TCR_Public/121223.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, December 23, 2012, Vol. 16, No. 356

                            Headlines

AMERICAN OPPORTUNITY: Moody's Reviews 'B2' Rating for Downgrade
ANCHORAGE CAPITAL 2012-1: S&P Gives 'BB' Rating on Class D Notes
ANTHRACITE CDO I: Fitch Affirms Ratings on Nine Note Classes
AVIATION CAPITAL: Moody's Reviews 'Ba3' Rating for Downgrade
BABSON CLO 2006-II: S&P Affirms 'BB+' Rating on Class E Notes

BAKER STREET 2005-1: S&P Raises Rating on Class E Notes to 'B+'
BANC OF AMERICA 2006-2: Fitch Cuts Ratings on 6 Cert. Classes
BAYVIEW FINANCIAL: Fitch Places Junk Ratings on Eight Note Classes
BAYVIEW FINANCIAL: Moody's Cuts Rating on Cl. 2-A2 Tranche to Ba2
CARLYLE MODENA: S&P Raises Rating on Class D Notes to 'B-'

CHATHAM LIGHT II: Moody's Hikes Rating on Class D Notes to 'Ba1'
CLARIS IV: DBRS Cuts I-B Debt Rating on Series 28 to 'B(high)'
CLARIS IV: DBRS Cuts I-C Debt Rating on Series 36 to 'B(high)'
CPS AUTO 2012-D: Moody's Assigns 'B1(sf)' Rating to Class E Notes
COLUMBUSNOVA 2006-I: S&P Affirms 'BB-' Rating on Class E Notes

COMM 2012-CCRE5: Fitch Places Low-B Ratings on 2 Cert. Classes
COMM 2012-CCRE5: Moody's Assigns 'B2' Rating to Class G Certs.
CONTINENTAL AIRLINES: Moody's Assigns B1 Rating to Class C Certs.
CVS CREDIT: Moody's Keeps 'Ba1' Rating on Series A-2 Certificates
DECO 11: Fitch Lowers Ratings on Four Note Classes

EATON VANCE: Moody's Assigns Rating to VRTP Shares
ECP CLO 2012-4: S&P Affirms 'BB' Rating on $13.9MM Class D Notes
EMPORIA PREFERRED: Fitch Affirms 'BB' Ratings on 2 Note Classes
G-FORCE 2005-RR2: Fitch Affirms Ratings on 16 Note Classes
GREAT LAKES 2012-1: S&P Gives 'BB' Rating on $29MM Class E Notes

GREENWICH CAPITAL: Moody's Lowers Rating on Class N Certs. to 'C'
GS MORTGAGE 2006-RR3: Moody's Cuts Rating on A-2 Certs. to 'C'
HERTZ VEHICLE: Moody's Says Cap Amendment No ABS Rating Impact
HEWETT'S ISLAND I-R: S&P Raises Rating on Class E Notes to 'B+'
HOME RE 2005-2: Fitch Withdraws 'Dsf' Rating on Four Note Classes

JP MORGAN 2006-LDP9: Fitch Cuts Rating on Six Secs. to 'Csf'
JP MORGAN 2006-FL1: S&P Puts 'CCC' Rating on K Secs. on Watch
JP MORGAN 2012-LC9: Moody's Rates Class G Securities '(P)B2'
JP MORGAN 2012-PHH: Moody's Assigns 'Ba1' Rating to Class E Certs
KVK CLO 2012-2: S&P Gives 'BB' Rating on Class E Deferrable Notes

LB-UBS 2003-C1: Fitch Affirms 'CCsf' Ratings on 3 Cert. Classes
LEGG MASON II: S&P Withdraws 'CCC-' Rating on Class D Debt
MADISON PARK X: S&P Gives Prelim. 'BB' Rating on Class E Notes
MERRILL LYNCH 2006-C1: Fitch Cuts Rating on 6 Certificate Classes
MORGAN STANLEY 2001-NC3: Moody's Cuts Rating on M-2 Tranche to 'C'

MORGAN STANLEY 2001-TOP3: Moody's Cuts Rating on G Certs. to 'C'
MORGAN STANLEY 2005-TOP17: Fitch Cuts Ratings on 6 Cert. Classes
MORGAN STANLEY 2007-IQ15: Fitch Cuts Ratings on Six Cert. Classes
N-STAR REAL IV: Moody's Affirms 'Caa3' Ratings on 2 Note Classes
N-STAR REAL VI: Moody's Affirms 'Caa3' Ratings on 4 Note Classes

NEWSTAR COMMERCIAL 2012-2: Moody's Rates Class E Notes 'Ba1'
NORTEL NETWORKS: Moody's Affirms 'C' Rating on 2001-1 Certs.
NORTHWOODS CAPITAL IX: S&P Gives 'BB-' Rating on Class E Def Notes
OHIO STUDENT: Moody's Reviews 'Ba2' Ratings on Two Note Classes
PARK PLACE: Moody's Lifts Rating on Class M-2 Tranche to 'Caa1'

PEGASUS 2006-1: Moody's Lowers Rating on Class A1 Notes to 'Ba1'
RESOURCE REAL 2006-1: Moody's Keeps Caa3 Ratings on 3 Note Classes
RESOURCE REAL 2007-1: Moody's Keeps Caa3 Ratings on 4 Note Classes
REVE SPC: Moody's Raises Rating on $80-Mil. XVII Notes to 'Ba3'
SLM PRIVATE: Fitch Downgrades Rating on All Note Classes

TABERNA EUROPE: Fitch Affirms Junk Ratings on Note Classes
TARGETED RETURN: S&P Lowers Rating on 2004-1 Corp. Bonds to 'CCC+'
TARRANT COUNTY: Moody's Cuts Rating on Revenue Bonds to 'B1'
UCFC FUNDING: S&P Affirms 'BB+' Rating on Class A-1 Certificates
VEGA CAPITAL: Moody's Reviews 'Ba2' Rating for Possible Upgrade

VENTURE XII: S&P Gives Prelim. 'BB' Rating on $42MM Class E Notes
VERMEER FUNDING: Moody's Raises Rating on Class A-2 Notes to 'B2'
VERTICAL MILLBROOK: Moody's Cuts Ratings on 2 Note Classes to 'C'
VIBRANT CLO: S&P Gives Prelim. 'BB' Rating on $13.9MM Cl. D Notes
WFRBS 2012-C10: DBRS Assigns 'BB(sf)' Rating on Class E Certs.

WHITEHORSE VI: S&P Gives Prelim. 'B' Rating on Class B-3L Notes
XLIT LTD: Fitch Affirms Low-B Rating on Two Share Classes

* Moody's Takes Rating Actions on $223-Mil. Subprime RMBS Tranches
* Moody's Says Private Student Loan Default Rating to Stay High
* Moody'S Says Downgraded ABCP Transactions Remain Investable
* S&P Takes Various Rating Actions on 36 Classes From 3 CMBS Deals
* S&P Puts Ratings on 10 Tranches From 9 CDO Deals on Watch Pos

* S&P Lowers Ratings on 165 Classes From 61 RMBS Transactions



                            *********


AMERICAN OPPORTUNITY: Moody's Reviews 'B2' Rating for Downgrade
---------------------------------------------------------------
Moody's Investors Service has placed the B2 rating of Senior
Series 2001A and the Caa2 rating of the Subordinate Series 2001B
of American Opportunity For Housing Multifamily Housing Revenue
Bonds (Dublin, Kingswood, and Waterford Apartments) under review
for downgrade. The Junior Subordinate Series C bonds are not
rated.

Ratings Rationale

This rating action is based on the repeated tapping of the
subordinate debt service reserve fund and insufficient revenues
for replenishment. The reported balance of the Subordinate Series
2001B debt service reserve fund is $27,798.09 as of December 10th,
2012.

In June 2012, both the Senior Series 2001A and Subordinate Series
2001B bonds were downgraded due to declining financial
performance, the increasing reliance on contributions to cover
operating deficiencies and the deterioration of debt service
coverage levels. During the review period, Moody's will perform a
comprehensive assessment of the operating and financial
performance of the housing projects and determine the financial
health of the overall bond program.

What Could Change The Rating UP

- A deposit to the Subordinate Series 2001A debt service reserves
  resulting in an improved financial position

What Could Change The Rating DOWN

- Depletion of the Subordinate Series 2001A debt service reserve

- Deterioration of operating performance of the properties

Principal Methodology(ies)/ Methodological approach

The principal methodology used in this rating was Global Housing
Projects published in July 2010.


ANCHORAGE CAPITAL 2012-1: S&P Gives 'BB' Rating on Class D Notes
----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its ratings to
Anchorage Capital CLO 2012-1 Ltd./Anchorage Capital CLO 2012-1
LLC's $460.0 million floating-rate notes.

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

The ratings reflect S&P's view of:

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

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

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

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

-- The collateral manager's experienced management team.

-- S&P's projections regarding the timely interest and ultimate
    principal payments on the rated notes, which S&P assessed
    using its cash flow analysis and assumptions commensurate with
    the assigned ratings under various interest-rate scenarios,
    including LIBOR ranging from 0.3439%-12.6500%.

-- 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

RATINGS ASSIGNED

Anchorage Capital CLO 2012-1 Ltd./Anchorage Capital CLO 2012-1 LLC

Class                      Rating           Amount
                                          (mil. $)
A-1                        AAA (sf)         311.60
A-2                        AA (sf)           63.00
B (deferrable)             A (sf)            37.10
C (deferrable)             BBB (sf)          25.70
D (deferrable)             BB (sf)           22.60
Subordinated notes         NR                56.70

NR - Not rated.


ANTHRACITE CDO I: Fitch Affirms Ratings on Nine Note Classes
------------------------------------------------------------
Fitch Ratings has affirmed nine classes issued by Anthracite CDO I
Ltd./Corp. (Anthracite CDO I).  Fitch has also revised the Rating
Outlook on two classes to Stable from Negative.  The rating
actions are a result of de-leveraging of the capital structure
offsetting the negative credit migration of the underlying
collateral.

Since Fitch's last rating action in January 2012, approximately
4.4% of the underlying collateral has been downgraded.  Currently,
49.3% of the portfolio has a Fitch derived rating below investment
grade.  Additionally, 32.7% has a rating in the 'CCC' category and
below.  This compared compares to 39.9% and 25.7%, respectively,
at the time of the last rating action.  Over this period, the
transaction has received $119.9 million.  This resulted in the
full payment of the class A notes and $26 million in pay downs to
the class B notes.

Fitch analyzed this transaction under the framework described in
the its Oct. 3 report, 'Global Rating Criteria for Structured
Finance CDOs' using the Portfolio Credit Model (PCM) for
projecting future default levels for the underlying portfolio.
The default levels were then compared to the breakeven levels
generated by Fitch's cash flow model of the CDO under the various
default timing and interest rate stress scenarios, as described in
the report 'Global Criteria for Cash Flow Analysis in CDOs'.
Fitch also analyzed the structure's sensitivity to the assets that
are distressed, experiencing interest shortfalls, and those with
near-term maturities.  Based on this analysis, the class B through
F notes' breakeven rates are generally consistent with the ratings
assigned below.

