TCR_Public/120909.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, September 9, 2012, Vol. 16, No. 251


                            Headlines

ACAS 2012-1: S&P Rates $16.5MM Class E Deferrable Notes 'BB-'
AMERICREDIT 2011-4: Fitch Affirms 'BB' Rating on Class E Notes
AMERICREDIT 2012-4: Fitch To Rate $27 Million Notes 'BBsf'
ARCC COMMERCIAL 2006: S&P Withdraws 'B-' Rating on Class D Notes
ARTUS LOAN 2007-I: S&P Affirms 'BB+' Rating on Class B-2L Notes

ASSET BACKED: Moody's Confirms 'C' Ratings on Two RMBS Tranches
BABSON CLO 2005-III: Moody's Hikes Rating on Cl. E Notes to 'Ba2'
BAKER STREET II: Moody's Hikes Rating on Class E Notes to 'Ba3'
BANC OF AMERICA 2003-2: Fitch Junks Rating on Class K Notes
BANC OF AMERICA 2006-4: Moody's Cuts Rating on Cl. B Certs. to Ba3

BASIC ASSET 2006-1: Moody's Lowers Rating on A-2 Tranche to 'Ba3'
BEAR STEARNS 2005-PWR7: Moody's Lowers Two Cert. Ratings to 'C'
CITIGROUP 2004-C2: Moody's Affirms 'Caa3' Rating on L Certificates
CITIGROUP 2012-GC8: Fitch Issues Presale Report on Certificates
CITIGROUP 2006-WFHE1: Moody's Raises Rating on One Tranche to 'Ca'

CLOVERIE PLC: S&P Lowers Ratings on 6 Note Series to 'D' on Losses
COMM 2011-FL1: Moody's Affirms 'Ba3' Ratings on 2 Cert. Classes
COMMODORE CDO I: S&P Withdraws 'BB+' Rating on Class A Notes
CPG I: Moody's Affirms 'B2' Corporate Family Rating
ENERGY XXI: Fitch Hikes Issuer Default Rating to 'B+'

FIRST FRANKLIN: Moody's Lowers Ratings on Two Tranches to 'Ca'
GREENBRIAR CLO: S&P Hikes Rating on Cl. E Notes to 'B+'; Off Watch
GREENPOINT MORTGAGE: Moody's Lifts Rating on One Tranche to 'Caa3'
HOMEBANC MORTGAGE: Moody's Confirms 'Caa2' Ratings on 2 Tranches
HSI ASSET: Moody's Cuts Ratings on Three Certifiticates to 'Ca'

INDYMAC HOME: Moody's Confirms 'Caa3' Rating on One RMBS Tranche
LB-UBS 2002-C4: S&P Reinstates 'CCC-' Rating on Cl. M Certificates
LB-UBS 2006-C6: Moody's Lowers Ratings on 2 Cert. Classes to 'C'
LEAF RECEIVABLES: Moody's Assigns '(P)Ba2' Rating to Cl. E-2 Notes
LEHMAN BROTHERS: Moody's Cuts Rating on Cl. X-FLP Certs. to 'Caa3'

LEHMAN XS: Moody's Lowers Rating on Class 1-A2 Certs. to 'C'
LIGHTPOINT CLO VII: Moody's Hikes Rating on Class E Notes to Ba3
MERITAGE LOAN: Moody's Cuts Rating on One RMBS Tranche to 'Ba1'
ML-CFC 2006-2: Moody's Lowers Rating on Class F Certs. to 'C'
MORGAN STANLEY 2003-IQ6: Moody's Affirms Caa3 Rating on N Certs

MORGAN STANLEY: Moody's Cuts Ratings on Various Tranches to 'Ca'
NEWSTAR TRUST 2005-1: Fitch Affirms Rating on Six Note Classes
RENAISSANCE HOME: Moody's Cuts Ratings on Three Tranches to 'Ca'
RFMSI SERIES: Moody's Cuts Ratings on Various Tranches to 'Caa2'
SEQUOIA MORTGAGE 2007-4: Moody's Cuts Ratings on 4 Tranches to 'C'

STRUCTURED ADJUSTABLE: Moody's Lifts Cl. A2 RMBS Rating to 'Caa3'
STRUCTURED ASSET: Moody's Upgrades Rating on One Tranche to Caa3
THORNBURG MORTGAGE: Moody's Lifts Cl. 1A-1 Tranche Rating to 'B3'
TIERS DERBY 2007-11: S&P Withdraws 'CCC-' Rating on Certificates
VENTURE IV: S&P Affirms 'B+' Rating on Class D Notes; Off Watch

WACHOVIA BANK 2006-C24: Moody's Cuts 3 Certificate Ratings to C
WACHOVIA BANK 2006-WHALE 7: Moody's Lifts KH-2 Certs. Rating to B2
WAMU MORTGAGE 2006-6: Moody's Cuts Rating on One Tranche to 'C'
WAMU 2007-HE3: Moody's Confirms 'Ba1' Rating on One RMBS Tranche
WELLS FARGO 2005-2: Moody's Raises Rating on One Tranche to 'Caa3'

* Moody's Corrects Ratings of 1996-199 US Scratch & Dent RMBS
* Moody's Takes Rating Actions on $2.7-Bil. Alt-A RMBS Deals
* S&P Lowers Ratings on 118 Classes From 34 US RMBS Transactions
* S&P Lowers Ratings on 84 Classes From 31 US RMBS Transactions
* S&P Lowers Ratings on 259 Classes From 38 RMBS Transactions

* S&P Withdraws Ratings on 11 Classes From 7 CLO Transactions
* S&P Keeps Ratings on 247 Classes From 27 CRE CDO Deals on Watch
* S&P Puts Ratings on 744 Classes on Watch With Diff. Implications


                            *********


ACAS 2012-1: S&P Rates $16.5MM Class E Deferrable Notes 'BB-'
-------------------------------------------------------------
Standard & Poor's Ratings Services assigned its ratings to ACAS
CLO 2012-1 Ltd./ACAS CLO 2012-1 LLC's $319.50 million floating-
and fixed-rate notes.

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

The ratings reflect S&P's view of:

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

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

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

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

-- The collateral manager's experienced management team.

-- S&P's projections regarding the timely interest and ultimate
    principal payments on the rated notes, which it assessed using
    its cash flow analysis and assumptions commensurate with the
    assigned ratings under various interest rate scenarios,
    including LIBOR ranging from 0.34%-11.19%.

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

              STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

    http://standardandpoorsdisclosure-17g7.com/937.pdf

RATINGS ASSIGNED
ACAS CLO 2012-1 Ltd./ACAS CLO 2012-1 LLC

Class                   Rating            Amount
                                        (mil. $)
A-1                     AAA (sf)          208.50
A-2                     AAA (sf)           10.00
B                       AA (sf)            48.00
C (deferrable)          A (sf)             19.50
D (deferrable)          BBB (sf)           17.00
E (deferrable)          BB- (sf)           16.50
Subordinated notes      NR                 42.73

NR-Not rated.


AMERICREDIT 2011-4: Fitch Affirms 'BB' Rating on Class E Notes
--------------------------------------------------------------
As part of its ongoing surveillance, Fitch Ratings affirms and
revises the Outlooks for six class of the AmeriCredit Automobile
Receivables Trust 2011-4 transaction as follows:

  -- Class A-2 at 'AAAsf'; Outlook Stable;
  -- Class A-3 at 'AAAsf'; Outlook Stable;
  -- Class B at 'AAsf'; Outlook to Positive from Stable;
  -- Class C at 'Asf'; Outlook to Positive from Stable;
  -- Class D at 'BBBsf'; Outlook to Positive from Stable;
  -- Class E at 'BBsf'; Outlook to Positive from Stable.

The rating affirmations are based on available credit enhancement
and loss performance.  The collateral pool continues to perform
within Fitch's expectations.  Under the credit enhancement
structure, the securities are able to withstand stress scenarios
consistent with the current rating and make full payments to
investors in accordance with the terms of the documents.

Additionally, revising the Outlooks for the Class B, C, D, and E
Notes reflects the possibility for positive rating actions in the
next 12 to 18 months as losses are tracking inside of initial
expectations and credit support is expected to continue to
increase.  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.

The ratings reflect the quality of AmeriCredit Financial Services,
Inc. retail auto loan originations, the strength of its servicing
capabilities, and the sound financial and legal structure of the
transaction.


AMERICREDIT 2012-4: Fitch To Rate $27 Million Notes 'BBsf'
----------------------------------------------------------
Fitch Ratings expects to rate AmeriCredit Automobile Receivables
Trust, series 2012-4.

Fitch's stress and rating sensitivity analysis are discussed in
the presale report titled 'AmeriCredit Automobile Receivables
Trust 2012-4', dated Sept. 4, 2012.

Fitch expects to assign the following ratings:

  -- $162,600,000 class A-1 notes 'F1+sf';
  -- $390,800,000 class A-2 notes 'AAAsf'; Outlook Stable;
  -- $227,920,000 class A-3 notes 'AAAsf'; Outlook Stable;
  -- $84,170,000 class B notes 'AAsf'; Outlook Stable;
  -- $104,480,000 class C notes 'Asf'; Outlook Stable;
  -- $102,750,000 class D notes 'BBBsf'; Outlook Stable;
  -- $27,280,000 class E notes 'BBsf'; Outlook Stable.

Consistent Credit Quality: The credit quality of the 2012-4 pool
is consistent with the prior three transactions.  The weighted
average (WA) Fair Isaac Corp. (FICO) score is 564, and the WA
internal credit score rating is 241.  Used cars total 51.2%, and
the WA loan-to-value (LTV) ratio is 110%, consistent with recent
pools.

Consistent Credit Enhancement Structure: The cash flow
distribution is a sequential-pay structure, consistent with prior
transactions.  Initial hard credit enhancement (CE) is consistent
with 2012-3, but lower than 2012-2 and the previous seven
transactions.  The reserve totals 2.00% (non-declining), and
initial overcollateralization (OC) is 5.25% (both of the initial
pool balance), growing to a target of 14.25% (of the current pool
balance, excluding the reserve).

Stronger Portfolio/Securitization Performance: Losses on GM
Financial's portfolio and 2009-2011 AMCAR securitizations have
declined to some of the lowest levels ever seen, supported by the
gradual economic recovery and strong used vehicle values
supporting higher recovery rates.

Stable Corporate Health: Fitch rates GM 'BB+' and GM Financial
'BB' with a Stable Rating Outlook for both.  GM Financial has
recorded positive corporate financial results from 2010 onwards,
while the overall health of GM has also improved since then.

Consistent Origination/Underwriting/Servicing: AFSI demonstrates
adequate abilities as originator, underwriter, and servicer,
evidenced by historical portfolio delinquency and loss experience
and securitization performance.  Fitch deems AFSI capable to
adequately service 2012-4.

Legal Structure Integrity: The legal structure of the transaction
should provide that a bankruptcy of GM Financial would not impair
the timeliness of payments on the securities.


ARCC COMMERCIAL 2006: S&P Withdraws 'B-' Rating on Class D Notes
----------------------------------------------------------------
Standard & Poor's Ratings Services withdrew its rating on the
class D note issued by ARCC Commercial Loan Trust 2006, a cash
flow collateralized loan obligation (CLO) transaction.

"The rating withdrawal follows the termination of the agreements
governing this transaction. All notes senior to the class D note
were paid in full on June 20, 2012. We understand that the holders
of the class D notes elected to receive payment in kind from the
transaction's remaining collateral," S&P said.

            STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

      http://standardandpoorsdisclosure-17g7.com

RATING WITHDRAWN

ARCC Commercial Loan Trust 2006

                  Rating
Class            To      From
D                NR      B- (sf)/Watch Pos

NR-Not rated.


ARTUS LOAN 2007-I: S&P Affirms 'BB+' Rating on Class B-2L Notes
---------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-2L and A-3L notes from Artus Loan Fund 2007-I Ltd., a
collateralized loan obligation (CLO) transaction managed by
Babson Capital Management LLC, and removed them from CreditWatch,
where S&P placed them with positive implications on June 18, 2012.
"At the same time, we affirmed our ratings on the A-1L, B-1L, and
B-2L notes," S&P said.

"The transaction is in its amortization phase and continues to pay
down the A-1L notes. The class A-1L notes received a paydown of
$28.5 million on the August 2012 payment date. Following the
paydown, the class A-1L note balance is $140.003 million, about
17.95% of its original amount, down from $311 million, about 40%
of its original amount, in August 2011, which we used for the
analysis when we last upgraded the note in September 2011," S&P
said.

As a result of the note's lower balance, the transaction's
overcollateralization (O/C) ratios have increased. The trustee
reported the following O/C ratios in its Aug. 3 2012, monthly
report: (These ratios are prior to the August 2012 paydown and
will increase once the paydown has been factored)

    The class A-1L ratio was 226.59%, compared with a reported
    ratio of 163.53% in the August 2011;

    The senior class A O/C ratio was 181.38%, compared with a
    reported ratio of 146.55% in August 2011;

    The class A O/C ratio was 145.45%, compared with a reported
    ratio of 129.85% in August 2011;

    The class B-1L O/C ratio was 128.34%, compared with a reported
    ratio of 120.60% in August 2011; and

    The class B-2L O/C ratio was 114.20%, compared with a reported
    ratio of 111.61% in August 2011.

"We upgraded the class A-2L and A-3L notes due to an increase in
the credit support to them. The affirmations of our ratings on the
class A-1L, B-1L, and B-2L notes reflect the availability of
credit support at the current rating levels. The ratings on the
class B-1L and B-2L are constrained by the top obligor test," S&P
said.

"According to the August 2012 trustee report, 3.51% of the
underlying assets are scheduled to mature after the transaction's
maturity date. We took this into account in our review," S&P said.

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

              STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

        http://standardandpoorsdisclosure-17g7.com

RATING AND CREDITWATCH ACTIONS

Artus Loan Fund 2007-I Ltd.
              Rating
Class     To           From
A-2L      AAA (sf)     AA+(sf)/Watch Pos
A-3L      AA+ (sf)     A+ (sf)/Watch Pos

RATINGS AFFIRMED

Artus Loan Fund 2007-I Ltd.
Class                    Rating
A-1L                     AAA (sf)
B-1L                     BBB+ (sf)
B-2L                     BB+ (sf)

TRANSACTION INFORMATION

Issuer:             Artus Loan Fund 2007-I Ltd.
Coissuer:           Artus Loan Fund 2007-I LLC
Collateral manager: Babson Capital Management LLC
Trustee:            State Street Bank and Trust Co.
Transaction type:   Cash flow CLO


ASSET BACKED: Moody's Confirms 'C' Ratings on Two RMBS Tranches
---------------------------------------------------------------
Moody's Investors Service has upgraded the rating on one tranche
and confirmed the ratings on nine tranches from five subprime RMBS
transactions issued ABSC. The collateral backing these
transactions are subprime residential mortgage loans.

Complete rating actions are as follows:

Issuer: Asset Backed Securities Corporation Home Equity Loan Trust
        2005-HE1

  Cl. M1, Confirmed at Baa2 (sf); previously on May 30, 2012 Baa2
  (sf) Placed Under Review for Possible Upgrade

Issuer: Asset Backed Securities Corporation Home Equity Loan Trust
2005-HE3

  Cl. M3, Confirmed at Ba2 (sf); previously on May 30, 2012 Ba2
  (sf) Placed Under Review for Possible Upgrade

  Cl. M4, Confirmed at Caa2 (sf); previously on May 30, 2012 Caa2
  (sf) Placed Under Review for Possible Upgrade

  Cl. M5, Confirmed at C (sf); previously on May 30, 2012 C (sf)
  Placed Under Review for Possible Upgrade

Issuer: Asset Backed Securities Corporation Home Equity Loan Trust
        2005-HE4

  Cl. M4, Confirmed at B1 (sf); previously on May 30, 2012 B1 (sf)
  Placed Under Review for Possible Upgrade

  Cl. M5, Confirmed at Caa3 (sf); previously on May 30, 2012 Caa3
  (sf) Placed Under Review for Possible Upgrade

Issuer: Asset Backed Securities Corporation Home Equity Loan Trust
        2005-HE5

  Cl. M2, Confirmed at Baa3 (sf); previously on May 30, 2012 Baa3
  (sf) Placed Under Review for Possible Upgrade

  Cl. M3, Confirmed at B3 (sf); previously on May 30, 2012 B3 (sf)
  Placed Under Review for Possible Upgrade

  Cl. M4, Confirmed at C (sf); previously on May 30, 2012 C (sf)
  Placed Under Review for Possible Upgrade

Issuer: Asset Backed Securities Corporation Home Equity Loan Trust
        2005-HE7

  Cl. M2, Upgraded to Ba1 (sf); previously on May 30, 2012 Ba2
  (sf) Placed Under Review for Possible Upgrade

Ratings Rationale

The actions are a result of the recent performance of Subprime
pools originated after 2005 and reflect Moody's updated loss
expectations on these pools. The upgrade in the rating action are
a result of improving performance and/or structural features
resulting in lower expected losses for certain bonds than
previously anticipated.

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

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.

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

The primary source of assumption uncertainty is the 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.

A list of these actions including CUSIP identifiers may be found
at http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF296445

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/researchdocumentcontentpage.aspx?docid=PBS_SF198689


BABSON CLO 2005-III: Moody's Hikes Rating on Cl. E Notes to 'Ba2'
-----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of the
following notes issued by Babson CLO Ltd. 2005-III:

U.S.$425,000,000 Class A Senior Notes Due November 10, 2019
(current outstanding balance of $411,027,891), Upgraded to Aaa
(sf); previously on August 1, 2011 Upgraded to Aa1 (sf);

U.S.$22,000,000 Class B Senior Notes Due November 10, 2019,
Upgraded to Aa1 (sf); previously on August 1, 2011 Upgraded to Aa3
(sf);

U.S.$38,500,000 Class C Deferrable Mezzanine Notes Due November
10, 2019, Upgraded to Baa1 (sf); previously on August 1, 2011
Upgraded to Baa2 (sf);

U.S.$22,000,000 Class D Deferrable Mezzanine Notes Due November
10, 2019, Upgraded to Ba1 (sf); previously on August 1, 2011
Upgraded to Ba2 (sf);

U.S.$12,500,000 Class E Deferrable Mezzanine Notes Due November
10, 2019 (current outstanding balance of $10,479,221), Upgraded to
Ba2 (sf); previously on August 1, 2011 Upgraded to Ba3 (sf);

U.S.$15,000,000 Class Q Combination Notes Due November 10, 2019
(current rated balance of $6,037,991), Upgraded to Aa3 (sf);
previously on August 1, 2011 Upgraded to A2 (sf).

Ratings Rationale

According to Moody's, the rating actions taken on the notes
reflect the benefit of the short period of time remaining before
the end of the deal's reinvestment period in November 2012. In
consideration of the reinvestment restrictions applicable during
the amortization period, and therefore limited ability to effect
significant changes to the current collateral pool, Moody's
analyzed the deal assuming a higher likelihood that the collateral
pool characteristics will continue to maintain a positive buffer
relative to certain covenant requirements. In particular, the deal
is assumed to benefit from higher spread levels compared to the
levels assumed at the last rating action in August 2011. Moody's
modeled a WAS of 4.54% compared to 3.26% at the time of the last
rating action. Moody's also notes that the transaction's reported
overcollateralization ratio are stable since the last rating
action.

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 $538.5 million,
defaulted par of $9.2 million, a weighted average default
probability of 22.28% (implying a WARF of 2957), a weighted
average recovery rate upon default of 50.13%, and a diversity
score of 76. 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.

Babson CLO Ltd. 2005-III, issued in November 2005, is a
collateralized loan obligation backed primarily by a portfolio of
senior secured loans.

The methodologies used in this rating were "Moody's Approach to
Rating Collateralized Loan Obligations" published in June 2011 and
"Using the Structured Note Methodology to Rate CDO Combo-Notes"
published in February 2004.

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% (2365)

Class A: 0
Class B: +1
Class C: +2
Class D: +1
Class E: +1
Class Q: +2

Moody's Adjusted WARF + 20% (3548)

Class A: -1
Class B: -2
Class C: -2
Class D: -1
Class E: -1
Class Q: -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 upcoming speculative-grade debt maturities, 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 commence 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.


BAKER STREET II: Moody's Hikes Rating on Class E Notes to 'Ba3'
---------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of the
following notes issued by Baker Street CLO II Ltd.:

U.S.$20,100,000 Class B Floating Rate Notes Due October 2019,
Upgraded to Aa1 (sf); previously on August 17, 2011 Upgraded to
Aa3 (sf);

U.S.$21,000,000 Class C Floating Rate Deferrable Notes Due October
2019, Upgraded to A2 (sf); previously on August 17, 2011 Upgraded
to A3 (sf);

U.S.$15,900,000 Class D Floating Rate Deferrable Notes Due October
2019, Upgraded to Baa3 (sf); previously on August 17, 2011
Upgraded to Ba1 (sf); and

U.S.$12,000,000 Class E Floating Rate Deferrable Notes Due October
2019 (current outstanding balance of $11,402,274.96), Upgraded to
Ba3 (sf); previously on August 17, 2011 Upgraded to B1 (sf).

Ratings Rationale

According to Moody's, the rating actions taken on the notes
reflect the benefit of the short period of time remaining before
the end of the deal's reinvestment period in October 2012. In
consideration of the reinvestment restrictions applicable during
the amortization period, and therefore limited ability to effect
significant changes to the current collateral pool, Moody's
analyzed the deal assuming a higher likelihood that the collateral
pool characteristics will continue to maintain a positive buffer
relative to certain covenant requirements. In particular, the deal
is assumed to benefit from lower WARF and higher spread levels
compared to the levels assumed at the last rating action in August
2011. Moody's modeled a WARF of 2414 compared to 2682 at the time
of the last rating action, and Moody's WAS modeled was 3.22%
versus 2.65% at the last rating action. Moody's also notes that
the transaction's reported collateral quality and
overcollateralization ratio are stable since the last rating
action.

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 $371.6 million,
defaulted par of $17.4 million, a weighted average default
probability of 16.24% (implying a WARF of 2414), a weighted
average recovery rate upon default of 49.28%, and a diversity
score of 59. Moody's generally analyzes deals in their
reinvestment period by assuming the worse of reported and
covenanted values for all collateral quality tests. 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.

Baker Street CLO II Ltd., issued in September 2006, is a
collateralized loan obligation backed primarily by a portfolio of
senior secured loans.

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

Moody's modeled the transaction using 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% (1931)

Class A-1: 0
Class A-2: 0
Class B: +1
Class C: +2
Class D: +3
Class E: +1

Moody's Adjusted WARF + 20% (2897)

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

Moody's notes that this transaction is subject to a high level of
macroeconomic uncertainty, as evidenced by 1) uncertainties of
credit conditions in the general economy and 2) the large
concentration of upcoming speculative-grade debt maturities, 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 commence 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.


BANC OF AMERICA 2003-2: Fitch Junks Rating on Class K Notes
-----------------------------------------------------------
Fitch Ratings has downgraded one class and affirmed 16 classes of
Banc of America Commercial Mortgage Inc. (BACM), series 2003-2
commercial mortgage pass-through certificates.

The affirmations are due to sufficient credit enhancement after
consideration for both defeased loans and expected losses on
specially serviced loans.  Fitch expects modeled losses to be
1.5%; cumulative transaction losses are 5.3%, which includes
losses realized to date.  Losses on specially serviced loans have
affected class L and have fully depleted classes M, N, O and non-
rated class P.  As of August 2012, there are cumulative interest
shortfalls in the amount of $2.2 million currently affecting
classes L and non-rated class P.

As of the August 2012 distribution date, the pool's aggregate
principal balance has been paid down by 35.1% to $1.09 billion
from $1.77 billion at issuance.

Fitch has identified 16 loans (10.1%) as Fitch Loans of Concern,
which includes two loans (0.8%) in special servicing.  There are
28 defeased loans (38.9%) in the pool.

The largest contributor to modeled losses is a 295-unit mobile
home park in Fayetteville, NC.  The property has experienced
decreased rental revenue as a result of occupancy issues.  As of
year-end 2011, the servicer reported an occupancy of 83% and a
debt service coverage ratio of 0.18x.  The loan remains current as
of August 2012.

The second largest contributor to modeled losses is a 480-unit
multifamily property in Bowling Green, OH.  The property serves as
student housing for a nearby university, and as such experiences
seasonality impact during the summer months.  The servicer
reported a year-end 2011 debt service coverage ratio of 0.81x,
which compares to a year-end 2010 debt service coverage ratio of
0.46x.  The loan remains current as of August 2012.

The Hines Sumitomo portfolio, the largest loan in the pool, is
secured by three office properties, two of which are located in
Manhattan, NY, and the third in Washington, DC.  The 425 Lexington
Avenue building in New York is fully occupied.  The 499 Park
Avenue building in New York is 91% occupied and the 1200
Nineteenth Avenue building in Washington, DC is 83% occupied.
Total portfolio occupancy is 94%.

Fitch downgrades the following classes and assigns Recovery
Estimates (REs) as indicated:

  -- $10.5 million class K to 'Csf' from 'CCsf'; RE 5%;

In addition, Fitch affirms the following classes and assigns
Recovery Estimates (REs) as indicated:

  -- $273.2 million class A-1A at 'AAAsf'; Outlook Stable;
  -- $87.0 million class A-3 at 'AAAsf'; Outlook Stable;
  -- $482.3 million class A-4 at 'AAAsf'; Outlook Stable;
  -- $56.7 million class B at 'AAAsf'; Outlook Stable;
  -- $21 million class C at 'AAAsf'; Outlook Stable;
  -- $44.1 million class D at 'AAAsf'; Outlook Stable;
  -- $23.1 million class E at 'AAsf'; Outlook Stable;
  -- $21 million class F at 'Asf'; Outlook Stable;
  -- $23.1 million class G at 'BBsf'; Outlook to Stable;
  -- $21 million class H at 'Bsf'; Outlook Negative;
  -- $18.9 million class J at 'CCCsf; RE 100%';

Classes L, M, N, and O remain at 'D/RE 0%'.  Fitch does not rate
classes P, HS-A, HS-B, HS-C, HS-D and HS-E.  Classes A-1 and A-2
have paid in full.

Fitch previously withdrew the ratings of the interest only classes
X-C and X-P.

The underlying collateral for the BW-A, BW-B, BW-C, BW-D, BW-E,
BW-F, BW-G, BW-H, BW-J, BW-K and BW-L rake classes is the 1328
Broadway loan which is a retail property located in Manhattan, New
York.  Fitch affirms the classes at 'AAAsf' with a Stable Outlook
as the loan has fully defeased.


BANC OF AMERICA 2006-4: Moody's Cuts Rating on Cl. B Certs. to Ba3
------------------------------------------------------------------
Moody's Investors Service downgraded the ratings of two classes
and affirmed 17 classes of Banc of America Commercial Mortgage
Inc., Commercial Mortgage Pass-Through Certificates, Series 2006-4
as follows:

Cl. A-2, Affirmed at Aaa (sf); previously on Oct 20, 2006
Definitive Rating Assigned Aaa (sf)

Cl. A-3A, Affirmed at Aaa (sf); previously on Oct 20, 2006
Definitive Rating Assigned Aaa (sf)

Cl. A-3B, Affirmed at Aaa (sf); previously on Oct 20, 2006
Assigned Aaa (sf)

Cl. A-AB, Affirmed at Aaa (sf); previously on Oct 20, 2006
Definitive Rating Assigned Aaa (sf)

Cl. A-4, Affirmed at Aaa (sf); previously on Oct 20, 2006
Definitive Rating Assigned Aaa (sf)

Cl. A-1A, Affirmed at Aaa (sf); previously on Oct 20, 2006
Definitive Rating Assigned Aaa (sf)

Cl. A-M, Affirmed at Aa1 (sf); previously on Dec 2, 2010
Downgraded to Aa1 (sf)

Cl. A-J, Downgraded to Ba1 (sf); previously on Sep 15, 2011
Downgraded to Baa3 (sf)

Cl. B, Downgraded to Ba3 (sf); previously on Sep 15, 2011
Downgraded to Ba2 (sf)

Cl. C, Affirmed at B3 (sf); previously on Sep 15, 2011 Downgraded
to B3 (sf)

Cl. D, Affirmed at Caa1 (sf); previously on Sep 15, 2011
Downgraded to Caa1 (sf)

Cl. E, Affirmed at Caa2 (sf); previously on Sep 15, 2011
Downgraded to Caa2 (sf)

Cl. F, Affirmed at Caa3 (sf); previously on Sep 15, 2011
Downgraded to Caa3 (sf)

Cl. G, Affirmed at C (sf); previously on Sep 15, 2011 Downgraded
to C (sf)

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

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

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

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

Cl. XP, Affirmed at Aaa (sf); previously on Oct 20, 2006
Definitive Rating Assigned Aaa (sf)

Ratings Rationale

The downgrades are due to higher than anticipated 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. The ratings of the
IO Classes, XC and XP, are consistent with the expected credit
performance of its referenced classes and are thus affirmed.

Moody's rating action reflects a cumulative base expected loss of
9.0% of the current balance compared to 9.3% at last review.
However, the deal's overall base expected loss and loss have
increased since last review. Moody's provides a current list of
base expected losses for conduit and fusion CMBS transactions on
moodys.com at
http://v3.moodys.com/viewresearchdoc.aspx?docid=PBS_SF215255
Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels. If future performance materially declines, the
expected level of credit enhancement and the priority in the cash
flow waterfall may be insufficient for the current ratings of
these classes.

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

Primary sources of assumption uncertainty are the extent of 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 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 assessment in
the same transaction.

