serviced assets," S&P said.

"The total reported monthly ASER amount on these assets was
$265,490. The reported monthly interest shortfalls totaled
$323,603 and have affected all of the classes subordinate to and
including class F. Excluding the aforementioned one-time recovery
totaling $562,401, we estimate interest shortfall to be $888,095,
indicating all classes subordinate to and including class C, could
experience interest shortfalls," S&P said.

Banc of America Commercial Mortgage Inc. 2004-1

"We lowered our ratings on the class G, H, J, K, and L
certificates from Banc of America Commercial Mortgage Inc. 2004-1.
We lowered our ratings on classes  H, J, K, and L to 'D (sf)' to
reflect accumulated interest shortfalls  outstanding for between
seven and nine months. The shortfalls were primarily due to ASER
amounts of $128,602 related to two ($31.0 million, 3.4%) of the
four assets ($78.5 million, 8.5%) that are currently with the
special  servicer, and an additional ASER of $33,322 related to
the Tracy Pavillion  loan, which appears in the June 11, 2012,
remittance report but was returned  to the master servicer on
April 16, 2012, with workout fees of $1,366 and  special servicing
fees of $16,935. As of the June 11, 2012, trustee remittance
report, Wells Fargo reported ARAs totaling $27.7 million in effect
for three assets, including the Tracy Pavillion loan and a total
reported monthly ASER amount of $161,924. Without the Tracy
Pavillion loan, the reported ARAs total $23.7 million and the
total reported monthly ASER amount is $128,602. Accumulated
interest shortfalls have affected all of the classes subordinate
to and including class H," S&P said.

Banc of America Commercial Mortgage Inc. 2004-4

"We lowered our ratings on the class E, F, G, and H certificates
from Banc of America Commercial Mortgage Inc. 2004-4. We lowered
our ratings on class H to 'D (sf)' to reflect accumulated interest
shortfalls outstanding for seven months. The shortfalls were
primarily due to ASER amounts of $93,078 related to six ($51.8
million, 8.8%) of the eight assets ($93.0 million, 15.7%) that
are currently with the special servicer, interest not advanced of
$102,104  associated with a nonrecoverable declaration, and
special servicing fees of $20,838," S&P said.

As of the June 11, 2012, trustee remittance report, U.S. Bank
reported ARAs totaling $30.95 million in effect for six assets and
a total reported monthly ASER amount of $93,078. Accumulated
interest shortfalls have affected all of the classes subordinate
to and including class H.

Ratings Lowered

Banc of America Commercial Mortgage Inc.
Commercial mortgage pass-through certificates series 2002-PB2

                            Credit             Reported
          Rating       enhancement  interest shortfalls ($)
Class  To         From         (%)      Current Accumulated
C      B+ (sf)    BB+ (sf)   78.60            0          0
D      CCC+ (sf)  B+ (sf)    71.63            0          0
E      CCC- (sf)  CCC+ (sf)  61.86            0          0
F      D (sf)     CCC- (sf)  56.28     (293,421)    54,590

Banc of America Commercial Mortgage Inc.
Commercial Mortgage pass-through certificates series 2004-1

                          Credit          Reported
          Rating     enhancement    interest shortfalls ($)
Class  To         From         (%)     Current  Accumulated
G      CCC (sf)   B- (sf)     5.59            0          0
H      D (sf)     CCC- (sf)   3.43       48,266    132,503
J      D (sf)     CCC- (sf)   2.71       28,053    212,846
K      D (sf)     CCC- (sf)   1.99       28,053    252,480
L      D (sf)     CCC- (sf)   1.09       35,067    315,600

Banc of America Commercial Mortgage Inc.
Commercial Mortgage pass-through certificates series 2004-4

                            Credit             Reported
          Rating       enhancement  interest shortfalls ($)
Class  To         From         (%)     Current Accumulated
E      BBB- (sf)   A- (sf)   14.60            0          0
F      B (sf)     BBB (sf)   11.87            0          0
G      CCC- (sf)  B+ (sf)     9.95            0          0
H      D (sf)     CCC (sf)    7.21       51.002    229,261


* S&P Cuts Ratings On 8 Classes From 5 CMBS Transactions to 'D'
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on eight
classes of commercial mortgage pass-through certificates from five
U.S. commercial mortgage-backed securities (CMBS) transactions to
'D (sf)' because it expect the accumulated interest shortfalls  to
remain outstanding for the foreseeable future.