The Stable Outlook on the class B through D notes reflects Fitch's
view that the transaction will continue to delever.  The Negative
Outlook on the class E and F notes reflects the risk of adverse
selection as the portfolio continues to amortize.

Anthracite CDO I is a static cash flow commercial real estate
collateralized debt obligation (CRE CDO) that closed on May 29,
2002.  The collateral is composed of 100% of commercial mortgage
mortgage-backed securities (CMBS) from the 1998 through 2003
vintages.

Fitch has taken the affirmed the following classes and revised the
Rating Outlooks following actions as indicated below:

  -- $9,693,522 class B affirmed at 'AAAsf'; Outlook Stable;
  -- $10,765,537 class B-FL affirmed at 'AAAsf'; Outlook Stable;
  -- $29,331,000 class C affirmed at 'Asf'; Outlook Stable;
  -- $30,000,000 class C-FL affirmed at 'Asf'; Outlook Stable;
  -- $16,000,000 class D affirmed at 'BBBsf'; Outlook to Stable
     from Negative;
  -- $14,955,000 class D-FL affirmed at 'BBBsf'; Outlook to Stable
     from Negative;
  -- $20,506,000 class E affirmed at 'BBsf'; Outlook Negative;
  -- $4,000,000 class E-FL affirmed at 'BBsf'; Outlook Negative;
  -- $46,543,976 class F affirmed at 'Bsf'; Outlook Negative.


AVIATION CAPITAL: Moody's Reviews 'Ba3' Rating for Downgrade
------------------------------------------------------------
Moody's Investors Service has placed the Class G1, Class G2 and
Class B notes from Aviation Capital Group Trust II (ACG II) on
review for possible downgrade.

The complete rating actions is as follows:

Issuer: Aviation Capital Group Trust II

G-1, Baa3 (sf) Placed Under Review for Possible Downgrade;
previously on Dec 5, 2011 Downgraded to Baa3 (sf)

G-2, Baa3 (sf) Placed Under Review for Possible Downgrade;
previously on Dec 5, 2011 Downgraded to Baa3 (sf)

B-1, Ba3 (sf) Placed Under Review for Possible Downgrade;
previously on Dec 5, 2011 Downgraded to Ba3 (sf)

RATINGS RATIONALE

The review action results from deteriorating lease revenues and
higher loan to value ratios associated with older vintage aircraft
in the transaction collateral pool. The number of aircraft backing
the notes in this transaction has been reduced to 27 from 34 when
Moody's lowered note ratings in December 2011 and 7 aircraft are
currently off lease. The remaining portfolio consists of older
vintage aircraft, a segment which has experienced declining demand
and lease rates as a result of the recent global recession and
subsequent slow recovery. As of October 2012, the current loan-to-
value (LTV) ratio on Class G1, Class G2 and Class B certificates
after consideration of the liquidity reserve is approximately
76%,76% and 97% respectively based on most current appraisal
estimates.This, in tandem with structural features that will
likely limit future payments to the Class B notes suggest that
investors in these notes in particular, may ultimately suffer
losses.

During the review period, Moody's will assess lease cash flows,
aircraft values and servicer strategy to project cash flows to the
transaction and the likelihood of pay down of the Class G1, Class
G2 and Class B notes.

The principal methodology used in this rating was "Moody's
Approach to Pooled Aircraft-Backed Securitization" published in
March 1999.


BABSON CLO 2006-II: S&P Affirms 'BB+' Rating on Class E Notes
-------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the Class
A-1A, B, C, and D notes from Babson CLO Ltd. 2006-II, a U.S.
collateralized loan obligation (CLO) transaction managed by Babson
Capital Management LLC. "At the same time, we affirmed our ratings
on the Class A-1B, A-2, and E notes," S&P said.

"The upgrades primarily reflect an improvement in the performance
of the transaction's underlying asset portfolio since December
2010, when we upgraded most of the classes. As of the November
2012 monthly report, the amount of defaulted assets was $5.69
million, down from $11.13 million in November 2010. In addition,
through the same period, the amount of reported 'CCC' rated assets
decreased to $7.71 million from $31.19 million," S&P said.

S&P said the upgrades also reflect a slight improvement in the
overcollateralization (O/C) available to support the notes since
December 2010. The trustee reported these O/C ratios in the
November 2012 monthly report:

-- The Class B O/C ratio was 121.76% compared with a reported
    ratio of 120.55% in November 2010

-- The Class C O/C ratio was 113.61% compared with a reported
    ratio of 112.48% in November 2010

-- The Class D O/C ratio was 109.05% compared with a reported
    ratio of 107.97% in November 2010

-- The Class E O/C ratio was 106.91% compared with a reported
    ratio of 105.84% in November 2010.

Babson CLO Ltd. 2006-II remains in its reinvestment period until
October 2013.

"We will continue to review whether we consider our ratings on the
notes remain onsistent with the credit enhancement available to
support them, and we will take further 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 Standard & Poor's 17g-7 Disclosure Report included in this
credit rating report is available at:

         http://standardandpoorsdisclosure-17g7.com

RATINGS RAISED

Babson CLO Ltd 2006-II

Class         To           From
A-1A          AAA (sf)     AA+ (sf)
B             AA+ (sf)     AA (sf)
C             A+ (sf)      A (sf)
D             BBB+ (sf)    BBB (sf)

RATINGS AFFIRMED

Babson CLO Ltd 2006-II

A-1B          AA+ (sf)
A-2           AA+ (sf)
E             BB+ (sf)

TRANSACTION INFORMATION

Issuer:             Babson CLO Ltd 2006-II
Coissuer:           Babson CLO Inc 2006-II
Collateral manager: Babson Capital Management LLC
Underwriter:        Wachovia Securities, Inc.
Trustee:            State Street Bank and Trust Co., Boston, Mass.
Transaction type:   Cash flow CDO


BAKER STREET 2005-1: S&P Raises Rating on Class E Notes to 'B+'
--------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
B, C, D, and E notes from Baker Street Funding CLO 2005-1 Ltd., a
collateralized loan obligation (CLO) transaction managed by Seix
Advisors. "At the same time, we affirmed our ratings on the
class A-1 and A-2 notes and removed all ratings from CreditWatch
positive," S&P said.

"The transaction's reinvestment period ended in December 2011 and
the class A-1 and A-2 note balances have decreased slightly since
then due to paydowns. The current balance on the A-1 and A-2
notes, which are pari passu, is about 96% of their original
balance. Since the manager has retained unscheduled principal
repayments of the underlying assets, our analysis considered the
possibility that this amount might be reinvested during the
amortization period," S&P said.

"Our last rating action on this transaction was in February2011
when we raised our ratings on the class B, C, D, and E notes. The
credit quality of the underlying assets has improved since then,
resulting in the decline of the scenario default rates of the
portfolio," S&P said.

"In addition, the level of defaults in the transaction had
decreased to $2.57 million par as of the November 2012 monthly
report, down from $10.34 million in December 2010, which was
referenced in our February 2011 rating action," S&P said.

The upgrades reflect increased credit support to the notes at the
prior rating levels. The affirmations reflect the availability of
adequate credit support at their current rating levels.

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

Baker Street Funding CLO 2005-1 Ltd.
                  Rating
Class         To      From
A-1       AA+ (sf)    AA+ (sf)/Watch Pos
A-2       AA+ (sf)    AA+ (sf)/Watch Pos
B         AA+ (sf)    AA- (sf)/Watch Pos
C         A+ (sf)     A (sf)/Watch Pos
D         BBB (sf)    BB+ (sf)/Watch Pos
E         B+ (sf)     CCC+ (sf)/Watch Pos

TRANSACTION INFORMATION

Issuer:              Baker Street Funding CLO 2005-1 Ltd.
Coissuer:            Baker Street Funding CLO 2005-1 Corp.
Collateral manager:  Seix Advisors
Underwriter:         SunTrust Capital Markets
Trustee:             The Bank of New York Mellon
Transaction type:    Cash flow CLO



BANC OF AMERICA 2006-2: Fitch Cuts Ratings on 6 Cert. Classes
-------------------------------------------------------------
Fitch Ratings has downgraded six classes and affirmed 14 classes
of Banc of America Commercial Mortgage (BACM) Inc., commercial
mortgage pass-through certificates series 2006-2.

The downgrades reflect an increase in Fitch-expected losses,
primarily due to updated values for the assets currently in
special servicing.  Fitch modeled losses of 5% of the remaining
pool; expected losses on the original pool balance total 6.6%,
including losses already incurred.  The pool has experienced $55.3
million (2% of the original pool balance) in realized losses to
date.  Fitch has designated 41 loans (20.6%) as Fitch Loans of
Concern, which includes 14 specially serviced assets (5.9%).

As of the November 2012 distribution date, the pool's aggregate
principal balance has been reduced by 10.2% to $2.42 billion from
$2.7 billion at issuance.  There is currently one defeased loan
(0.4% of the pool).  Interest shortfalls are currently affecting
classes F through P.

Fitch's largest contributor to expected losses is a 267,890 square
feet (SF) retail property located in Glenview, IL (1.6% of the
pool).  Major tenants include Dick's Sporting Goods, Van Maur, and
Regal Theaters.  The property has experienced cash flow issues due
to lower than expected revenues and a significant increase in
expenses since issuance.  The November 2012 rent roll reported
occupancy at 91%, however, year-end (YE) December 2011 net
operating income (NOI) debt service coverage ratio (DSCR) reported
low at 0.58x, compared to issuance at 1.20x.

The loan transferred to special servicing in February 2009 due to
imminent default and is now in monetary default.  The servicer has
reported that negotiations with the borrower have been
unsuccessful.  Restructure dialogue has continued intermittently
and a foreclosure complaint has been filed with request for the
appointment of a receiver.  A hearing is scheduled for December
2012.

The next largest contributor to expected losses is secured by a
279 room, full-service hotel in Palm Beach Gardens, FL (0.9%).
The property has shown slight improvement in performance, however
cash flow remains low reporting NOI DSCR at 0.79x, 0.50x, and
0.21x for year to date (YTD) September 2012, YE 2011, and YE 2010,
respectively.  The trailing twelve month occupancy reported at
78%. The average daily rate (ADR) and revenue per available room
(RevPAR) reported at $89.11 and $69.57, respectively.

The loan transferred to special servicing in June 2010 when the
borrower had indicated they would no longer be able to pay debt
service payments, and requested a modification of the loan.  The
loan went into monetary default in August 2010.  The servicer has
reported negotiations with the borrower regarding the modification
of the subject loan terms are still on-going.  The lender
continues to be in control of all property cash flow as the loan
operates under a hard lockbox.