Moody's review also incorporated the CMBS IO calculator ver1.1
which uses the following inputs to calculate the proposed IO
rating based on the published methodology: original and current
bond ratings and credit estimates; original and current bond
balances grossed up for losses for all bonds the IO(s)
reference(s) within the transaction; and IO type corresponding to
an IO type as defined in the published methodology. The calculator
then returns a calculated IO rating based on both a target and
mid-point . For example, a target rating basis for a Baa3 (sf)
rating is a 610 rating factor. The midpoint rating basis for a
Baa3 (sf) rating is 775 (i.e. the simple average of a Baa3 (sf)
rating factor of 610 and a Ba1 (sf) rating factor of 940). If the
calculated IO rating factor is 700, the CMBS IO calculator ver1.1
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 43 compared to 46 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 September 15, 2011.

Deal Performance

As of the August 10, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 17% to $2.27
billion from $2.72 billion at securitization. The Certificates are
collateralized by 135 mortgage loans ranging in size from less
than 1% to 8% of the pool, with the top ten loans representing 38%
of the pool. One loans has defeased, representing less than 1.0%
of the pool, and is collateralized by U.S. Government securities.
The pool contains two loans with investment-grade credit
assessments, representing 1.0% of the pool.

Thirty-three loan are on the master servicer's watchlist,
representing 25% of the pool. 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-five loans have been liquidated since securitization, of
which 20 loans have generated a loss of $106.4 million (51%
average loss severity). Currently, there are 16 loans in special
servicing, representing 18% of the pool. The largest specially
serviced loan is the BlueLinx Holdings Pool Loan ($117.5 million
-- 5.2% of the pool), which represents a pari-passu interest in a
$235.1 million first mortgage. The loan is secured by 57
industrial properties and one office property located throughout
36 states. Although the loan is secured by a geographically
diverse portfolio of assets, all of the properties are master
leased to one company -- BlueLinx. This North American residential
and commercial building products distributor has been adversely
affected by the decline in new residential and commercial
construction. The loan is current, but was transferred to special
servicing in June 2011 when the borrower requested a loan
modification. The borrower was permitted to use funds from a
Lease-to-Cost reserve account to pay down the loan's principal
balance without incurring a prepayment penalty. Consequently, the
first mortgage was paid down by $38.35 million and this deal's
pari-passu piece was paid down by $19.17 million.

The remaining 15 specially serviced loans are secured by a mix of
property types. The master servicer has recognized an aggregate
$101.4 million appraisal reduction for 12 specially serviced
loans. Moody's has estimated an aggregate $141.7 million loss (57%
expected loss on average) for 13 of the specially serviced loans.

Moody's has assumed a high default probability for ten poorly
performing loans representing 4% of the pool and has estimated a
$16.7 million loss (20% expected loss based on a 50% probability
default) from these troubled loan.

Excluding defeased and specially serviced loans, Moody's was
provided with full year 2011 and partial year 2012 operating
results for 100% and 76% of the pool. Excluding specially serviced
and troubled loans, Moody's weighted average conduit LTV is 102%
compared to 103% at Moody's prior. Moody's net cash flow (NCF)
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 9.2%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed conduit DSCRs are 1.31X and 1.02X, respectively,
compared to 1.29X and 1.01X at last review. Moody's actual DSCR is
based on Moody's net cash flow 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 Glen Oaks
Shopping Center Loan ($19.6 million -- 0.9% of the pool), which is
secured by a 244,000 square foot (SF) retail center located in
Nassau County, New York. Moody's current credit assessment and
stressed DSCR are Aa2 and 1.82X, the same as at last review. The
second loan with a credit assessment is the 345 East 86th Street
Apartments Loan ($5.2 million -- 0.2% of the pool), which is
secured by a 114-unit residential co-op building located in New
York, New York. Moody's current credit assessment is Aaa.

The top three conduit loans represent 16% of the pool balance. The
largest loan is the Technology Corners at Moffett Park Loan
($180.9 million -- 8.0% of the pool), which is secured by a
716,000 SF Class A office complex located in Sunnyvale,
California. The property is 100% leased to Ariba, Inc. through
January 2013. Google Inc. (Moody's senior unsecured rating of Aa2;
stable outlook) has signed a lease for the property beginning in
April 2013 through March 2022. Moody's valuation of this property
is based on a lit-dark analysis. Moody's LTV and stressed DSCR are
111% and 0.96X, respectively, compared to 132% and 0.74X, at last
review.

The second largest loan is the Marriott Indianapolis Loan ($100.5
million -- 4.4% of the pool), which is secured by a 615-room hotel
located in downtown Indianapolis, Indiana. The property's
financial performance has been trending down since 2010. For 2011,
the occupancy rate and revenue per available room (RevPAR) were
69% and $101.75, respectively, compared to 72% and $108.44 in
2010. However in the first half of 2012, the hotel's occupancy and
RevPAR spiked to 74% and $109.24 largely due to the effects of
Super Bowl 46th, which was hosted in Indianapolis. This is in
sharp contrast to the hotel's occupancy and RevPAR of 71% and
$106.95 for the same period in 2011. Excluding the one-time event,
Moody's anticipates the hotel's room sales to normalize. Moody's
LTV and stressed DSCR are 93% and 1.25X, respectively, compared to
90% and 1.29X at last review.

The third largest loan is the Mesa Mall Loan ($87.3 million --
3.9% of the pool), which is secured by a 560,264 SF enclosed
regional shopping mall located in Grand Junction, Colorado.
Collateral anchor tenants include Sears, Herbergers and
Sutherland's Lumber Home while Target, Cabella and JC Penney are
excluded from the loan's collateral. Property financial
performance has continued to decline since last review. As of
March 2012, the collateral space was 90% leased. The total mall
was 94% leased compared to 96% at last review. For 2011, the net
operting income declined due to a slight drop in revenues and an
increase in operating expenses. Moody's LTV and stressed DSCR are
119% and 0.84X, respectively, compared to 116% and 0.86X at last
review.


BASIC ASSET 2006-1: Moody's Lowers Rating on A-2 Tranche to 'Ba3'
-----------------------------------------------------------------
Moody's Investors Service has downgraded the rating of one tranche
and confirmed the rating of one tranche issued by Basic Asset
Backed Securities Trust 2006-1. The collateral backing this
transaction are subprime residential mortgages.

Complete rating actions are as follows:

Issuer: Basic Asset Backed Securities Trust 2006-1

  Cl. A-2, Downgraded to Ba3 (sf); previously on May 30, 2012 Ba2
  (sf) Placed Under Review for Possible Downgrade

  Cl. A-3, Confirmed at B2 (sf); previously on May 30, 2012 B2
  (sf) Placed Under Review for Possible Downgrade

Ratings Rationale

The actions are a result of the recent performance of Subprime
pools originated after 2005 and reflect Moody's updated loss
expectations on these pools. The downgrade in the rating action is
a result of deteriorating performance and/or structural features
resulting in higher expected losses for the bond than previously
anticipated.

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

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.

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

The primary 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 9.1% in June 2011 to 8.2% in June 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.

A list of these actions including CUSIP identifiers may be found
at http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF296925

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/researchdocumentcontentpage.aspx?docid=PBS_SF198689


BEAR STEARNS 2005-PWR7: Moody's Lowers Two Cert. Ratings to 'C'
---------------------------------------------------------------
Moody's Investors Service downgraded the ratings of two classes
and affirmed 14 classes of Bear Stearns Commercial Mortgage Pass-
Through Certificates, Series 2005-PWR7 as follows:

Cl. A-2, Affirmed at Aaa (sf); previously on Mar 24, 2005
Definitive Rating Assigned Aaa (sf)

Cl. A-AB, Affirmed at Aaa (sf); previously on Mar 24, 2005
Definitive Rating Assigned Aaa (sf)

Cl. A-3, Affirmed at Aaa (sf); previously on Mar 24, 2005
Definitive Rating Assigned Aaa (sf)

Cl. A-J, Affirmed at A2 (sf); previously on Nov 11, 2010
Downgraded to A2 (sf)

Cl. B, Affirmed at Baa2 (sf); previously on Nov 11, 2010
Downgraded to Baa2 (sf)

Cl. C, Affirmed at Baa3 (sf); previously on Nov 11, 2010
Downgraded to Baa3 (sf)

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

Cl. E, Affirmed at Caa2 (sf); previously on Nov 11, 2010
Downgraded to Caa2 (sf)

Cl. F, Affirmed at Caa3 (sf); previously on Nov 11, 2010
Downgraded to Caa3 (sf)

Cl. G, Downgraded to C (sf); previously on Nov 11, 2010 Downgraded
to Ca (sf)

Cl. H, Downgraded to C (sf); previously on Nov 11, 2010 Downgraded
to Ca (sf)

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

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

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

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

Cl. X-2, Affirmed at Aaa (sf); previously on Mar 24, 2005
Definitive Rating Assigned Aaa (sf)

Ratings Rationale

The downgrades are due to 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 the existing ratings.
The ratings of the IO classes, Class X-1 and X-2, are consistent
with the credit profile of their referenced classes and thus are
affirmed.

Moody's rating action reflects a cumulative base expected loss of
6.2% of the current balance compared to 6.4% at last review.
Moody's provides a current list of base expected losses for
conduit and fusion CMBS transactions on moodys.com at
http://v3.moodys.com/viewresearchdoc.aspx?docid=PBS_SF215255
Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels. If future performance materially declines, the
expected level of credit enhancement and the priority in the cash
flow waterfall may be insufficient for the current ratings of
these classes.

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

Primary sources of assumption uncertainty are the extent of 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, 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.

Moody's review also incorporated the CMBS IO calculator ver1.1
which uses the following inputs to calculate the proposed IO
rating based on the published methodology: original and current
bond ratings and credit estimates; original and current bond
balances grossed up for losses for all bonds the IO(s)
reference(s) within the transaction; and IO type corresponding to
an IO type as defined in the published methodology. The calculator
then returns a calculated IO rating based on both a target and
mid-point . For example, a target rating basis for a Baa3 (sf)
rating is a 610 rating factor. The midpoint rating basis for a
Baa3 (sf) rating is 775 (i.e. the simple average of a Baa3 (sf)
rating factor of 610 and a Ba1 (sf) rating factor of 940). If the
calculated IO rating factor is 700, the CMBS IO calculator ver1.1
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 39 compared to 36 at last review.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R)(Moody's Surveillance Trends) and CMM
(Commercial Mortgage Metrics) on Trepp -- and on a periodic basis
through a comprehensive review. Moody's prior full review is
summarized in a press release dated October 5, 2011.

Deal Performance

As of the August 13, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 30% to $793.2
million from $1.1 billion at securitization. The Certificates are
collateralized by 113 mortgage loans ranging in size from less
than 1% to 7% of the pool, with the top ten loans representing 39%
of the pool. Six loans, representing 5% of the pool, have defeased
and are collateralized with U.S. Government securities. There is
one loan, representing less than 1% of the pool, with an
investment grade credit assessment.

Thirty 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.

Eight loans have been liquidated from the pool, resulting in an
aggregate realized loss of $25.5 million (30% loss severity
overall). Currently four loans, representing 8% of the pool, are
in special servicing. Specially serviced loans represented 8% of
the pool at last review. The largest specially serviced loan is
the Shops at Boca Park Loan ($48.4 million -- 6.1% of the pool),
which is secured by a 277,472 square foot (SF) retail center
located in Las Vegas, Nevada. The property was transferred to
special servicing in October 2009 due to imminent default and is
currently non-performing. The master servicer recognized a $13.9
million appraisal reduction in February 2010.

The remaining three specially serviced loans are secured by a
multifamily and retail properties. The master servicer has
recognized an aggregate $2.1 million appraisal reduction for two
of the specially serviced loans. Moody's has estimated an
aggregate $22.2 million loss (37% expected loss on average) for
the specially serviced loans.

Moody's has assumed a high default probability for six poorly
performing loans representing 9% of the pool and has estimated a
$10.9 million loss from these troubled loans.

Moody's was provided with full-year 2011 and partial-year 2012
operating results for 97% and 64% of the pool, respectively.
Excluding specially serviced and troubled loans, Moody's weighted
average LTV is 93% compared to 89% at last review. Moody's net
cash flow reflects a weighted average haircut of 13% to the most
recently available net operating income. Moody's value reflects a
weighted average capitalization rate of 9.3%.

Moody's actual and stressed DSCRs are 1.35X and 1.17X,
respectively, compared to 1.71X and 1.25X at securitization.
Moody's actual DSCR is based on Moody's net cash flow (NCF) and
the loan's actual debt service. Moody's stressed DSCR is based on
Moody's NCF and a 9.25% stressed rate applied to the loan balance.

The loan with a credit assessment is the Visalia Medical Center
Loan ($6.7 million -- 0.8% of the pool), which is secured by a
95,590 SF medical office building located in Visalia, California.
The property is 100% leased to Visalia Medical Clinic through
December 2019. Moody's current credit assessment and stressed DSCR
are Baa1 and 1.72X, respectively, compared to Baa1 and 1.67X at
last review.

The top three performing conduit loans represent 17% of the pool
balance. The largest loan is the Campus at Marlborough Loan ($56.4
million -- 7.1% of the pool), which is secured by a 530,895 SF
Class A office building located in the MetroWest office submarket
of Marlborough, Massachusetts. The property was 100% leased as of
March 2012, the same as at last review and 90% at securitization.
Property performance has been stable. Moody's LTV and stressed
DSCR are 89% and 1.15X, respectively, compared to 84% and 1.23X at
last review.

The second largest loan is the Marquis Apartments Loan ($42.1
million -- 5.3% of the pool), which is secured by a 641-unit
multifamily complex located in King of Prussia, Pennsylvania. The
property was 70% leased as of December 2011 compared to 85% at
last review. The loan represents a 90% pari-passu interest in a
$46.7 million loan. Moody's LTV and stressed DSCR are 132% and
0.74X, respectively, compared to 140% and 0.70X at last review.

The third largest loan is the Plaza La Cienega Loan ($39.6 million
-- 5.0% of the pool), which is secured by a 305,961 SF community
shopping center located in Los Angeles, California. The property
was 100% leased as of December 2011 compared to 99% at last
review. The loan represents a 90% pari-passu interest in a $46.0
million loan. Moody's LTV and stressed DSCR are 97% and 0.95X,
respectively, compared to 85% and 1.08X at last review.


CITIGROUP 2004-C2: Moody's Affirms 'Caa3' Rating on L Certificates
------------------------------------------------------------------
Moody's Investors Service affirmed the ratings of 15 classes of
Citigroup Commercial Mortgage Trust 2004-C2, Commercial Mortgage
Pass-Through Certificates, Series 2004-C2 as follows:

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

Cl. A-5, Affirmed at Aaa (sf); previously on Jan 4, 2005
Definitive Rating Assigned Aaa (sf)

Cl. A-1A, Affirmed at Aaa (sf); previously on Jan 4, 2005
Definitive Rating Assigned Aaa (sf)

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

Cl. B, Affirmed at Aa2 (sf); previously on Jan 4, 2005 Definitive
Rating Assigned Aa2 (sf)

Cl. C, Affirmed at Aa3 (sf); previously on Jan 4, 2005 Definitive
Rating Assigned Aa3 (sf)

Cl. D, Affirmed at A2 (sf); previously on Jan 4, 2005 Definitive
Rating Assigned A2 (sf)

Cl. E, Affirmed at A3 (sf); previously on Jan 4, 2005 Definitive
Rating Assigned A3 (sf)

Cl. F, Affirmed at Baa1 (sf); previously on Jan 4, 2005 Definitive
Rating Assigned Baa1 (sf)

Cl. G, Affirmed at Baa3 (sf); previously on Nov 17, 2010
Downgraded to Baa3 (sf)

Cl. H, Affirmed at Ba3 (sf); previously on Nov 17, 2010 Downgraded
to Ba3 (sf)

Cl. J, Affirmed at B3 (sf); previously on Nov 17, 2010 Downgraded
to B3 (sf)

Cl. K, Affirmed at Caa2 (sf); previously on Nov 17, 2010
Downgraded to Caa2 (sf)

Cl. L, Affirmed at Caa3 (sf); previously on Nov 17, 2010
Downgraded to Caa3 (sf)

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

Ratings Rationale

The affirmations for the 14 principal bonds are due to key
parameters, including Moody's loan to value (LTV) ratio, Moody's
stressed DSCR and the Herfindahl Index (Herf), remaining within
acceptable ranges. Based on Moody's current base expected loss,
the credit enhancement levels for the affirmed classes are
sufficient to maintain their current ratings.

The rating of the IO Class, Class XC, is consistent with the
expected credit performance of its referenced classes and thus is
affirmed.

Moody's rating action reflects a cumulative base expected loss of
3.6% of the current pooled balance compared to 4.6% at last
review. Moody's provides a current list of base expected losses
for conduit and fusion CMBS transactions on moodys.com at
http://v3.moodys.com/viewresearchdoc.aspx?docid=PBS_SF215255
Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels. If future performance materially declines, the
expected level of credit enhancement and the priority in the cash
flow waterfall may be insufficient for the current ratings of
these classes.

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

Primary sources of assumption uncertainty are the extent of 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.

Moody's review also incorporated the use of the excel-based IO
Calculator v. 1.1, 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 40, compared to 44 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 September 29, 2011.

Deal Performance

As of the August 17, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 27% to $749 million
from $1.03 billion at securitization. The Certificates are
collateralized by 86 mortgage loans ranging in size from less than
1% to 5% of the pool, with the top ten loans representing 33% of
the pool. Seven loans, representing 13% of the pool, have been
defeased and are collateralized with U.S. Government Securities.

Twenty-one 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.

Nine loans have been liquidated from the pool, resulting in an
aggregate realized loss of $17 million (31% average loss
severity). Three loans, representing 2% of the pool, are currently
in special servicing. Each specially serviced loan is less than 1%
of the pool. The servicer has recognized an aggregate $5 million
appraisal reduction for two of the three specially serviced loans,
which is similar to Moody's estimated aggregate loss for all of
the specially serviced loans.

Moody's has assumed a high default probability for ten poorly
performing loans representing 10% of the pool and has estimated an
$11 million aggregate loss (16% expected loss based on a 50%
probability default) from these troubled loans.

Moody's was provided with full year 2011 and full or partial year
2012 operating results for 100% and 24% of the conduit,
respectively. The conduit portion of the pool excludes specially
serviced, troubled and defeased loans. Moody's weighted average
conduit LTV is 90% compared to 93% at Moody's prior review.
Moody's net cash flow reflects a weighted average haircut of 10%
to the most recently available net operating income. Moody's value
reflects a weighted average capitalization rate of 9.1%.

Moody's actual and stressed conduit DSCRs are 1.46X and 1.19X,
respectively, compared to 1.42X and 1.15X 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 14% of the pool. The
largest loan is the River Plaza Shopping Center Loan ($39 million
-- 5.2% of the pool), which is secured by a 103,000 square foot
(SF) anchored community retail center located in the Bronx, New
York. The property was 100% leased as of December 2011, which is
the same as at last review. The collateral's average rent is $46
PSF. The center is shadow anchored by a 129,000 SF Target and
anchored by Marshall's. Moody's LTV and stressed DSCR are 88% and
1.07X, respectively, compared to 86% and 1.10X at last review.

The second largest loan is the Nordahl Marketplace Loan ($37
million -- 4.9% of the pool), which is secured by the borrower's
interest in a 312,000 SF retail center located in San Marcos,
California. The property is shadow anchored by Costco and anchored
by Wal-Mart and Kohl's. Wal-Mart and a few restaurant tenants own
their collateral, subject to ground leases. The borrower owned
collateral contains 165,000 SF. The center was 95% leased as of
June 2012, which is that same as at last review. Moody's LTV and
stressed DSCR are 107% and 0.86X, respectively, compared to 97%
and 0.94X at last review.

The third largest loan is the California Office Portfolio Loan
($31 million -- 4.1% of the pool), which is secured by three
cross-defaulted and cross-collateralized suburban business parks
located in Orange County, California. The portfolio contains
255,000 SF in eight office buildings. The collateral was 83%
leased as of June 2012 compared to 84% at last review. Although
two of the three business parks are on the servicer's watchlist
for low debt service coverage, the portfolio generates sufficient
cash flow to service its debt. Moody's LTV and stressed DSCR are
101% and 0.99X, respectively, compared to 107% and 0.93X at last
review.


CITIGROUP 2012-GC8: Fitch Issues Presale Report on Certificates
---------------------------------------------------------------
Fitch Ratings has issued a presale report on Citigroup Commercial
Mortgage Trust 2012-GC8 commercial mortgage pass-through
certificates.

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

  -- $58,955,000 class A-1 'AAAsf'; Outlook Stable;
  -- $181,568,000 class A-2 'AAAsf'; Outlook Stable;
  -- $27,725,000 class A-3 'AAAsf'; Outlook Stable;
  -- $379,626,000 class A-4 'AAAsf'; Outlook Stable;
  -- $80,273,000 class A-AB 'AAAsf'; Outlook Stable;
  -- $821,766,000* class X-A 'AAAsf'; Outlook Stable;
  -- $93,619,000 class A-S 'AAAsf'; Outlook Stable;
  -- $61,112,000 class B 'AA-sf'; Outlook Stable;
  -- $39,008,000 class C 'A-sf'; Outlook Stable;
  -- $45,509,000 class D 'BBB-sf'; Outlook Stable;
  -- $19,504,000 class E 'BBsf'; Outlook Stable;
  -- $19,504,000 class F 'Bsf'; Outlook Stable.

* Notional amount and interest only.

The expected ratings are based on information provided by the
issuer as of Sept. 5, 2012.  Fitch does not expect to rate the
$218,444,520 interest-only class X-B or the $33,807,520 class G.

The certificates represent the beneficial ownership in the trust,
primary assets of which are 57 loans secured by 139 commercial
properties having an aggregate principal balance of approximately
$1.04 billion as of the cutoff date.  The loans were contributed
to the trust by Citigroup Global Market Realty Corp., Goldman
Sachs Commercial Mortgage Capital, L.P., Natixis Real Estate
Capital, LLC, GS Commercial Real Estate, LP, and Goldman Sachs
Mortgage Company.

Fitch reviewed a comprehensive sample of the transaction's
collateral, including site inspections on 77.6% of the properties
by balance, and performed cash flow analysis and asset summary
reviews on 82.7% of the pool.

The transaction has a Fitch stressed debt service coverage ratio
(DSCR) of 1.28 times (x), a Fitch stressed loan-to-value (LTV) of
96.4%, and a Fitch debt yield of 9.8%.  Fitch's aggregate net cash
flow represents a variance of 8.7% to issuer cash flows.
The Master Servicer and Special Servicer will be Wells Fargo Bank,
N.A. and Midland Loan Services, Inc., rated 'CMS2' and 'CSS1',
respectively, by Fitch.


CITIGROUP 2006-WFHE1: Moody's Raises Rating on One Tranche to 'Ca'
------------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on four
tranches and confirmed the ratings on two tranches from two
subprime RMBS transactions issued by Citigroup. The collateral
backing these transactions are subprime residential mortgage
loans.

Complete rating actions are as follows:

Issuer: Citigroup Mortgage Loan Trust 2006-WFHE1

Cl. M-1, Upgraded to Ba2 (sf); previously on May 30, 2012 B2 (sf)
Placed Under Review for Possible Upgrade

Cl. M-2, Confirmed at Caa3 (sf); previously on May 30, 2012 Caa3
(sf) Placed Under Review for Possible Upgrade

Cl. A-1D, Confirmed at A2 (sf); previously on May 30, 2012 A2 (sf)
Placed Under Review for Possible Upgrade

Issuer: Citigroup Mortgage Loan Trust, Series 2005-OPT4

Cl. M-3, Upgraded to Ba2 (sf); previously on May 30, 2012 Ba3 (sf)
Placed Under Review for Possible Upgrade

Cl. M-4, Upgraded to Caa1 (sf); previously on May 30, 2012 Caa2
(sf) Placed Under Review for Possible Upgrade

Cl. M-5, Upgraded to Ca (sf); previously on May 30, 2012 C (sf)
Placed Under Review for Possible Upgrade

Ratings Rationale

The actions are a result of the recent performance of Subprime
pools originated after 2005 and reflect Moody's updated loss
expectations on these pools. The upgrades in the rating action are
a result of improving performance and/or structural features
resulting in lower expected losses for certain bonds than
previously anticipated.

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

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.

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

The primary source of assumption uncertainty is the 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.

A list of these actions including CUSIP identifiers may be found
at http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF296446

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/researchdocumentcontentpage.aspx?docid=PBS_SF198689


CLOVERIE PLC: S&P Lowers Ratings on 6 Note Series to 'D' on Losses
------------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on the
notes issued by Cloverie PLC's series 2007-2, 2007-22, 2007-27,
2007-10, 2007-20, and 2007-23, a synthetic corporate investment-
grade collateralized debt obligation (CDO) transactions.

The downgrades follow a number of recent write-downs of underlying
reference entities, which have caused the notes to incur partial
principal losses for series 2007-2, 2007-22, 2007-27, and complete
principal losses for series 2007-10, 2007-20, and 2007-23.

            STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

      http://standardandpoorsdisclosure-17g7.com

RATING LOWERED

Cloverie PLC
Series 2007-2
                    Rating
Class             To       From
Tranche 2007-2    D (sf)   CCC- (sf)

Cloverie PLC
Series 2007-22
                    Rating
Class             To       From
Tranche 2007-22   D (sf)   CCC- (sf)

Cloverie PLC
Series 2007-27
                    Rating
Class             To       From
Notes             D (sf)   CCC- (sf)

Cloverie PLC
Series 2007-10
                    Rating
Class             To       From
Tranche 2007-10   D (sf)   CCC- (sf)

Cloverie PLC
Series 2007-20
                    Rating
Class             To       From
Tranche 2007-20   D (sf)   CCC- (sf)


Cloverie PLC
Series 2007-23
                    Rating
Class             To       From
Tranche 2007-23   D (sf)   CCC- (sf)


COMM 2011-FL1: Moody's Affirms 'Ba3' Ratings on 2 Cert. Classes
---------------------------------------------------------------
Moody's Investors Service affirmed the ratings of nine classes of
COMM 2011-FL1 Mortgage Trust, Commercial Mortgage Pass-Through
Certificates, Series 2011-FL1. Moody's rating action is as
follows:

Cl. A, Affirmed at Aaa (sf); previously on Oct 25, 2011 Definitive
Rating Assigned Aaa (sf)

Cl. B, Affirmed at Aa2 (sf); previously on Oct 25, 2011 Definitive
Rating Assigned Aa2 (sf)

Cl. C, Affirmed at A2 (sf); previously on Oct 25, 2011 Definitive
Rating Assigned A2 (sf)

Cl. D, Affirmed at Baa2 (sf); previously on Oct 25, 2011
Definitive Rating Assigned Baa2 (sf)

Cl. E, Affirmed at Baa3 (sf); previously on Oct 25, 2011
Definitive Rating Assigned Baa3 (sf)

Cl. F, Affirmed at Ba2 (sf); previously on Oct 25, 2011 Definitive
Rating Assigned Ba2 (sf)

Cl. X, Affirmed at A3 (sf); previously on Feb 22, 2012 Downgraded
to A3 (sf)

Cl. NH1, Affirmed at Ba3 (sf); previously on Oct 25, 2011
Definitive Rating Assigned Ba3 (sf)

Cl. ESG1, Affirmed at Ba3 (sf); previously on Oct 25, 2011
Definitive Rating Assigned Ba3 (sf)

Ratings Rationale

The affirmations are due to key parameters, including Moody's loan
to value (LTV) ratio and Moody's stressed debt service coverage
ratio (DSCR) remaining within acceptable ranges. The rating of the
IO Class, Class X, is consistent with the expected credit
performance of its referenced classes and thus is affirmed. One
loan payoff was credit positive for the pool; however, less than
expected performance of another loan offset the positive effect.

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

Primary sources of assumption uncertainty are the extent of 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.

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 CMBS IO calculator ver1.1 uses the following inputs to
calculate the proposed IO rating based on the published
methodology: original and current bond ratings and 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 ver1.1 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
presale report dated September 30, 2011.

Deal Performance

As of the August 17, 2012 Payment Date, the transaction's
aggregate certificate balance decreased by 13% from securitization
to approximately $539 Million. The Certificates are collateralized
by six floating rate whole loans or senior interests in whole
loans. The loans range in size from 4% to 43% of the pooled
balance, with the top three loans representing approximately 81%
of the pooled balance. All of the loans have additional debt in
the form of a non-pooled or rake bond within the trust, B note or
mezzanine debt outside of the trust. The pool's Herfindahl Index
is 3.7 down from 4.6 at securitization. One loan (Barton Creek
Loan) payed off since securitization.

All loans are interest payment only during the term of the loan
with no amortization except for one loan (1460 North Halstead
Loan). Interest on the pooled certificates are paid sequentially
whereas principal payments are made on modified pro rata basis
based on specified allocation prior to the occurrence of a
sequential pay down event that has been defined.

The largest loan in the pool is secured by fee interests in Hotel
Del Coronado Loan ($225 million, or 43% of the pooled balance).
The 757-room historical hotel (collateral excludes 78 units housed
in North Beach Villa) is located on Coronado Island, outside of
San Diego, CA. There is additional debt in the form of non-trust
junior component and mezzanine debt outside the trust.

The property continues to perform as expected, resulting Net Cash
Flow (NCF) of $38.5 Million in the trailing twelve month period
ending March 2012. Moody's stabilized NCF is $35.7 Million, the
same as at securitization. The weighted average LTV for the pooled
portion is 60%, and credit assessment for the loan is Baa3.

The Standard Hotel Loan ($113 million, or 21% of pooled balance)
is secured by fee interest in a 337-room boutique hotel located in
New York's Meatpacking District . There is additional debt in the
form mezzanine debt outside the trust.