The eight downgraded classes have had accumulated interest
shortfalls outstanding between one and 11 months. The recurring
interest shortfalls for the respective certificates are primarily
due to one or more of the following  factors:  Appraisal
subordinate entitlement reduction (ASER) amounts in effect for
specially serviced assets; The lack of servicer advancing for
assets where the servicer has made  nonrecoverable advance
declarations; Special servicing fees; and Interest rate reductions
or deferrals resulting from loan modifications.

"Standard & Poor's analysis primarily considered the ASER amounts
based on appraisal reduction amounts (ARAs) calculated using
recent Member of the Appraisal Institute (MAI) appraisals. We also
considered servicer nonrecoverable advance declarations and
special servicing fees that are likely, in our view, to cause
recurring interest shortfalls," S&P said.

The servicer implements ARAs and resulting ASER amounts in
accordance with each respective transaction's terms. Typically,
these terms call for the  automatic implementation of an ARA equal
to 25% of the stated principal balance of a loan when a loan is 60
days past due and an appraisal or other valuation is not available
within a specified timeframe.

"We primarily considered ASER amounts based on ARAs calculated
from MAI appraisals when  deciding which classes from the affected
transactions to downgrade to 'D  (sf)'. This is because ARAs based
on a principal balance haircut is highly subject to change, or
even reversal, once the special servicer obtains the MAI
appraisals.  Servicer nonrecoverable advance declarations can
prompt shortfalls due to a lack of debt service advancing, the
recovery of previously made advances deemed nonrecoverable, or the
failure to advance trust expenses when nonrecoverable declarations
have been determined. Trust expenses may include, but are not
limited to, property operating expenses, property taxes, insurance
payments, and legal expenses, "S&P said.

"We detail the eight downgraded classes from the five U.S. CMBS
transactions, "S&P said.

Salomon Bros. Commercial mortgage trust 2001-C2

"We lowered our ratings to 'D (sf)' on the class K and L
certificates from  Salomon Bros. Commercial Mortgage Trust 2001-C2
due to accumulated interest  shortfalls outstanding for seven and
eight months, respectively. These interest shortfalls were
primarily due to ASER amounts related to six ($19.5  million,
37.1%) of the nine ($41.8 million, 79.7%) assets that are
currently  with the special servicer, CWCapital Asset Management
LLC (CWCapital), and  special servicing fees ($9,024)," S&P said.

As of the June 13, 2012, trustee remittance report, ARAs totaling
$6.3 million were in effect for six specially serviced  assets and
the reported ASER amount for these six assets, excluding a $51,689
ASER recovery, was $40,672. Due to the aforementioned ASER
recovery, the trust experienced a net interest recovery of $1,966
for this period. The reported accumulated interest shortfalls
outstanding total $2.8 million and have affected all of the
classes subordinate to and including class K.

Salomon Bros. Commercial Mortgage Trust 2002-Key2

"We lowered our rating on the class S certificates from Salomon
Bros. Commercial Mortgage Trust 2002-KEY2 to 'D (sf)' to reflect
accumulated interest shortfalls outstanding for 11 months. The
interest shortfalls were primarily due to ASER amounts ($35,818)
related to one ($8.1 million, 28.%) of the three ($13.6 million,
48.6%) loans that are currently with the special  servicer, C-III
Asset Management LLC (C-III), interest rate reduction from  loan
modification ($4,756), and special servicing fees ($2,927). As of
the June 18, 2012, trustee remittance report, an ARA of $5.3
million was in effect  for one of the specially serviced loans.
The reported monthly interest shortfalls totaled $43,501 and have
affected allof the classes subordinate to and including class S,"
S&P said.