The third largest contributor to expected losses is secured by a
104,240 SF grocery anchored retail center in Chicago, IL (0.6%).
The property has experienced cash flow issues due to vacancy
shortfalls, reduced rents and increased expenses since issuance.
YE December 2011 Occupancy was 94% and NOI DSCR reported at 0.73x.
The servicer is currently in discussions with the borrower for
potential loan modification options.

Fitch downgrades the following classes and assigns or revises
Rating Outlooks and Recovery Estimates (REs) as indicated:

  -- $27 million class C to 'BBsf' from 'BBB-sf'; Outlook Stable;
  -- $40.5 million class D to 'Bsf' from 'BBsf'; Outlook to
     Negative from Stable;
  -- $27 million class E to 'CCCsf' from 'Bsf'; RE 100%;
  -- $30.4 million class F to 'CCsf' from 'CCCsf'; RE 45%;
  -- $27 million class G to 'Csf' from 'CCsf'; RE 0%;
  -- $33.7 million class H to 'Csf' from 'CCsf'; RE 0%.

Fitch affirms the following classes as indicated:

  -- $24.1 million class A-2 at 'AAAsf'; Outlook Stable;
  -- $145 million class A-3 at 'AAAsf'; Outlook Stable;
  -- $76.9 million class A-AB at 'AAAsf'; Outlook Stable;
  -- $1.3 billion class A-4 at 'AAAsf'; Outlook Stable;
  -- $153.5 million class A-1A at 'AAAsf'; Outlook Stable;
  -- $269.9 million class A-M at 'AAAsf'; Outlook Stable;
  -- $215.9 million class A-J at 'Asf'; Outlook Stable;
  -- $50.6 million class B at 'BBBsf'; Outlook Stable;
  -- $10.1 million class J at 'Csf'; RE 0% ;
  -- $13.5 million class K at 'Csf'; RE 0%;
  -- $8.8 million class L at 'Dsf'; RE 0%;
  -- Class M at 'Dsf'; RE 0%;
  -- Class N at 'Dsf'; RE 0%;
  -- Class O at 'Dsf'; RE 0%.

The balances for classes M, N, and O have been reduced to zero due
to realized losses.  The class A-1 certificates have paid in full.
Fitch does not rate the class P certificates.  Fitch previously
withdrew the rating on the interest-only class XW certificates.


BAYVIEW FINANCIAL: Fitch Places Junk Ratings on Eight Note Classes
------------------------------------------------------------------
Fitch Ratings has assigned credit ratings to two Bayview Financial
Revolving Asset Trust (BFAT) transactions.  The ratings were
initially assigned at issuance in 2005 and were withdrawn in 2012
due to lack of investor interest.  Subsequent to the withdrawal an
investor requested the ratings be restored.

Fitch's rates the following:

Bayview Financial Revolving Asset Trust 2005-A

  -- Class A1 (073250BM3) 'CCCsf/RE 85';
  -- Class A2A (073250BN1) 'CCCsf/RE 85';
  -- Class A2B (073250BP6) 'CCsf/RE 85';
  -- Class M1 (073250BQ4) 'Csf/RE 50';
  -- Class M2 (073250BR2) 'Csf/RE 25';
  -- Class M3 (073250BS0) 'Csf/RE 15';
  -- Class B1 (073250BT8) 'Csf/RE 10';
  -- Class B2 (073250BU5) 'Csf/RE 5'.

Bayview Financial Revolving Asset Trust 2005-E

  -- Class A1 (073250BV3) 'CCCsf/RE 85';
  -- Class A2A (073250CB6) 'CCCsf/RE 85';
  -- Class A2B (073250CC4) 'CCsf/RE 85';
  -- Class M1 (073250BW1) 'Csf/RE 75';
  -- Class M2 (073250BX9) 'Csf/RE 15';
  -- Class M3 (073250BY7) 'Csf/RE 10';
  -- Class B1 (073250BZ4) 'Csf/RE 5';
  -- Class B2 (073250CA8) 'Csf/RE 5'.

The BFAT transactions are securitized by a mix of Small Balance
Commercial Micro transactions, two collateral pools of non-
conforming residential loans, a collateral pool of Canadian Small
Balance Commercial loans, and several classes from Bayview
Commercial Asset Trust 2008-2, 2008-3, and 2008-4 transactions.

To determine the base-case default projections, Fitch used the
vintage average default assumptions of its latest Alt-A sector
review adjusted for each pool's performance.  To determine the
severity assumptions, Fitch used the vintage average of the actual
severities of loans that were liquidated over the past 12 months.
After determining each underlying pool's projected base-case and
stressed scenario loss assumptions, Fitch performed cash flow
analysis to determine projected bond cashflows in the 'Bsf'
through 'AAAsf' rating stress scenarios.

These actions were reviewed by a committee of Fitch analysts.


BAYVIEW FINANCIAL: Moody's Cuts Rating on Cl. 2-A2 Tranche to Ba2
-----------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of two
tranches from Scratch and Dent RMBS transactions issued by various
financial institutions, backed by Scratch and Dent loans.

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. In addition, during the prior review,
the Wilshire Funding Corporation, Series 1997-WFC1 Class IO note
was incorrectly referenced to an underlying pool. The error has
now been corrected, and the Class IO note is referenced to a group
of underlying bonds in accordance with "Moody's Approach to Rating
Structured Finance Interest-Only Securities" published in February
2012.

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 is "Moody's Approach to Rating Structured
Finance Interest-Only Securities" published in February 2012.

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

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

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

The primary 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 8.9% in November 2011 to 7.7% in November 2012.
Moody's expects the unemployment rate to stay between 7.5% and
8.5% in 2013. Moody's expects housing prices to remain stable
through the remainder of 2012 before gradually rising towards the
end of 2013. Performance of RMBS continues to remain highly
dependent on servicer activity such as modification-related
principal forgiveness and interest rate reductions. Any change
resulting from servicing transfers or other policy or regulatory
change can also impact the performance of these transactions.

Complete rating actions are as follows:

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

  Cl. 2-A2, Downgraded to Ba2 (sf); previously on Apr 19, 2012
  Baa3 (sf) Placed Under Review for Possible Downgrade

Issuer: Wilshire Funding Corporation, Series 1997-WFC1

  IO, Downgraded to A1 (sf); previously on Sep 29, 1997 Assigned
  Aaa (sf)

A list of these actions including CUSIP identifiers may be found
at http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF309918

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


CARLYLE MODENA: S&P Raises Rating on Class D Notes to 'B-'
----------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
B, C, and D notes and removed its ratings on the class B and C
notes from CreditWatch with positive implications from Carlyle
Modena CLO Ltd., a collateralized loan obligation (CLO)
transaction currently managed by Carlyle Investment Management
LLC. "At the same time, we affirmed our rating on the class A
notes," S&P said.

"The rating actions follow our performance review of Carlyle
Modena CLO Ltd. and reflect $153.6 million in paydowns to the
class A and B notes since, our February 2011 rating actions, when
we raised our ratings on three classes of notes. As of the Nov. 5,
2012, trustee report, the class A notes have an outstanding
balance of just $0.57 million or 0.17% of their original balance.
The class B notes, which are deferrable revolving notes, have an
outstanding balance of $6.6 million or 27.5% of their maximum
commitment amount. The paydowns have led to an increase in
overcollateralization (O/C) available to support the remaining
notes," S&P said.

"We affirmed our rating on the class A notes to reflect our belief
that the credit support available is commensurate with the current
rating," S&P said.

"There is a feature in the interest waterfall that allows interest
proceeds to pay down the class B notes before paying interest on
the class D notes. As a result of this feature, the class D notes
have been deferring interest payments since December 2009. As of
the Nov. 5, 2012, trustee report, the transaction held $17.3
million in cash. We expect the transaction will use these proceeds
to pay down the class A and B notes in full on the Dec. 22, 2012,
payment date. Once the class B notes are paid in full, interest
proceeds may be used to pay accrued interest and deferred interest
on the class D notes," S&P said.

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

            STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

            http://standardandpoorsdisclosure-17g7.com


RATING AND CREDITWATCH ACTIONS

Carlyle Modena CLO Ltd.
                              Rating
Class                   To           From
B                       AAA (sf)     AA+ (sf)/Watch Pos
C                       AAA (sf)     A+ (sf)/Watch Pos
D                       B- (sf)      CCC- (sf)

RATING AFFIRMED

Carlyle Modena CLO Ltd.

Class                   Rating
A                       AAA (sf)


CHATHAM LIGHT II: Moody's Hikes Rating on Class D Notes to 'Ba1'
----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of the
following notes issued by Chatham Light II CLO, Ltd.:

U.S. $ 40,000,000 Class A-2 Floating Rate Senior Notes Due August
2019, Upgraded to Aaa (sf); previously on June 30, 2011 Upgraded
to Aa1 (sf);

U.S. $ 27,000,000 Class B Floating Rate Deferrable Senior
Subordinate Notes due August 2019, Upgraded to A1 (sf); previously
on June 30, 2011 Upgraded to A3 (sf);

U.S. $ 24,000,000 Class C Floating Rate Deferrable Senior
Subordinate Notes due August 2019, Upgraded to Baa2 (sf);
previously on June 30, 2011 Upgraded to Baa3 (sf);

U.S $ 21,000,000 Class D Floating Rate Deferrable Subordinate
Notes due August 2019 (current outstanding balance of
$17,568,975), Upgraded to Ba1 (sf); previously on June 30, 2011
Upgraded to Ba2 (sf).

Ratings Rationale

According to Moody's, the rating actions taken on the notes are
primarily a result of deleveraging of the senior notes and an
increase in the transaction's overcollateralization ratios since
the rating action in June 2011. Moody's notes that the Class A-1
Notes have been paid down by approximately 18% or $69.7 million
since the last rating action. Based on the latest trustee report
dated November 13, 2012, the Class A, Class B, Class C and Class D
overcollateralization ratios are reported at 133.1%,123.5%, 116.1%
and 111.2% respectively, versus May 2011 levels of 125.7%, 118.1%,
112.0% and 108.0% respectively. Additionally, Moody's notes that
the credit quality of the underlying portfolio, as measured by
WARF, has been 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 $462 million,
defaulted par of $2 million, a weighted average default
probability of 17.34% (implying a WARF of 2635), a weighted
average recovery rate upon default of 49.36%, and a diversity
score of 62. 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.

Chatham Light II CLO, Ltd., issued in August 2005, 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% (2108)

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

Moody's Adjusted WARF + 20% (3162)

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

Moody's notes that this transaction is subject to a high level of
macroeconomic uncertainty, as evidenced by 1) uncertainties of
credit conditions in the general economy and 2) the large
concentration of 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 continue and at what pace. Deleveraging may
accelerate due to high prepayment levels in the loan market and/or
collateral sales by the manager, which may have significant impact
on the notes' ratings.