The property's NCF for year-end 2011 was $18.6 Million. However,
comparing the first three months of 2012 over the same period in
2011, NCF is down by 14%. Although Revenue per Available Room
(RevPAR) increased from $258 achieved in the first quarter of 2011
to $276 in the first quarter of 2012, expenses grew more rapidly,
deteriorating the bottom line. Particularly, Rooms Departmental
Expense and Undistributed Expenses saw large increases. Moody's
stabilized NCF is $16.2 Million, down from $17.2 Million at
securitization. The weighted average LTV for the pooled portion is
74%, and credit assessment for the loan is Ba2 compared to Ba1 at
securitization.

The third largest loan (One Kendall Square Loan ($90.0 Million, or
17% of pooled balance) is secured by a 665,000 square feet mixed-
use complex located within East Cambridge submarket, MA. There is
additional debt in the form of non-trust junior component outside
the trust.

The property's NCF for year-end 2011 was $11.5 Million with
occupancy declining to 73%. However, year-over-year performance
continues to show improvement since 2009, and the property was 83%
leased as of March 2012. Moody's stabilized NCF is $13.3 Million,
same as at securitization. The weighted average LTV for the pooled
portion is 64%, and credit assessment for the loan is Ba1.

Moody's weighted average pooled LTV ratio is 64% and Moody's
weighted average stressed debt service coverage ratio (DSCR) for
pooled trust debt is 1.68X. Moody's weighted average LTV for the
trust including the rake bonds is 65% and Moody's weighted average
stressed debt service coverage ratio (DSCR) for the trust
including the rake bonds is 1.65X. There are no outstanding
interest shortfalls or losses suffered to date. There are no loans
currently in special servicing.


COMMODORE CDO I: S&P Withdraws 'BB+' Rating on Class A Notes
------------------------------------------------------------
Standard & Poor's Ratings Services withdrew its ratings on the
class A notes from Commodore CDO I Ltd. and the class A-1MM notes
from Orchid Structured Finance CDO Ltd., both of which are
collateralized debt obligation transactions backed, in part, by
mezzanine structured finance assets.

The withdrawal follows the complete paydown of the notes on their
most recent payment dates.

           STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

          http://standardandpoorsdisclosure-17g7.com

RATINGS WITHDRAWN

Commodore CDO I Ltd.
                           Rating
Class               To                From
A                   NR                BB+ (sf)

Orchid Structured Finance CDO Ltd.
                            Rating
Class               To                From
A-1MM               NR/NR             BB+/B (sf)

NR-Not rated.


CPG I: Moody's Affirms 'B2' Corporate Family Rating
---------------------------------------------------
Moody's Investors Service has affirmed the B2 Corporate Family
Rating (CFR) and Probability of Default Rating of CPG I
International Inc. (CPG) following its announcement of plans to
acquire TimberTech Ltd. (TimberTech). Moody's also assigned a B1
rating to the proposed $355 million senior secured term loan due
2019. The outlook remains stable. The SGL-3 speculative grade
liquidity rating will be revisited upon completion of the proposed
acquisition and related refinancing transaction.

On August 15, 2012, CPG entered into a definitive agreement to
purchase TimberTech, a US manufacturer of low maintenance decking,
railing and fencing solutions, for $320 million from the Crane
Group. Proceeds from the proposed $355 million term loan, a
proposed $195 million of senior unsecured notes due 2020 (not
rated), equity from CPG's sponsor, AEA Investors, and cash will be
used to fund the acquisition, repay the existing loans and pay
transaction costs.

The following rating was assigned subject to the review of final
documentation:

  B1 (LGD3, 38%) to the proposed $355 million first lien term loan
  due 2019

The following ratings were affirmed:

  B2 Corporate Family Rating

  B2 Probability of Default rating

Upon completion of the refinancing transaction, ratings on
existing $285 first lien term loan will be withdrawn.

Ratings Rationale

The B2 CFR reflects CPG's high adjusted leverage of roughly 6.0x
proforma for the acquisition of TimberTech and its limited end-
market and product diversification. Proforma for TimberTech, CPG
will generate roughly three quarters of its sales of residential
trim, deck, rail, moulding, porch and paver products primarily in
the US, with the balance from its Scranton Products and Vycom
commercial businesses. CPG's residential sales are tied to repair
and remodeling or homebuilding spending, thus highly seasonal, and
are exposed to volatility from raw material pricing (primarily
PVC, HDPE and PP resins). CPG's earnings have been relatively
resilient in recent years, despite a weak residential housing
market in the US, due to its dependence on the more stable repair
and remodeling sector as well as the trend of synthetic products
growing faster than the overall market. The shift to the higher
quality synthetic products from wood has provided CPG with premium
pricing opportunities and supports the company's high margins.

The acquisition of TimberTech expands CPG's product offering into
capped composite decking and railings and should strengthen CPG's
distribution network, particularly in the Midwest and Western US
where CPG has historically had weaker distribution relationships.
Moody's does not anticipate meaningful integration costs, other
than possible labor efficiencies, since TimberTech only operates
two manufacturing facilities which are believed to be
underutilized. Moody's views the acquisition as fully-priced but
consistent with CPG's growth strategy through selective
acquisitions and product innovation.

The acquisition financing is expected to include a $110 million
ABL revolver due 2017 (not rated) and is not expected to contain
any financial maintenance covenants other than a springing fixed
charge coverage test on the ABL. If the transaction closes as
proposed, Moody's will consider raising the speculative grade
liquidity rating to SGL-2 from SGL-3 given the added flexibility
provided by the increased ABL size and the covenant-lite
structure. In addition, the business is expected to generate
positive annual cash flows despite seasonal working capital needs
in the first quarter to invest in inventory and receivables for
the summer season.

The stable outlook reflects Moody's expectation for modest top-
line growth and improving operational performance, particularly in
the second half of 2012 as CPG's weak 2011 rolls off its trailing
earnings. Further, Moody's expects debt-to-EBITDA to fall below
5.0x and that CPG will generate positive free cash flow over all
twelve month periods through 2013.

Moody's doesn't expect a ratings upgrade for the foreseeable
future given the high post-acquisition leverage. The ratings are
unlikely to be upgraded prior to the permanent reduction in debt
that results in a reduction of Debt-to-EBITDA that is sustainable
below 4.0x (including Moody's standard adjustments) and the
completion of the TimberTech integration given the cyclicality of
CPG's key end-markets (residential construction and remodeling,
commercial construction and industrial) and its product
concentration. Downward ratings pressure could arise if CPG were
unable to lower its leverage below 5.5x over the next several
quarters (including Moody's standard adjustments) following the
TimberTech acquisition. Further, any meaningful sales disruptions
or the tightening of liquidity resulting from the integration or
the weakening of the US economy could lead to a ratings downgrade
or negative outlook.

The principal methodology used in rating CPG was the Global
Manufacturing Industry Methodology published in December 2010.
Other methodologies used include Loss Given Default for
Speculative-Grade Non-Financial Companies in the U.S., Canada and
EMEA published in June 2009.

CPG is a leading manufacturer of premium, low maintenance building
products for residential (AZEK and TimberTech), commercial
(Scranton Products) and industrial markets (Vycom). CPG has
developed and/or acquired a number of branded products including
AZEK Trim, AZEK Deck, AZEK Rail, TimberTech decking and railings,
Comtec and Hiny Hiders (bathroom partition systems), Resistall and
TuffTec and Duralife lockers. CPG has been owned by AEA Investors
since 2005. Proforma revenues for the company are expected to
approach $500 million for 2012.


ENERGY XXI: Fitch Hikes Issuer Default Rating to 'B+'
-----------------------------------------------------
Fitch Ratings has upgraded Energy XXI (NYSE: EXXI)'s Issuer
Default Rating (IDR) and senior unsecured ratings to 'B+' from 'B.
The company's Ratings Outlook is Stable.

Energy XXI's ratings are as follows:

Energy XXI (Bermuda)

  -- Issuer Default Rating (IDR) to 'B+' from 'B';
  -- Convertible perpetual preferred to 'B-'/RR6 from 'CCC'/RR6.

Energy XXI Gulf Coast (Delaware)

  -- IDR to 'B+' from 'B';
  -- Senior secured revolver to 'BB+'/RR1 from 'BB'/RR1;
  -- Senior unsecured notes to 'B+/RR4 from 'B'/RR4

Approximately $1.04 billion in balance sheet debt is affected by
this rating.  All rated debt is issued at the Energy XXI Gulf
Coast subsidiary level, with the exception of the convertible
perpetual preferreds, which are issued by Energy XXI Bermuda.

Ratings Rationale

Energy XXI's ratings are supported by the trend of recent
deleveraging; increased size and scale following the Exxon
property acquisition; EXXI's high exposure to liquids (69% of
production, 71% of reserves, mostly crude oil which is linked to
higher-priced waterborne grades); good operational metrics;
balanced acquisition funding; operator status on a majority of its
properties; and the short-term cash flow protections of its
hedging position.  Ratings issues for bondholders include the
company's small size; high leverage; lack of basin
diversification; vulnerability to hurricane risks; higher risk
ultra-deep shelf exploration program; and ongoing acquisition
risk.

Improving Debt Metrics

EXXI's recent operational metrics are good. As calculated by
Fitch, total debt with equity credit declined from a post-
acquisition high of $1.47 billion at YE 2010 to $1.14 billion at
June 30, 2012, resulting in debt/boe 1p reserves of $9.54/boe,
debt/boe proven developed reserves of $13.97/boe, and debt/flowing
barrel of production of less than $26,000 on a 6:1 basis.  Looking
forward, Fitch anticipates that additional near-term improvements
in credit ratios are likely to come through EBITDA growth and
reserve additions.

Operational Metrics

EXXI's latest operational metrics were good. For the fiscal year
ending June 30 2012, EXXI reported total proved reserves of 119.6
million boe. One year organic reserve replacement was 119% (249%
on an all-in 3-year basis).  One year finding, development, and
acquisition (FD&A) costs rose to $29.90 ($20.71/boe on a three-
year basis).  Fiscal year production increased by 27% from 34,600
boepd to 44,100 boepd, and the company's reserve life declined
from 9.2 years to 7.4 years.  It is important to note that the
company's 2012 reserve and production figures exclude the impacts
of the ultra-deep shelf program, which Fitch anticipates should
begin to accelerate in 2013 despite recent delays experienced at
the Davy Jones #1 well.  Investments in ultra-deep shelf wells at
June 30, 2012 include Davy Jones #1 and #2 ($111 million),
Blackbeard East ($50 million), Lafitte ($40 million), Blackbeard
West #1 and #2 ($43 million), and Lineham Creek ($8 million).

EXXI's cash generation continues to be robust.  As calculated by
Fitch, full-cycle netbacks (defined as price realizations minus
cash costs minus three-year FD&A costs) were $25.63/boe,
significantly higher than its small group peers.  The company
generated record EBITDA of $890.7 billion at June 30, 2012, driven
by higher production and robust oil prices.  Given recent debt
repayments, debt/EBITDA leverage declined to just 1.28x (versus
2.4x the year prior), while EBITDA/gross interest coverage rose to
8.2x from 5.0x the year prior.  LTM free cash flow rose to
approximately $190 million, comprised of cash flow from operations
of $766.4 million minus capex of $570.7 million and dividends of
$5.7 million.  2013 capex has been set at $700 million and Fitch
believes the company has reasonable capex flexibility within that
number.  Only $94 million (13.4%) of the 2013 budget is earmarked
for the ultra-deep shelf.  Fitch expects the company will be FCF
neutral to modestly FCF positive over the next two years.

Liquidity

EXXI gulf coast's liquidity was good at June 30, 2012, and
included cash and equivalents of $117.1 million, and availability
on its main revolver of approximately $525 million after letters
of credit (LoC) usage.  The revolver, which expires in December
2014, is secured by a borrowing base linked to at least 85% of the
company's proven properties.  Similar to other borrowing-based
revolvers, the base periodically resizes in line with the
underlying value of the collateral and was recently reaffirmed.
Its current size is $750 million.

Key revolver covenants include maximum leverage of 3.5x; minimum
interest coverage of 3.0x; and a minimum current ratio of 1.0x, as
well as change of control provisions and restricted payments.  The
company had ample headroom on all covenants at June 30, 2012.
Restrictions on dividends from EXXI gulf coast to its Bermuda
parent were recently loosened to include $150 million to allow the
parent to fund jv investments.  EXXI's other maturities are light,
with the no major bonds maturities due over the next three years.

Recovery Rating

Fitch's Recovery Rating (RR) of '1' on EXXI's secured revolving
credit facility indicates outstanding recovery prospects (91%-
100%) for holders of this debt.  The revolver is secured by at
least 85% of the total value of proven reserves of the company and
its subsidiaries.  The RR for EXXI's senior unsecured notes of '4'
indicates average recovery prospects (31% - 50%) for holders of
these issues.

What Could Trigger A Rating Action

Positive: Future developments that may lead to positive rating
actions include:

  -- Increased size, scale and portfolio diversification,
     accompanied by a trend of continued improvement in debt/boe
     metrics and a managerial commitment to lower debt levels.

Negative: Future developments that could lead to negative rating
action include:

  -- A major operational issue such as a well blowout or extensive
     facility damage not covered by existing insurance

  -- A change in philosophy on use of balance sheet, which could
     include debt funded financing of a large acquisition, capex
     or share buybacks; or a sustained collapse in oil prices
     without other adjustments to capex


FIRST FRANKLIN: Moody's Lowers Ratings on Two Tranches to 'Ca'
--------------------------------------------------------------
Moody's Investors Service has downgraded the ratings on three
tranches, upgraded the ratings on six tranches, and confirmed the
ratings on 16 tranches from 13 subprime RMBS transactions issued
by First Franklin. The collateral backing these transactions are
subprime residential mortgage loans.

Complete rating actions are as follows:

Issuer: First Franklin Mortgage Loan Trust 2005-FF2

Cl. M-3, Upgraded to B1 (sf); previously on May 30, 2012 B3 (sf)
Placed Under Review for Possible Upgrade

Issuer: First Franklin Mortgage Loan Trust 2005-FF3

Cl. M2, Upgraded to A3 (sf); previously on May 30, 2012 Baa2 (sf)
Placed Under Review for Possible Upgrade

Cl. M3, Upgraded to Ba2 (sf); previously on May 30, 2012 B3 (sf)
Placed Under Review for Possible Upgrade

Cl. M4, Upgraded to Caa3 (sf); previously on May 30, 2012 Ca (sf)
Placed Under Review for Possible Upgrade

Cl. M5, Confirmed at C (sf); previously on May 30, 2012 C (sf)
Placed Under Review for Possible Upgrade

Issuer: First Franklin Mortgage Loan Trust 2005-FF4

Cl. M-1, Confirmed at Baa3 (sf); previously on May 30, 2012 Baa3
(sf) Placed Under Review for Possible Upgrade

Cl. M-2, Confirmed at Caa2 (sf); previously on May 30, 2012 Caa2
(sf) Placed Under Review for Possible Upgrade

Cl. M-3, Confirmed at C (sf); previously on May 30, 2012 C (sf)
Placed Under Review for Possible Upgrade

Issuer: First Franklin Mortgage Loan Trust 2005-FF7

Cl. M-1, Confirmed at Ba1 (sf); previously on May 30, 2012 Ba1
(sf) Placed Under Review for Possible Upgrade

Cl. M-2, Confirmed at Caa2 (sf); previously on May 30, 2012 Caa2
(sf) Placed Under Review for Possible Upgrade

Cl. M-3, Confirmed at C (sf); previously on May 30, 2012 C (sf)
Placed Under Review for Possible Upgrade

Issuer: First Franklin Mortgage Loan Trust 2005-FF8

Cl. M-1, Confirmed at Caa3 (sf); previously on May 30, 2012 Caa3
(sf) Placed Under Review for Possible Upgrade

Issuer: First Franklin Mortgage Loan Trust 2005-FFH1

Cl. M-1, Upgraded to Caa1 (sf); previously on May 30, 2012 Caa2
(sf) Placed Under Review for Possible Upgrade

Issuer: First Franklin Mortgage Loan Trust 2005-FFH2

Cl. M2, Confirmed at Caa1 (sf); previously on May 30, 2012 Caa1
(sf) Placed Under Review for Possible Upgrade

Issuer: First Franklin Mortgage Loan Trust 2005-FFH4

Cl. II-A4, Upgraded to A1 (sf); previously on May 30, 2012 A2 (sf)
Placed Under Review for Possible Upgrade

Cl. M-1, Confirmed at Caa1 (sf); previously on May 30, 2012 Caa1
(sf) Placed Under Review for Possible Upgrade

Issuer: First Franklin Mortgage Loan Trust 2006-FF1

Cl. I-A, Confirmed at B3 (sf); previously on May 30, 2012 B3 (sf)
Placed Under Review for Possible Upgrade

Cl. II-A-3, Confirmed at Caa1 (sf); previously on May 30, 2012
Caa1 (sf) Placed Under Review for Possible Upgrade

Cl. II-A-4, Confirmed at Caa3 (sf); previously on May 30, 2012
Caa3 (sf) Placed Under Review for Possible Upgrade

Issuer: First Franklin Mortgage Loan Trust 2006-FF17

Cl. A4, Confirmed at A2 (sf); previously on May 30, 2012 A2 (sf)
Placed Under Review for Possible Upgrade

Issuer: First Franklin Mortgage Loan Trust 2006-FF3

Cl. A-1, Confirmed at B2 (sf); previously on May 30, 2012 B2 (sf)
Placed Under Review for Possible Upgrade

Cl. A-2B, Downgraded to Caa1 (sf); previously on Apr 6, 2010
Downgraded to B3 (sf)

Issuer: First Franklin Mortgage Loan Trust 2006-FFH1

Cl. A-3, Confirmed at Ba1 (sf); previously on May 30, 2012 Ba1
(sf) Placed Under Review for Possible Upgrade

Issuer: First Franklin Mortgage Loan Trust 2007-FF1

Cl. A-1, Downgraded to Ca (sf); previously on Apr 6, 2010
Downgraded to Caa3 (sf)

Cl. A-2B, Downgraded to Ca (sf); previously on Apr 6, 2010
Confirmed at Caa3 (sf)

Ratings Rationale

The actions are a result of the recent performance of Subprime
pools originated after 2005 and reflect Moody's updated loss
expectations on these pools. The upgrades/downgrades in the rating
action are a result of improving/deteriorating performance and/or
structural features resulting in lower/higher expected losses for
certain bonds than previously anticipated.

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

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.

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

The primary source of assumption uncertainty is the 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.

A list of these actions including CUSIP identifiers may be found
at http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF296437

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/researchdocumentcontentpage.aspx?docid=PBS_SF198689


GREENBRIAR CLO: S&P Hikes Rating on Cl. E Notes to 'B+'; Off Watch
------------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A, B, C, D, and E notes from Greenbriar CLO Ltd., a U.S.
collateralized loan obligation (CLO) transaction managed by
Highland Capital Management L.P. "At the same time, we removed the
ratings from CreditWatch with positive implications, where we
placed them on June 18, 2012," S&P said.

"The upgrades primarily reflect the improved performance of the
transaction's underlying asset portfolio since June 2011, when we
affirmed all of our ratings on the notes. As of the July 2012
trustee report, the transaction had $28.23 million of defaulted
assets. This was down from the $55.40 million we referenced for
our June 2011 rating actions. Furthermore, assets from obligors
rated in the 'CCC' category were reported at $76.21 million in
July 2012, down from the $84.45 million we referenced in our last
rating action," S&P said.

The upgrades also reflect a slight increase in the
overcollateralization (O/C) available to support the notes since
the June 2011 rating actions. The trustee reported these O/C
ratios in the July 2012 monthly report::

    The class A/B O/C ratio was 120.87%, compared with a reported
    ratio of 119.88% in March 2011;

    The class C O/C ratio was 113.32%, compared with a reported
    ratio of 112.39% in March 2011;

    The class D O/C ratio was 107.92%, compared with a reported
    ratio of 107.04% in March 2011; and

    The class E O/C ratio was 105.05%, compared with a reported
    ratio of 102.59% in March 2011.

"The application of the largest obligor default test, a
supplemental stress test we introduced as part of our 2009
corporate criteria update, drove the rating actions on the class D
and E notes. Since the time of the last action, the class E notes
have received turbo payments towards their outstanding principal
balance, due to previous failures of the class E O/C test. The
class E notes currently stand at 57.39% of their original
issuance," S&P said.

"Greenbriar CLO Ltd. is currently in its reinvestment period,
where we expect it to remain until November 2014," S&P said.

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

             STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

     http://standardandpoorsdisclosure-17g7.com

RATING AND CREDITWATCH ACTIONS

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

TRANSACTION INFORMATION
Issuer:             Greenbriar CLO Ltd.
Coissuer:           Greenbriar CLO Corp.
Collateral manager: Highland Capital Management L.P.
Underwriter:        Goldman Sachs & Co.
Trustee:            State Street Bank and Trust Co.
Transaction type:   Cash flow CDO


GREENPOINT MORTGAGE: Moody's Lifts Rating on One Tranche to 'Caa3'
------------------------------------------------------------------
Moody's Investors Service has upgraded three tranches from
Greenpoint Mortgage Funding Trust 2005-HY1. The collateral backing
this deal primarily consists of first-lien, fixed and adjustable-
rate Alt-A residential mortgages. The actions impact approximately
$103 million of RMBS issued in 2005.

Complete rating actions are as follows:

Issuer: Greenpoint Mortgage Funding Trust 2005-HY1

Cl. 1-A1A, Upgraded to Ba1 (sf); previously on May 30, 2012 B1
(sf) Placed Under Review for Possible Upgrade

Cl. 1-A1B, Upgraded to Caa3 (sf); previously on May 30, 2012 C
(sf) Placed Under Review for Possible Upgrade

Cl. 2-A, Upgraded to B3 (sf); previously on May 30, 2012 Caa1 (sf)
Placed Under Review for Possible Upgrade

Ratings Rationale

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

The rating action consists of a number of upgrades. The upgrades
are due to significant improvement in collateral performance, and
rapid build-up in credit enhancement due to high prepayments.

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

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 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 pools, Moody's first
applies a baseline delinquency rate of 10% for 2005, 19% for 2006
and 21% for 2007. 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 2005 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 0.20 to 2.0 for
current delinquencies that range from less than 2.5% to greater
than 50% 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 bonds, in addition to the
approach 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 8.3% in July 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.

A list of these actions including CUSIP identifiers may be found
at http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF296266

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/page/viewresearchdoc.aspx?docid=PBS_SF198174


HOMEBANC MORTGAGE: Moody's Confirms 'Caa2' Ratings on 2 Tranches
----------------------------------------------------------------
Moody's Investors Service has confirmed the ratings on two
tranches from one RMBS transaction issued by Homebanc. The
collateral backing these deals primarily consists of first-lien,
Alt-A residential mortgages. The actions impact approximately $195
million of RMBS issued in 2006.

Complete rating actions are as follows:

Issuer: Homebanc Mortgage Trust 2006-2

  Cl. A-1, Confirmed at Caa2 (sf); previously on May 30, 2012 Caa2
  (sf) Placed Under Review for Possible Upgrade

  Cl. A-2, Confirmed at Caa2 (sf); previously on May 30, 2012 Caa2
  (sf) Placed Under Review for Possible Downgrade

Ratings Rationale

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

Moody's confirmation of the rating on the Class A-1 and Class A-2
bonds from Homebanc Mortgage Trust 2006-2 also reflects a
correction to cash-flow modeling. This tranche was included
erroneously in the May 30, 2012 rating action in which Moody's
placed a large number of bonds on watch for possible upgrade or
downgrade. Realized losses for this deal do not reduce bond
balances, and the Class A-1 and Class A-2 bonds get paid down pro
rata when a trigger event is in effect. The modeling used in the
May 2012 action, however, did not incorporate the proper payment
structure. The cash-flow modeling has now been corrected, and the
rating action reflects this change

The methodologies used in this rating were "Moody's Approach to
Rating US Residential Mortgage-Backed Securities" published in
December 2008, and "2005 -- 2008 US RMBS Surveillance Methodology"
published in July 2011. The 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 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 pools, Moody's first
applies a baseline delinquency rate of 10% for 2005, 19% for 2006
and 21% for 2007. 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 2005 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 0.20 to 2.0 for
current delinquencies that range from less than 2.5% to greater
than 50% 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 bonds, in addition to the
approach 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 July 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.

A list of these actions including CUSIP identifiers may be found
at http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF296563

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/page/viewresearchdoc.aspx?docid=PBS_SF198174


HSI ASSET: Moody's Cuts Ratings on Three Certifiticates to 'Ca'
---------------------------------------------------------------
Moody's Investors Service has downgraded three tranches from HSI
Asset Loan Obligation Trust 2007-WF1. The collateral backing this
deal primarily consists of first-lien, fixed and adjustable-rate
Alt-A residential mortgages. The actions impact approximately
$45.9 million of RMBS issued in 2007.

Complete rating actions are as follows:

Issuer: HSI Asset Loan Obligation Trust 2007-WF1

Cl. A-1, Downgraded to Ca (sf); previously on May 30, 2012 Ba3
(sf) Placed Under Review for Possible Downgrade

Cl. A-2, Downgraded to Ca (sf); previously on Nov 5, 2010
Downgraded to Caa2 (sf)

Cl. A-6, Downgraded to Ca (sf); previously on Nov 5, 2010
Downgraded to Caa3 (sf)

Ratings Rationale

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

The rating action consists of a number of downgrades. The
downgrades are a result of deteriorating performance and
structural features resulting in higher expected losses for
certain bonds than previously anticipated.

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

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 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 pools, Moody's first
applies a baseline delinquency rate of 10% for 2005, 19% for 2006
and 21% for 2007. 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 2005 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 0.20 to 2.0 for
current delinquencies that range from less than 2.5% to greater
than 50% 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 bonds, in addition to the
approach 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 8.3% in July 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.

A list of these actions including CUSIP identifiers may be found
at http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF296265

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/page/viewresearchdoc.aspx?docid=PBS_SF198174


INDYMAC HOME: Moody's Confirms 'Caa3' Rating on One RMBS Tranche
----------------------------------------------------------------
Moody's Investors Service has upgraded the rating on one tranche
and confirmed the ratings on three tranches from three subprime
RMBS transactions issued by IndyMac Home Equity Mortgage Loan
Asset-Backed Trust.

Complete rating actions are as follows:

Issuer: IndyMac Home Equity Mortgage Loan Asset-Backed Trust,
INABS 2005-A

Cl. M-4, Confirmed at Ba3 (sf); previously on May 30, 2012 Ba3
(sf) Placed Under Review for Possible Upgrade

Issuer: IndyMac Home Equity Mortgage Loan Asset-Backed Trust,
INABS 2005-C

Cl. A-I-1, Upgraded to Baa3 (sf); previously on May 30, 2012 Ba1
(sf) Placed Under Review for Possible Upgrade

Cl. A-II-3, Confirmed at B1 (sf); previously on May 30, 2012 B1
(sf) Placed Under Review for Possible Upgrade

Issuer: IndyMac Home Equity Mortgage Loan Asset-Backed Trust,
INABS 2005-D

Cl. A-II-4, Confirmed at Caa3 (sf); previously on May 30, 2012
Caa3 (sf) Placed Under Review for Possible Upgrade

Ratings Rationale

The actions are a result of the recent performance of Subprime
pools originated after 2005 and reflect Moody's updated loss
expectations on these pools. The upgrades in the rating action are
a result of improving performance and/or structural features
resulting in lower expected losses for certain bonds than
previously anticipated.

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

Moody's adjusts the methodologies noted above for Moody's current
views 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.

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

The 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 9.1% in June 2011 to 8.2% in June 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 .

A list of these actions including CUSIP identifiers may be found
at http://moodys.com/viewresearchdoc.aspx?docid=PBS_SF296558

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/researchdocumentcontentpage.aspx?docid=PBS_SF198689


LB-UBS 2002-C4: S&P Reinstates 'CCC-' Rating on Cl. M Certificates
------------------------------------------------------------------
Standard & Poor's Ratings Services corrected by reinstating its
ratings on six classes from LB-UBS Commercial Mortgage Trust 2002-
C4. "We inadvertently withdrew the ratings due to an
administrative error on Sept. 2, 2012. We reinstated the ratings
to their pre-withdrawal levels," S&P said.

            STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

            http://standardandpoorsdisclosure-17g7.com

RATINGS CORRECTED BY REINSTATEMENT

LB-UBS Commercial Mortgage Trust 2002-C4
Commercial mortgage pass-through certificates series 2002-C4

              Rating
Class      To          From
H          A (sf)      NR
J          BBB+ (sf)   NR
K          BBB- (sf)   NR
L          CCC (sf)    NR
M          CCC- (sf)   NR
X-CL       AAA (sf)    NR


LB-UBS 2006-C6: Moody's Lowers Ratings on 2 Cert. Classes to 'C'
----------------------------------------------------------------
Moody's Investors Service downgraded the ratings of nine classes
and affirmed nine classes of LB-UBS Commercial Mortgage Trust
2006-C6, Commercial Mortgage Pass-Through Certificates, Series
2006-C6 as follows:

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

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

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

Cl. A-4, Affirmed at Aaa (sf); previously on Oct 6, 2006 Assigned
Aaa (sf)

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

Cl. A-M, Affirmed at Aa1 (sf); previously on Nov 17, 2010
Downgraded to Aa1 (sf)

Cl. A-J, Affirmed at Baa2 (sf); previously on Nov 17, 2010
Downgraded to Baa2 (sf)

Cl. B, Downgraded to Ba1 (sf); previously on Nov 17, 2010
Downgraded to Baa3 (sf)

Cl. C, Downgraded to B1 (sf); previously on Nov 17, 2010
Downgraded to Ba2 (sf)

Cl. D, Downgraded to B3 (sf); previously on Nov 17, 2010
Downgraded to B1 (sf)

Cl. E, Downgraded to Caa1 (sf); previously on Nov 17, 2010
Downgraded to B2 (sf)

Cl. F, Downgraded to Caa2 (sf); previously on Nov 17, 2010
Downgraded to Caa1 (sf)

Cl. G, Downgraded to Caa3 (sf); previously on Nov 17, 2010
Downgraded to Caa2 (sf)

Cl. H, Downgraded to Ca (sf); previously on Nov 17, 2010
Downgraded to Caa3 (sf)

Cl. J, Downgraded to C (sf); previously on Nov 17, 2010 Downgraded
to Ca (sf)

Cl. K, Downgraded to C (sf); previously on Nov 17, 2010 Downgraded
to Ca (sf)

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

Cl. X-CP, Affirmed at Aaa (sf); previously on Oct 6, 2006 Assigned
Aaa (sf)

Ratings Rationale

The downgrades are due to higher than expected realized losses
from specially serviced 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
7.6% of the current balance. At last review, Moody's cumulative
base expected loss was 7.8%. Realized losses have increased from
0.9% of the original balance to 3.0% since the prior review.
Moody's provides a current list of base expected losses for
conduit and fusion CMBS transactions on moodys.com at
http://v3.moodys.com/viewresearchdoc.aspx?docid=PBS_SF215255
Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels. If future performance materially declines, the
expected level of credit enhancement and the priority in the cash
flow waterfall may be insufficient for the current ratings of
these classes.