TIAA Seasoned Commercial Mortgage Trust 2007-C4

"We lowered our rating on the class P certificates from TIAA
Seasoned Commercial Mortgage Trust 2007-C4 to 'D (sf)' to reflect
accumulated interest shortfalls outstanding for nine months. The
interest shortfalls were primarily due to ASER amounts ($49,339)
related to three ($38.5 million, 3.1%) of the eight ($87.1
million, 7.1%) assets that are currently with the special
servicer, C-III, interest rate reduction from loan modification
($18,695), and special servicing fees ($16,209). As of the June
15, 2012, trustee remittance report, ARAs totaling $10.7 million
were in effect for three of the specially serviced assets. The
reported monthly interest shortfalls totaled $89,580 and have
affected all of the classes subordinate to and including class P,"
S&P said.

Wachovia Bank Commercial Mortgage Trust Series 2005-C17

"We lowered our rating on the class K certificates from Wachovia
Bank Commercial Mortgage Trust's series 2005-C17 to 'D (sf)' to
reflect accumulated interest shortfalls outstanding for six
months. The interest shortfalls were primarily due to ASER amounts
related to five ($76.2 million, 3.7%) of the 22 ($151.6 million,
7.4%) assets that are currently with the special servicer,
CWCapital, workout fees ($394,076), and special servicing fees
($32,366). The reported workout fees for June 2012 include a
nonrecurring amount of $$387,881 associated with the Falchi
Building asset that liquidated this period. As of the June 15,
2012, trustee remittance report, ARAs totaling $39.6 million were
in effect for five specially serviced assets and the reported ASER
amount, excluding ASER recoveries totaling $294,734, was $178,358.
The reported net monthly interest shortfalls totaled $335,408 and
have affected all of the classes subordinate to and including
class H," S&P said.

WAMU Commercial Mortgage Securities Trust 2007-Sl3

"We lowered our ratings on the class K, L, and M certificates from
WaMu Commercial Mortgage Securities Trust 2007-SL3 to 'D (sf)' to
reflect accumulated interest shortfalls outstanding between one
and nine months. The interest shortfalls on these classes were
primarily due to ASER amounts  related to 11 ($11.3 million, 1.3%)
of the 34 ($53.7 million, 5.9%) assets that are currently with the
special servicer, KeyBank Real Estate Capital, workout fees
($245,490), interest not advanced for assets that the master
servicer has deemed nonrecoverable ($33,712), and special
servicing fees ($11,219). The workout fees include nonrecurring
amounts totaling $246,046 associated with three assets that
liquidated this period. As of the June 25, 2012, trustee
remittance report, ARAs totaling $4.2 million were in effect for
11 specially serviced assets and the reported ASER amount,
excluding an ASER  recovery of $38,670, was $17,452. The reported
net monthly interest shortfalls  totaled $255,632 and have
affected all of the classes subordinate to and  including class
H," S&P said.

Ratings Lowered

Salomon Bros. Commercial Mortgage Trust 2001-C2
Commercial mortgage pass-through certificates
                                              Reported
          Rating            Credit         interest shortfalls
Class  To       From       enhcmt(%)      Current  Accumulated
K      D (sf)   CCC+ (sf)     23.76        (66,052)     97,604
L      D (sf)   CCC- (sf)     11.41         33,306     249,386

Salomon Bros. Commercial Mortgage Trust 2002-KEY2
Commercial mortgage pass-through certificates
                                               Reported
         Rating              Credit       interest shortfalls
Class  To       From         enhcmt(%)    Current  Accumulated
S      D (sf)   CCC+ (sf)     16.71        19,597      106,965

TIAA Seasoned Commercial Mortgage Trust 2007-C4
Commercial mortgage pass-through certificates
                                                Reported
          Rating            Credit         interest shortfalls
Class  To      From         enhcmt(%)     Current  Accumulated
P      D (sf)  CCC- (sf)      1.40         7,811       32,613

Wachovia Bank Commercial Mortgage Trust
Commercial mortgage pass-through certificates series 2005-C17
                                                   Reported
          Rating             Credit        interest shortfalls
Class  To      From         enhcmt(%)     Current  Accumulated
K      D (sf)  CCC- (sf)      2.82         42,452     110,855

WaMu Commercial Mortgage Securities Trust 2007-SL3
Commercial mortgage pass-through certificates
                                                Reported
          Rating            Credit         interest shortfalls
Class  To       From        enhcmt(%)     Current  Accumulated
K      D (sf)   CCC- (sf)      1.44         42,164      42,164
L      D (sf)   CCC- (sf)      0.74         33,734     139,536
M      D (sf)   CCC- (sf)      0.38         16,865     149,538


* S&P Cuts Three Ratings on Two U.S. RMBS Re-REMIC Transactions
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on three
classes from two residential mortgage-backed securities (RMBS)
resecuritized real estate mortgage investment conduit (re-REMIC)
transactions.