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

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

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


CLARIS IV: DBRS Cuts I-B Debt Rating on Series 28 to 'B(high)'
--------------------------------------------------------------
DBRS, Inc. has downgraded the ratings on the Class I-B Swap and
Class I-C Swap issued by Claris IV Limited - Series 28 from BB
(sf) to B (high) (sf), and from BB (low) (sf) to B (low) (sf),
respectively.  These rating actions reflect deterioration in
credit quality of the underlying collateral pool.  The DBRS
ratings of the Class I-B Swap and the Class I-C Swap address the
probability of breaching their respective attachment points as
defined in the transaction documents at or prior to their maturity
dates.

The ratings have also been removed from the Under Review with
Developing Implications designation.  These actions reflect the
conclusion of the review to determine the impact of the updated
methodology "Rating Global Structured Finance CDO Restructurings".


CLARIS IV: DBRS Cuts I-C Debt Rating on Series 36 to 'B(high)'
--------------------------------------------------------------
DBRS, Inc. has confirmed ratings on the Class I-A Swap and Class
I-B Swap at BBB (sf) and BB (high) (sf), respectively, and
downgraded the rating on the Class I-C Swap issued by Claris IV
Limited Series 36 from B (high) (sf) to B (sf).  These rating
actions reflect the recent performance of the underlying
transaction.  The DBRS ratings on the Class I-A Swap, Class I-B
Swap, and Class I-C Swap address the probability of breaching
their respective attachment points as defined in the transaction
documents at or prior to their maturity dates.

The ratings have also been removed from the Under Review with
Developing Implications designation.  These actions reflect the
conclusion of the review to determine the impact of the updated
methodology "Rating Global Structured Finance CDO Restructurings".


CPS AUTO 2012-D: Moody's Assigns 'B1(sf)' Rating to Class E Notes
-----------------------------------------------------------------
Moody's Investors Service has assigned definitive ratings to the
notes issued by CPS Auto Receivables Trust 2012-D. This is the
fourth senior/subordinated transaction of the year for Consumer
Portfolio Services, Inc. (CPS).

The complete rating actions are as follows:

Issuer: CPS Auto Receivables Trust 2012-D

Class A Notes, rated A2 (sf);

Class B Notes, rated A2 (sf);

Class C Notes, rated Baa2(sf);

Class D Notes, rated Ba2 (sf);

Class E Notes, rated B1 (sf);

RATINGS RATIONALE

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

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

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

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

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

Moody's Parameter Sensitivities: If the net loss used in
determining the initial rating were changed to 23%, 27% or 30%,
the initial model output for the Class A notes might change from
A2 to A3, Baa3, and Ba3, respectively. If the net loss used in
determining the initial rating were changed to 18.0%, 18.5% or
22%, the initial model output for the Class B notes might change
from A2 to Ba1, Ba2, and B2, respectively. If the net loss used in
determining the initial rating were changed to 14.5%, 16%, or 18%,
the initial model output for the Class C notes might change from
Baa2 to Baa3, Ba2, and B2, respectively. If the net loss used in
determining the initial rating were changed to 14%,16% or 17%, the
initial model output for the Class D notes might change from Ba2
to Ba3, B3 and determining the initial rating were changed to 14.5%,16% or 18%,
the initial model output for the Class E notes might change from
B1 to
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.


COLUMBUSNOVA 2006-I: S&P Affirms 'BB-' Rating on Class E Notes
--------------------------------------------------------------
Standard & Poor's Ratings Services raised and removed from
CreditWatch positive its ratings on three classes of notes from
ColumbusNova CLO Ltd. 2006-I, a collateralized loan obligation
(CLO) transaction managed by Columbus Nova Credit Investment
Management LLC. "We also affirmed and removed from CreditWatch
positive our ratings on the class D and E notes," S&P said.

"The upgrades reflect the improvements in the credit quality of
the portfolio since we last upgraded the classes in January 2011.
The transaction has recently exited its reinvestment period and is
expected to begin paying down the class A note. As of the November
2012 trustee report, the balance of defaulted assets has decreased
to $0.0 million from $3.8 million in December 2010 and the balance
of 'CCC' rated assets has decreased to $4.0 million from $19.5
million. The senior overcollateralization (O/C) ratio increased to
121.70% from 119.04%, while the senior interest coverage ratio has
increased to 527.62% from 460.80%. About half of the loans held in
the portfolio have LIBOR floor base rates, which can provide
additional credit given a low interest rate environment," S&P
said.

"While the transaction's credit quality and O/C ratios have
improved, the ratings assigned to the class D and E notes remain
consistent with the credit enhancement available to support the
notes, in our opinion," S&P said.

"We will continue to review our ratings on the notes and assess
whether, in our view, the ratings remain consistent with the
credit enhancement available," S&P said.

           STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

         http://standardandpoorsdisclosure-17g7.com

RATING ACTIONS

ColumbusNova CLO Ltd. 2006-I

                   Rating
             To               From
A            AAA (sf)         AA+ (sf)/Watch Pos
B            AA+ (sf)         AA (sf)/Watch Pos
C            A+ (sf)          A (sf)/Watch Pos
D            BBB- (sf)        BBB- (sf)/Watch Pos
E            BB- (sf)         BB- (sf)/Watch Pos


COMM 2012-CCRE5: Fitch Places Low-B Ratings on 2 Cert. Classes
--------------------------------------------------------------
Fitch Ratings has assigned the following ratings and Outlooks to
Deutsche Bank Securities, Inc.'s COMM 2012-CCRE5 commercial
mortgage pass-through certificates:

  -- $85,349,000 class A-1 'AAAsf'; Outlook Stable;
  -- $159,765,000 class A-2 'AAAsf'; Outlook Stable;
  -- $90,894,000 class A-SB 'AAAsf'; Outlook Stable;
  -- $100,000,000 class A-3 'AAAsf'; Outlook Stable;
  -- $357,557,000 class A-4 'AAAsf'; Outlook Stable;
  -- $916,852,000a class X-A 'AAAsf'; Outlook Stable;
  -- $52,432,000ab class X-B 'AAsf'; Outlook Stable;
  -- $123,287,000b class A-M 'AAAsf'; Outlook Stable;
  -- $52,432,000b class B 'AAsf'; Outlook Stable;
  -- $211,146,000b class PEZ 'Asf'; Outlook Stable;
  -- $35,427,000b class C 'Asf'; Outlook Stable;
  -- $22,673,000b class D 'BBB+sf'; Outlook Stable;
  -- $32,593,000b class E 'BBB-sf'; Outlook Stable;
  -- $21,256,000b class F 'BBsf'; Outlook Stable;
  -- $18,422,000b class G 'Bsf'; Outlook Stable.

a Notional amount and interest only.
b Privately placed pursuant to Rule 144A.

Fitch does not rate the $34,010,559 class H.

The certificates represent the beneficial ownership interest in
the trust, primary assets of which are 63 commercial mortgage
loans secured by 98 commercial properties having an aggregate
principal balance of approximately $1.13 billion, as of the cutoff
date.  The loans were contributed to the trust by German American
Capital Corporation, Cantor Commercial Real Estate Lending, L.P.,
and KeyBank National Association.


COMM 2012-CCRE5: Moody's Assigns 'B2' Rating to Class G Certs.
--------------------------------------------------------------
Moody's Investors Service has assigned ratings to fifteen classes
of CMBS securities, issued by COMM 2012-CCRE5, Commercial Mortgage
Pass-Through Certificates, Series 2012-CCRE5.

  Cl. A-1, Definitive Rating Assigned Aaa (sf)

  Cl. A-2, Definitive Rating Assigned Aaa (sf)

  Cl. A-SB, Definitive Rating Assigned Aaa (sf)

  Cl. A-3, Definitive Rating Assigned Aaa (sf)

  Cl. A-4, Definitive Rating Assigned Aaa (sf)

  Cl. X-A*, Definitive Rating Assigned Aaa (sf)

  Cl. X-B*, Definitive Rating Assigned Aa2 (sf)

  Cl. A-M**, Definitive Rating Assigned Aaa (sf)

  Cl. B**, Definitive Rating Assigned Aa2 (sf)

  Cl. PEZ**, Definitive Rating Assigned Aa3 (sf)

  Cl. C**, Definitive Rating Assigned A2 (sf)

  Cl. D, Definitive Rating Assigned Baa1 (sf)

  Cl. E, Definitive Rating Assigned Baa3 (sf)

  Cl. F, Definitive Rating Assigned Ba2 (sf)

  Cl. G, Definitive Rating Assigned B2 (sf)

* Reflects Interest Only Classes

** Reflects Exchangeable Certificates

Ratings Rationale

The Certificates are collateralized by 63 fixed rate loans secured
by 98 properties. The ratings are based on the collateral and the
structure of the transaction.

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

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

The Moody's Actual DSCR of 1.68X is greater than the 2007
conduit/fusion transaction average of 1.31X. The Moody's Stressed
DSCR of 1.08X is greater than the 2007 conduit/fusion transaction
average of 0.92X.

Moody's Trust LTV ratio of 94.4% is lower than the 2007
conduit/fusion transaction average of 110.6%. Moody's Total LTV
ratio (inclusive of subordinated debt and debt-like preferred
equity) of 100.1% is also considered when analyzing various stress
scenarios for the rated debt.

Moody's also considers both loan level diversity and property
level diversity when selecting a ratings approach. With respect to
loan level diversity, the pool's loan level (includes cross
collateralized and cross defaulted loans) Herfindahl Index is
29.2. The transaction's loan level diversity is in line with
Herfindahl scores found in most multi-borrower transactions issued
since 2009. With respect to property level diversity, the pool's
property level Herfindahl Index is 30.0. The transaction's
property diversity profile is in line with the indices calculated
in most multi-borrower transactions issued since 2009.

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

Moody's also grades properties on a scale of 1 to 5 (best to
worst) and considers those grades when assessing the likelihood of
debt payment. The factors considered include property age, quality
of construction, location, market, and tenancy. The pool's
weighted average property quality grade is 2.10, which is higher
than the indices calculated in most multi-borrower transactions
since 2009.

In terms of waterfall structure, the transaction contains a unique
group of exchangeable certificates. Classes A-M(Aaa (sf)), B (Aa2
(sf)) and C (A2 (sf)) may be exchanged for Class PEZ (Aa3 (sf))
certificates and Class PEZ may be exchanged for the Classes A-M, B
and C. The PEZ certificates will be entitled to receive the sum of
interest distributable on the Classes A-M, B and C certificates
that are exchanged for such PEZ certificates. The initial
certificate balance of the Class PEZ certificates is equal to the
aggregate of the initial certificate balances of the Class A-M, B
and C and represent the maximum certificate balance of the PEZ
certificates that may be issued in an exchange.

Moody's considers the probability of certificate default as well
as the estimated severity of loss when assigning a rating. As a
thick vertical tranche, Class PEZ has the default characteristics
of the lowest rated component certificate (A2 (sf)), but a very
high estimated recovery rate if a default occurs given the
certificate's thickness. The higher estimated recovery rate
resulted in a Aa3 (sf) rating, a rating higher than the lowest
provisionally rated component certificate.