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

Primary sources of assumption uncertainty are the extent of 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 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.

Moody's review also incorporated the CMBS IO calculator ver1.1,
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 ver1.1 would provide both a Baa3 (sf) and
Ba1 (sf) IO indication for consideration by the rating committee.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 16 compared to 20 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 October 27, 2011.

Deal Performance

As of the August 17, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 17% to $2.5 billion
from $3.0 billion at securitization. The Certificates are
collateralized by 138 mortgage loans ranging in size from less
than 1% to 16% of the pool, with the top ten loans representing
60% of the pool. One loan, representing 0.7% of the pool, has
defeased and is secured by U.S. Government securities. Three
loans, representing 3% of the pool, have investment grade credit
assessments. The 1211 Avenue of the Americas Loan had a credit
assessment at last review but it was removed at this review due to
performance declines and increased leverage. This loan is now the
largest loan in the conduit pool.

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

Nineteen loans have been liquidated from the pool, resulting in an
aggregate realized loss of $92.1 million (43% loss severity on
average). Nine loans, representing 4% of the pool, are currently
in special servicing. The largest specially serviced loan is the
LeCraw Portfolio Loan ($49.0 million -- 2% of the pool), which is
currently secured by two apartment properties located in Georgia.
The loan was originally secured by five properties, however, two
of the properties were sold in April 2012 and one property was
sold in August 2012 with the proceeds being passed through to the
trust. The special servicer has indicated that it is in
negogiations with potential buyers for the two remaining
properties. Certificate losses will not be realized until the last
property in the portfolio is sold. The remaining five specially
serviced properties are secured by a mix of property types.
Moody's estimates an aggregate $58.9 million loss for the
specially serviced loans (58% expected loss on average).

Moody's has assumed a high default probability for 14 poorly
performing loans representing 5% of the pool and has estimated an
aggregate $18.9 million loss (14% expected loss on average) from
these troubled loans.

Moody's was provided with full year 2011 operating results for 98%
of the pool's non-specially serviced and non-defeased loans.
Excluding specially serviced and troubled loans, Moody's weighted
average LTV is 103% compared to 105% at Moody's prior review.
Moody's net cash flow reflects a weighted average haircut of 8% to
the most recently available net operating income. Moody's value
reflects a weighted average capitalization rate of 9.0%.

Excluding special serviced and troubled loans, Moody's actual and
stressed DSCRs are 1.32X and 0.97X, respectively, compared to
1.32X 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 largest loan with a credit assessment is the Park Square
Building Loan ($71.2 million -- 2.8% of the pool), which is
secured by a 495,708 square foot (SF) Class A office building
located in the Back Bay submarket of Boston, Massachusetts. The
largest tenant is First Marblehead Corp. (27% of the net rentable
area (NRA); lease expiration April 2014). As of July 2012 the
property was 93% leased compared to 91% at last review.
Performance has improved due to an increase in base rents and
occupancy. Moody's current credit assessment and stressed DSCR are
Baa3 and 1.39X, respectively, compared to Baa3 and 1.37X at last
review.

The remaining two loans with credit assessments comprise 0.6% of
the pool. The Naples Walk I, II, & III Loan ($9.3 million -- 0.4%)
is secured by a 126,490 SF retail anchored property located in
Naples, Florida. The property was 80% leased as of April 2012
compared to 88% in December 2010. Due to declining performance and
an increase in vacancy, its current credit assessment is Baa2
compared to A3 at last review. The 1155 Avenue of the Americas
Loan ($5.2 million -- 0.2%) is a pari-passu interest in a $46.7
million first mortgage loan secured by a 739,261 SF office
property located in Manhattan, New York. Its credit assessment is
Aa2, the same as at last review and securitization.

The top three conduit loans represent 36.3% of the pool. The 1211
Avenue of the Americas Loan ($400.0 million -- 15.8%), which is a
pari-passu interest in a $675.0 million first mortgage loan, is
secured by 1.9 million SF office property built in 1973, renovated
in 2006 and located in midtown Manhattan, New York. The largest
tenants are News America Publishing Inc (55% of the NRA; lease
expiration November 2020) and Ropes & Gray LLP (14% of the NRA;
lease expiration March 2027). The building was 91% leased as of
March 2012 compared to 88% at last review and 99% at
securitization. Property performance declined from prior review
due to a decrease in base rent and expense reimbursements. The
loan is interest-only during its entire 10-year term maturing in
September 2016. Moody's LTV and stressed DSCR are 78% and 1.14X,
respectively, compared to 71% and 1.26X at securitization.

The second largest loan is the 125 High Street Loan ($340.0
million -- 13.4%), which is secured by a 1.5 million square foot
office property located in downtown Boston, Massachusetts. The
property was 75% leased in June 2012 compared to 81% at last
review. The loan is interest only throughout its entire 10-year
term maturing in August 2016. Performance has declined since last
review due to a decline in base rents and expense reimbursements
attributed to the decline in occupancy. However, the borrower has
recently executed a new lease for 11% of the NRA and the tenant is
expected to take possession in the second quarter of 2013. Moody's
LTV and stressed DSCR are 96% and 0.93X, respectively, compared to
87% and 1.02X at last review.

The third largest loan is The Shops at Las Americas Loan ($180.0
million -- 7.1%), which is secured by a 561,426 SF outlet mall
located in San Diego, California. The mall's major tenants include
Nike Factory Store, Old Navy and the Gap Outlet. The property was
94% leased as of June 2012 compared to 96% at last review. Despite
the decline in occupancy property performance has improved due an
increase in base rents, expense reimbursements and other income.
The loan has nine months remaining in an 84-month interest-only
period before amortizing on a 360-month schedule and matures in
June 2016. Moody's LTV and stressed DSCR are 99% and 0.96X,
respectively, compared to 108% and 0.87X at last review.


LEAF RECEIVABLES: Moody's Assigns '(P)Ba2' Rating to Cl. E-2 Notes
------------------------------------------------------------------
Moody's Investors Service has assigned provisional ratings to the
Equipment Contract Backed Notes, Series 2012-1 (LEAF 2012-1 or the
notes) to be issued by LEAF Receivables Funding 8, LLC.. The
transaction is a securitization of small ticket equipment loans
and leases sponsored by LEAF Capital Funding, LLC (LEAF), a wholly
owned subsidiary of LEAF Commercial Capital, Inc. The loans and
leases are backed by various equipment including primarily office
equipment such as copiers, as well as technology,
telecommunications and industrial equipment. The complete rating
action is as follows:

Issuer: LEAF Receivables Funding 8, LLC -- Equipment Contract
Backed Notes, Series 2012-1

Class A-1 Notes, rated (P) Prime-1 (sf)

Class A-2 Notes, rated (P) Aaa (sf)

Class A-3 Notes, rated (P) Aaa (sf)

Class A-4 Notes, rated (P) Aaa (sf)

Class B Notes, rated (P) Aa2 (sf)

Class C Notes, rated (P) A2 (sf)

Class D Notes, rated (P) Baa2 (sf)

Class E-1 Notes, rated (P) Ba1 (sf)

Class E-2 Notes, rated (P) Ba2 (sf)

Ratings Rationale

The ratings are based primarily on an analysis of the credit
quality of the collateral, the historical performance of similar
collateral, the level of credit enhancement available under the
proposed capital structure , the ability of LEAF Commercial
Capital, Inc. as servicer, the ability of U.S. Bank National
Association as back-up servicer, and the presence of Assured
Guaranty Corp. (Assured, Aa3 under review for possible downgrade)
as control party and financial guarantor for the Class A notes,
and. Credit enhancement includes overcollateralization which is
initially 4.00%, a non-declining reserve account that is funded at
1.5% of original collateral balance, subordination in the case of
the Class A, Class B, Class C, Class D, and Class E-1 notes, and
excess spread. This deal utilizes a sequential pay structure where
each class of notes will receive all principal collections until
it is paid in full, beginning with the Class A-1 notes. Credit
enhancement has been sized without regard to the financial
guarantee policy.

Moody's median cumulative net loss expectation for the collateral
pool securitized in LEAF 2012-1 is 4.00%. Moody's Aaa Volatility
Proxy for the deal is 25.00%. The expected net loss is based
primarily on an analysis of the collateral's historical
performance adjusted to reflect differences between the economic
conditions underlying the historical performance and Moody's
expectation of future economic conditions.

There is a minor amount of exposure to end-of-lease equipment
value in this transaction since the collateral value advanced
against includes a portion of the residual value assigned to the
equipment under the lease contract (residual book value). This
amount, on a present value basis, accounts for approximately 7% of
initial securitized value by dollars. Approximately 30% of the
residual book value is advanced against, with the remainder also
to flow to the issuer and available as additional excess spread.

The collateral securitized in this deal was originated by LEAF
Capital Funding, LLC (LEAF). It consists primarily of loans and
leases extended to small to mid-sized obligors and secured by
various types of equipment including office equipment (55.89%),
communications (12.82%), and computer equipment (6.69%). The
office equipment category is largely comprised of copiers.

The collateral pool backing the notes consists of 10,509 equipment
loans with an initial balance of $174,869,068. The weighted
average contract balance is $16,640. The weighted average original
and remaining terms to maturity are 51 and 47 months,
respectively. All of the loans in this deal are fixed interest
rate contracts and nearly all are monthly pay contracts.

The Class A-1, A-2, A-3 and A-4 are covered by a financial
guarantee insurance policy provided by Assured Guaranty Corp.
(Assured) which covers interest and principal. Under Moody's
Global Structured Finance Operational Risk Guidelines,
transactions from sponsor/servicers that are not rated or not
assessed as investment grade require mitigants (such as a backup
servicer) in order to achieve Moody's highest ratings.
Transactions from sponsor/servicers rated or assessed at the low
end of non-investment grade may require further mitigants such as
a master servicer. In some cases, the highest ratings may not be
able to achieved at all. The presence of a highly-rated guarantor
provides a strong form of support in the form of oversight that in
Moody's view goes beyond the actual financial guarantee policy.
This oversight mitigates operational risk in a highly effective
way that is not directly linked to the financial strength rating
of the guarantor. As long as the guarantor remains viable, it will
be motivated to carefully monitor the transaction and to use every
available tool to act to address operational or performance
problems should they arise. As a result, the ratings of the Notes,
including the Class A Notes, would likely be unaffected by even a
multi-notch downgrade of the guarantor. Should however the policy
be terminated or the guarantor be downgraded to below investment
grade, Moody's would revisit the role played by the guarantor in
mitigating operational risk as it relates to Moody's rating of the
Notes. Credit enhancement has been sized without regard to the
financial guarantee policy.

The V Score for this transaction is Medium, which is somewhat
stronger than the score assigned to the U.S. Small Issuer
Equipment Lease and Loan ABS sector. The V Score indicates
"medium" uncertainty about critical assumptions. 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). While the overall score is medium, significant
deviations from the sector within the individual categories
include the following: Issuer/Sponsor/Originator's historical
Performance Variability which is medium versus medium/high due to
the relatively stable performance of the issuer's collateral;
market value sensitivity is medium rather than low/medium due to
the exposure to residuals; experience and oversight of transaction
parties is low/medium versus medium due to the significant
securitization experience of transaction parties with an oversight
role; and back-up servicer arrangement is low/medium versus medium
due to the back-up servicer arrangement with U.S Bank National
Association and the oversight role of Assured.

Moody's Parameter Sensitivities: If the expected cumulative net
loss used in determining the initial rating were changed to 5.50%,
8.00%, or 10.00% the initial model-indicated rating for the Class
A notes might change from Aaa to Aa1, Aa3, and A2, respectively.
If the expected cumulative net loss used in determining the
initial rating were changed to 4.20%, 5.50%, or 6.40%, the initial
model-indicated rating for the Class B notes might change from Aa2
to Aa3, A2, and Baa1, respectively. If the expected cumulative net
loss used in determining the initial rating were changed to 4.40%,
5.30%, or 6.40%, the initial model-indicated rating for the Class
C notes might change from A2 to A3, Baa2, and Ba1, respectively.
If the expected cumulative net loss used in determining the
initial rating were changed to 4.40%, 5.50%, or 6.30%, the initial
model-indicated rating for the Class D notes might change from
Baa2 to Baa3, Ba2, and B1, respectively. If the expected
cumulative net loss used in determining the initial rating were
changed to 4.20%, 5.10%, or 5.70%, the initial model-indicated
rating for the Class E-1 notes might change from Ba1 to Ba2, B1,
and B3, respectively. If the expected cumulative net loss used in
determining the initial rating were changed to 4.20%, 4.90%, or
6.00%, the initial model-indicated rating for the Class E-2 notes
might change from Ba2 to Ba3, B2, and lower than 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.

Additional research including a pre-sale report for this
transaction is available at www.moodys.com . The special reports,
"Updated Report on V Scores and Parameter Sensitivities for
Structured Finance Securities" and "V Scores and Parameter
Sensitivities in the U.S. Equipment Lease and Loan ABS Sector" are
also available on moodys.com.

Principal Methodology

The principal methodology used in this rating was "Moody's
Approach to Rating Securities Backed by Equipment Leases and
Loans," published in March 2007.


LEHMAN BROTHERS: Moody's Cuts Rating on Cl. X-FLP Certs. to 'Caa3'
------------------------------------------------------------------
Moody's Investors Service upgraded the ratings of two classes,
affirmed four classes, and downgraded one class of Lehman Brothers
Floating Rate Commercial Mortgage Trust 2006-LLF C5, Commercial
Mortgage Pass-Through Certificates, Series 2006-LLF C5. Moody's
rating action is as follows:

Cl. A-2, Affirmed at Aaa (sf); previously on Aug 17, 2006 Assigned
Aaa (sf)

Cl. B, Affirmed at Aaa (sf); previously on Jun 14, 2007 Upgraded
to Aaa (sf)

Cl. C, Upgraded to Aa1 (sf); previously on Mar 19, 2009 Downgraded
to Aa3 (sf)

Cl. D, Upgraded to Aa3 (sf); previously on Mar 19, 2009 Downgraded
to A2 (sf)

Cl. X-2, Affirmed at B1 (sf); previously on Feb 22, 2012
Downgraded to B1 (sf)

Cl. X-FLP, Downgraded to Caa3 (sf); previously on Feb 22, 2012
Downgraded to Caa1 (sf)

Cl. WSD, Affirmed at B3 (sf); previously on Dec 17, 2010
Downgraded to B3 (sf)

Ratings Rationale

The upgrades are due to increase in credit support due to loan
payoffs. The affirmations are due to key parameters, including
Moody's loan to value (LTV) ratio and Moody's stressed debt
service coverage ratio (DSCR) remaining within acceptable ranges.
The rating of the IO Class, Class X, is consistent with the
expected credit performance of its referenced classes and thus is
affirmed. The rating of the IO Class, Class X-FLP, is downgraded
due to worse than expected credit performance of its referenced
loan (National Conference Center Loan). Moody's does not rate
pooled classes E, F, G, H, J, K and L which provide additional
credit support for the more senior classes.

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

Primary sources of assumption uncertainty are the extent of 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.

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 CMBS IO calculator ver1.1 uses the following inputs to
calculate the proposed IO rating based on the published
methodology: original and current bond ratings and 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 ver1.1 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
presale report dated October 5, 2011.

Deal Performance

As of the August 15, 2012 Payment Date, the transaction's
aggregate certificate balance decreased by 12% from last review,
or 80% from securitization to approximately $432 Million. The
Certificates are collateralized by four floating rate whole loans
or senior interests in whole loans. The loans range in size from
6% to 76% of the pooled balance. The pool's Herfindahl Index is
1.7 down from 2.1 at last review due to loan pay offs.

The largest loan in the pool is secured by fee interests in Walt
Disney World Swan & Dolphin Loan ($320 million, or 76% of the
pooled balance plus a $10 million rake bond within the trust). The
two-hotel portfolio (2,267 guestrooms) is located in Lake Buena
Vista, FL, near Orlando. The sponsor is Tishman Hotel & Realty
Corporation. The loan's final maturity date, including extension
options, is in September 2013.

According to Smith Travel Research, Orlando's Revenue per
Available Room (RevPAR) for the year-to-date period through July
2012 was up 5.8% from the same period in 2011, which is behind the
overall US average of 7.3%. However, in 2011 Orlando MSA
experienced 9.5% increase in RevPAR from 2010, beating the overall
US average increase of 8.2%.

In 2011, the properties' combined Adjusted Net Operating Income
was approximately $34 million, up 37% from that of 2010.
Furthermore, in the first five months of 2012, Adjusted Net
Operating Income was $23 million, up 30% from the same period in
2011. The properties are continuing to recover, and showing solid
growth. Moody's stabilized net cash flow remains at $41 million,
and Moody's stabilized value of $397 million remains unchanged
from last review. Moody's current credit estimate for the pooled
portion is B2, the same as last review.

The second largest loan in the pool is secured by fee interests in
National Conference Center Loan ($41 million, or 10% of the pooled
balance). The 917 room property is located in Lansdowne, Virginia,
35 miles outside of Washington, DC. The four building complex is a
conference/training center with 265,000 square feet of meeting
space located on 67 acres of land (net of 45 acres anticipated to
be sold and close by year-end 2012). According to the appraisal
dated April 2012, Borrower has contracted to sell the excess
acerage that contains surface parking for $20 Milllion, and
expects net proceeds estimated to be $7.5 million after building a
parking deck and making certain road improvements to replace the
surface parking. Special servicer continues discussions with the
Borrower.

The loan is in special servicing (TriMont Real Estate Advisors)
since February 2012 due to imminent default. The loan was modified
and returned to master servicer in July 2011. However, 2011 NCF
for the property was negative. In the first seven months of 2012,
NCF was approximately $562,000, turning positive from negative NCF
achieved during the same period in 2011. Moody's stabilized net
cash flow is $1.2 million, and Moody's stabilized value is $41
million down from $46 million from last review. Current P&I
advances for this loan is $150,243. Moody's current credit
estimate for the pooled portion is Caa3, down from Caa1 as last
review.

The third (Continental Grand Plaza Loan) and the fourth (30
Montgomery Street Loan) loans in the pool were modified in 2010
and 2011,repsectilvey and returned to master servicer. Both loans
appear to be showing positive momentum.

Currently, the pool has incurred $40.2 million in cumulative bond
losses, and $44,416 in interest shortfalls affecting pooled
Classes L. In addition, non-pooled rake classes PR1-1, PR1-2
suffered minimal bond losses.

Moody's weighted average pooled LTV ratio is 87%, up slightly from
last review of 85%, and Moody's weighted average stressed debt
service coverage ratio (DSCR) for pooled trust debt is 1.16X, up
slightly from last review of 1.09X. Moody's weighted average LTV
including the rake bond is 89% and Moody's weighted average DSCR
including the rake bond is 1.13X.


LEHMAN XS: Moody's Lowers Rating on Class 1-A2 Certs. to 'C'
------------------------------------------------------------
Moody's Investors Service has confirmed Class 1-A1A, and
downgraded Class 1-A2 from Lehman XS Trust Mortgage Pass Through
Certificates, Series 2006-14N. The collateral backing this deal
primarily consists of first-lien, adjustable-rate Option ARM
residential mortgages. The action impacts approximately $42.1
million of RMBS issued in 2006.

Complete rating actions are as follows:

Issuer: Lehman XS Trust, Mortgage Pass Through Certificates,
Series 2006-14N

Cl. 1-A1A, Confirmed at Caa3 (sf); previously on May 30, 2012 Caa3
(sf) Placed Under Review for Possible Downgrade

Cl. 1-A2, Downgraded to C (sf); previously on Nov 19, 2010
Confirmed at Ca (sf)

Ratings Rationale

The action is a result of the recent performance of Option ARM
pools originated on or after 2005 and reflect Moody's updated loss
expectations on these pools.

The rating action consists of one confirmation and one downgrade.
The downgrade is a result of deteriorating performance and
structural features resulting in higher expected losses on Class
1-A2 than previous anticipated.

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

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 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 Option ARM 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 Option ARM pools, Moody's
first applies a baseline delinquency rate of 10% for 2005, 19% for
2006 and 21% for 2007. 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 2005 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 0.20
to 1.8 for current delinquencies that range from less than 2.5% to
greater than 50% 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 bonds, in addition to the
approach 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 8.3% in July 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.

A list of these actions including CUSIP identifiers may be found
at http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF296498

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_SF225686


LIGHTPOINT CLO VII: Moody's Hikes Rating on Class E Notes to Ba3
----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of the
following notes issued by Lightpoint CLO VIII, Ltd.:

U.S. $74,750,000 Class A-1-B Floating Rate Notes Due 2018,
Upgraded to Aaa (sf); previously on September 6, 2011 Upgraded to
Aa1 (sf);

U.S. $18,750,000 Class B Floating Rate Notes Due 2018, Upgraded to
Aa1 (sf); previously on September 6, 2011 Upgraded to Aa3 (sf);

U.S. $24,500,000 Class C Floating Rate Deferrable Notes Due 2018,
Upgraded to A3 (sf); previously on September 6, 2011 Upgraded to
Baa1 (sf);

U.S. $25,000,000 Class D Floating Rate Deferrable Notes Due 2018,
Upgraded to Ba1 (sf); previously on September 6, 2011 Upgraded to
Ba2 (sf); and

U.S. $19,250,000 Class E Floating Rate Deferrable Notes Due 2018,
Upgraded to Ba3 (sf); previously on September 6, 2011 Upgraded to
B1 (sf).

Ratings Rationale

According to Moody's, the rating actions taken on the notes
reflect the benefit of the short period of time remaining before
the end of the deal's reinvestment period in October 2012. In
consideration of the reinvestment restrictions applicable during
the amortization period, and therefore limited ability to effect
significant changes to the current collateral pool, Moody's
analyzed the deal assuming a higher likelihood that the collateral
pool characteristics will continue to maintain a positive buffer
relative to certain covenant requirements. In particular, the deal
is assumed to benefit from lower WARF and higher spread levels
compared to the levels assumed at the last rating action in
September 2011. Moody's also notes that the transaction's reported
overcollateralization ratio are stable since the last rating
action.

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 $482 million, no
defaulted par, a weighted average default probability of 18.01%
(implying a WARF of 2633), a weighted average recovery rate upon
default of 49.29%, and a diversity score of 70. 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.

Lightpoint CLO VIII, Ltd., issued on August 28, 2007, 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% (2106)

Class A-1-A: 0
Class A-1-B 0
Class B: +1
Class C: +3
Class D: +1
Class E: +1

Moody's Adjusted WARF + 20% (3159)

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

Moody's notes that this transaction is subject to a high level of
macroeconomic uncertainty, as evidenced by 1) uncertainties of
credit conditions in the general economy and 2) the large
concentration of upcoming speculative-grade debt maturities, 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:

Deleveraging: The main source of uncertainty in this transaction
is whether deleveraging from unscheduled principal proceeds will
commence 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.


MERITAGE LOAN: Moody's Cuts Rating on One RMBS Tranche to 'Ba1'
---------------------------------------------------------------
Moody's Investors Service has downgraded the rating on one
tranche, upgraded the rating on one tranche, and confirmed the
rating on one tranche from two subprime RMBS transactions issued
by Meritage Loan Trust from 2005.

Complete rating actions are as follows:

Issuer: Meritage Mortgage Loan Trust 2005-1

Cl. M-4, Downgraded to Ba1 (sf); previously on May 30, 2012 Baa3
(sf) Placed Under Review for Possible Upgrade

Cl. M-5, Confirmed at Ca (sf); previously on May 30, 2012 Ca (sf)
Placed Under Review for Possible Upgrade

Issuer: Meritage Mortgage Loan Trust 2005-2

Cl. M-2, Upgraded to B2 (sf); previously on May 30, 2012 Caa1 (sf)
Placed Under Review for Possible Upgrade

Ratings Rationale

The actions are a result of the recent performance of Subprime
pools originated after 2005 and reflect Moody's updated loss
expectations on these pools. The upgrades/downgrades in the rating
action are a result of improving/deteriorating performance and/or
structural features resulting in lower/higher expected losses for
certain bonds than previously anticipated.

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

Moody's adjusts the methodologies noted above for Moody's current
views 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.

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

The 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 9.1% in June 2011 to 8.2% in June 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 .

A list of these actions including CUSIP identifiers may be found
at http://moodys.com/viewresearchdoc.aspx?docid=PBS_SF296557

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/researchdocumentcontentpage.aspx?docid=PBS_SF198689


ML-CFC 2006-2: Moody's Lowers Rating on Class F Certs. to 'C'
-------------------------------------------------------------
Moody's Investors Service downgraded the ratings of six classes
and affirmed 14 classes of ML-CFC 2006-2, Commercial Mortgage
Pass-Through Certificates, Series 2006-2 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. AM, Affirmed at Aa2 (sf); previously on Dec 17, 2010
Downgraded to Aa2 (sf)

Cl. AJ, Downgraded to Baa3 (sf); previously on Dec 17, 2010
Downgraded to Baa2 (sf)

Cl. B, Downgraded to Ba2 (sf); previously on Dec 17, 2010
Downgraded to Ba1 (sf)

Cl. C, Downgraded to B2 (sf); previously on Dec 17, 2010
Downgraded to B1 (sf)

Cl. D, Downgraded to Caa3 (sf); previously on Dec 17, 2010
Downgraded to Caa2 (sf)

Cl. E, Downgraded to Ca (sf); previously on Dec 17, 2010
Downgraded to Caa3 (sf)

Cl. F, Downgraded to C (sf); previously on Dec 17, 2010 Downgraded
to Ca (sf)

Cl. G, Affirmed at C (sf); previously on Dec 17, 2010 Downgraded
to C (sf)

Cl. H, Affirmed at C (sf); previously on Dec 17, 2010 Downgraded
to C (sf)

Cl. J, Affirmed at C (sf); previously on Dec 17, 2010 Downgraded
to C (sf)

Cl. K, Affirmed at C (sf); previously on Dec 17, 2010 Downgraded
to C (sf)

Cl. L, Affirmed at C (sf); previously on Dec 17, 2010 Downgraded
to C (sf)

Cl. M, Affirmed at C (sf); previously on Dec 17, 2010 Downgraded
to C (sf)

Cl. N, Affirmed at C (sf); previously on Dec 17, 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 higher expected losses for the pool
resulting from realized and anticipated losses from specially
serviced and troubled loans.

The affirmations of the principal classes 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 rating of the IO class, Class X, is consistent with its
referenced classes and is thus affirmed.

Moody's rating action reflects a cumulative base expected loss of
7.7% of the current balance. At last full review, Moody's
cumulative base expected loss was 6.2%. 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 Fusion U.S. CMBS Transactions" published in April 2005, and
"Moody's Approach to Rating Structured Finance Interest-Only
Securities" published in February 2012.

Moody's review incorporated the use of the Excel-based CMBS
Conduit Model v 2.61 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.

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

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 41 compared to 45 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 September 15, 2011.

Deal Performance

As of the August 13, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 11% to $1.64
billion from $1.84 billion at securitization. The Certificates are
collateralized by 176 mortgage loans ranging in size from less
than 1% to 11% of the pool, with the top ten loans representing
35% of the pool. Three loans, representing 0.4% of the pool, have
defeased and are collateralized with U.S. Government securities.
One loan, representing 11% of the pool, has an investment grade
credit assessment.

Fifty-one 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.

Eleven loans have been liquidated from the pool since
securitization, resulting in an aggregate $34.3 million loss (66%
loss severity on average). Currently 17 loans, representing 13% of
the pool, are in special servicing. The largest specially serviced
loan is the Penn Mutual Towers and Washington Square Garage Loan
($101.2 million -- 6.2% of the pool), which is secured by an
854,000 square foot (SF) mixed use complex located in Center City
Philadelphia, Pennsylvania. The loan was transferred to special
servicing in February 2011 due to imminent default and is now in
foreclosure proceedings. The master servicer recognized a $26.7
million appraisal reduction for this loan in June 2012.

The remaining 16 specially serviced loans are secured by a mix of
property types. The master servicer has recognized an aggregate
$79.9 million appraisal reduction for the specially serviced
loans. Moody's has estimated an aggregate loss of $101.8 million
(47% expected loss on average) for all of the specially serviced
loans.

Moody's has assumed a high default probability for 18 poorly
performing loans representing 6% of the pool and has estimated a
$20.6 million loss (20% expected loss based on a 50% probability
default) from these troubled loans.

Moody's was provided with full year 2010 and 2011 operating
results for 99% of the performing pool. Excluding specially
serviced and troubled loans, Moody's weighted average LTV is 97%
compared to 99% at last full 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 specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.44X and 1.16X, respectively, compared to
1.40X and 1.13X at last review. Moody's actual DSCR is based on
Moody's net cash flow (NCF) and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.