"Concurrently, we affirmed our ratings on 94 classes from the two
transactions with lowered ratings and four other transactions,"
S&P said.

"In addition, we withdrew our ratings on class XII-A3 from  BCAP
LLC 2009-RR13 Trust because it has been paid in full and on class
4-R  from CSMC Series 2009-3R due to its de minimis outstanding
balance," S&P said.

"The six transactions in this review were issued in 2008 to 2010,"
S&P said.

Three transactions in this review (BCAP LLC 2009-RR13 Trust, JMAC
Master Resecuritization Trust I Series 2009-A and Picard Funding 2
Ltd.) pay interest  sequentially, two (J.P. Morgan
Resecuritization Trust Series 2010-6 and Lehman Mortgage Trust
2008-5) pay interest on a pro rata basis, and one (CSMC Series
2009-3R) contains both sequential and pro rata paying structures.

All transactions within this review contain subordinate classes
that provide credit support to more senior classes, with the
exception of JMAC Master Resecuritization Trust I Series 2009-A.
In this transaction, each structure contains only one class and
therefore cannot rely on subordinate tranches for credit support.
Instead, overcollateralization of each structure provides support
to the re-REMIC classes.

"We intend our ratings on the re-REMIC classes to address the
timely payment of interest and ultimate payment of principal. We
reviewed the interest and principal amounts due on the underlying
securities, which are then passed through to the applicable re-
REMIC classes. We applied our loss projections and assumptions, to
the underlying collateral to identify the principal and interest
amounts that could be passed through from the underlying
securities under our rating scenario stresses. We stressed our
loss projections at various rating categories to assess whether
the re-REMIC classes could withstand the stressed losses
associated with their ratings while receiving timely payment of
interest and principal consistent with our criteria," S&P said.

"We based our downgrades on our assessment of projected interest
shortfalls and/or projected principal losses from the underlying
securities that would impair the re-REMIC classes at the
applicable rating stresses.  The affirmations reflect our
assessment that the re-REMIC classes will likely receive timely
interest and the ultimate payment of principal under the
applicable stressed assumptions for the current ratings," S&P
said.

Rating Actions

BCAP LLC 2009-RR13 Trust
Series 2009-RR13
                               Rating
Class      CUSIP       To                   From
XII-A3     05532JFU3   NR                   AAA (sf)
VI-A5      05532JER1   BBB (sf)             A (sf)
VI-A7      05532JET7   BB (sf)              BBB (sf)

CSMC Series 2009-3R
Series 2009-3R
                               Rating
Class      CUSIP       To                   From
4-R        22943YVE6   NR                   AAA (sf)
4-A-2      22943YCK3   B- (sf)              B+ (sf)

NR-Not rated.

Ratings Affirmed

BCAP LLC 2009-RR13 Trust
Series 2009-RR13
Class      CUSIP       Rating
I-A1       05532JAA2   AAA (sf)
I-A3       05532JAC8   AA (sf)
I-A5       05532JDT8   A (sf)
I-A7       05532JDV3   BBB (sf)
II-A1      05532JAE4   AAA (sf)
II-A3      05532JAG9   AA (sf)
II-A5      05532JEA8   A (sf)
II-A7      05532JEC4   BBB (sf)
III-A1     05532JAJ3   AAA (sf)
III-A3     05532JAL8   AA (sf)
III-A5     05532JEH3   A (sf)
IV-A1      05532JAN4   AAA (sf)
IV-A3      05532JAQ7   AA (sf)
IV-A5      05532JEM2   A (sf)
V-A1       05532KEP2   AAA (sf)
VI-A1      05532JAW4   AAA (sf)
VI-A3      05532JAY0   AA (sf)
VII-A1     05532JBA1   AAA (sf)
VII-A3     05532JBC7   A (sf)
VIII-A1    05532JBE3   AAA (sf)
VIII-A3    05532JBG8   AA (sf)
VIII-A5    05532JFF6   A (sf)
IX-A1      05532JBJ2   AAA (sf)
IX-A3      05532JBL7   AA (sf)
IX-A5      05532JFG4   A (sf)
X-A1       05532JBN3   AAA (sf)
X-A3       05532JBQ6   A (sf)
XI-A1      05532KET4   AAA (sf)
XIII-A3    05532JCC6   AA (sf)
XIII-A5    05532JFW9   BBB (sf)
XIV-A1     05532JCE2   AAA (sf)
XIV-A3     05532JCG7   A (sf)
XXI-A1     05532KAV3   AAA (sf)