The methodologies used in this rating were "Moody's Approach to
Rating Fusion U.S. CMBS Transactions" published in April 2005, and
"Moody's Approach to Rating Structured Finance Interest-Only
Securities" published in February 2012.

Moody's analysis employs the excel-based CMBS Conduit Model v2.61
which derives credit enhancement levels based on an aggregation of
adjusted loan level proceeds derived from Moody's loan level DSCR
and LTV ratios. Major adjustments to determining proceeds include
loan structure, property type, sponsorship, and diversity. Moody's
analysis also uses the CMBS IO calculator ver_1.1, which
references the following inputs to calculate the proposed IO
rating based on the published methodology: original and current
bond ratings and credit estimates; original and current bond
balances grossed up for losses for all bonds the IO(s)
reference(s) within the transaction; and IO type corresponding to
an IO type as defined in the published methodology.

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

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

Moody's Parameter Sensitivities: If Moody's value of the
collateral used in determining the initial rating were decreased
by 5%, 14%, and 23%, the model-indicated rating for the currently
rated Aaa Super Senior class would be Aaa, Aaa, and Aa1,
respectively; for the most junior Aaa rated class A-M would be
Aa1, Aa2, and A1, respectively. Parameter Sensitivities are not
intended to measure how the rating of the security might migrate
over time; rather they are designed to provide a quantitative
calculation of how the initial rating might change if key input
parameters used in the initial rating process differed. The
analysis assumes that the deal has not aged. Parameter
Sensitivities only reflect the ratings impact of each scenario
from a quantitative/model-indicated standpoint. Qualitative
factors are also taken into consideration in the ratings process,
so the actual ratings that would be assigned in each case could
vary from the information presented in the Parameter Sensitivity
analysis.

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


CONTINENTAL AIRLINES: Moody's Assigns B1 Rating to Class C Certs.
-----------------------------------------------------------------
Moody's Investors Service assigned a B1 rating to the Class C Pass
Through Certificates, Series 2012-3 of the 2012-3 Pass Through
Trust ("Class C Certificates") that Continental Airlines, Inc.
("Continental") will establish.

Ratings Rationale

The proceeds of the Class C Certificates will fund the purchase of
Series C equipment notes ("Series C Notes") with respect to 42
aircraft, 21 each in Continental's previously issued EETCs, Series
2012-1("2012-1") and Series 2012-2 ("2012-2" and together the
"Prior Series"). The Series C Notes will be the primary assets of
the 2012-3 Pass Through Trust. The Class C Certificates have the
most junior claim against the assets of the respective Pass
Through Trusts pursuant to the subordination provisions of the
respective Intercreditor Agreements. There will be no liquidity
facility for the Class C Certificates.

The loan-to-value ("LTV") of about 85% (based on Moody's estimate
of current market value) inclusive of four points of LTV benefit
for the cross-collateralization feature and before the priority
claim of the liquidity providers leaves little equity cushion.
Nevertheless, the ratings of the Class C Certificates consider the
credit quality of Continental as obligor of the underlying
equipment notes, the applicability of Section 1110 of Title 11 of
the United States Code (the "Code"), the importance of the B737-
900ER and B787 aircraft to Continental's fleet and the cross-
collateralization feature. The assigned rating reflects Moody's
opinion of the ability of the Pass-Through Trustees to make timely
payment of interest and the ultimate payment of principal on the
final scheduled regular distribution date of April 29, 2018.

The Series C Notes will be cross-collateralized; however, such
cross-collateralization will be conditional. The Series C Notes
that secure the 21 aircraft of 2012-1 will cross-collateralize
each other. Similarly, the Series C Notes that secure the 21
aircraft of 2012-2 will cross-collateralize each other. Upon the
exercise of remedies under a default scenario, any proceeds
remaining after the payoff in full of the Series C Notes that
relate to 2012-1 would be available to the Trustee for the
satisfaction of any remaining outstanding balances of Series C
Notes of 2012-2, and vice versa. Excess proceeds used to pay
Series C Equipment Notes of another Prior Series will not be
subject to the Intercreditor Agreement of such other Prior Series.
The Series C Notes of each Prior Series will not be cross-
defaulted to each other unless the senior tranche Certificates of
the respective Prior Series have been paid off in full. The Class
A and Class B equipment notes of each Prior Series will not cross-
default to their counterparts in the other Prior Series.

Continental will use the proceeds from the sale of equipment notes
for aircraft already delivered for general corporate purposes. The
remaining proceeds of the Certificates will be held in escrow and
will be used to purchase Series C Notes as the remaining 19
aircraft across the two 2012 EETCs deliver on or before the end of
the Delivery Period on December 31, 2013. The subordination
provisions of the respective Intercreditor Agreements for each
Prior Series provide for the payment of interest first on the
Preferred B Pool Balance and then on the Preferred C Pool Balance
before payments of principal on the Class A Certificates of such
Prior Series. Amounts due under the Certificates of each Prior
Series will, in any event, be subordinated to any amounts due on
either of the respective Class A or Class B liquidity facilities,
each of which provides for three consecutive semi-annual interest
payments due to the respective Certificate holders.

Please refer to Moody's press releases dated March 8, 2012 and
September 19, 2012 in which the rating agency assigned Baa2 and
Ba2 ratings, respectively to the A and B tranches of each of
Continental's 2012-1 and 2012-2 Enhanced Equipment Trust
Certificates for the rationale of Moody's ratings assignments.

The principal methodology used in rating Continental Airlines,
Inc. was the Global Passenger Airlines Industry Methodology
published in May 2012 and the Enhanced Equipment Trust And
Equipment Trust Certificates Methodology published in December
2010.

Continental Airlines, Inc. ("CAL") is an airline operating company
subsidiary of United Continental Holdings, Inc. ("UAL"), which is
also the parent of United Air Lines, Inc. ("United"). Combined
with their regional airline partners, these airlines operate an
average of 5,557 flights a day to 378 airports on six continents
from their hubs in Chicago, Cleveland, Denver, Guam, Houston, Los
Angeles, New York/Newark Liberty, San Francisco, Tokyo, and
Washington D.C.


CVS CREDIT: Moody's Keeps 'Ba1' Rating on Series A-2 Certificates
-----------------------------------------------------------------
Moody's Investors Service affirmed the rating of CVS Credit Lease
Backed Pass-Through Certificate, Series A-2 as follows:

  Series A-2, Affirmed at Ba1 (sf); previously on Mar 6, 2007
  Confirmed at Ba1 (sf)

Ratings Rationale

The transaction is supported by CVS/Caremark (CVS) lease
obligations on 96 single-tenant buildings. The rating of the A-2
Certificate is affirmed at Ba1 based on CVS's rating (senior
unsecured debt rating Baa2, positive outlook) as well as the
balloon risk at the certificate's final distribution date.

This action is the result of Moody's on-going surveillance of
commercial mortgage backed (CMBS) securities.

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

Other methodologies and factors that may have been considered in
the process of rating this issue can also be found in the Credit
Policy & Methodologies directory.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
prior full review is summarized in a press release dated January
6, 2012.

Deal Performance

As of the December 10, 2012 distribution date, the transaction's
aggregate Certificate balance was $125 million. The Certificates
are supported by 96 single-tenant, stand-alone retail buildings
leased to CVS. Each building is subject to a fully bondable triple
net lease guaranteed by CVS. Payments on the leases are sufficient
to pay all interest of the Class A-2 Certificate by the January
10, 2023 final distribution date. The remaining principal of the
A-2 Certificate is insured under residual value insurance policies
issued by Financial Structures Limited and reinsured by Royal
Indemnity Company (Royal). On September 28, 2006, Moody's
downgraded Royal's financial strength rating to B2 from Ba3 and
subsequently withdrew the rating. The rating on the A-2
Certificates is notched down from CVS's rating due to the size of
the loan balance at maturity relative to the value of the
collateral assuming the existing tenant is no longer in occupancy
(the dark value).

CVS, headquartered in Woonsocket, Rhode Island, is the largest
provider of prescriptions in the United States. The company fills
or manages more than 1 billion prescriptions annually through
about 7,000 CVS pharmacy stores, its pharmacy benefits management
operation, its mail order and specialty pharmacy division,
Caremark Pharmacy Services, and its on-line pharmacy.


DECO 11: Fitch Lowers Ratings on Four Note Classes
--------------------------------------------------
Fitch Ratings has taken various rating actions on DECO 11 - UK
Conduit 3 plc's (DECO 11) commercial mortgage-backed notes due
January 2020, as follows:

  -- GBP171.9m class A1-A (XS0279810468) affirmed at 'Asf';
     Outlook Stable

  -- GBP70.7m class A1-B (XS0279812597) downgraded to 'Bsf
     from''BBBsf'; Outlook Negative

  -- GBP43.2m class A2 (XS0279814452) downgraded to 'CCCsf';
     Recovery Estimate (RE) 50% from 'Bsf'; Outlook Negative

  -- GBP26.2m class B (XS0279815426) downgraded to 'CCsf' from
     'CCCsf'; RE 0%

  -- GBP36.1m class C (XS0279816580) downgraded to 'Csf' from
     'CCsf'; RE 0%

  -- GBP28.2m class D (XS0279817398) affirmed at 'Csf'; RE 0%

The downgrades are driven primarily by the under-performance of
the Mapeley Gamma loan (56% of the pool).  The affirmation of the
class A1-A reflects the change to a fully sequential pay-down
structure following the revaluation of the Mapeley Gamma
portfolio.  At last review, Fitch expressed concerns over the pro-
rata distribution of principal available funds; whilst these
concerns are no longer relevant, the Mapeley Gamma market value
decline was higher than what the agency expected at the latest
rating action.

The GBP217.1m facility (56% of the pool) is secured by 24 office
properties located across the UK, typically in secondary
locations.  The portfolio was revalued in August 2012 to
GBP116.2m, from GBP265.3m in October 2008.  The revaluation has
resulted in an increased loan-to-value (LTV) of 186.9%, breaching
the LTV covenant.  The revaluation is mainly driven by the
difference between market rent and portfolio's contracted income,
which translates into an over-rentedness of circa 25%.

On 14th December 2012, Fitch withdrew Solutus Advisors's servicer
rating as the agency believes that Solutus Advisors provided
incorrect and misleading information during the initial servicer
rating.  Solutus Advisors is the nominated special servicer for
two out of 12 loans in the pool (Wildmoor Northpoint Ltd and CPI
Retail Active Management; 12% of the pool); both loans have been
transferred to special servicing.


EATON VANCE: Moody's Assigns Rating to VRTP Shares
--------------------------------------------------
Moody's Investors Service has assigned an A1 rating to $80 million
of Variable Rate Term Preferred Shares (VRTP) issued by the Eaton
Vance Floating-Rate Income Trust (EFT), a New York Stock Exchange
listed closed-end fund that invests in senior secured floating
rate loans and corporate bond obligations. The proceeds from the
issuance are intended to be used to repurchase or redeem EFT's
outstanding Auction Preferred Shares (APS). In the same rating
action, Moody's affirmed the A1 rating of the APS, pending their
redemption, scheduled to take effect over the next few weeks.