The loan with a credit assessment is the 100 Summer Street Loan
($180 million -- 10.9% of the pool), which is secured by a 1.1
million SF Class A office building located in Boston,
Massachusetts. The property was 98% leased as of March 2012, the
same as last review. The loan is sponsored by Blackstone and
property performance has been stable. Moody's current credit
assessment and stressed DSCR are A2 and 1.80X, respectively,
compared to A2 and 1.84X at the last full review.

The top three performing conduit loans represent 9% of the pool
balance. The largest loan is the 200 Paul Avenue Loan ($73.3
million -- 4.5% of the pool), which is secured by a 527,680 SF
telecommunications building located in close proximity to the main
fiber optic line that serves San Francisco, California. The
property was 96% leased as of March 2012, compared to 90% at last
full review. Property performance has been stable. Moody's LTV and
stressed DSCR are 58% and 2.15X, respectively, compared to 62% and
1.99X at the last full review.

The second largest loan is the CNL-Cirrus MOB Portfolio III Loan
($46.4 million -- 2.8% of the pool), which is secured by five
medical office properties located in Texas and Oklahoma and
totaling 269,707 SF. The properties were 93% leased as of March
2012, compared to 88% at last full review. Despite the increase in
occupancy, property performance declined due to lower rental
revenue. Moody's LTV and stressed DSCR are 85% and 1.24X,
respectively, compared to 77% and 1.37X at last review.

The third largest loan is the BTR Capital Portfolio Loan ($29.5
million -- 1.8% of the pool), which is secured by seven mixed-use
properties (five industrial, one retail strip center and one
trailer storage land parcel) located in Baltimore, Maryland. The
loan transferred into special servicing in November 2010 but was
modified and transferred back to the master servicer in February
2012. The properties were 83% leased as of June 2012, the same as
at last review. Property performance has improved slightly.
Moody's LTV and stressed DSCR are 131% and 0.83X, respectively,
compared to 143% and 0.76X at last full review.


MORGAN STANLEY 2003-IQ6: Moody's Affirms Caa3 Rating on N Certs
---------------------------------------------------------------
Moody's Investors Service affirmed the ratings of 17 classes of
Morgan Stanley Capital I Trust, Commercial Mortgage Pass-Through
Certificates, Series 2003-IQ6 as follows:

Cl. A-3, 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. B, Affirmed at Aa1 (sf); previously on Mar 9, 2011 Confirmed
at Aa1 (sf)

Cl. C, Affirmed at A1 (sf); previously on Jan 5, 2007 Upgraded to
A1 (sf)

Cl. D, Affirmed at A3 (sf); previously on Dec 19, 2003 Definitive
Rating Assigned A3 (sf)

Cl. E, Affirmed at Baa1 (sf); previously on Dec 19, 2003
Definitive Rating Assigned Baa1 (sf)

Cl. F, Affirmed at Baa2 (sf); previously on Dec 19, 2003
Definitive Rating Assigned Baa2 (sf)

Cl. G, Affirmed at Baa3 (sf); previously on Dec 19, 2003
Definitive Rating Assigned Baa3 (sf)

Cl. H, Affirmed at Ba2 (sf); previously on Oct 13, 2011 Downgraded
to Ba2 (sf)

Cl. J, Affirmed at B1 (sf); previously on Oct 13, 2011 Downgraded
to B1 (sf)

Cl. K, Affirmed at B3 (sf); previously on Oct 13, 2011 Downgraded
to B3 (sf)

Cl. L, Affirmed at Caa1 (sf); previously on Oct 13, 2011
Downgraded to Caa1 (sf)

Cl. M, Affirmed at Caa2 (sf); previously on Feb 3, 2011 Downgraded
to Caa2 (sf)

Cl. N, Affirmed at Caa3 (sf); previously on Feb 3, 2011 Downgraded
to Caa3 (sf)

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

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

Ratings Rationale

The affirmations of the principal classes are due to key
parameters, including Moody's loan to value ratio (LTV), 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 rating of the IO Classes, Class X-1 and Class X-Y, are
consistent with the expected credit performance of the pool and
thus are affirmed.

Moody's rating action reflects a cumulative base expected loss of
approximately 1.4% of the current deal balance. At last review,
Moody's cumulative base expected loss was approximately 1.8%.
Moody's provides a current list of base losses for conduit and
fusion CMBS transactions on moodys.com at
http://v3.moodys.com/viewresearchdoc.aspx?docid=PBS_SF215255
Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels. If future performance materially declines, the
expected level of credit enhancement and the priority in the cash
flow waterfall may be insufficient for the current ratings of
these classes.

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

Primary sources of assumption uncertainty are the extent of 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 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 pay down analysis
based on the individual loan level Moody's LTV ratio. Moody's
Herfindahl score (Herf), a measure of loan level diversity, is a
primary determinant of pool level diversity and has a greater
impact on senior certificates. Other concentrations and
correlations may be considered in Moody's analysis. Based on the
model pooled credit enhancement levels at Aa2 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade underlying ratings is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
credit 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 underlying rating
level, is incorporated for loans with similar credit assessments
in the same transaction.

Moody's review also incorporated the CMBS IO calculator ver1.1
which uses the following inputs to calculate the proposed IO
rating based on the published methodology: original and current
bond ratings and credit estimates; original and current bond
balances grossed up for losses for all bonds the IO(s)
reference(s) within the transaction; and IO type corresponding to
an IO type as defined in the published methodology. The calculator
then returns a calculated IO rating based on both a target and
mid-point. For example, a target rating basis for a Baa3 (sf)
rating is a 610 rating factor. The midpoint rating basis for a
Baa3 (sf) rating is 775 (i.e. the simple average of a Baa3 (sf)
rating factor of 610 and a Ba1 (sf) rating factor of 940). If the
calculated IO rating factor is 700, the CMBS IO calculator ver1.1
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 19, compared to a Herf of 21 at Moody's prior
review.

In cases where the Herf falls below 20, Moody's also employs the
large loan/single borrower methodology. This methodology uses the
excel-based Large Loan Model v 8.4 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 October 13, 2011.

Deal Performance

As of the August 15, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 23% to $764 million
from $998 million at securitization. The Certificates are
collateralized by 149 mortgage loans ranging in size from less
than 1% to 14% of the pool, with the top ten loans (excluding
defeasance) representing 49% of the pool. The pool includes 61
loans with investment-grade credit assessments, representing 35%
of the pool. Twenty-four loans, representing approximately 14% of
the pool, have defeased and are collateralized by U.S. Government
securities.

Fourteen loans, representing 16% of the pool, are on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package. As part of 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 liquidated from the pool, resulting in an
aggregate realized loss of $9 million (44% average loan loss
severity). Currently, three loans, representing 1% of the pool,
are in special servicing. Moody's estimates an aggregate $1
million loss (22% expected loss) for all specially serviced loans.

Moody's has assumed a high default probability for one poorly-
performing loan representing less than 1% of the pool. Moody's
analysis attributes to this troubled loan an aggregate $2 million
loss (50% expected loss based on a 100% probability of default).

Moody's was provided with full-year 2010 and full-year 2011
operating results for 96% and 66% of the performing pool,
respectively.  Excluding specially serviced and troubled loans,
Moody's weighted average LTV is 80% compared to 78% at last full
review. Moody's net cash flow reflects a weighted average haircut
of 16% to the most recently available net operating income.
Moody's value reflects a weighted average capitalization rate of
9.0%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.44X and 1.37X, respectively, compared to
1.47X and 1.39X at last review. Moody's actual DSCR is based on
Moody's net cash flow (NCF) and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.

The largest loan with a credit assessment is the Mall at Tuttle
Crossing Loan ($109 million -- 14% of the pool). The loan is
secured by the borrower's interest (380,000 square feet (SF) of
owned collateral) in a 1.1. million square-foot regional mall
located in Dublin, Ohio, a suburb of Columbus. The anchors are JC
Penney, Sears, and Macy's. Occupancy at the mall was up to 95% in
March 2012 from 90% at Moody's last review. Simon Property Group,
Inc. (Moody's long term rating Baa1, stable outlook) is the loan
sponsor. Moody's credit assessment and stressed DSCR are A2 and
1.53X, the same as at last review.

The second largest loan with a credit assessment is the WestShore
Plaza Loan ($29 million -- 4% of the pool), which represents a
participation interest in an $85 milion mortgage loan. The loan is
secured by the borrower's interest (350,000 SF of owned
collateral) in a 1.1 million square-foot regional mall in Tampa,
Florida. The anchors are Macy's, Saks Fifth Avenue, JC Penney, and
Sears. Mall occupancy was 98% as of March 2012 compared to 88% at
Moody's last review. Glimcher Realty Trust (Moody's long term
rating Ba3, positive outlook) is the loan sponsor. Moody's current
credit assessment and stressed DSCR are A2 and 1.65X, compared to
A2 and 1.61X at last review.

The third loan with a credit assessment is the 3 Times Square Loan
($23 million -- 3% of the pool), which represents a participation
interest in a $111 million A-Note. The loan is collateralized by
the sponsor's leasehold interest in an 880,000 SF Class A office
tower located in the Times Square district of Midtown Manhattan.
The largest tenant, occupying 79% of the property NRA, is Thomson
Reuters Corporation (Moody's senior unsecured rating Baa1, stable
outlook). The Thomson Reuters lease expires in November 2021.
Moody's current credit assessment and stressed DSCR are Aaa and
3.52X respectively, compared to Aaa and 3.18X at last review.

The fourth loan with a credit assessment is the Country Club Mall
Loan ($17 million -- 2% of the pool). The mall anchors are Sears,
The Bon-Ton, and JC Penney. A Wal-Mart Supercenter is attached to
the mall, but is not connected via the mall's interior corridor.
The three anchors had leases with expiration dates in October
2012, but all recently signed three-to-five-year lease extensions.
AMC Theatres closed its cinemas at the mall in 2011. A small
theater operator is now in place to run the movie theaters. While
Moody's has ongoing concerns about the long-term viability of this
mall, the present lack of other major retail options in the
vicinity appears to be the key to the mall's continued survival.
Moody's current credit assessment and stressed DSCR are Baa2 and
1.60X respectively, compared to Baa2 and 1.83X at last review.

The remaining 57 credit assessments ($88 million -- 12% of the
pool) are associated with multifamily housing cooperative loans.
Moody's current credit assessment for these loans is Aaa.

The top three performing conduit loans represent 16% of the pool.
The largest loan is the 840 N. Michigan Loan ($54 million -- 7% of
the pool), which is secured by an 87,000 SF multi-story retail
property on the popular retail strip known as the "Magnificent
Mile", in Chicago, Illinois. The largest tenant, H&M (53% of
property NRA), recently renewed its lease through August 2018. The
second-largest tenant, Escada (28% of property NRA), vacated in
May 2012, leaving the prime corner retail space unoccupied. The
property had been 100% leased until the departure of Escada. The
remaining space is occupied via a sublease following the departure
of Waterstone Books. The Waterstone lease and subsequent subleases
expire in January 2013. Moody's current LTV and stressed DSCR are
88% and 1.02X, respectively, compared to 70% and 1.27X at last
review.

The second largest loan is the 609 Fifth Avenue Loan ($35 million
-- 5% of the pool), which represents a participation interest in a
$94 million mortgage loan. The loan is secured by a 148,000 SF
property located on a prime retail stretch of Fifth Avenue in
Midtown Manhattan. The upper floors of the property house office
space, while the lower floors are used for retail. The largest
tenant is American Girl Place (34% of property NRA), a retail and
entertainment concept owned and operated by Mattel, Inc., the
multinational toy company. The second-largest tenant is the German
bank DZ Bank AG (30% of property NRA). The property was 84% leased
at year-end 2011 reporting. Moody's current LTV and stressed DSCR
are 96% and 1.01X, respectively, compared to 94% and 1.04X at last
review.

The third largest loan is the 88 Sidney Street Loan ($35 million
-- 5% of the pool), which is secured by a 145,000 SF, Class A
research building in Cambridge, Massachusetts. The property is
part of a larger 2.3 million SF mixed-use complex developed by
Forest City Enterprises and the Massachusetts Institute of
Technology and located at the edge of MIT's main campus. The sole
tenant, Alkermes, Inc. vacated the premises at the expiration of
its lease in June 2012. The former Alkermes space was filled on
July 1, 2012 with a new tenant, Vertex Pharmaceuticals, which
signed a two-year lease. Moody's analysis considers the upcoming
loan maturity, set for September, 2013, and incorporates a
Lit/Dark calculation to reflect potential cash flow volatility
associated with single-tenancy and the short-term lease signed by
Vertex. Moody's current LTV and stressed DSCR are 93% and, 1.11X
respectively, compared to 75% and 1.37X at last review.


MORGAN STANLEY: Moody's Cuts Ratings on Various Tranches to 'Ca'
----------------------------------------------------------------
Moody's Investors Service has downgraded 13 tranches, upgraded
seven tranches and confirmed the ratings on four tranches from
four RMBS transactions issued by Morgan Stanley. The collateral
backing these deals primarily consists of first-lien, Alt-A
residential mortgages. The actions impact approximately $669
million of RMBS issued from 2005 to 2007.

Complete rating actions are as follows:

Issuer: Morgan Stanley Mortgage Loan Trust 2005-6AR

Cl. 1-A-1, Upgraded to Ba2 (sf); previously on May 30, 2012 Caa2
(sf) Placed Under Review for Possible Upgrade

Cl. 1-A-2, Upgraded to Baa2 (sf); previously on May 30, 2012 B1
(sf) Placed Under Review for Possible Upgrade

Cl. 1-A-4, Upgraded to B1 (sf); previously on May 30, 2012 C (sf)
Placed Under Review for Possible Upgrade

Cl. 1-M-1, Upgraded to B3 (sf); previously on Apr 26, 2010
Downgraded to C (sf)

Cl. 1-M-2, Upgraded to Caa2 (sf); previously on Apr 26, 2010
Downgraded to C (sf)

Cl. 1-M-3, Upgraded to Ca (sf); previously on Apr 26, 2010
Downgraded to C (sf)

Cl. 4-A-2, Downgraded to Ca (sf); previously on Apr 26, 2010
Downgraded to Caa2 (sf)

Cl. 5-A-2, Downgraded to Ca (sf); previously on Apr 26, 2010
Downgraded to Caa3 (sf)

Issuer: Morgan Stanley Mortgage Loan Trust 2006-15XS

Cl. A-1, Downgraded to Ca (sf); previously on May 30, 2012 B3 (sf)
Placed Under Review for Possible Downgrade

Cl. A-2-A, Downgraded to Ca (sf); previously on Aug 12, 2010
Downgraded to Caa3 (sf)

Cl. A-2-B, Current Rating: B3 (sf) On Review for Possible
Downgrade; previously on Dec 19, 2011 B3 (sf) Placed Under Review
for Possible Downgrade

Cl. A-2-B, Underlying Rating: Downgraded to Ca (sf); previously on
Aug 12, 2010 Downgraded to Caa3 (sf)

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

Cl. A-3, Downgraded to Ca (sf); previously on Aug 12, 2010
Downgraded to Caa3 (sf)

Cl. A-4-A, Downgraded to Ca (sf); previously on Aug 12, 2010
Downgraded to Caa3 (sf)

Cl. A-4-B, Current Rating: B3 (sf) On Review for Possible
Downgrade; previously on Dec 19, 2011 B3 (sf) Placed Under Review
for Possible Downgrade

Cl. A-4-B, Underlying Rating: Downgraded to Ca (sf); previously on
Aug 12, 2010 Downgraded to Caa3 (sf)

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

Cl. A-5-A, Downgraded to Ca (sf); previously on Aug 12, 2010
Downgraded to Caa3 (sf)

Cl. A-5-B, Current Rating: B3 (sf) On Review for Possible
Downgrade; previously on Dec 19, 2011 B3 (sf) Placed Under Review
for Possible Downgrade

Cl. A-5-B, Underlying Rating: Downgraded to Ca (sf); previously on
Aug 12, 2010 Downgraded to Caa3 (sf)

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

Cl. A-6-A, Downgraded to Ca (sf); previously on Aug 12, 2010
Downgraded to Caa3 (sf)

Cl. A-6-B, Current Rating: B3 (sf) On Review for Possible
Downgrade; previously on Dec 19, 2011 B3 (sf) Placed Under Review
for Possible Downgrade

Cl. A-6-B, Underlying Rating: Downgraded to Ca (sf); previously on
Aug 12, 2010 Downgraded to Caa3 (sf)

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

Issuer: Morgan Stanley Mortgage Loan Trust 2006-8AR

Cl. 1-A-4, Downgraded to Ca (sf); previously on Aug 12, 2010
Downgraded to Caa3 (sf)

Cl. 4-A-1, Confirmed at Ba1 (sf); previously on May 30, 2012 Ba1
(sf) Placed Under Review for Possible Downgrade

Cl. 4-A-2, Confirmed at Caa3 (sf); previously on May 30, 2012 Caa3
(sf) Placed Under Review for Possible Downgrade

Cl. 6-A-1, Confirmed at Ba1 (sf); previously on May 30, 2012 Ba1
(sf) Placed Under Review for Possible Downgrade

Issuer: Morgan Stanley Mortgage Loan Trust 2007-3XS

Cl. 2-A-1-A, Upgraded to A1 (sf); previously on May 30, 2012 Baa2
(sf) Placed Under Review for Possible Upgrade

Cl. 1-A-2-A, Confirmed at Caa1 (sf); previously on May 30, 2012
Caa1 (sf) Placed Under Review for Possible Upgrade

Ratings Rationale

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

The rating action consists of a number of downgrades, upgrades and
confirmations. The downgrades are a result of deteriorating
performance and structural features resulting in higher expected
losses for certain bonds than previously anticipated.The upgrades
are due to significant improvement in collateral performance, and
rapid build-up in credit enhancement due to high prepayments.

The methodologies used in these ratings were "Moody's Approach to
Rating US Residential Mortgage-Backed Securities" published in
December 2008, and "2005 -- 2008 US RMBS Surveillance Methodology"
published in July 2011. The 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 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 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 pools, Moody's first
applies a baseline delinquency rate of 10% for 2005, 19% for 2006
and 21% for 2007. 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 2005 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 0.20 to 2.0 for
current delinquencies that range from less than 2.5% to greater
than 50% 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 bonds, in addition to the
approach described above, Moody's considered the volatility of the
projected losses and timeline of the expected defaults.

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 security 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.

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 8.3% in July 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.

A list of these actions including CUSIP identifiers may be found
at http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF296385

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/page/viewresearchdoc.aspx?docid=PBS_SF198174


NEWSTAR TRUST 2005-1: Fitch Affirms Rating on Six Note Classes
--------------------------------------------------------------
Fitch Ratings has affirmed six classes of notes and revised Rating
Outlooks on two classes of notes issued by NewStar Trust 2005-1
(NewStar 2005-1).

The affirmation of the notes is due to the increased concentration
risks of the portfolio, mitigated by the increased credit
enhancement on the senior notes since the last review in September
2011.  The credit enhancement has increased on the class A-1,
class A-2 (collectively, the class A notes), the class B and the
class C notes due to the principal payments of the class A notes.
According to the trustee report dated July 25, 2012, the class A
notes have received over $31.9 million since Fitch's last review
through a combination of portfolio amortization and the diversion
of excess spread to pay principal on the notes via the additional
principal amount (APA).  The performing portfolio, however, has
become more concentrated due to charge-offs and portfolio
amortization.  The weighted average rating of the portfolio
remains constant in the 'B-/CCC+' range.  There continues to be
significant exposure to low-rated assets, as Fitch considers
approximately 44.3% of the total commitments of the performing
portfolio in the 'CCC' category or below, compared to 48.7% in the
last review.

The notes of NewStar 2005-1 benefit from the credit enhancement in
the form of collateral coverage, note subordination, and the
application of excess spread via the APA.  For every dollar that
is charged off of the performing portfolio, the APA feature
directs the excess interest otherwise available to the certificate
holders to pay down the senior-most notes in an amount equal to
the charged-off amount.  An additional $26.4 million of loans were
charged off since the last review, while approximately $2.9
million of excess spread and recoveries from charged-off loans
were used to pay the class A note principal balance.  The
cumulative APA currently stands at approximately $74.8 million
after the July 2012 payment date, compared to the cumulative $17.9
million of APA redemptions made over the life of the transaction.
This implies that an additional $56.9 million of excess spread and
recoveries would have to be diverted to the senior notes in order
to pay down the remaining APA balance, assuming that no additional
charge-offs are made.

Fitch has revised the Outlooks on the class A and B notes to
reflect its expectation that the performance of these notes will
remain stable in the near term.  The Rating Outlook on the class C
notes remains Negative due to the growing amount of charge-off
loans, resulting in higher concentration risks of the portfolio
and its sensitivity to lower than expected recoveries.  The
portfolio consists of 30 unique obligors, with the top three
obligors totaling approximately 23.8% of the performing portfolio.
The underlying loan portfolio has significant exposure to
commercial real estate loans at approximately 38% of the total
committed amount of the portfolio.  In addition, 13.4% of the
portfolio is made up of long-dated collateralized loan obligations
(CLOs), which may expose the transaction to market value risk when
it reaches its maturity date in July 2018.

This review was conducted under the framework described in the
report 'Global Rating Criteria for Corporate CDOs' using the
Portfolio Credit Model (PCM) for projecting future default and
recovery levels for the underlying portfolio.  These default and
recovery levels were then utilized in Fitch's cash flow model
under various default timing and interest rate stress scenarios,
as described in the report 'Global Criteria for Cash Flow Analysis
in CDOs'.  The default timing scenarios were also adjusted since
the weighted average life of the portfolio was less than three
years.  As a result, Fitch assumed that a peak of 70% of defaults
would occur in the first and second year of the front and back
default timing scenarios, respectively, and defaults would be
evenly distributed over two years in the middle default timing
scenario.  All classes of notes passed in all scenarios at rating
levels in line with their current ratings.  However, the class C,
D, and E notes were sensitive to the future performance of an
increasingly concentrated portfolio and lower than expected
recoveries.

NewStar 2005-1 is a collateralized debt obligation (CDO) that
closed on Aug. 10, 2005 and is managed by NewStar Financial, Inc.
(NewStar).  The transaction's reinvestment period ended in October
2008 and its legal final maturity date is in July 2018.  NewStar
2005-1 is secured by a portfolio comprised of 48.6% corporate
loans (primarily to middle-market issuers), 38% commercial real
estate loans, and 13.4% of structured finance assets, based on the
total performing commitment amount.  The majority of these loans
are not publicly rated.  Instead, Fitch provided model-based
credit opinions for 81.9% of the performing loans.  Information
for the model-based credit opinions was gathered from financial
statements provided to Fitch by NewStar.

Fitch has affirmed the following ratings and revised Outlooks as
indicated:

  -- $36,567,415 class A-1 notes at 'AAAsf'; Outlook revised to
     Stable from Negative;

  -- $18,666,968 class A-2 notes at 'AAAsf'; Outlook revised to
     Stable from Negative;

  -- $18,682,557 class B notes at 'AAsf'; Outlook revised to
     Stable from Negative;

  -- $39,233,370 class C notes at 'BBsf', Outlook Negative;

  -- $24,287,324 class D notes at 'CCCsf'; RE 80%;

  -- $24,287,324 class E notes at 'CCsf'; RE 0%.


RENAISSANCE HOME: Moody's Cuts Ratings on Three Tranches to 'Ca'
----------------------------------------------------------------
Moody's Investors Service has downgraded the ratings on six
tranches from five subprime RMBS transactions issued by
Renaissance Home.  The collateral backing these transactions are
subprime residential mortgage loans.

Complete rating actions are as follows:

Issuer: Renaissance Home Equity Loan Trust 2005-2

  Cl. AF-3, Downgraded to Ba2 (sf); previously on May 30, 2012 Ba1
  (sf) Placed Under Review for Possible Downgrade

Issuer: Renaissance Home Equity Loan Trust 2006-1

  Cl. AF-3, Downgraded to Caa2 (sf); previously on May 30, 2012 B3
  (sf) Placed Under Review for Possible Downgrade

Issuer: Renaissance Home Equity Loan Trust 2006-2

  Cl. AF-2, Downgraded to Caa1 (sf); previously on May 30, 2012
  Ba1 (sf) Placed Under Review for Possible Downgrade

  Cl. AF-3, Downgraded to Ca (sf); previously on Aug 13, 2010
  Downgraded to Caa3 (sf)

Issuer: Renaissance Home Equity Loan Trust 2006-3

  Cl. AF-2, Downgraded to Ca (sf); previously on May 30, 2012 B3
  (sf) Placed Under Review for Possible Downgrade

Issuer: Renaissance Home Equity Loan Trust 2006-4

  Cl. AF-1, Downgraded to Ca (sf); previously on May 30, 2012 B2
  (sf) Placed Under Review for Possible Downgrade

Ratings Rationale

The actions are a result of the recent performance of Subprime
pools originated after 2004 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.

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

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.

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

The primary source of assumption uncertainty is the 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.

A list of these actions including CUSIP identifiers may be found
at http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF296444

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/researchdocumentcontentpage.aspx?docid=PBS_SF198689


RFMSI SERIES: Moody's Cuts Ratings on Various Tranches to 'Caa2'
----------------------------------------------------------------
Moody's Investors Service has downgraded 19 tranches and confirmed
the ratings on two tranches from four RMBS transactions issued by
RFMSI. The collateral backing these deals primarily consists of
first-lien, fixed-rate prime Jumbo residential mortgages. The
actions impact approximately $272 million of RMBS issued from 2005
to 2007.

Complete rating actions are as follows:

Issuer: RFMSI Series 2005-S4 Trust

Cl. A-3, Confirmed at Caa1 (sf); previously on May 30, 2012 Caa1
(sf) Placed Under Review for Possible Upgrade

Cl. A-P, Downgraded to Caa1 (sf); previously on Jul 19, 2011
Confirmed at B3 (sf)

Issuer: RFMSI Series 2005-S5 Trust

Cl. A-1, Downgraded to Caa1 (sf); previously on Jul 19, 2011
Confirmed at B3 (sf)

Cl. A-6, Downgraded to B3 (sf); previously on Jul 19, 2011
Confirmed at B2 (sf)

Cl. A-7, Confirmed at Caa2 (sf); previously on May 30, 2012 Caa2
(sf) Placed Under Review for Possible Upgrade

Cl. A-8, Downgraded to Caa1 (sf); previously on Jul 19, 2011
Confirmed at B3 (sf)

Cl. A-P, Downgraded to B3 (sf); previously on Jul 19, 2011
Confirmed at B2 (sf)

Issuer: RFMSI Series 2005-S7 Trust

Cl. A-1, Downgraded to Caa1 (sf); previously on May 30, 2012 B1
(sf) Placed Under Review for Possible Downgrade

Cl. A-2, Downgraded to Caa2 (sf); previously on Apr 12, 2010
Downgraded to Caa1 (sf)

Underlying Rating: Downgraded to Caa2 (sf); previously on Apr 12,
2010 Downgraded to Caa1 (sf)

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

Cl. A-3, Downgraded to Caa2 (sf); previously on Apr 12, 2010
Downgraded to Caa1 (sf)

Cl. A-4, Downgraded to B3 (sf); previously on Jul 19, 2011
Confirmed at B2 (sf)

Cl. A-6, Downgraded to B3 (sf); previously on Jul 19, 2011
Confirmed at B1 (sf)

Cl. A-8, Downgraded to Caa2 (sf); previously on Apr 12, 2010
Downgraded to Caa1 (sf)

Cl. A-P, Downgraded to Caa2 (sf); previously on Apr 12, 2010
Downgraded to Caa1 (sf)

Cl. A-V, Downgraded to B3 (sf); previously on Jul 19, 2011
Confirmed at B1 (sf)

Issuer: RFMSI Series 2007-S6 Trust

Cl. I-A-6, Downgraded to Caa2 (sf); previously on Apr 12, 2010
Downgraded to Caa1 (sf)

Cl. I-A-13, Downgraded to Caa2 (sf); previously on Apr 12, 2010
Downgraded to Caa1 (sf)

Cl. I-A-17, Downgraded to Caa2 (sf); previously on Apr 12, 2010
Downgraded to Caa1 (sf)

Cl. II-A-5, Downgraded to Caa2 (sf); previously on May 30, 2012 B3
(sf) Placed Under Review for Possible Downgrade

Cl. II-A-7, Downgraded to Caa2 (sf); previously on May 30, 2012 B3
(sf) Placed Under Review for Possible Downgrade

Cl. II-A-10, Downgraded to Caa2 (sf); previously on May 30, 2012
B3 (sf) Placed Under Review for Possible Downgrade

Ratings Rationale

The actions are a result of the recent performance of Prime jumbo
pools originated on or after 2005 and reflect Moody's updated loss
expectations on these pools.

The rating action consists of a number of downgrades and
confirmations. The downgrades are a result of deteriorating
performance and structural features resulting in higher expected
losses for certain bonds than previously anticipated.

In addition, Moody's has confirmed the rating on the Class A-3
bond from RFMSI Series 2005-S4 Trust. Due to incorrect cash-flow
modeling, this tranche was included erroneously in the May 30,
2012 rating action in which Moody's placed a large number of bonds
on watch for possible upgrade. The modeling used in the May 2012
action did not allocate the appropriate amount of principal to
this tranche. The cash-flow modeling has now been corrected, and
the rating action reflects this change.

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

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 security 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.

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.

A list of these actions including CUSIP identifiers may be found
at http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF296165

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_SF196023


SEQUOIA MORTGAGE 2007-4: Moody's Cuts Ratings on 4 Tranches to 'C'
------------------------------------------------------------------
Moody's Investors Service has downgraded nine tranches from two
RMBS transactions issued by Sequoia Mortgage Trust. The collateral
backing these deals primarily consists of first-lien, adjustable-
rate prime Jumbo residential mortgages. The actions impact
approximately $365 million of RMBS issued from 2007.