CSMC Series 2009-3R
Series 2009-3R
Class      CUSIP       Rating
4-A-1      22943YCJ6   AAA (sf)
26-A-1     22943YTV1   AAA (sf)
26-A-2     22943YTW9   B- (sf)
30-A-1     22943YUR8   AAA (sf)
30-A-3     22943YUT4   AAA (sf)
30-A-4     22943YUU1   AAA (sf)
30-A-5     22943YUV9   AAA (sf)
30-A-6     22943YUW7   B (sf)
30-A-8     22943YUY3   AAA (sf)

J.P. Morgan Resecuritization Trust Series 2010-6
Class      CUSIP       Rating
1-A-1      46635AAA1   AAA (sf)
1-A-2      46635AAB9   AA (sf)
1-A-3      46635AAC7   A (sf)
1-A-4      46635AAD5   B (sf)
1-A-5      46635AAE3   AA (sf)
1-A-6      46635AAF0   A (sf)
1-A-7      46635AAG8   B (sf)
1-A-8      46635AAH6   B (sf)
2-A-1      46635AAJ2   AAA (sf)
2-A-2      46635AAK9   AA (sf)
2-A-3      46635AAL7   A (sf)
2-A-5      46635AAN3   AA (sf)
2-A-6      46635AAP8   A (sf)
2-A-14     46635AAX1   AAA (sf)
2-A-15     46635AAY9   AA (sf)
2-A-16     46635AAZ6   A (sf)
2-A-18     46635ABB8   AA (sf)
2-A-19     46635ABC6   A (sf)
3-A-1      46635ABJ1   AAA (sf)
3-A-2      46635ABK8   AA (sf)
3-A-3      46635ABL6   A (sf)
3-A-4      46635ABM4   BB (sf)
3-A-5      46635ABN2   AA (sf)
3-A-6      46635ABP7   A (sf)
3-A-7      46635ABQ5   BB (sf)
3-A-8      46635ABR3   BB (sf)

JMAC Master Resecuritization Trust I Series 2009-A
Class      CUSIP       Rating
37-A       46633LBN0   AAA (sf)
38-A       46633LBP5   A (sf)
39-A       46633LBQ3   BBB (sf)
40-A       46633LBR1   AAA (sf)
41-A       46633LBS9   AAA (sf)
42-A       46633LBT7   AA (sf)
47-A       46633LBY6   AA (sf)
48-A       46633LBZ3   AAA (sf)

Lehman Mortgage Trust 2008-5
Class      CUSIP       Rating
A1         52524SAA4   B (sf)
A2         52524SAB2   CCC (sf)
A3         52524SAC0   CC (sf)
A4         52524SAD8   CCC (sf)
A5         52524SAJ5   CC (sf)

Picard Funding 2 Ltd. Series 2
Class      CUSIP       Rating
A          71952WAA6   AAA (sf)
B          71952WAB4   AA (sf)
C          71952WAC2   AA- (sf)
D          71952WAD0   A+ (sf)
E          71952WAE8   A (sf)
F          71952WAF5   A- (sf)
G          71952WAG3   BBB+ (sf)
H          71952WAH1   BBB (sf)
I          71952WAJ7   BBB- (sf)
J          71952WAK4   BB+ (sf)
K          71952WAL2   BB (sf)
L          71952WAM0   BB- (sf)
M          71952WAN8   B (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.


                  *** End of Transmission ***