Ratings Rationale

Moody's said that the 800 VRTP shares with a liquidation
preference of $100,000 have been issued in the form of a Rule 144A
Securities Act of 1933 4(2) private placement with a term of three
years following the date of purchase. The VRTP shares are intended
to refinance the repurchase or redemption of outstanding APS.

The VRTP's A1 rating is supported by the fund's strong adjusted
leverage and fixed charge coverage ratios. At the same time, the
rating reflects the portfolio's below investment grade senior
secured bank loan securities that are less liquid as well as the
fund's additional leverage through borrowings up to $265 million
in the form of a senior contractual obligation that, in Moody's
view, serves to subordinate the standing of VRTP holders.

The rating agency added that the A1 rating also reflects the
fund's strong coverage ratios, using bank loan advance rates
applied to all portfolio assets, combined with low risk of
breaching the coverage ratio imposed by the Investment Company Act
of 1940 ('40 Act). Moody's risk adjusted coverage ratio calculated
on a pro-forma basis and applied to portfolio securities,
including Level 3 securities that are subject to more conservative
discounts, recently stood at 138% of the Aaa standard for this
metric. This, combined with a low probability of breaching the
fund's '40 Act regulatory coverage, contributes to the fund's
strong adjusted leverage profile. The leverage profile is
reinforced by the fund's adoption of higher liquidation thresholds
and the creation of a structured liquidity facility in the event
of a mandatory redemption.

The fund's portfolio profile, which captures Moody's assessment of
the credit quality and liquidity of the fund's holdings, reflects
the low Ba3 average credit quality of the fund's assets,
consisting of senior bank loans, as well as the lower liquidity
metrics associated with such securities. That said, the fund is
highly diversified both on sector and issuer basis, and the rating
benefit from this portfolio structure. The A1 rating of the VRTP
shares is further supported by the high quality 7X to 10X fixed
charge coverage ratios, calculated on a trailing one year basis,
evidencing the funds' strong capacity to meet periodic dividend
payments from recurring earnings.

Commenting on the VRTP's priority of claim, Moody's said the
rating also reflects a one notch downward adjustment to reflect
the weaker position of investors holding preferred stock relative
to senior unsecured debt obligations and an additional one notch
differential to reflect the fund's substantial senior leverage
from consistent borrowings under its $265 million revolving bank
credit facility that, in Moody's view, serves to subordinate the
standing of VRTP holders.

The Eaton Vance Floating Rate Income Trust (EFT), with common
shares of about $603.2 million and total net assets of about
$948.2 million as of December 14, 2012, seeks high current income
through investments in senior secured floating rate securities.
The fund is modestly levered at about 36% of total assets,
including current APS and VRTP shares, along with the $265 million
Revolving Credit and Security Agreement which is currently
outstanding. This compares to the fund's target '40 Act leverage
ratio of about 36%.

The fund is managed by Eaton Vance Management, an investment
management company headquartered in Boston, Massachusetts. Eaton
Vance is a wholly-owned subsidiary of Eaton Vance Corp. (NYSE: EV)
which is rated A3/P-2 (stable). The company offers a broad set of
investment products and services to clients.

The principal methodology used in this rating was "Moody's
Methodology for Rating Securities Issued by U.S. Closed-End Funds"
published in May 2012.


ECP CLO 2012-4: S&P Affirms 'BB' Rating on $13.9MM Class D Notes
----------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on ECP CLO
2012-4 Ltd./ECP CLO 2012-4 LLC's $275.1 million fixed- and
floating-rate notes following the transaction's effective date as
of Oct. 12, 2012.

"Most U.S. cash flow collateralized debt obligations (CLOs) close
before purchasing the full amount of their targeted level of
portfolio collateral. On the closing date, the collateral manager
typically covenants to purchase the remaining collateral within
the guidelines specified in the transaction documents to reach the
target level of portfolio collateral. Typically, the CLO
transaction documents specify a date by which the targeted level
of portfolio collateral must be reached. The 'effective date' for
a CLO transaction is usually the earlier of the date on which the
transaction acquires the target level of portfolio collateral, or
the date defined in the transaction documents. Most transaction
documents contain provisions directing the trustee to request the
rating agencies that have issued ratings upon closing to affirm
the ratings issued on the closing date after reviewing the
effective date portfolio (typically referred to as an 'effective
date rating affirmation')," S&P said.

"An effective date rating affirmation reflects our opinion that
the portfolio collateral purchased by the issuer, as reported to
us by the trustee and collateral manager, in combination with the
transaction's structure, provides sufficient credit support to
maintain the ratings that we assigned on the transaction's closing
date. The effective date reports provide a summary of certain
information that we used in our analysis and the results of our
review based on the information presented to us," S&P said.

"We believe the transaction may see some benefit from allowing a
window of time after the closing date for the collateral manager
to acquire the remaining assets for a CLO transaction. This window
of time is typically referred to as a 'ramp-up period.' Because
some CLO transactions may acquire most of their assets from the
new issue leveraged loan market, the ramp-up period may give
collateral managers the flexibility to acquire a more diverse
portfolio of assets," S&P said.

"For a CLO that has not purchased its full target level of
portfolio collateral by the closing date, our ratings on the
closing date and prior to our effective date review are generally
based on the application of our criteria to a combination of
purchased collateral, collateral committed to be purchased, and
the indicative portfolio of assets provided to us by the
collateral manager, and may also reflect our assumptions about the
transaction's investment guidelines. This is because not all
assets in the portfolio have been purchased," S&P said.

"When we receive a request to issue an effective date rating
affirmation, we perform quantitative and qualitative analysis of
the transaction in accordance with our criteria to assess whether
the initial ratings remain consistent with the credit enhancement
based on the effective date collateral portfolio. Our analysis
relies on the use of CDO Evaluator to estimate a scenario default
rate at each rating level based on the effective date portfolio,
full cash flow modeling to determine the appropriate percentile
break-even default rate at each rating level, the application of
our supplemental tests, and the analytical judgment of a rating
committee," S&P said.

"In our published effective date report, we discuss our analysis
of the information provided by the transaction's trustee and
collateral manager in support of their request for effective date
rating affirmation. In most instances, we intend to publish an
effective date report each time we issue an effective date rating
affirmation on a publicly rated U.S. cash flow CLO," S&P said.

"On an ongoing basis after we issue an effective date rating
affirmation, we will periodically review whether, in our view, the
current ratings on the notes remain consistent with the credit
quality of the assets, the credit enhancement available to support
the notes, and other factors, 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 Standard & Poor's 17g-7 Disclosure Report included in this
credit rating report is available at:

       http://standardandpoorsdisclosure-17g7.com/1188.pdf.

RATINGS AFFIRMED
ECP CLO 2012-4 Ltd./ECP CLO 2012-4 LLC

Class                           Rating         Amount (mil. $)
A-1                             AAA (sf)                201.20
A-2                             AA(sf)                   13.50
B floating-rate (deferrable)    A (sf)                   19.10
B fixed-rate (deferrable)       A (sf)                   12.00
C (deferrable)                  BBB (sf)                 15.40
D (deferrable)                  BB (sf)                  13.90
Subordinated notes              NR                       36.36

NR-Not rated.


EMPORIA PREFERRED: Fitch Affirms 'BB' Ratings on 2 Note Classes
---------------------------------------------------------------
Fitch Ratings has affirmed seven classes of notes issued by
Emporia Preferred Funding I, Ltd./Corp. (Emporia I) and revised
rating outlooks as follows:

  -- $130,572,352 class A notes at 'AAAsf'; Outlook Stable;
  -- $36,615,000 class B-1 notes at 'AAsf'; Outlook to Positive
     from Stable;
  -- $5,000,000 class B-2 notes at 'AAsf'; Outlook to Positive
     from Stable;
  -- $24,360,000 class C notes at 'Asf'; Outlook to Positive from
     Stable;
  -- $24,360,000 class D notes at 'BBBsf'; Outlook Stable;
  -- $8,000,000 class E-1 notes at 'BBsf'; Outlook Stable;
  -- $5,195,000 class E-2 notes at 'BBsf'; Outlook Stable.

The rating actions reflect the overall stability in credit quality
of the underlying loan portfolio and increasing credit enhancement
levels following amortization of the underlying portfolio.  Since
December 2011, the transaction has received a significant amount
of principal proceeds, with the class A notes paying down $144.1
million in principal.  The amount of performing assets Fitch
considers rated 'CCC+' or below has decreased to 7.2% from 11.9%
in December 2011.  Fitch currently considers the weighted average
rating of the $225 million (as of Nov. 2, 2012 trustee report)
performing portfolio to be 'B/B-', within the same category as the
portfolio in December 2011.

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'.  While Fitch's cash flow analysis indicates higher
passing rating levels for the class B-1, B-2 and C notes, the
current ratings appropriately reflect the risk profile of the
remaining portfolio.  The class B-1, B-2 and C notes remain
subordinate to the class A notes and will not receive any
principal proceeds until the more senior tranches are paid in
full.  Based on the maturity profile of the remaining portfolio,
class A is not expected to pay in full within the next year.
Since the class C notes receive interest and principal subordinate
to satisfaction of the class A/B coverage tests, Fitch applied a
ratings cap at 'Asf' to this class.  The application of a cap
under Fitch's 'Criteria for Rating Caps in Global Structured
Finance Transactions' reflects the additional risk to the class C
notes given their ability to defer interest payments.

Emporia I is a cash flow collateralized loan obligation (CLO) that
closed on Oct. 12, 2005 and is managed by Ivy Hill Asset
Management, a portfolio management company of Ares Capital
Corporation.  Emporia I has a revolving portfolio primarily
composed of U.S. middle market loans, approximately 91.6% of which
are senior secured positions and approximately 8.4% of which are
second lien loans and structured finance assets.  The transaction
exited its reinvestment period in October 2011.


G-FORCE 2005-RR2: Fitch Affirms Ratings on 16 Note Classes
----------------------------------------------------------
Fitch Ratings has affirmed 16 classes issued by G-Force 2005-RR2
LLC (G-Force 2005-RR2).

Since Fitch's last rating action in January 2012, approximately
11.5% of the underlying collateral has been downgraded and 9.5%
has been upgraded.  Currently, 87.7% of the portfolio has a Fitch
derived rating below investment grade and 62.8% has a rating in
the 'CCC' category and below, compared to 85.8% and 60.6%,
respectively, at the last rating action.  Over this period, the
class A-2 notes have received $64.2 million for a total of $125.4
million in pay downs since issuance.