Complete rating actions are as follows:

Issuer: Sequoia Mortgage Trust 2007-2, Mortgage Pass-Through
Certificates, Series 2007-2

  Cl. 1-A1, Downgraded to B2 (sf); previously on Apr 20, 2010
  Upgraded to Ba3 (sf)

  Cl. 1-A2, Downgraded to B1 (sf); previously on May 30, 2012 Baa3
  (sf) Placed Under Review for Possible Downgrade

  Cl. 1-XA, Downgraded to B2 (sf); previously on May 30, 2012 Ba1
  (sf) Placed Under Review for Possible Downgrade

Issuer: Sequoia Mortgage Trust 2007-4, Mortgage Pass-Through
Certificates, Series 2007-4

  Cl. 2-A1, Downgraded to Caa1 (sf); previously on May 30, 2012 B2
  (sf) Placed Under Review for Possible Downgrade

  Cl. 2-A2, Downgraded to C (sf); previously on Apr 21, 2009
  Downgraded to Ca (sf)

  Cl. 3-A2, Downgraded to C (sf); previously on Apr 21, 2009
  Downgraded to Ca (sf)

  Cl. 4-A2, Downgraded to C (sf); previously on Apr 21, 2009
  Downgraded to Ca (sf)

  Cl. 5-A1, Downgraded to Caa2 (sf); previously on Apr 20, 2010
  Confirmed at B3 (sf)

  Cl. 5-A2, Downgraded to C (sf); previously on Apr 21, 2009
  Downgraded to Ca (sf)

Ratings Rationale

The actions are a result of the recent performance of Prime jumbo
pools originated on or after 2005 and reflect Moody's updated loss
expectations on these pools.

The rating action consists of a number of downgrades. The
downgrades are a result of deteriorating performance and
structural features resulting in higher expected losses for
certain bonds than previously anticipated.

The methodologies used in these ratings were "Moody's Approach to
Rating US Residential Mortgage-Backed Securities" published in
December 2008, and "2005 -- 2008 US RMBS Surveillance Methodology"
published in July 2011. The 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 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 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 prime jumbo 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 prime jumbo pools, Moody's
first applies a baseline delinquency rate of 3.5% for 2005, 6.5%
for 2006 and 7.5% for 2007. 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 2005 pool with 75 loans,
the adjusted rate of new delinquency is 3.54%. 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 0.20
to 2.0 for current delinquencies that range from less than 2.5% to
greater than 50% 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 bonds, in addition to the
approach described above, Moody's considered the volatility of the
projected losses and timeline of the expected defaults.

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 security 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.

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.

A list of these actions including CUSIP identifiers may be found
at http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF296370

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_SF196023


STRUCTURED ADJUSTABLE: Moody's Lifts Cl. A2 RMBS Rating to 'Caa3'
-----------------------------------------------------------------
Moody's Investors Service has upgraded four tranches from one RMBS
transaction issued by Structured Adjustable Rate Mortgage Loan
Trust. The collateral backing this deal primarily consists of
first-lien, adjustable-rate prime Jumbo residential mortgages. The
action impacts approximately $56 million of RMBS issued from 2008.

Complete rating actions are as follows:

Issuer: Structured Adjustable Rate Mortgage Loan Trust, Series
2008-1

  Cl. A1, Upgraded to B1 (sf); previously on May 30, 2012 Caa2
  (sf) Placed Under Review for Possible Upgrade

  Cl. A1X, Upgraded to B1 (sf); previously on May 30, 2012 Caa2
  (sf) Placed Under Review for Possible Upgrade

  Cl. A21, Upgraded to Caa1 (sf); previously on May 30, 2012 Caa3
  (sf) Placed Under Review for Possible Upgrade

  Cl. A2, Upgraded to Caa3 (sf); previously on Apr 12, 2010
  Downgraded to Ca (sf)

Ratings Rationale

The actions are a result of the recent performance of Prime jumbo
pools originated on or after 2005 and reflect Moody's updated loss
expectations on these pools.

The rating action consists of a number of upgrades. The upgrades
are due to significant improvement in collateral performance, and
rapid build-up in credit enhancement due to high prepayments.

The methodologies used in this rating were "Moody's Approach to
Rating US Residential Mortgage-Backed Securities" published in
December 2008, and "2005 -- 2008 US RMBS Surveillance Methodology"
published in July 2011. The 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 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 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 prime jumbo 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 prime jumbo pools, Moody's
first applies a baseline delinquency rate of 3.5% for 2005, 6.5%
for 2006 and 7.5% for 2007. 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 2005 pool with 75 loans,
the adjusted rate of new delinquency is 3.54%. 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 0.20
to 2.0 for current delinquencies that range from less than 2.5% to
greater than 50% 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 bonds, in addition to the
approach described above, Moody's considered the volatility of the
projected losses and timeline of the expected defaults.

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 security 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.

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.

A list of these actions including CUSIP identifiers may be found
at http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF296371

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_SF196023


STRUCTURED ASSET: Moody's Upgrades Rating on One Tranche to Caa3
----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of six tranches
and confirmed the ratings of four tranches from six deals issued
by SAIL trusts. The collateral backing the transactions are
subprime residential mortgages.

Complete rating actions are as follows:

Issuer: Structured Asset Investment Loan Trust 2005-10

  Cl. A4, Confirmed at A1 (sf); previously on May 30, 2012 A1 (sf)
  Placed Under Review for Possible Upgrade

  Cl. A5, Confirmed at A1 (sf); previously on May 30, 2012 A1 (sf)
  Placed Under Review for Possible Upgrade

  Cl. A6, Upgraded to Caa3 (sf); previously on May 30, 2012 Ca
  (sf) Placed Under Review for Possible Upgrade

Issuer: Structured Asset Investment Loan Trust 2005-11

  Cl. A5, Upgraded to A3 (sf); previously on May 30, 2012 Baa2
  (sf) Placed Under Review for Possible Upgrade

  Cl. A6, Upgraded to A3 (sf); previously on May 30, 2012 Baa2
  (sf) Placed Under Review for Possible Upgrade

Issuer: Structured Asset Investment Loan Trust 2005-2

  Cl. M1, Upgraded to Baa2 (sf); previously on May 30, 2012 Ba1
  (sf) Placed Under Review for Possible Upgrade

Issuer: Structured Asset Investment Loan Trust 2005-3

  Cl. M2, Upgraded to B2 (sf); previously on May 30, 2012 Caa1
  (sf) Placed Under Review for Possible Upgrade

Issuer: Structured Asset Investment Loan Trust 2005-6

  Cl. M1, Upgraded to Ba1 (sf); previously on May 30, 2012 Ba3
  (sf) Placed Under Review for Possible Upgrade

  Cl. M2, Confirmed at Ca (sf); previously on May 30, 2012 Ca (sf)
  Placed Under Review for Possible Upgrade\

Issuer: Structured Asset Investment Loan Trust 2005-HE1

  Cl. M1, Confirmed at B1 (sf); previously on May 30, 2012 B1 (sf)
  Placed Under Review for Possible Upgrade

Ratings Rationale

The actions are a result of the recent performance of Subprime
pools originated after 2005 and reflect Moody's updated loss
expectations on these pools. The upgrades in the rating action are
a result of improving performance and/or structural features
resulting in lower expected losses for certain bonds than
previously anticipated.

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

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 subprime 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 subprime pools, Moody's
first applies a baseline delinquency rate of 10% for 2005, 19% for
2006 and 21% for 2007. 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 2005 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 0.80
to 1.8 for current delinquencies that range from 10% to greater
than 50% 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.

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

The primary 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 9.1% in June 2011 to 8.3% in July 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.

A list of these actions including CUSIP identifiers may be found
at http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF296924

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/researchdocumentcontentpage.aspx?docid=PBS_SF198689


THORNBURG MORTGAGE: Moody's Lifts Cl. 1A-1 Tranche Rating to 'B3'
-----------------------------------------------------------------
Moody's Investors Service has upgraded one tranche from one RMBS
transaction issued by Thornburg Mortgage Securities Trust. The
collateral backing this deal primarily consists of first-lien,
adjustable-rate prime Jumbo residential mortgages. The action
impacts approximately $106 million of RMBS issued from 2007.

Complete rating actions are as follows:

Issuer: Thornburg Mortgage Securities Trust 2007-4

  Cl. 1A-1, Upgraded to B3 (sf); previously on May 30, 2012 Caa1
  (sf) Placed Under Review for Possible Upgrade

Ratings Rationale

The action is a result of the recent performance of Prime jumbo
pools originated on or after 2005 and reflect Moody's updated loss
expectations on these pools.

The rating action consists of one upgrade. The upgrade is due to
significant improvement in collateral performance, and rapid
build-up in credit enhancement due to high prepayments.

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

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 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 prime jumbo 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 prime jumbo pools, Moody's
first applies a baseline delinquency rate of 3.5% for 2005, 6.5%
for 2006 and 7.5% for 2007. 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 2005 pool with 75 loans,
the adjusted rate of new delinquency is 3.54%. 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 0.20
to 2.0 for current delinquencies that range from less than 2.5% to
greater than 50% 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 bonds, in addition to the
approach described above, Moody's considered the volatility of the
projected losses and timeline of the expected defaults.

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 security 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.

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.

A list of these actions including CUSIP identifiers may be found
at http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF296372

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_SF196023


TIERS DERBY 2007-11: S&P Withdraws 'CCC-' Rating on Certificates
----------------------------------------------------------------
Standard & Poor's Ratings Services withdrew its ratings on the
notes issued by Tiers Derby Synthetic CDO Floating Rate Credit
Linked Trust's series 2007-11, 2007-15, 2007-6, and 2007-7, a
synthetic corporate investment-grade collateralized debt
obligation (CDO) transactions.

The rating withdrawals follow the termination of the notes.

            STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

      http://standardandpoorsdisclosure-17g7.com

RATINGS WITHDRAWN

Tiers Derby Synthetic CDO Floating Rate Credit Linked Trust
Series 2007-11
                    Rating
Class             To      From
Certs             NR      CCC- (sf)

Tiers Derby Synthetic CDO Floating Rate Credit Linked Trust
Series 2007-15
                 Rating
Class           To       From
Certs           NR       CCC- (sf)

Tiers Derby Synthetic CDO Floating Rate Credit Linked Trust
Series 2007-6
               Rating
Class        To      From
Certs        NR      CCC- (sf)


Tiers Derby Synthetic CDO Floating Rate Credit Linked Trust
Series 2007-7
              Rating
Class       To      From
Certs       NR      CCC- (sf)

NR-Not rated.


VENTURE IV: S&P Affirms 'B+' Rating on Class D Notes; Off Watch
---------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-2, B-1, B-2, C-1, and C-2 notes from Venture IV CDO Ltd., a
collateralized loan obligation (CLO) transaction managed by MJX
Asset Management LLC. "At the same time, we affirmed the ratings
on the class A-1 and D notes and removed our ratings on the A-2,
B-1, B-2, C-1, C-2, and D notes from CreditWatch, where we placed
them with positive implications on June 18, 2012," S&P said.

"Venture IV CDO Ltd. ended its reinvestment period in August 2010
and has commenced paying down the A-1 notes. The A-1 notes have
paid down more than $112 million since our last review in
September 2011 and are currently $96.58 million, 25.86% of their
original notional balance," S&P said.

"Due to the large paydowns to the A-1 notes, the
overcollateralization ratios (O/C) have improved significantly,
especially at the senior O/C levels. As per the Aug. 3, 2012,
monthly report, the A-2 O/C was at 146.44%, about 19% more than
the 126.68% noted in the Aug 3, 2011, report, which we used for
our September 2011 rating action," S&P said.

"The credit quality of the portfolio has not changed significantly
from the time of our rating action in September 2011. The
defaulted securities held in the transaction's portfolio are
approximately $15 million, similar to the number at September
2011," S&P said.

"Although the credit quality did not change significantly, the pay
downs increased the level of credit support to the tranches,
leading us to upgrade classes A-2, B-1, B-2, C-1, and C-2," S&P
said.

"However, Standard & Poor's noted that the transaction is subject
to potential market value risks due to its exposure to long-dated
securities. The transaction currently has approximately $19.36
million (8.78%) in underlying collateral that matures after the
legal final maturity of the transaction. We considered this
potential risk in our affirmation of our rating on the class D
Notes," S&P said.

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

             STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

            http://standardandpoorsdisclosure-17g7.com

RATING AND CREDITWATCH ACTIONS

Venture IV CDO Ltd.
              Rating
Class     To           From
A-2       AAA (sf)     AA+ (sf)/Watch Pos
B-1       AA+ (sf)     A (sf)/Watch Pos
B-2       AA+ (sf)     A (sf)/Watch Pos
C-1       BBB+ (sf)    BB+ (sf)/Watch Pos
C-2       BBB+ (sf)    BB+ (sf)/Watch Pos
D         B+ (sf)      B+ (sf)/Watch Pos

RATING AFFIRMED

Venture IV CDO Ltd.
Class     Rating
A-1       AAA (sf)

TRANSACTION INFORMATION

Issuer:             Venture IV CDO Ltd.
Coissuer:           Venture IV CDO Corp.
Collateral manager: MJX Asset Management LLC
Trustee:            The Bank of New York Mellon
Transaction type:   Cash flow CLO


WACHOVIA BANK 2006-C24: Moody's Cuts 3 Certificate Ratings to C
---------------------------------------------------------------
Moody's Investors Service affirmed the ratings of six classes and
downgraded nine classes of Wachovia Bank Commercial Mortgage
Trust, Commercial Mortgage Pass-Through Certificates, Series 2006-
C24 as follows:

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

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

Cl. A-1A, Affirmed at Aaa (sf); previously on Apr 5, 2006
Definitive Rating Assigned Aaa (sf)

Cl. A-M, Affirmed at A2 (sf); previously on Sep 29, 2011
Downgraded to A2 (sf)

Cl. A-J, Downgraded to Ba3 (sf); previously on Sep 29, 2011
Downgraded to Ba2 (sf)

Cl. B, Downgraded to B2 (sf); previously on Sep 29, 2011
Downgraded to Ba3 (sf)

Cl. C, Downgraded to B3 (sf); previously on Sep 29, 2011
Downgraded to B1 (sf)

Cl. D, Downgraded to Caa2 (sf); previously on Sep 29, 2011
Downgraded to B3 (sf)

Cl. E, Downgraded to Caa3 (sf); previously on Sep 29, 2011
Downgraded to Caa1 (sf)

Cl. F, Downgraded to Ca (sf); previously on Sep 29, 2011
Downgraded to Caa2 (sf)

Cl. G, Downgraded to C (sf); previously on Sep 29, 2011 Downgraded
to Caa3 (sf)

Cl. H, Downgraded to C (sf); previously on Sep 29, 2011 Confirmed
at Ca (sf)

Cl. J, Downgraded to C (sf); previously on Sep 29, 2011 Confirmed
at Ca (sf)

Cl. X-P, Affirmed at Aaa (sf); previously on Apr 5, 2006
Definitive Rating Assigned Aaa (sf)

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

Ratings Rationale

The affirmations of the principal classes 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 Classes, Class XP and XC, are affirmed since they are
consistent with the expected credit performance of their
referenced classes.The downgrades are due to higher than expected
realized losses from specially serviced loans.

Moody's rating action reflects a cumulative base expected loss of
10.2% of the current balance compared to 12.1% at last review.
Base expected loss plus realized losses to date totals 11.8%
compared to 11.0% at last review. Moody's provides a current list
of base expected losses for conduit and fusion CMBS transactions
on moodys.com at
http://v3.moodys.com/viewresearchdoc.aspx?docid=PBS_SF215255
Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels. If future performance materially declines, the
expected level of credit enhancement and the priority in the cash
flow waterfall may be insufficient for the current ratings of
these classes.

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

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

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

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.61 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 pay down analysis
based on the individual loan level Moody's LTV ratio. Moody's
Herfindahl score (Herf), a measure of loan level diversity, is a
primary determinant of pool level diversity and has a greater
impact on senior certificates. Other concentrations and
correlations may be considered in Moody's analysis. Based on the
model pooled credit enhancement levels at Aa2 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade credit assessments is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
underlying 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
underlying rating level, is incorporated for loans with similar
credit assessments in the same transaction.

Moody's review also incorporated the CMBS IO calculator ver1.1
which uses the following inputs to calculate the proposed IO
rating based on the published methodology: original and current
bond ratings and credit estimates; original and current bond
balances grossed up for losses for all bonds the IO(s)
reference(s) within the transaction; and IO type corresponding to
an IO type as defined in the published methodology. The calculator
then returns a calculated IO rating based on both a target and
mid-point . For example, a target rating basis for a Baa3 (sf)
rating is a 610 rating factor. The midpoint rating basis for a
Baa3 (sf) rating is 775 (i.e. the simple average of a Baa3 (sf)
rating factor of 610 and a Ba1 (sf) rating factor of 940). If the
calculated IO rating factor is 700, the CMBS IO calculator ver1.1
would provide both a Baa3 (sf) and Ba1 (sf) IO indication for
consideration by the rating committee.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 26, down from 28 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 September 29, 2011.

Deal Performance

As of the August 17, 2012 distribution date, the transaction's
aggregate certificate balance has decreased 28% to $1.44 billion
from $2.00 billion at securitization. The Certificates are
collateralized by 99 mortgage loans ranging in size from less than
1% to 12% of the pool, with the top ten loans representing 52% of
the pool. No loans have defeased and there are no loans with an
investment grade credit assessment.

There are 25 loans, representing 37% of the pool, on the master
servicer's watchlist, compared to 27 loans, representing 35% of
the pool, at last review. 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.

Fourteen loans have been liquidated from the pool since
securitization resulting in an aggregate realized loss totaling
$89.7 million (average loss severity of 78%). There are eight
loans, representing 10% of the pool, in special servicing. The
largest specially serviced loan is the Woodbridge Hilton Pool
(2),(3) Loan ($34.9 million -- 2.4% of the pool), which is secured
by a 200-room Hilton Hotel and 116,000 square foot (SF) office
building located in Iselin, New Jersey. The loan was transferred
to special servicing in December 2010 due to imminent default. The
special servicer is currently moving forward with finalizing
foreclosure proceedings. Moody's has estimated an aggregate $74.4
million loss (50% average expected loss) for the six specially
serviced loans.

Moody's has assumed a high default probability for seven poorly
performing loans representing 13% of the pool and has estimated a
$38.4 million aggregate loss (20% expected loss based on a 50%
probability of default) from these troubled loans.

Moody's was provided with full year 2011 operating results for 99%
of the performing pool and partial year 2012 operating results for
90% of the performing pool. Excluding specially serviced and
troubled loans, Moody's weighted average conduit LTV is 104%
compared to 106% at last full review. Moody's net cash flow
reflects a weighted average haircut of 11.2% to the most recently
available net operating income. Moody's value reflects a weighted
average capitalization rate of 8.8%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed conduit DSCRs are 1.22X and 0.96X, respectively,
compared to 1.21X and 0.93X, respectively, at last full review.
Moody's actual DSCR is based on Moody's net cash flow (NCF) and
the loan's actual debt service. Moody's stressed DSCR is based on
Moody's NCF and a 9.25% stressed rate applied to the loan balance.

The top three performing conduit loans represent 26% of the pool
balance. The largest loan is the Regency Portfolio Loan ($166.7
million -- 11.6%), which is secured by ten retail properties
(originally 13) totaling 1.4 million SF. The remaining properties
are located in seven states, with the largest concentrations in
California (37%) and Illinois (25%). The portfolio was 94% leased
as of March 2012 compared to 90% at last full review. Moody's LTV
and stressed DSCR are 111% and 0.86X, respectively, compared to
111% and 0.83X at last full review.

The second largest loan is the 1818 Market Street Loan ($120.0
million -- 8.3%), which is secured by a 983,160 SF Class A office
building located in Philadelphia, Pennsylvania. The property was
80% leased as of March 2012 versus 76% as of March 2011. Overall
performance is in line with last review. Moody's LTV and stressed
DSCR are 116% and 0.84X, respectively, compared to 118% and 0.83X
at last full review.

The third largest loan is the Forum at Peachtree Parkway Loan
($84.0 million -- 5.8% of the pool), which is secured by a 389,159
SF retail center located in Norcross, Georgia. The center's major
tenants include Belk, Wakefield Beasley, and Barnes & Noble. The
center was 98% leased as of June 2012 compared to 90% leased as of
January 2011. Barnes and Noble recently exercised a five-year
renewal option yet leasing concerns remain since 12% of the
center's inline tenant leases expire within the next 12 months.
The loan is interest-only for its entire ten-year term maturing in
March 2016. Moody's LTV and stressed DSCR are 132% and 0.7X,
respectively, compared to 128% and 0.72X at last full review.


WACHOVIA BANK 2006-WHALE 7: Moody's Lifts KH-2 Certs. Rating to B2
------------------------------------------------------------------
Moody's Investors Service upgraded the ratings of five classes and
affirmed ten classes of Wachovia Bank Commercial Mortgage Pass-
Through Certificates, Series 2006-WHALE 7.

Moody's rating action is as follows:

Cl. A-1, Affirmed at Aaa (sf); previously on Oct 3, 2006
Definitive Rating Assigned Aaa (sf)

Cl. A-2, Upgraded to A2 (sf); previously on Dec 9, 2010 Downgraded
to Baa2 (sf)

Cl. B, Upgraded to Baa1 (sf); previously on Dec 9, 2010 Downgraded
to Baa3 (sf)

Cl. C, Upgraded to Ba1 (sf); previously on Dec 9, 2010 Downgraded
to Ba2 (sf)

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

Cl. KH-1, Upgraded to B1 (sf); previously on Dec 9, 2010
Downgraded to B3 (sf)

Cl. KH-2, Upgraded to B2 (sf); previously on Dec 9, 2010
Downgraded to Caa1 (sf)

Cl. WA, Affirmed at C (sf); previously on Mar 19, 2009 Downgraded
to C (sf)

Cl. BP-1, Affirmed at Caa1 (sf); previously on Dec 9, 2010
Downgraded to Caa1 (sf)

Cl. BP-2, Affirmed at Caa2 (sf); previously on Dec 9, 2010
Downgraded to Caa2 (sf)

Cl. MB-1, Affirmed at B2 (sf); previously on Oct 27, 2011
Downgraded to B2 (sf)

Cl. MB-2, Affirmed at B3 (sf); previously on Oct 27, 2011
Downgraded to B3 (sf)

Cl. MB-3, Affirmed at Caa1 (sf); previously on Oct 27, 2011
Downgraded to Caa1 (sf)

Cl. MB-4, Affirmed at Caa2 (sf); previously on Oct 27, 2011
Downgraded to Caa2 (sf)

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

Ratings Rationale

The upgrades are due to decrease in leverage due to loan pay
downs. The affirmations are due to key parameters, including
Moody's loan to value (LTV) ratio and Moody's stressed debt
service coverage ratio (DSCR) remaining within acceptable ranges.
The rating of the IO Class, Class X-1B, is consistent with the
expected credit performance of its referenced classes and thus is
affirmed. Moody's does not rate pooled classes D, E, F, G, H, J, K
and L which provide additional credit support for the more senior
classes.

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

Primary sources of assumption uncertainty are the extent of 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.

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 CMBS IO calculator ver1.1 uses the following inputs to
calculate the proposed IO rating based on the published
methodology: original and current bond ratings and 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 ver1.1 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
presale report dated October 27, 2011.

Deal Performance

As of the August 17, 2012 Payment Date, the transaction's
aggregate certificate balance decreased by 6% from last review to
approximately $2.06 Billion. The Certificates are collateralized
by eight floating rate whole loans or senior interests in whole
loans. The loans range in size from 1% to 43% of the pooled
balance. The pool's Herfindahl Index is 3.2 compared to 3.1 at
last review.

The largest loan in the pool is secured by a fee and leasehold
interests in Kyo-Ya Hotel Pool Loan ($759 Million, or 43% of the
pooled balance plus $123 Million of rake bonds within the trust).
The hotel portfolio includes five properties located in Hawaii
(Honolulu and Maui) and a sixth asset, the Palace Hotel, located
in San Francisco, CA. Two hotel properties located in Orlando were
released from the portfolio in 2007. The sponsor is Cerberus
Capital Management. There is additional debt in the form of non-
trust junior component and mezzanine debt outside the trust.

The loan matured in July 2011 and a forbearance agreement has been
executed between the borrower and the lender. As part of the
agreement, principal pay downs have been made, and forbearance
period will continue through July 2013.

For year-end 2011, the Kyo-Ya Hotel Pool Loan achieved an EBITDA
of $146 Million, up 24% from $118 Million achieved during 2010.
During the first half of 2012, the portfolio continued to show
positive momentum, achieveing EBITDA of $85 Million compared to
$66 Million achived during the same period in 2011. Moody's
weighted average LTV for the pooled portion is 70% and 82%
including rakes compared to 78% and 90%, respectively, at last
review. Moody's current credit assessment for the pooled portion
is Ba2 compared to B1 at last review.

The Boca Resort Hotel Pool Loan ($607 Million, or 34% of pooled
balance plus $148 Million of rake bonds within the trust) is
secured by five hotel properties and one golf club located in Boca
Raton, Ft. Lauderdale and Naples, FL. The sponsor is The
Blackstone Group. Moody's does not rate the four rake bonds
associated with this loan (Classes BH-1, BH-2, BH-3 and BH-4).
There is additional debt in the form of non-trust junior component
outside the trust.

The loan matured in August 2011 and a forbearance agreement has
been executed. As part of the agreement, principal paydowns have
been made and the forbearance period will continue through August
2013.

For year-end 2011, the Boca Resort Hotel Pool Loan achieved an
Adjusted EBITDA of $62 Million, and is holding steady at $62 MM
for the trailing twelve month period ending May 2012. Moody's
weighted average LTV for the pooled portion is 106% and 132%
including rakes. Moody's current credit assessment for the pooled
portion is Caa1, the same as last review.

The Westin Aruba Resort & Spa Loan ($97 Million, or 6% of pooled
balance plus $3.3 Million of rake bond within the trust) has been
in special servicing since November 2008, and matured in April
2009. In May 2009, the trust foreclosed on the Deed of Pledges of
the parent entity of the borrower and the borrower to minimize
Aruba specific tax implications. In addition to the outstanding
advances totaling $21 Million, there are certain legal and tax
issues that still remain unresolved. Moody's current credit
assessment for this loan is C.

Moody's weighted average pooled LTV ratio is 90% compared to 98%
at last review. Moody's weighted average stressed DSCR for pooled
trust debt is 1.31X compared to 1.19X at last review. According to
the trustee statement dated August 17, 2012, total outstanding
advances for this transaction total $21.5 Million. Interest
shortfalls totaling $125,859 affect rake classes associated with
the 4000 MacArthur Boulevard Loan (MB-1, MB02, MB-3 and MB-4) and
Broadreach Pool Loan (BP-1 and BP-2) have been incurred to the
trust as of the current distribution date.


WAMU MORTGAGE 2006-6: Moody's Cuts Rating on One Tranche to 'C'
---------------------------------------------------------------
Moody's Investors Service has downgraded five tranches from two
RMBS transactions issued by Washington Mutual. The collateral
backing these deals primarily consists of first-lien, fixed and
adjustable-rate Alt-A residential mortgages. The actions impact
approximately $142.2 million of RMBS issued from 2005 to 2006.

Complete rating actions are as follows:

Issuer: WaMu Mortgage Pass-Through Certificates, WMALT Series
2005-10 Trust

  Cl. 2-A-5, Downgraded to Ca (sf); previously on Apr 8, 2010
  Downgraded to Caa3 (sf)

  Cl. 3-CB-1, Downgraded to Ca (sf); previously on Apr 8, 2010
  Downgraded to Caa3 (sf)

  Cl. 5-A, Downgraded to Caa2 (sf); previously on May 30, 2012 B3
  (sf) Placed Under Review for Possible Downgrade

Issuer: WaMu Mortgage Pass-Through Certificates, WMALT Series
2006-6 Trust

  Cl. 3-CB-1, Downgraded to C (sf); previously on Sep 1, 2010
  Downgraded to Ca (sf)

  Cl. 4-A, Downgraded to Caa3 (sf); previously on May 30, 2012 B3
  (sf) Placed Under Review for Possible Downgrade

Ratings Rationale

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

The rating action consists of a number of downgrades. The
downgrades are a result of deteriorating performance and
structural features resulting in higher expected losses for
certain bonds than previously anticipated.

The methodologies used in these ratings were "Moody's Approach to
Rating US Residential Mortgage-Backed Securities" published in
December 2008, and "2005 -- 2008 US RMBS Surveillance Methodology"
published in July 2011. The 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 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 pools, Moody's first
applies a baseline delinquency rate of 10% for 2005, 19% for 2006
and 21% for 2007. 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 2005 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 0.20 to 2.0 for
current delinquencies that range from less than 2.5% to greater
than 50% 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 bonds, in addition to the
approach 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 8.3% in July 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.

A list of these actions including CUSIP identifiers may be found
at http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF296268

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/page/viewresearchdoc.aspx?docid=PBS_SF198174


WAMU 2007-HE3: Moody's Confirms 'Ba1' Rating on One RMBS Tranche
----------------------------------------------------------------
Moody's Investors Service has confirmed the rating on one tranche
from one subprime RMBS transaction issued by WAMU Series 2007-HE3.

Complete rating actions are as follows:

Issuer: WaMu Asset-Backed Certificates, WaMu Series 2007-HE3 Trust

Cl. II-A1, Confirmed at Ba1 (sf); previously on May 30, 2012 Ba1
(sf) Placed Under Review for Possible Upgrade

Ratings Rationale

The actions are a result of the recent performance of Subprime
pools originated after 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 "2005 -- 2008 US RMBS Surveillance Methodology"
published in July 2011.

Moody's adjusts the methodologies noted above for Moody's current
views 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.

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

The 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 9.1% in June 2011 to 8.2% in June 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 .

A list of these actions including CUSIP identifiers may be found
at http://moodys.com/viewresearchdoc.aspx?docid=PBS_SF296556

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/researchdocumentcontentpage.aspx?docid=PBS_SF198689


WELLS FARGO 2005-2: Moody's Raises Rating on One Tranche to 'Caa3'
------------------------------------------------------------------
Moody's Investors Service has downgraded eight tranches, and
upgraded three tranches from two RMBS transactions issued by Wells
Fargo. The collateral backing these deals primarily consists of
first-lien, fixed and adjustable-rate Alt-A residential mortgages.
The actions impact approximately $102.9 million of RMBS issued in
2005.

Complete rating actions are as follows:

Issuer: Wells Fargo Alternative Loan 2005-1 Trust

Cl. I-A-1, Downgraded to Caa1 (sf); previously on Sep 1, 2010
Downgraded to B2 (sf)

Cl. I-A-2, Downgraded to Caa1 (sf); previously on Sep 1, 2010
Downgraded to B2 (sf)

Cl. I-A-3, Downgraded to Caa1 (sf); previously on May 30, 2012 B2
(sf) Placed Under Review for Possible Downgrade

Cl. A-WIO, Downgraded to Caa1 (sf); previously on Sep 1, 2010
Downgraded to B2 (sf)

Cl. II-A-1, Downgraded to Caa1 (sf); previously on Sep 1, 2010
Downgraded to B2 (sf)

Cl. II-A-3, Downgraded to Caa1 (sf); previously on Sep 1, 2010
Downgraded to B2 (sf)

Cl. III-A-1, Downgraded to Caa1 (sf); previously on Sep 1, 2010
Downgraded to B2 (sf)

Cl. III-A-2, Downgraded to Caa1 (sf); previously on Sep 1, 2010
Downgraded to B3 (sf)

Issuer: Wells Fargo Alternative Loan 2005-2 Trust

Cl. A-4, Upgraded to A1 (sf); previously on May 30, 2012 A2 (sf)
Placed Under Review for Possible Upgrade

Cl. A-5, Upgraded to Baa1 (sf); previously on May 30, 2012 Baa3
(sf) Placed Under Review for Possible Upgrade

Cl. M-1, Upgraded to Caa3 (sf); previously on Sep 1, 2010
Downgraded to Ca (sf)

Ratings Rationale

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

The rating action consists of a number of upgrades and downgrades.

The upgrades are due to significant improvement in collateral
performance, and rapid build-up in credit enhancement due to high
prepayments.

The downgrades are a result of deteriorating performance and
structural features resulting in higher expected losses for
certain bonds than previously anticipated.

The methodologies used in these ratings were "Moody's Approach to
Rating US Residential Mortgage-Backed Securities" published in
December 2008, and "2005 -- 2008 US RMBS Surveillance Methodology"
published in July 2011. The 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 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 pools, Moody's first
applies a baseline delinquency rate of 10% for 2005, 19% for 2006
and 21% for 2007. 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 2005 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 0.20 to 2.0 for
current delinquencies that range from less than 2.5% to greater
than 50% 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 bonds, in addition to the
approach 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 8.3% in July 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.

A list of these actions including CUSIP identifiers may be found
at http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF296269

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/page/viewresearchdoc.aspx?docid=PBS_SF198174


* Moody's Corrects Ratings of 1996-199 US Scratch & Dent RMBS
-------------------------------------------------------------
Moody's Investors Service issued a correction to the August 22,
2012 rating release on $84 million of US Scratch and Dent RMBS
issued from 1996 to 1999.

Moody's Investors Service has downgraded the ratings of 16
tranches, confirmed the ratings of three tranches, upgraded the
rating of one tranche, and placed the ratings of seven tranches on
watch for downgrade from 12 RMBS transactions, backed by Scratch
and Dent loans issued by Ocwen, BlackRock, SACO and Salomon
Brothers. Eighteen tranches remain on watch for downgrade.

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 rating action constitute of a
number of downgrades. The downgrades are primarily due to
deteriorating collateral performance. The affected transactions
are backed by small balance re-performing distressed loans. In
addition, these transactions have a shifting interest structure
whereby the subordinate certificates are receiving a portion of
principal thereby depleting the dollar enhancement available to
the most senior certificates in the structure.

In the rating actions, four A-WAC and Class A-P tranches from four
deals were placed on watch for downgrade and seven A-WAC and A-P
tranches from seven deals remain on watch for downgrade. These
tranches have separate principal-only (PO) and interest-only (IO)
components. The PO components are linked to the arrearage pool. In
most of these transactions, based on the reported arrearage pool
balance, the PO components are under-collateralized. Based on
Moody's interpretation of the transaction documents, the PO
tranches should not be under-collateralized. As a result, these
bonds are being placed on watch for downgrade pending trustee
confirmation of the enhancement and principal waterfall for these
tranches.

The final ratings on the A-P and A-WAC tranches will also consider
the risk to future cashflows associated with the IO components
based on the published methodology "Moody's Approach to Rating
Structured Finance Interest-Only Securities" published on
February 22, 2012.

Moody's has also corrected the rating on the Class B-1X tranche
from BlackRock Capital Finance L.L.C. 1996-R1 pursuant to the
methodology described in "Moody's Approach to Rating Structured
Finance Interest-Only Securities" published in February 2012. Due
to an internal administrative error, this tranche was incorrectly
downgraded as part of the February 22, 2012 rating action on
certain RMBS interest-only securities.

In addition, the rating action on Salomon Brothers Mortgage
Securities VII, Inc., Series 1997-HUD1 class IO reflects the
application of the global methodology for rating structured
finance IO securities. Due to an internal administrative error,
this tranche was not included in the February 22, 2012 rating
action on certain RMBS interest-only securities.

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 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 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

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 scratch and dent pools with fewer than 100
loans, Moody's first calculates an annualized delinquency rate
based on strength of the collateral, number of loans remaining in
the pool and the level of current delinquencies in the pool. For
scratch and dent, Moody's first applies a baseline delinquency
rate of 11% for standard transactions and 3% for strongest prime-
like deals. 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 standard pool with 75 loans, the adjusted
rate of new delinquency is 11.1%. 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 0.75 to 2.5 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.

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 July 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: BlackRock Capital Finance L.L.C.1997- R1

Cl. A-4, Downgraded to Baa1 (sf); previously on Jul 2, 2010
Downgraded to A1 (sf)

Cl. WAC, A1 (sf) Remains Under Review for Possible Downgrade;
previously on April 19, 2012 A1 (sf) Placed Under Review for
Possible Downgrade

Issuer: BlackRock Capital Finance L.L.C. Series 1997-R2

Cl. 1-B1, Downgraded to Caa1 (sf); previously on Apr 19, 2012 B2
(sf) Placed Under Review for Possible Downgrade

Cl. 3-PO, Confirmed at B2 (sf); previously on Apr 19, 2012 B2 (sf)
Placed Under Review for Possible Downgrade

Cl. AP, B1 (sf) Remains Under Review for Possible Downgrade;
previously on April 19, 2012 B1 (sf) Placed Under Review for
Possible Downgrade

Cl. 2-B1, B3 (sf) Remains Under Review for Possible Downgrade;
previously on April 19, 2012 B3 (sf) Placed Under Review for
Possible Downgrade

Cl. 3-B1, B2 (sf) Remains Under Review for Possible Downgrade;
previously on April 19, 2012 B2 (sf) Placed Under Review for
Possible Downgrade

Issuer: BlackRock Capital Finance L.L.C., Series 1996-R1

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

Cl. B-1, Confirmed at Ca (sf); previously on Apr 19, 2012 Ca (sf)
Placed Under Review for Possible Upgrade

Issuer: Ocwen Residential MBS Corporation Mortgage Pass-Through
Certificates, Series 1998-R3

Cl. A-1, Downgraded to Caa1 (sf); previously on Apr 19, 2012 B2
(sf) Placed Under Review for Possible Upgrade

Cl. A-WAC, Affirmed at B3 (sf) Placed Under Review for Possible
Downgrade; previously on May 24, 2011 Downgraded to B3 (sf)

Issuer: Ocwen Residential MBS Corporation Series 1998-R1

Cl. A-WAC, Aaa (sf) Placed Under Review for Possible Downgrade;
previously on Mar 26, 1998 Assigned Aaa (sf)

Cl. B1, B1 (sf) Remains Under Review for Possible Downgrade;
previously on April 19 2012 B1 (sf) Placed Under Review for
Possible Upgrade

Issuer: Ocwen Residential MBS Corporation Series 1998-R2

Cl. X-F, Downgraded to Ca (sf); previously on Feb 22, 2012
Downgraded to Caa3 (sf)

Cl. P-F, Downgraded to A3 (sf); previously on Jun 29, 1998
Assigned Aaa (sf)

Cl. B1-A, Downgraded to Caa1 (sf); previously on Apr 19, 2012 B1
(sf) Placed Under Review for Possible Downgrade

Cl. B1-F, Downgraded to Caa1 (sf); previously on Jun 1, 2011
Downgraded to B1 (sf)

Cl. AP, Aaa (sf) Placed Under Review for Possible Downgrade;
previously on Jun 29, 1998 Assigned Aaa (sf)

Cl. B2-A, Confirmed at Caa3 (sf); previously on Apr 19, 2012 Caa3
(sf) Placed Under Review for Possible Downgrade

Issuer: Ocwen Residential MBS Corporation Series 1999-R1

Cl. B2-F, Downgraded to Ba2 (sf) and Remains On Review for
Possible Downgrade; previously on Apr 19, 2012 A2 (sf) Placed
Under Review for Possible Downgrade

Cl. B1-A, A1 (sf) Placed Under Review for Possible Downgrade;
previously on May 24, 2011 Downgraded to A1 (sf)

Cl. B1-F, Aa2 (sf) Placed Under Review for Possible Downgrade;
previously on May 1, 2006 Confirmed at Aa2 (sf)

Cl. AP, Aaa (sf) Remains Under Review for Possible Downgrade;
previously on Apr 19, 2012 Aaa (sf) Placed Under Review for
Possible Downgrade

Issuer: SACO I Inc. Series 1999-3

Cl. 1-B-1, Downgraded to Ba1 (sf) and Placed Under Review for
Possible Downgrade; previously on May 14, 1999 Assigned Aa2 (sf)

Cl. 1-B-2, Downgraded to Caa1 (sf); previously on May 26, 2011
Downgraded to Baa3 (sf)

Cl. 2-B-2, Downgraded to Ba3 (sf); previously on May 14, 1999
Assigned A2 (sf)

Cl. 2-B-3, Downgraded to Caa2 (sf); previously on Apr 19, 2012
Baa2 (sf) Placed Under Review for Possible Downgrade

Cl. A-WAC, Aaa (sf) Placed Under Review for Possible Downgrade;
previously on May 14, 1999 Assigned Aaa (sf)

Issuer: Salomon Brothers Mortgage Securities VII, Inc., Series
1997-HUD1

Cl. IO, Downgraded to Ca (sf); previously on Sept 10, 2010
Downgraded to B1 (sf)

Cl. A-4, Downgraded to Caa3 (sf); previously on Sept 10, 2010
Downgraded to B1 (sf)

Cl. A-WAC, B1 (sf) Remains Under Review For Possible Downgrade;
previously on Apr 19, 2012 B1 (sf) Placed Under Review for
Possible Downgrade

Issuer: Salomon Brothers Mortgage Securities VII, Inc. Series
1997-HUD2

Cl. IO, Downgraded to Ca (sf); previously on Feb 22, 2012
Downgraded to Caa2 (sf)

Cl. A-4, Downgraded to A2 (sf); previously on Nov 25, 1997
Assigned Aaa (sf)

Cl. A-WAC, Aaa (sf) Remains Under Review for Possible Downgrade;
previously on April 19, 2012 Aaa (sf) Placed Under Review for
Possible Downgrade

Issuer: BlackRock Capital Finance L.L.C. Series 1997-R3

Cl. A-WAC, Aaa (sf) Remains Under Review for Possible Downgrade;
previously on Apr 19, 2012 Aaa (sf) Placed Under Review for
Possible Downgrade

Issuer: Ocwen Residential MBS Corporation, Series 1999-R2

Cl. AP, B2 (sf) Remains Under Review for Possible Downgrade;
previously on Apr 19, 2012 B2 (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_SF295009

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


* Moody's Takes Rating Actions on $2.7-Bil. Alt-A RMBS Deals
------------------------------------------------------------
Moody's Investors Service has downgraded 34 tranches, upgraded 40
tranches and confirmed the ratings on seven tranches from 24 RMBS
transactions from Impac, JP Morgan, Opteum, MortgageIT and other
miscellaneous shelves. The collateral backing these deals
primarily consists of first-lien, fixed and adjustable-rate Alt-A
residential mortgages.

Complete rating actions are as follows:

Issuer: Impac CMB Trust Series 2005-1 Collateralized Asset-Backed
Bonds, Series 2005-1

Cl. 1-A-1, Downgraded to Baa1 (sf); previously on May 30, 2012 A1
(sf) Placed Under Review for Possible Downgrade

Cl. 2-A-2, Upgraded to B3 (sf); previously on May 11, 2010
Downgraded to Caa1 (sf)

Issuer: Impac CMB Trust Series 2005-4 Collateralized Asset-Backed
Bonds, Series 2005-4

Cl. 1-A-1A, Upgraded to Ba3 (sf); previously on May 30, 2012 B2
(sf) Placed Under Review for Possible Upgrade

Cl. 1-A-1B, Upgraded to Ba3 (sf); previously on May 30, 2012 B2
(sf) Placed Under Review for Possible Upgrade

Cl. 1-A-2, Upgraded to Caa3 (sf); previously on May 30, 2012 Ca
(sf) Placed Under Review for Possible Upgrade

Issuer: Impac CMB Trust Series 2005-8

Cl. 1-AM, Confirmed at Ca (sf); previously on May 30, 2012 Ca (sf)
Placed Under Review for Possible Upgrade

Issuer: Impac Secured Assets Corp. Mortgage Pass-Through
Certificates, Series 2007-3

Cl. A1-A, Upgraded to Caa2 (sf); previously on May 30, 2012 Caa3
(sf) Placed Under Review for Possible Upgrade

Cl. A1-B, Upgraded to Caa2 (sf); previously on May 30, 2012 Caa3
(sf) Placed Under Review for Possible Upgrade

Cl. A1-C, Upgraded to Caa2 (sf); previously on May 30, 2012 Caa3
(sf) Placed Under Review for Possible Upgrade

Issuer: J.P. Morgan Alternative Loan Trust 2006-A4

Cl. A-1, Confirmed at Caa1 (sf); previously on May 30, 2012 Caa1
(sf) Placed Under Review for Possible Upgrade

Cl. A-2, Upgraded to Caa2 (sf); previously on Sep 17, 2010
Downgraded to Ca (sf)

Issuer: J.P. Morgan Alternative Loan Trust 2007-A2

Cl. 1-2-A2, Upgraded to A3 (sf); previously on May 30, 2012 Baa3
(sf) Placed Under Review for Possible Upgrade

Cl. 1-2-A3, Upgraded to Caa3 (sf); previously on May 30, 2012 Ca
(sf) Placed Under Review for Possible Upgrade

Cl. 1-2-A6, Upgraded to A3 (sf); previously on May 30, 2012 Baa3
(sf) Placed Under Review for Possible Upgrade

Issuer: MortgageIT Securities Corp., Mortgage-Backed Notes, Series
2005-4

Cl. A-1, Upgraded to Caa1 (sf); previously on May 30, 2012 Caa3
(sf) Placed Under Review for Possible Upgrade

Issuer: MortgageIT Trust 2005-1

Cl. 1-A-1, Upgraded to Baa1 (sf); previously on Aug 5, 2010
Downgraded to Ba3 (sf)

Cl. 1-A-2, Upgraded to Ba1 (sf); previously on May 30, 2012 Caa2
(sf) Placed Under Review for Possible Upgrade

Issuer: MortgageIT Trust 2005-5, Mortgage-Backed Notes, Series
2005-5

Cl. A-1, Upgraded to B1 (sf); previously on May 30, 2012 Caa1 (sf)
Placed Under Review for Possible Upgrade

Cl. A-2, Upgraded to Caa3 (sf); previously on May 30, 2012 Ca (sf)
Placed Under Review for Possible Upgrade

Issuer: New York Mortgage Trust 2005-3

Cl. A-1, Confirmed at Baa2 (sf); previously on May 30, 2012 Baa2
(sf) Placed Under Review for Possible Upgrade

Cl. A-2, Confirmed at A2 (sf); previously on May 30, 2012 A2 (sf)
Placed Under Review for Possible Upgrade

Cl. A-3, Confirmed at Baa3 (sf); previously on May 30, 2012 Baa3
(sf) Placed Under Review for Possible Upgrade

Issuer: Opteum Mortgage Acceptance Corporation Asset Backed Pass-
Through Certificates 2005-4

Cl. I-A1B, Upgraded to Baa2 (sf); previously on Jul 18, 2011
Downgraded to Ba1 (sf)

Cl. I-A2, Upgraded to Caa1 (sf); previously on May 30, 2012 Ca
(sf) Placed Under Review for Possible Upgrade

Issuer: Opteum Mortgage Acceptance Corporation Asset Backed Pass-
Through Certificates 2006-1

Cl. II-A1, Confirmed at Baa1 (sf); previously on May 30, 2012 Baa1
(sf) Placed Under Review for Possible Downgrade

Cl. II-A2, Confirmed at B1 (sf); previously on May 30, 2012 B1
(sf) Placed Under Review for Possible Downgrade

Issuer: Opteum Mortgage Acceptance Corporation, Asset Backed Pass-
Through Certificates, Series 2005-1

Cl. M-1, Upgraded to A2 (sf); previously on May 30, 2012 A3 (sf)
Placed Under Review for Possible Upgrade

Cl. M-2, Upgraded to A3 (sf); previously on May 30, 2012 Baa3 (sf)
Placed Under Review for Possible Upgrade

Cl. M-3, Upgraded to Baa3 (sf); previously on May 30, 2012 B1 (sf)
Placed Under Review for Possible Upgrade

Cl. M-4, Upgraded to B1 (sf); previously on May 30, 2012 Caa3 (sf)
Placed Under Review for Possible Upgrade

Cl. M-5, Upgraded to B3 (sf); previously on May 30, 2012 C (sf)
Placed Under Review for Possible Upgrade

Cl. M-6, Upgraded to Caa2 (sf); previously on May 30, 2012 C (sf)
Placed Under Review for Possible Upgrade

Issuer: Opteum Mortgage Acceptance Corporation, Asset Backed Pass-
Through Certificates, Series 2005-2

Cl. M-1, Upgraded to Baa1 (sf); previously on Jul 18, 2011
Upgraded to Ba1 (sf)

Cl. M-2, Upgraded to Ba2 (sf); previously on Jul 18, 2011 Upgraded
to B2 (sf)

Cl. M-3, Upgraded to B3 (sf); previously on May 30, 2012 C (sf)
Placed Under Review for Possible Upgrade

Cl. M-4, Upgraded to Caa1 (sf); previously on Apr 15, 2010
Downgraded to C (sf)

Cl. M-5, Upgraded to Caa3 (sf); previously on Apr 15, 2010
Downgraded to C (sf)

Issuer: Opteum Mortgage Acceptance Corporation, Asset Backed Pass-
Through Certificates, Series 2005-3

Cl. A-1B, Upgraded to A3 (sf); previously on May 30, 2012 Ba1 (sf)
Placed Under Review for Possible Upgrade

Cl. A-1C, Upgraded to Baa2 (sf); previously on May 30, 2012 B3
(sf) Placed Under Review for Possible Upgrade

Cl. A-PT, Upgraded to Baa1 (sf); previously on May 30, 2012 B3
(sf) Placed Under Review for Possible Upgrade

Cl. A-2, Upgraded to Ba3 (sf); previously on May 30, 2012 Caa3
(sf) Placed Under Review for Possible Upgrade

Cl. M-1, Upgraded to B3 (sf); previously on May 30, 2012 C (sf)
Placed Under Review for Possible Upgrade

Cl. M-2, Upgraded to Caa2 (sf); previously on Apr 15, 2010
Downgraded to C (sf)

Cl. M-3, Upgraded to Ca (sf); previously on Apr 15, 2010
Downgraded to C (sf)

Issuer: PHH Alternative Mortgage Trust, Series 2007-1

Cl. I-A-1, Downgraded to Caa2 (sf); previously on May 30, 2012 B3
(sf) Placed Under Review for Possible Downgrade

Cl. I-A-2, Downgraded to Caa2 (sf); previously on Nov 5, 2010
Confirmed at Caa1 (sf)

Issuer: PHH Alternative Mortgage Trust, Series 2007-2

Cl. 2-A-2, Downgraded to Caa3 (sf); previously on Nov 5, 2010
Downgraded to Caa2 (sf)

Cl. 2-A-5, Downgraded to Caa3 (sf); previously on Nov 5, 2010
Downgraded to Caa2 (sf)

Cl. 2-A-6, Downgraded to Caa3 (sf); previously on Nov 5, 2010
Downgraded to Caa2 (sf)

Cl. 4-A-1, Downgraded to Caa1 (sf); previously on May 30, 2012 B3
(sf) Placed Under Review for Possible Downgrade

Issuer: Prime Mortgage Trust 2005-4

Cl. II-A-12, Downgraded to Caa2 (sf); previously on Aug 11, 2010
Downgraded to Caa1 (sf)

Issuer: RALI Series 2005-QA1 Trust

Cl. A-1, Upgraded to Baa1 (sf); previously on May 30, 2012 Ba2
(sf) Placed Under Review for Possible Upgrade

Cl. A-2, Upgraded to Ba2 (sf); previously on May 30, 2012 B3 (sf)
Placed Under Review for Possible Upgrade

Cl. M-1, Upgraded to Caa2 (sf); previously on May 30, 2012 C (sf)
Placed Under Review for Possible Upgrade

Issuer: RBSGC Mortgage Loan Trust 2005-A

Cl. 1-A, Downgraded to B3 (sf); previously on May 30, 2012 Ba3
(sf) Placed Under Review for Possible Downgrade

Cl. X, Downgraded to Caa1 (sf); previously on Feb 22, 2012
Downgraded to B3 (sf)

Cl. 2-A-1, Downgraded to Caa1 (sf); previously on Dec 17, 2010
Downgraded to B3 (sf)

Cl. 2-A-2, Downgraded to Caa1 (sf); previously on Dec 17, 2010
Downgraded to B2 (sf)

Cl. 2-A-3, Downgraded to Caa2 (sf); previously on Dec 17, 2010
Downgraded to B3 (sf)

Cl. 3-A, Downgraded to Caa3 (sf); previously on Dec 17, 2010
Downgraded to Caa2 (sf)

Cl. 5-A, Downgraded to Caa2 (sf); previously on Dec 17, 2010
Downgraded to Caa1 (sf)

Issuer: Residential Asset Securitization Trust 2005-A11CB

Cl. 1-A-1, Downgraded to Caa1 (sf); previously on May 30, 2012 Ba3
(sf) Placed Under Review for Possible Downgrade

Cl. 1-A-2, Downgraded to Caa1 (sf); previously on May 30, 2012 Ba3
(sf) Placed Under Review for Possible Downgrade

Cl. 1-A-3, Downgraded to Caa3 (sf); previously on Apr 1, 2010
Downgraded to Caa2 (sf)

Cl. 1-A-4, Downgraded to Caa3 (sf); previously on Apr 1, 2010
Downgraded to Caa2 (sf)

Cl. 1-A-5, Downgraded to Caa3 (sf); previously on Apr 1, 2010
Downgraded to Caa2 (sf)

Cl. 1-A-X, Downgraded to Caa1 (sf); previously on Feb 22, 2012
Downgraded to B3 (sf)

Cl. 2-A-1, Downgraded to Ca (sf); previously on Apr 1, 2010
Downgraded to Caa3 (sf)

Cl. 2-A-2, Downgraded to Ca (sf); previously on Apr 1, 2010
Downgraded to Caa3 (sf)

Cl. 2-A-4, Downgraded to Ca (sf); previously on Apr 1, 2010
Downgraded to Caa3 (sf)

Cl. 2-A-5, Downgraded to Ca (sf); previously on Apr 1, 2010
Downgraded to Caa3 (sf)

Cl. 2-A-X, Downgraded to Ca (sf); previously on Apr 1, 2010
Downgraded to Caa3 (sf)

Cl. PO, Downgraded to Ca (sf); previously on Apr 1, 2010
Downgraded to Caa1 (sf)

Issuer: RAMP Series 2005-SL2 Trust

Cl. A-II, Downgraded to B3 (sf); previously on May 30, 2012 B1
(sf) Placed Under Review for Possible Downgrade

Cl. A-III, Downgraded to Caa1 (sf); previously on Jul 19, 2011
Confirmed at B2 (sf)

Cl. A-IV, Downgraded to B3 (sf); previously on Jul 19, 2011
Confirmed at B1 (sf)

Cl. A-V, Downgraded to Ca (sf); previously on May 30, 2012 B3 (sf)
Placed Under Review for Possible Downgrade

Cl. A-IO, Downgraded to B3 (sf); previously on Feb 22, 2012
Downgraded to B2 (sf)

Cl. A-PO, Downgraded to B2 (sf); previously on Jul 19, 2011
Confirmed at B1 (sf)

Issuer: Soundview Home Loan Trust 2006-WF1

Cl. A-2, Downgraded to Caa3 (sf); previously on May 30, 2012 Caa1
(sf) Placed Under Review for Possible Downgrade

Issuer: Terwin Mortgage Trust 2006-17HE

Cl. A-2A, Upgraded to Caa1 (sf); previously on May 30, 2012 Caa3
(sf) Placed Under Review for Possible Upgrade

Ratings Rationale

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

The rating action consists of a number of upgrades, downgrades and
confirmations. The upgrades are due to significant improvement in
collateral performance, and rapid build-up in credit enhancement.

The downgrades are a result of deteriorating performance and
structural features resulting in higher expected losses for
certain bonds than previously anticipated.

The rating action on the Classes 2-A-1, 2-A-2 and 2-A-3 bonds from
RBSGC Mortgage Loan Trust 2005-A also reflects a correction to
cash-flow modeling. The model used in the most recent rating
action on these bonds was coded incorrectly, with the principal
payments made pro-rata after the credit support depletion date
(CSDD). However, per the Pooling and Servicing Agreement, there is
no change in the principal waterfall for these bonds after CSDD.
The cash-flow modeling has been corrected, and the action reflects
this change.

The methodologies used in these ratings were "Moody's Approach to
Rating US Residential Mortgage-Backed Securities" published in
December 2008, and "2005 -- 2008 US RMBS Surveillance Methodology"
published in July 2011. The 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 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 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 pools, Moody's first
applies a baseline delinquency rate of 10% for 2005, 19% for 2006
and 21% for 2007. 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 2005 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 0.20 to 1.8 for
current delinquencies that range from less than 2.5% to greater
than 50% 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 bonds, in addition to the
approach described above, Moody's considered the volatility of the
projected losses and timeline of the expected defaults.

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 security 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.

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 July 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.

A list of these actions including CUSIP identifiers may be found
at http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF296260

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_SF191874


* S&P Lowers Ratings on 118 Classes From 34 US RMBS Transactions
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 118
classes from 34 U.S. residential mortgage-backed securities (RMBS)
transactions and removed 92 of them from CreditWatch with negative
implications and 20 of them from CreditWatch with developing
implications. "We also raised our ratings on three classes from
three transactions and removed one of them from CreditWatch with
positive implications and two of them from CreditWatch with
developing implications. We also affirmed our ratings on 144
classes from 36 transactions and removed 16 of them from
CreditWatch negative, 18 of them from CreditWatch developing, and
seven of them from CreditWatch positive. We also withdrew our
ratings on seven classes from seven transactions and removed five
of them from CreditWatch negative because these classes have been
paid in full," S&P said.

"The transactions in this review were issued between 2005 and 2007
and are backed by adjustable- and fixed-rate subprime mortgage
loans secured primarily by first liens on one- to four-family
residential properties," S&P said.

The complete CreditWatch list is available for free at:

      http://bankrupt.com/misc/Sept_4_2012_RMBS_Actions.pdf

"On Aug. 15, 2012, we placed our ratings on 161 classes from all
of the transactions within this review on CreditWatch negative,
positive or developing, along with ratings from a group of other
RMBS securities due to the implementation of our recently revised
criteria for surveilling pre-2009 U.S. RMBS ratings. CreditWatch
negative accounted for approximately 57% of the actions,
CreditWatch developing accounted for approximately 36%, and
CreditWatch positive accounted for approximately 7%. We completed
our review of these transactions using the revised assumptions and
these rating actions resolve some of the CreditWatch placements,"
S&P said.

                              3 or fewer       More than 3
From Watch   Affirmations      notches           notches
                             Up      Down      Up      Down
Watch Pos          7          1        0        0        0
Watch Neg         16          0       17        0       75
Watch Dev         18          2       20        0        0

"The high percentage of CreditWatch negative placements reflect
our projection that remaining losses for the subprime 2005 vintage
will increase to 43% of the outstanding balance as of June 2012,
up 36% from our previous projection of 31.50%. We also project
that remaining losses for the subprime 2006 vintage will increase
to 52.50% of the remaining outstanding balance, up from our
previous projection of 44.75%. Lastly, we project that remaining
losses for the subprime 2007/2008 vintage will increase slightly
to 50.75% of the June 2012 outstanding balance from our previous
projection of 49.00%," S&P said.

The increase in projected losses resulted from one or more of
these factors:

-- An increase in S&P's default and loss multiples at higher
    investment-grade rating levels.

-- A substantial portion of non-delinquent loans (generally
    between 25% and 50%) now categorized as reperforming (many of
    these loans have been modified) and having a default frequency
    of 45% or 50%.