This transaction was analyzed under the framework described in the
report 'Global Rating Criteria for Structured Finance CDOs' using
the Portfolio Credit Model (PCM) for projecting future default
levels for the underlying portfolio.  Fitch also analyzed the
structure's sensitivity to the assets that are distressed,
experiencing interest shortfalls, and those with near-term
maturities.  dditionally, a deterministic analysis was performed
where the recovery estimate on the distressed collateral was
modeled in accordance with the principal waterfall.  An asset by
asset analysis was then performed for the remaining assets to
determine the collateral coverage for the remaining liabilities.
Based on this analysis, the credit enhancement for the class A-2
is consistent with the rating indicated below.

For the class A-3 and A-4 notes, Fitch analyzed each class'
sensitivity to the default of the distressed assets ('CCC' and
below).  Given the high probability of default of the underlying
assets and the expected limited recovery prospects upon default,
the class A-3 notes have been affirmed at 'CCCsf', indicating that
default is possible.  Similarly, the class A-4 notes have been
affirmed at 'Csf', indicating that default is inevitable.  The
class B through N notes have all realized principal losses and
have been affirmed at 'Dsf'.

The Negative Outlook on the class A-2 notes reflects the
concentration risk of the underlying portfolio.

G-Force 2005-RR2 is a commercial mortgage backed security (CMBS)
resecuritization issued in August 2005.  The transaction is
currently collateralized by 76 CMBS assets from 23 obligors from
the 1998-2002 vintages.  The collateral is primarily composed of
CMBS B-Piece resecuritizations which are commercial real estate
collateralized debt obligations (CRE CDOs) and ReRemic
transactions that include the most junior bonds of CMBS
transactions.

Fitch has affirmed the following classes:

  -- $24,590,957 class A-2 at 'AAsf'; Outlook Negative;
  -- $250,000,000 class A-3FL at 'CCCsf';
  -- $50,000,000 class A-4A at 'Csf';
  -- $58,446,000 class A-4B at 'Csf';
  -- $56,650,581 class B at 'Dsf';
  -- $0 class C at 'Dsf';
  -- $0 class D at 'Dsf';
  -- $0 class E at 'Dsf';
  -- $0 class F at 'Dsf';
  -- $0 class G at 'Dsf';
  -- $0 class H at 'Dsf';
  -- $0 class J at 'Dsf';
  -- $0 class K at 'Dsf';
  -- $0 class L at 'Dsf';
  -- $0 class M at 'Dsf';
  -- $0 class N at 'Dsf'.


GREAT LAKES 2012-1: S&P Gives 'BB' Rating on $29MM Class E Notes
----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its ratings to Great
Lakes CLO 2012-1 Ltd./Great Lakes CLO 2012-1 LLC's $308.5 million
floating-rate notes.

The note issuance is a collateralized loan obligation
securitization backed by a revolving pool consisting primarily of
senior secured loans to middle-market obligors.

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
    (not counting excess spread) and cash flow structure, which
    can withstand the default rate projected by Standard & Poor's
    CDO Evaluator model, as assessed by Standard & Poor's using
    the assumptions and methods outlined in its corporate
    collateralized debt obligation criteria.

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

-- The diversified collateral portfolio, which consists primarily
    of speculative-grade senior secured term loans to middle-
    market obligors.

-- The collateral manager's experienced management team.

-- S&P's projections regarding the timely interest and ultimate
    principal payments on the rated notes, which S&P assessed
    using its cash flow analysis and assumptions commensurate with
    the assigned ratings under various interest rate scenarios,
    including LIBOR ranging from 0.30%-11.36%.

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

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

            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/1188.pdf.

RATINGS ASSIGNED

Great Lakes CLO 2012-1 Ltd./Great Lakes CLO 2012-1 LLC

Class                Rating           Amount
                                    (mil. $)
A                    AAA (sf)         202.50
B                    AA (sf)           31.25
C (deferrable)       A (sf)            26.00
D (deferrable)       BBB (sf)          19.75
E (deferrable)       BB (sf)           29.00
Subordinated notes   NR                52.67

NR-Not rated.


GREENWICH CAPITAL: Moody's Lowers Rating on Class N Certs. to 'C'
-----------------------------------------------------------------
Moody's Investors Service affirmed the ratings of 12 classes and
downgraded three classes of Greenwich Capital Commercial Funding
Corporation, Commercial Mortgage Pass-Through Certificates, Series
2003-C1 as follows:

Cl. A-4, Affirmed at Aaa (sf); previously on Jul 24, 2003 Assigned
Aaa (sf)

Cl. B, Affirmed at Aaa (sf); previously on Nov 10, 2006 Upgraded
to Aaa (sf)

Cl. C, Affirmed at Aaa (sf); previously on Nov 10, 2006 Upgraded
to Aaa (sf)

Cl. D, Affirmed at Aaa (sf); previously on Nov 10, 2006 Upgraded
to Aaa (sf)

Cl. E, Affirmed at Aaa (sf); previously on Mar 18, 2010 Upgraded
to Aaa (sf)

Cl. F, Affirmed at Aa1 (sf); previously on Mar 18, 2010 Upgraded
to Aa1 (sf)

Cl. G, Affirmed at Aa3 (sf); previously on Dec 15, 2011 Upgraded
to Aa3 (sf)

Cl. H, Affirmed at Baa1 (sf); previously on Nov 10, 2006 Upgraded
to Baa1 (sf)

Cl. J, Affirmed at Baa3 (sf); previously on Jul 24, 2003
Definitive Rating Assigned Baa3 (sf)

Cl. K, Affirmed at Ba1 (sf); previously on Jul 24, 2003 Definitive
Rating Assigned Ba1 (sf)

Cl. L, Downgraded to B2 (sf); previously on Dec 15, 2011
Downgraded to B1 (sf)

Cl. M, Downgraded to Caa1 (sf); previously on Dec 15, 2011
Downgraded to B3 (sf)

Cl. N, Downgraded to C (sf); previously on Dec 15, 2011 Downgraded
to Caa3 (sf)

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

Cl. XC, 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 its
current base expected loss, the credit enhancement levels for the
affirmed classes are sufficient to maintain their current ratings.
The IO Class, Class XC, is affirmed due to the credit quality of
its referenced classes.

The downgrades are due to realized and anticipated losses from
loans in special servicing.

Moody's rating action reflects a base expected loss of 4.4% of the
current balance compared to 3.3% at last review. Moody's provides
a current list of base expected losses for conduit and fusion CMBS
transactions on moodys.com at
http://www.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 given the weak pace of
recovery and commercial real estate property markets. Commercial
real estate property values are continuing to move in a modestly
positive direction along with a rise in investment activity and
stabilization in core property type performance. Limited new
construction and moderate job growth have aided this improvement.
However, a consistent upward trend will not be evident until the
volume of investment activity steadily increases for a significant
period, non-performing properties are cleared from the pipeline,
and fears of a Euro area recession are abated.

The hotel sector is performing strongly with nine straight
quarters of growth and the multifamily sector continues to show
increases in demand with a growing renter base and declining home
ownership. Recovery in the office sector continues at a measured
pace with minimal additions to supply. However, office demand is
closely tied to employment, where growth remains slow and
employers are considering decreases in the leased space per
employee. Also, primary urban markets are outperforming secondary
suburban markets. Performance in the retail sector continues to be
mixed with retail rents declining for the past four years, weak
demand for new space and lackluster sales driven by internet sales
growth. Across all property sectors, the availability of debt
capital continues to improve with robust securitization activity
of commercial real estate loans supported by a monetary policy of
low interest rates.

Moody's central global macroeconomic scenario is for continued
below-trend growth in US GDP over the near term, with consumer
spending remaining soft in the US. Hurricane Sandy may skew near-
term economic data but is unlikely to have any long-term
macroeconomic effects. Primary downside risks include: a deeper
than expected recession in the euro area accompanied by deeper
credit contraction; the potential for a hard landing in major
emerging markets, including China, India and Brazil; an oil supply
shock; albeit abated in recent months; and given recent political
gridlock, excessive fiscal tightening in the US in 2013 leading
the US into recession. However, the Federal Reserve has shown
signs of support for activity by continuing with quantitative
easing.

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 23 compared to 27 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 December 15, 2011.

Deal Performance

As of the December 12, 2012 distribution date, the transaction's
aggregate certificate balance has decreased 64% to $443.8 million
from $1.2 billion at securitization. The Certificates are
collateralized by 41 mortgage loans ranging in size from less than
1% to 41% of the pool. There are seven defeased loans that are
backed by U.S. government securities. There are no loans with an
investment grade credit assessment.

There are presently 15 loans, representing 29% of the pool, on the
master servicer's watchlist. The watchlist includes loans which
meet certain portfolio review guidelines established as part of
the CRE Finance Council (CREFC) monthly reporting package. As part
of its ongoing monitoring of a transaction, Moody's reviews the
watchlist to assess which loans have material issues that could
impact performance.

Six loans have been liquidated from the pool since securitization,
resulting in an aggregate $30.9 million loss (30% loss severity on
average). Currently six loans, representing 7% of the pool, are in
special servicing. The largest specially serviced loan is the
Gateway Plaza Shopping Center Loan ($11.4 million -- 2.6% of the
pool), which is secured by a 143,520 square foot (SF) unanchored
retail center located in Overland Park, Kansas. The loan was
transferred to special servicing in August 2011 due to imminent
monetary default. The borrower has indicated that falling rents
and declining occupancy destabilized the property. The special
servicer is currently reviewing potential exit strategies.

The remaining five specially serviced properties are secured by a
mix of property types. Moody's estimates an aggregate $12.3
million loss for the specially serviced loans (46.0% expected loss
on average).

Moody's was provided with full year 2011 and partial year 2012
operating results for 97% and 91% of the performing pool,
respectively. Excluding specially serviced loans, Moody's weighted
average conduit LTV is 85% compared to 84% at last review. Moody's
net cash flow reflects a weighted average haircut of 10.7% to the
most recently available net operating income. Moody's value
reflects a weighted average capitalization rate of 9.5%.

Excluding specially serviced loans, Moody's actual and stressed
conduit DSCRs are 1.36X and 1.27X, respectively, compared to 1.39X
and 1.28X, 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 15.9% of the pool
balance. The largest conduit loan is the Rosebud MHC Loan ($24.5
million -- 5.5% of the pool), which is secured by a 903-pad mobile
home park located in Bridgeview, Illinois. As of June 2012, the
property was 90% leased, the same as at last review. Overall,
performance has been stable and the loan is benefiting from
amortization. Moody's LTV and stressed DSCR are 76% and 1.28X,
respectively, compared to 81% and 1.21X at last review.

The second largest loan is the 122 South Michigan Avenue Loan
($24.1 million -- 5.4% of the pool), which is secured by a 350,638
SF office building located in Chicago, Illinois. The office
building is architecturally significant and was designed by Daniel
Burnham in 1911. As of June 2012, the property was 82% leased
compared to 84% at last review. Financial performance improved in
2011 compared to 2010. The loan has amortized 14% since
securitization. Moody's LTV and stressed DSCR are 76% and 1.38X,
respectively, compared to 96% and 1.09X at last review.