-- Increased roll-rates for 30- and 60-day delinquent loans.

-- Application of a high prepayment/front end stress liquidation
    scenario.

-- A continued elevated level of observed severities. All of the
    transactions within this review are using the severities
    observed from within each respective transaction, with 67% of
    them showing a higher severity than the default severity of
    75% used for these subprime cohorts.

"In line with the factors, we revised our remaining loss
projections for all of the transactions in this review from our
previous projections. The remaining projected loss increases
ranged from a low of 2% for Home Equity Asset Trust 2007-3 to a
high of 138% for First Franklin Mortgage Loan Trust 2005-FF3. As a
result of these increases in remaining projected losses, most of
the rating actions in this review were downgrades," S&P said.

Despite the increase in remaining projected losses, S&P upgraded
three classes from three transactions. In general, the upgrades
reflect two general trends S&P has seen in these subprime
transactions:

-- The transactions have failed their cumulative loss trigger,
    resulting in the permanent sequential payment of principal to
    its classes, thereby locking out any principal payments to
    lower rated subordinate classes, which prevents credit support
    erosion; and

-- Certain classes have a first priority in interest and
    principal payments driven by the occurrence of the first
    bullet.

"All of the upgrades affected classes from transactions issued in
2005 that have substantial actual credit support and where the
mezzanine classes are the only bonds outstanding. All of the
upgraded classes were originally rated in an investment-grade
category and are being upgraded to 'AAA (sf)'," S&P said.

"In addition to those transactions that have failed their
cumulative loss triggers (resulting in the permanent sequential
payment of principal to its classes), other transactions have
failed their current delinquency triggers, which also causes the
sequential payment of principal to its classes. However, this
sequential payment priority may revert back to a previously
prescribed principal allocation to all classes when delinquencies
roll to default and ultimate liquidation, and the then current
delinquency percentage falls below the trigger threshold. In these
instances, according to our criteria, we assigned a 'AA+ (sf)'
rating even though these classes were passing our 'AAA (sf)'
stress scenario, as we did not assume a continued failing of the
delinquency trigger and a continued sequential principal payment
priority," S&P said.

"The 16 'AAA (sf)' affirmations from eight transactions affect
bonds that we expect to be paid off within the next 12 months,"
S&P said.

The 20 affirmations from 17 transactions in the 'AA(sf)' and
'A(sf)' categories reflect:

-- Mezzanine classes that are currently in first, second, or
    third payment priority (all of the senior classes in these
    structures have been paid in full); and

-- Permanently failing cumulative loss triggers.

"In addition, we affirmed the ratings on four classes from four
transactions in the 'B (sf)' rating category. The projected credit
support on these particular bonds remained relatively in line with
prior projections," S&P said.

"Lastly, we affirmed our ratings on 103 additional classes in the
'CCC (sf)' or 'CC (sf)' rating categories. We believe that the
projected credit support for these classes will remain
insufficient to cover the revised projected losses to these
classes," S&P said.

"We lowered our ratings on 118 classes from 34 transactions. Of
the lowered ratings, we downgraded 42 classes out of investment-
grade, including four that we downgraded to 'CCC (sf)'. Another 41
ratings remain at investment-grade after being lowered. The
remaining downgraded classes already had speculative-grade ratings
prior to being lowered," S&P said.

"Mezzanine tranches accounted for the bulk of the lowered ratings
(81); the remaining downgrades affected senior classes. Contrary
to the characteristics that distinguished the upgrades and
affirmations highlighted, these downgraded tranches did not
exhibit either a high priority in payment or a short-projected
average life," S&P said.

"We withdrew our ratings on seven classes from seven deals because
these classes have been paid in full," S&P said.

"In accordance with our counterparty criteria, we considered any
applicable hedges related to these securities when performing
these rating actions and resolving the CreditWatch placements,"
S&P said.

Subordination, overcollateralization (when available) and excess
interest generally provide credit support for these subprime
transactions.

            STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

          http://standardandpoorsdisclosure-17g7.com


* S&P Lowers Ratings on 84 Classes From 31 US RMBS Transactions
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 84
classes from 31 U.S. residential mortgage-backed securities (RMBS)
transactions and removed 59 of them from CreditWatch with negative
implications and 19 of them from CreditWatch with developing
implications. "We also raised our ratings on eight classes from
five transactions and removed five of them from CreditWatch with
positive implications and three of them from CreditWatch
developing. We also affirmed our ratings on 103 classes from 31
transactions and removed 17 of them from CreditWatch negative, six
from CreditWatch developing, and four from CreditWatch positive.
We also withdrew our ratings on 12 classes from 11 transactions
and removed eight of them from CreditWatch negative based on our
interest-only criteria," S&P said.

The complete CreditWatch list is available for free at:

      http://bankrupt.com/misc/Sept_4_2012_RMBS_Actions.pdf

The transactions in this review were issued between 2004 and 2006
and are backed by adjustable- and fixed-rate Alternative-A (Alt-A)
and negatively amortizing (Neg-am) mortgage loans secured
primarily by first liens on one- to four-family residential
properties.

"On Aug. 15, 2012, we placed our ratings on 121 classes from all
34 transactions within this review on CreditWatch negative,
positive or developing, along with ratings from a group of other
RMBS securities due to the implementation of our recently revised
criteria for surveilling pre-2009 U.S. RMBS ratings. CreditWatch
negative placements accounted for approximately 78% of the Alt-A
CreditWatch actions and 72% of the Neg-am actions, CreditWatch
developing placements accounted for approximately 18% of the Alt-A
CreditWatch actions and 24% of the Neg-am CreditWatch actions, and
CreditWatch positive placements accounted for approximately 4% of
the Alt-A CreditWatch actions and 3% of the Neg-am CreditWatch
actions. We completed our review using the new assumptions and
these rating actions resolve some of the CreditWatch placements,"
S&P said.

                              3 or fewer       More than 3
From         Affirmations      notches           notches
                             Up      Down      Up      Down
Watch Pos          4          1        0        4        0
Watch Neg         17          0       20        0       47
Watch Dev          6          3       16        0        3

"The high percentage of CreditWatch negative placements reflected
our projection that remaining losses for the affected collateral
will generally increase. We have raised our projected losses for
the Alt-A 2005 vintage to 18.75% of the outstanding balance as of
June 2012, up 7% from our previous projection of 17.50%. We also
project that remaining losses for the Alt-A 2006 vintage will
slightly decrease to 29.25% of the remaining outstanding balance,
down from our previous projection of 30.75%. We have increased our
projected losses for the Neg-am 2005 vintage to 33.50% of the
outstanding balance, up 30% from our previous projection of
25.75%. Lastly, we have raised our projected losses for the Neg-am
2006 vintage to 44% of the outstanding balance, up 11% from our
previous projection of 39.75%," S&P said.

The increase in projected losses resulted from one or more of
these factors:

-- An increase in S&P's default and loss multiples at higher
    investment-grade rating levels.

-- A substantial portion of nondelinquent loans (generally
    between 8% and 19% for Alt-A and between 11% and 34% for Neg-
    am) now categorized as reperforming (many of these loans have
    been modified) and having a default frequency of between 30%
    and 45%.

-- Increased roll-rates for 30- and 60-day delinquent loans.

-- A continued elevated level of observed loss severities. S&P
    used deal- or shelf-specific loss severities for the majority
    of the transactions within this review: 73% of the Alt-A and
    36% of the Neg-am transactions had loss severities that were
    greater than the default loss severity for its respective
    cohort.

"In line with the factors described, we revised our remaining loss
projections for all of the transactions in this review from our
previous projections. The remaining projected loss increases
ranged from a low of 12% for Bear Stearns Alt-A Trust 2005-1 to a
high of 42% for Countrywide Alternative Loan Trust 2005-17. As a
result of these increased loss projections, 40% of the rating
actions in this review were downgrades and most of the remaining
actions were affirmations," S&P said.

"Despite the increase in remaining projected losses, we upgraded
eight classes from five Alt-A transactions. Seven of these classes
are the most senior tranches outstanding in their respective
transactions. Our decisions were primarily driven by the
structural mechanics of these transactions, namely situations
where cumulative loss triggers embedded in the deals have failed,
causing principal to be distributed sequentially, which helps
prevent credit support erosion and increases the likelihood that
these tranches will receive their full share of principal payments
prior to the realization of our projected losses," S&P said.

"All of the upgraded classes were originally rated in an
investment-grade category, including two classes that are being
upgraded above their original ratings. The upgrades are due to
actual credit support levels that are above our loss projections
at the corresponding stress scenarios," S&P said.

"We affirmed our ratings on 103 classes from 31 transactions and
removed 17 of them from CreditWatch negative, six of them from
CreditWatch developing, and four of them from CreditWatch
positive. Of these, 76 classes are rated 'CCC (sf)' or 'CC (sf)'.
We believe that the projected credit support for these classes
will remain insufficient to cover the revised projected losses to
these classes. The affirmations for classes with ratings above
'CCC' reflect our opinion that the credit support for these
classes will remain sufficient to cover the revised projected
losses," S&P said.

"We lowered our ratings on 84 classes from 31 transactions. Of the
lowered ratings, we downgraded 29 classes out of investment-grade,
including 13 that we downgraded to 'CCC (sf)'. Another 26 ratings
remain at investment-grade after being lowered. The remaining
downgraded classes already had speculative-grade ratings prior to
being lowered. We downgraded four principal-only classes to 'D
(sf)' because of these classes' inability to recover principal
write-downs due to the depletion of their respective transaction's
subordinate bonds. We downgraded one other class to 'D (sf)' due
to principal write-downs," S&P said.

"Senior tranches accounted for the bulk of the lowered ratings
(81); the remaining downgrades affected mezzanine classes.
Contrary to the characteristics that distinguished the upgrades
and affirmations highlighted above, these downgraded tranches did
not exhibit either a high priority in payment or a short projected
life," S&P said.

"The majority of the classes we downgraded more than three notches
were from transactions backed by Neg-am mortgage loans. The
downgrades were primarily due to significantly greater lifetime
loss projections and, to a lesser degree, eroded credit support
caused by additional principal distributions to supporting classes
that were caused by extended liquidation curves. The increase in
lifetime loss projections were primarily driven by the loans' high
adjusted loan-to-value ratios (LTVs) as well as loans classified
as reperforming, which caused an increase in our projected default
rates on nondelinquent loans. Adjusted LTVs for the Neg-am
transactions ranged from 71% to 108%," S&P said.

"We withdrew our ratings on 12 classes from 11 transactions in
accordance with our interest-only criteria because the referenced
classes no longer sustained ratings above 'A+ (sf)'," S&P said.

"In accordance with our counterparty criteria, we considered any
applicable hedges related to these securities when performing
these rating actions and resolving the CreditWatch placements,"
S&P said.

Subordination, overcollateralization (when available) and excess
interest generally provide credit support for these Alt-A and Neg-
am transactions.

            STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

          http://standardandpoorsdisclosure-17g7.com


* S&P Lowers Ratings on 259 Classes From 38 RMBS Transactions
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 259
classes from 38 U.S. residential mortgage backed securities (RMBS)
transactions and removed 249 of them from CreditWatch with
negative implications and eight from CreditWatch with developing
implications. "We also raised our ratings on two classes: we
removed one from CreditWatch developing and removed one from
CreditWatch positive. We also affirmed our ratings on 84 classes
from 32 transactions and removed five of them from CreditWatch
negative, 16 from CreditWatch developing, and two from CreditWatch
positive. We withdrew our ratings on 27 classes from 18
transactions and removed 26 of them from CreditWatch negative. We
withdrew 26 ratings in accordance with our current interest-only
criteria and withdrew one rating because the class has been paid
in full. The rating on class A-1 from Sequoia Mortgage Trust 2005-
2 remains on CreditWatch with negative implications due to
potential interest shortfalls associated with this class," S&P
said.

The complete CreditWatch list is available at:

     http://bankrupt.com/misc/Sept_4_2012_RMBS_Actions.pdf

"The transactions in this review were issued between 2003 and 2007
and are backed by adjustable- and fixed-rate prime jumbo mortgage
loans secured primarily by first liens on one- to four-family
residential properties," S&P said.

"On Aug. 15, 2012, we placed our ratings on 309 classes from these
38 transactions on CreditWatch negative, positive or developing,
along with ratings from a group of other RMBS securities due to
the implementation of our recently revised criteria for
surveilling pre-2009 U.S. RMBS ratings. CreditWatch negative
placements accounted for approximately 57% of the prime jumbo
CreditWatch actions, CreditWatch developing placements accounted
for approximately 36%, and CreditWatch positive placements
accounted for approximately 7%. We completed our review on these
transactions using the revised assumptions, and these rating
actions resolve some of the CreditWatch placements," S&P said.

                             3 or fewer       More than 3
From       Affirmations       notches           notches
                            Up      Down     Up        Down
Watch Pos      2            1       0        0         0
Watch Neg      5            0       110      0         140
Watch Dev      16           1       8        0         0

"The high percentage of CreditWatch negative placements reflect
our projection that remaining losses for the pre-2005 vintage will
increase to 4.25% of the outstanding balance as of June 2012, up
31% from our previous projection of 3.25%. We also project that
remaining losses for the prime 2005 vintage will decrease to 8.25%
of the remaining outstanding balance, down from our previous
projection of 8.50%. We also project that remaining losses for
prime 2006 vintage will increase to 12.75% from 12.25%. Lastly, we
project that remaining losses for the prime 2007/2008 vintage will
decrease to 13.25% of the June 2012 outstanding balance from our
previous projection of 14.25%. We may have placed our ratings on
CreditWatch negative for the vintages for which we had reduced our
forecasted losses due to the implementation of an increased
multiple of loss coverage for certain investment-grade rated
tranches as a result of our revised criteria," S&P said.

S&P increased its projected lifetime and remaining losses for all
of the affected transactions except five. The increased projected
losses resulted from one or more of these factors:

-- An increase in our default and loss multiples at higher
    investment-grade rating levels.

-- An increased portion of nondelinquent loans (generally between
    1% and 8%) are now categorized as reperforming (many of these
    loans have been modified) and having a default frequency of
    25% or 30%.

-- S&P's extended liquidation curves, which eroded projected
    credit support before it would be needed.

"As part of our analysis, we reviewed 10 Merrill Lynch Mortgage
Investors Trust transactions (MLCC) that were issued between 2003
and 2005. The collateral backing these transactions is composed of
mostly 10-year interest-only (IO) loans. For these transactions,
total delinquencies range from 2.78% (series 2003-C) to 10.23%
(series 2004-E) of the current pool balance; and serious
delinquencies (90-plus days, foreclosure, and REO) range from 0%
(series 2003-C) to 8.63% (series 2004-E) of the current pool
balance with total and serious delinquencies averaging 5.41% and
3.49%, respectively. Cumulative losses for these transactions
range from 0.04% (series 2003-D) to 0.29% (series 2004-G) and the
average cumulative loss is 0.15%. The current pool factor for each
of these transactions is at 10.75% or lower. We did not affirm
any 'AAA (sf)' ratings for the MLCC shelf, and lowered our 'AAA
(sf)' ratings on 35 senior classes from this shelf: we lowered 23
to 'AA+ (sf)' and 12 to 'A+ (sf)'. Additionally, we lowered our
'AAA (sf)' ratings on seven subordinate classes: one to 'BBB+
(sf)', one to 'BBB (sf)', and five to 'BB+ (sf)'. These deals
experienced an average increase in projected remaining losses of
105.32% from the projected losses under our previous criteria. Due
to the limited amount of liquidations that each deal has
experienced, we analyzed these transactions using a pre-2005 shelf
average loss severity of 48.04%, except for series 2005-B, which
we analyzed using an actual deal level severity of 50.09%," S&P
said.

"We also analyzed nine Sequoia transactions from the 2003-2005
vintages in this review. The collateral backing these transactions
consists entirely of 25-30 year adjustable rate mortgage (ARM)
loans having five- and 10-year IO periods. On average, these
transactions' pool balances have been reduced to approximately
10.07% of their original principal balances. The 'AAA (sf)'
credit enhancement percentages (as of July 2012) range from 6.17%
(series 2003-2 which utilized a senior/subordinate/
overcollateralization structure) to 13.34% (series 2004-6). Total
delinquencies average 6.60% for the Sequoia deals we reviewed.
Series 2005-2 has the lowest percentage of delinquent loans
(3.61%) and series 2004-10 has the greatest (9.37%). Cumulative
losses to date for the nine deals average 0.36% of the respective
original principal balances. Series 2003-2 has the lowest
percentage of cumulative losses (0.11%) and series 2004-10 has the
greatest percentage of cumulative losses (0.67%).  We used the
pre-2005 shelf-level loss severity of 45.37% for eight of the
Sequoia deals. We used the post-2004 default severity level of 45%
for series 2005-2. By applying the revised criteria, we increased
our projected losses for all nine deals, resulting in our lowering
of 40 'AAA (sf)' ratings: we lowered 31 to 'AA+ (sf)', seven to
'A+ (sf)', one to 'BBB- (sf)', and one to speculative-grade 'BB+
(sf)'," S&P said.

"We reviewed our ratings on nine RMBS transactions issued by Wells
Fargo Mortgage Backed Securities Trust. The loans in these
transactions consist of 30-year fixed-rate and hybrid adjustable-
rate mortgage (ARM) loans. Some of the hybrid ARM loans contained
five- or 10-year IO periods. The balances of these transactions
have been reduced to less than 31% of their original principal
balances. As of the July 2012 distribution period, total
delinquencies range from 2.97% (series 2005-AR11) to 6.50% (series
2004-Y) and averaged 5.01% of the current balances. Serious
delinquencies ranged from 1.45% (series 2005-AR11) to 5.43%
(series 2004-Y) and averaged 3.75% of the current balances. In
addition, cumulative losses for these transactions ranged from
0.06% (series 2004-I) to 1.07% (series 2005-AR12) and averaged
0.50% of the original pool balances. We lowered the ratings on 30
'AAA (sf)' senior classes: 19 to 'AA+ (sf)' and 11 to 'A+ (sf)'.
Our rating on class A-13 from Wells Fargo Mortgage Back Securities
2006-16 Trust will remain 'AAA (sf)' because we expect the class
to be paid in full within the next year. These transactions have
experienced an average increase in projected remaining losses of
7.34% from the projections noted in our previous criteria. Due to
the limited amount of liquidations experienced by each individual
deal, we analyzed all but two of these transactions using a pre-
2005 shelf average severity of 35.48%. For series 2005-AR9 and
2005-AR12, we used actual deal level severity rates of 37.26% and
31.85%," S&P said.

"We also reviewed 10 other deals: one from Citicorp Mortgage
Securities Inc., one from GMACM Mortgage Loan Trust, one from GSR
Mortgage Loan Trust, one from HarborView Mortgage Loan Trust, two
from JP Morgan Mortgage Trust, two from Provident Funding Mortgage
Loan Trust, one from RFMSI Trust, and one from Structured
Adjustable Rate Mortgage Loan Trust," S&P said.

"As of the July 2012 distribution period, total delinquencies for
these additional deals analyzed range from 2.93% (Citicorp
Mortgage Securities Inc. series 2004-4) to 8.92% (JPMorgan
Mortgage Trust 2007-A1) and averaged 6.22%, while serious
delinquencies ranged from 1.99% (Citicorp Mortgage Securities
Inc. series 2004-4) to 6.95% (HarborView Mortgage Loan Trust 2004-
3) and averaged 5.10% of the current balances. In addition,
cumulative losses for these transactions ranged from 0.07%
(Provident Funding Mortgage Loan Trust 2004-1) to 1.72% (Provident
Funding Mortgage Loan Trust 2005-2) and averaged 0.58% of the
original pool balances. These transactions have experienced an
average increase in projected remaining losses of 14.61% from the
projections noted in our previous criteria. We lowered 75 'AAA
(sf)' ratings from these transactions, with all of these ratings
remaining at investment grade levels. Additionally, we affirmed
three of the 'AAA (sf)' ratings because we expect the classes to
pay off within the next year, and we withdrew six 'AAA (sf)'
ratings due to our current IO criteria," S&P said.

"Some of the transactions in this review have failed their current
delinquency triggers, which can affect the allocation of principal
to its classes. However, the payment priority of the deals that
failed these triggers may allow for additional allocation of
principal to the subordinate classes if they begin passing their
delinquency triggers again. In these instances, according to our
criteria, we lowered the ratings to 'AA+ (sf)' even though some of
these classes pass our 'AAA (sf)' stress scenario," S&P said.

"We affirmed our ratings on 61 additional classes in the 'CCC
(sf)' or 'CC (sf)' categories. We believe that the projected
credit support for these classes will remain insufficient to cover
the revised base-case projected losses to these classes," S&P
said.

"Of the 259 classes lowered, we downgraded 34 to speculative-grade
from investment-grade. Of the classes we downgraded to
speculative-grade from investment-grade, we lowered 24 ratings to
'BB+ (sf)', 'BB (sf)', B+ (sf)', 'B (sf)' or 'B- (sf)' and lowered
10 to 'CCC (sf)'. Additionally, we lowered 198 ratings that remain
at investment-grade. The remaining 27 classes that we downgraded
already had speculative-grade ratings before we downgraded them,"
S&P said.

"Lastly, we withdrew our ratings on 27 classes from 18
transactions: we withdrew 26 in accordance with our IO criteria
because the referenced classes no longer sustained ratings above
'A+ (sf)', and we withdrew one because the class has been paid in
full," S&P said.

"In accordance with our counterparty criteria, we considered any
applicable hedges related to these securities when performing
these rating actions and resolving the CreditWatch placements,"
S&P said.

"Subordination generally provides credit support for these prime
jumbo transactions, except for Sequoia Mortgage Trust 2003-2,
which also relied on excess interest and overcollateralization,"
S&P said.

            STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

          http://standardandpoorsdisclosure-17g7.com


* S&P Withdraws Ratings on 11 Classes From 7 CLO Transactions
-------------------------------------------------------------
Standard & Poor's Ratings Services withdrew its ratings on 11
classes of notes from seven collateralized loan obligation
transactions.

The withdrawals follow the complete paydown of the notes on their
most recent payment dates.

               STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

           http://standardandpoorsdisclosure-17g7.com

RATINGS WITHDRAWN

ACAS Business Loan Trust 2007-2
                            Rating
Class               To                  From
A                   NR                  A+ (sf)

Avenue CLO III Ltd.
                            Rating
Class               To                  From
X                   NR                  AAA (sf)

Grayston CLO II 2004-1 Ltd.
                            Rating
Class               To                  From
A-1L                NR                  AAA (sf)

GSC Partners CDO Fund IV Ltd.
                            Rating
Class               To                  From
B                   NR                  AAA (sf)

Gulf Stream-Compass CLO 2003-1 Ltd.
                            Rating
Class               To                  From
C                   NR                  AA- (sf)/Watch Pos
D                   NR                  BB+ (sf)
E                   NR                  CCC- (sf)

Marathon Financing I B.V.
                            Rating
Class               To                  From
C-1                 NR                  AA+ (sf)
Mezz Term Loan      NR                  AA+ (sf)


Olympic CLO I Ltd.
                            Rating
Class               To                  From
A-1L                NR                  AAA (sf)
A-1Lb               NR                  AAA (sf)

NR-Not rated.


* S&P Keeps Ratings on 247 Classes From 27 CRE CDO Deals on Watch
-----------------------------------------------------------------
Standard & Poor's Ratings Services placed its ratings on two
classes from one U.S. commercial real estate collateralized debt
obligation (CRE CDO) transaction and two classes from one U.S.
resecuritized real estate mortgage investment conduit (re-REMIC)
transaction on CreditWatch with negative implications and one
rating on one class from one U.S. re-REMIC transaction on
CreditWatch with positive implications. "In addition, our ratings
on 242 classes from 27 U.S. CRE CDO transactions previously placed
on CreditWatch negative remain on CreditWatch negative," S&P said.

The complete rating list is available in "U.S. CRE CDO And Re-
REMIC Classes Affected By The Sept. 5, 2012, CMBS Criteria
Update," published on RatingsDirect. The list is also available on
Standard & Poor's web site,

   http://www.standardandpoors.com/ratings/CMBScriteria/en/us

"The actions follow our updated U.S. and Canadian CMBS criteria
articles 'CMBS Global Property Evaluation Methodology' and 'Rating
Methodology And Assumptions For U.S. And Canadian CMBS' published
Sept. 5, 2012, at which time we also placed our ratings on 744
classes from 188 commercial mortgaged-backed securities (CMBS)
transactions on CreditWatch," S&P said.

"The CreditWatch negative restatement of the 242 ratings on 27
U.S. CRE CDO transactions reflects the application of the CMBS
criteria for the underlying commercial real estate loan collateral
held in these transactions. We originally placed the ratings on
CreditWatch negative following the publication of the
methodologies and assumptions discussed in 'Global CDOs Of
Pooled Structured Finance Assets: Methodology And Assumptions,'
published Feb. 21, 2012. We may determine asset specific recovery
rates for the underlying collateral supporting these transactions,
consistent with our revised CMBS criteria," S&P said.

"For the transactions that hold both commercial real estate loans
and CMBS collateral, we will consider both the CMBS collateral
that we placed on CreditWatch following the updated U.S. and
Canadian CMBS criteria, as well as the property analysis stated,"
S&P said.

"We also placed our ratings on two additional classes from one
U.S. CRE CDO transaction and two additional classes from one U.S.
re-REMIC transaction on CreditWatch with negative implications and
the rating on one additional class from one U.S. re-REMIC
transaction on CreditWatch with positive implications. The
CreditWatch placements reflect our opinion that these classes may
be affected by the ultimate resolutions of the CMBS CreditWatch
placements. Each of these transactions has exposure to CMBS
collateral placed on CreditWatch," S&P said.

"The ratings placed and remaining on CreditWatch affect 28.3% of
the ratings Standard & Poor's has assigned to CRE CDO and re-REMIC
transactions. The aggregate current amount of the affected U.S.
CRE CDO and re-REMIC classes is $11.9 billion," S&P said.

"The tables at the end of this article provide a summary breakdown
of the ratings placed on CreditWatch by year of transaction
origination, current rating category, and the aggregate current
amount of the affected classes," S&P said.

"We will resolve the CreditWatch placements on the CRE CDO and re-
REMIC transactions upon the completion of our analysis and a
review by a rating committee," S&P said.

SUMMARY OF CRE CDO AND RE-REMIC RATINGS PLACED ON CREDITWATCH

Tranches With Ratings Placed On CreditWatch Positive (No.)

Vintage/Rating   AAA    AA   A    BBB   BB    B    CCC   Total
2010             0      0    1    0     0     0    0     1
Total            0      0    1    0     0     0    0     1

Tranches With Ratings Placed On CreditWatch Positive
By Current Amount (Mil. $)

Vintage/Rating   AAA   AA   A     BBB   BB    B     CCC  Total
2010             0     0    44.4  0     0     0     0    44.4
Total            0     0    44.4  0     0     0     0    44.4

Tranches With Ratings Placed On CreditWatch Negative (No.)

Vintage/Rating   AAA    AA   A    BBB   BB    B    CCC   Total
2004             0      0    0    0    1     0     4     5
2005             0      1    1    5    11    4     12    34
2006             0      0    3    19   25    24    36    107
2007             0      0    1    7    21    21    33    83
2008             0      0    0    1    0     1     13    15
2010             1      0    1    0    0     0     0     2
Total            1      1    6    32   58    50    98    246

Tranches With Ratings Placed On CreditWatch Negative
By Current Amount(Mil. $)

Vintage/Rating  AAA  AA    A     BBB       BB      B      CCC    Total
2004            0    0     0       0      21.9     0      72.9     94.8
2005            0   95.2  25.7   261.7   635.7    85.7   167.5  1,271.5
2006            0    0   251.8 2,159.1 1,278.5   983.6   879.9  5,553.0
2007            0    0   509.7   974.9   982.8 1,078.7   915.6  4,461.7
2008            0    0     0      88.5     0     120.3   214.9    423.7
2010          116.7  0    21.2     0       0       0       0      137.9
Total         116.7 95.2 808.5 3,484.2 2,918.9 2,268.3 2,250.9 11,942.5

               STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

              http://standardandpoorsdisclosure-17g7.com


* S&P Puts Ratings on 744 Classes on Watch With Diff. Implications
------------------------------------------------------------------
Standard & Poor's Ratings Services placed 744 ratings from 188
U.S. and Canadian commercial mortgage-backed securities (CMBS)
transactions on CreditWatch: S&P placed 317 ratings on CreditWatch
positive ($67.1 billion), 405 on CreditWatch negative ($34.4
billion), and 22 on CreditWatch developing ($253 million). The
affected tranches have an aggregate current/issuance principal
amount of $101.8 billion.

"We placed the ratings on CreditWatch in connection with our
revised criteria for rating U.S. and Canadian CMBS transactions
and our revised property evaluation criteria. The CreditWatch
placements affect 10.5% of our ratings on U.S. and Canadian CMBS
transactions," S&P said.

The complete CreditWatch list is available for free at:

http://bankrupt.com/misc/S&P_Sept_5_2012_US_And_Canadian_CMBS_Ratings_Actions.pdf

"Over the next six months, we intend to review all affected
transactions. Although we expect the resulting rating changes to
primarily reflect the application of our enhanced criteria, they
will also reflect potential changes in the underlying collateral
performance of the transactions," S&P said.

S&P anticipates completing the review in this order:

* S&P will review transactions by vintage, starting with most
   recent transactions.

* S&P will resolve the CreditWatch placements and publish
   resolutions either on an individual transaction level or based
   on multi-transaction reviews by vintage.

* S&P expects to conduct reviews by vintage in the following
   broad categories: 2008 to current, 2007, 2006, 2005, 2004 and
   earlier.

* S&P may reprioritize certain transactions depending on
   performance, limited rating exposure and review cycle.



                            *********

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

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

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

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

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

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

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

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

                           *********

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

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

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

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

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


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