The third largest loan is the Heritage Plaza Loan ($25.1 million -
- 4.0% of the pool), which is secured by a 353,003 SF office
building and parking garage located in Metairie, Louisiana. As of
March 2012, the property was 90% leased compared to 91% at last
review. Performance has steadily improved over the past three
years the loan is benefiting from amortization. Moody's LTV and
stressed DSCR are 80% and 1.32X, respectively, compared to 89% and
1.17X at last review.


GS MORTGAGE 2006-RR3: Moody's Cuts Rating on A-2 Certs. to 'C'
--------------------------------------------------------------
Moody's Investors Service has downgraded one and affirmed three
classes of Certificates issued by GS Mortgage Securities
Corporation II, Commercial Mortgage Pass-Through Certificates,
Series 2006-RR3 ("GSMS 2006-RR3"). The downgrade is due to
increased losses to the underlying CMBS collateral. The
affirmations are due to key transaction parameters performing
within levels commensurate with the existing ratings levels. The
rating action is the result of Moody's on-going surveillance of
commercial real estate collateralized debt obligation (CRE CDO and
Re-Remic) transactions.

Moody's rating action is as follows:

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

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

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

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

Ratings Rationale

GSMS 2006-RR3 is a static Re-Remic transaction backed by a
portfolio of commercial mortgage backed securities (CMBS) (100.0%
of the pool balance). All of the CMBS assets were securitized
between 2004 and 2006. The aggregate Certificate balance of the
transaction has decreased to $525.8 million compared to $727.8
million at issuance as a result of writedowns to the underlying
CMBS collateral.

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

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's has completed updated assessments for the non-Moody's
rated reference obligations. Moody's modeled a bottom-dollar WARF
of 6,578, compared to 7,128 at last review. The current
distribution of Moody's rated collateral and assessments for non-
Moody's rated reference obligations is as follows: A1-A3 (3.9%
compared to 3.5% at last review), Baa1-Baa3 (19.0% compared to
17.0% at last review), Ba1-Ba3 (15.9% compared to 16.3% at last
review), B1-B3 (16.9% compared to 13.1% at last review), and Caa1-
C (44.3% compared to 50.2% at last review).

Moody's modeled a WAL of 3.5 years, compared to 4.3 years at last
review. The current WAL is based on the assumption about
extensions on the underlying reference obligations and associated
loans.

Moody's modeled a fixed WARR of 7.2% compared to 6.6% at last
review.

Moody's modeled a MAC of 16.4%, compared to 100.0% at last review.

Moody's review incorporated CDOROM(R) v2.8, one of Moody's CDO
rating models, which was released on March 22, 2012.

The cash flow model, CDOEdge(R) v3.2.1.2, was used to analyze the
cash flow waterfall and its effect on the capital structure of the
deal.

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

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 given the weak pace of
recovery and commercial real estate property markets. Commercial
real estate property values are continuing to move in a modestly
positive direction along with a rise in investment activity and
stabilization in core property type performance. Limited new
construction and moderate job growth have aided this improvement.
However, a consistent upward trend will not be evident until the
volume of investment activity steadily increases for a significant
period, non-performing properties are cleared from the pipeline,
and fears of a Euro area recession are abated.

The hotel sector is performing strongly with nine straight
quarters of growth and the multifamily sector continues to show
increases in demand with a growing renter base and declining home
ownership. Recovery in the office sector continues at a measured
pace with minimal additions to supply. However, office demand is
closely tied to employment, where growth remains slow and
employers are considering decreases in the leased space per
employee. Also, primary urban markets are outperforming secondary
suburban markets. Performance in the retail sector continues to be
mixed with retail rents declining for the past four years, weak
demand for new space and lackluster sales driven by internet sales
growth. Across all property sectors, the availability of debt
capital continues to improve with robust securitization activity
of commercial real estate loans supported by a monetary policy of
low interest rates.

Moody's central global macroeconomic scenario is for continued
below-trend growth in US GDP over the near term, with consumer
spending remaining soft in the US. Hurricane Sandy may skew near-
term economic data but is unlikely to have any long-term
macroeconomic effects. Primary downside risks include: a deeper
than expected recession in the euro area accompanied by deeper
credit contraction; the potential for a hard landing in major
emerging markets, including China, India and Brazil; an oil supply
shock, albeit abated in recent months; and given recent political
gridlock, excessive fiscal tightening in the US in 2013 leading
the US into recession. However, the Federal Reserve has shown
signs of support for activity by continuing with quantitative
easing.

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


HERTZ VEHICLE: Moody's Says Cap Amendment No ABS Rating Impact
--------------------------------------------------------------
Moody's Investors Service has reviewed the Confirmation, dated as
of December 18, 2012 relating to an interest rate cap owned by
Hertz Vehicle Financing LLC (Issuer), acquired in connection with
the Series 2009-1 Variable Funding Rental Car Asset-Backed Notes.
In and of itself and at this time, the execution of the
Confirmation will not cause a downgrade or withdrawal of the
current rating on the Series 2009-1 rental car asset-backed notes
issued by the Issuer. Hertz Vehicle Financing LLC is a special
purpose entity wholly owned by The Hertz Corporation (Hertz, B1
stable), which is the master servicer for the transaction.

The Confirmation, with a notional amount of $200 million, creates
a second interest rate cap agreement between Hertz and the cap
counterparty, Credit Agricole Corporate and Investment Bank (A2
negative), which will match an identical increase in the maximum
variable funding amount of the Series 2009-1 Notes, which increase
was also executed on December 18, 2012. The Confirmation and the
increase in the Series 2009-1 Notes maximum funding amount are
credit neutral. The additional cap addresses the potential
incremental interest rate exposure associated with the greater
maximum variable funding amount. The additional borrowing
availability under the Series 2009-1 Notes may only be accessed
if, among other things, the Issuer has sufficient collateral to
meet the borrowing base requirements.

Moody's ratings address only the credit risks associated with the
transaction. Other non-credit risks have not been addressed, but
may have significant effect on yield and/or other payments to
investors. This press release should not be taken to imply that
there will be no adverse consequence for investors since in some
cases such consequences will not impact the rating.

Principal Methodology

The principal methodology used in this rating was "Moody's Global
Approach to Rating Rental Car ABS and Rental Truck ABS," published
in July 2011.


HEWETT'S ISLAND I-R: S&P Raises Rating on Class E Notes to 'B+'
---------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
B, C, D, and E notes and removed its ratings on those notes from
CreditWatch with positive implications from Hewett's Island CLO I-
R Ltd., a collateralized loan obligation (CLO) transaction
currently managed by Acis Capital Management L.P., an affiliate of
Highland Capital Management L.P. "At the same time, we affirmed
our rating on the class A notes," S&P said.

"The rating actions follow our performance review of the
transaction and reflect improved credit performance we have
observed in the underlying asset portfolio since our December 2010
ratings, when we raised our ratings on five classes of notes," S&P
said.

"The amount of defaulted obligations held in the transaction's
portfolio declined since the last rating action, for which we
referenced the November 2010 trustee report. As of November 2012,
the transaction held just $0.76 million in defaulted assets, down
from $8.2 million in November 2010. Another positive factor in our
analysis includes an increase in the weighted-average spread from
3.1% to 3.6%," S&P said.

"The amount of assets rated in the 'CCC' range did not change
significantly over this time period. Also, the
overcollateralization (O/C) ratios remained relatively stable with
marginal increases of approximately 0.35% on average," S&P said.

"The obligor concentration supplemental test (which is part of our
criteria for rating corporate CDO transactions) affected the
rating on the class E notes," S&P said.

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

            STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

       http://standardandpoorsdisclosure-17g7.com/1188.pdf.

RATING AND CREDITWATCH ACTIONS

Hewett's Island CLO I-R Ltd.
                              Rating
Class                   To           From
B                       AA- (sf)     A+ (sf)/Watch Pos
C                       A- (sf)      BBB+ (sf)/Watch Pos
D                       BBB- (sf)    BB+ (sf)/Watch Pos
E                       B+ (sf)      CCC+ (sf)/Watch Pos


RATING AFFIRMED

Hewett's Island CLO I-R Ltd.

Class                   Rating
A                       AA+ (sf)


HOME RE 2005-2: Fitch Withdraws 'Dsf' Rating on Four Note Classes
-----------------------------------------------------------------
Fitch Ratings has withdrawn the ratings on four classes in Home Re
2005-2 Limited.  The transaction was terminated on Oct. 25, 2012,
and all certificates have been cancelled by the trustee.

Fitch has withdrawn the following ratings:

Home Re 2005-2 Limited:

  -- Class M8 (CUSIP 43731PAJ9) 'Dsf/RE 0%';
  -- Class M9 (CUSIP 43731PAK6) 'Dsf/RE 0%';
  -- Class B1 (CUSIP 43731PAL4) 'Dsf/RE 0%';
  -- Class B2 (CUSIP 43731PAM2) 'Dsf/RE 0%'.


JP MORGAN 2006-LDP9: Fitch Cuts Rating on Six Secs. to 'Csf'
------------------------------------------------------------
Fitch Ratings downgrades 18 classes of JP Morgan Chase Commercial
Mortgage Securities Corp., series 2006-LDP9.

The downgrades reflect an increase in Fitch modeled losses across
the pool.  This includes an increase in expected losses including
many loans in special servicing with lower appraisal values and
increasing fees and expenses.  Many of the loans with modeled
losses are in weaker markets, which may prolong workouts.
Additionally, Fitch is concerned with several large malls with
weaker anchors which may be susceptible to future occupancy
declines.

Fitch modeled losses of 17.5% of the remaining pool. Expected
losses of the original pool balance are at 18.2%, including losses
already incurred to date.  Fitch has identified 77 loans as Fitch
Loans of Concern (51.3%), including 25 loans (24.1%) in special
servicing. As of the December 2012 distribution date, the pool's
aggregate principal balance has been reduced by 11.3% to $4.31
billion from $4.85 billion at issuance.  Interest shortfalls are
affecting up through A-JS in loan group S and up through D in loan
group R Loan.  Group S represent loans with initial terms to
maturity of five to seven years.  Loans in Group R contained terms
of 10 or more years.  Cumulative unpaid interest totals $21.1
million.

The largest contributor to losses (8.7% of the pool balance) is
secured by a 215-unit residential rental property located in the
Upper West Side neighborhood of New York City.  In addition to the
residential rentals, the property also includes 60,514 square feet
(sf) of retail space.  The property consists of both rent
controlled/stabilized and market rent units.  At issuance, the
borrower estimated that units would be converted from rent
controlled/stabilized to market rents benefiting from the upside
in revenue.

The loan transferred to the special servicer in June 2011 for
imminent default.  The servicer reported occupancy rate was 94.5%
as of Oct. 2012. The servicer reported debt service coverage ratio
(DSCR) was 0.65x as of Aug. 31, 2012, compared to 98% and 1.35
underwritten at issuance.  The 1.35x DSCR represents the
underwritten pro forma cash flows.  At issuance, the loan had a
$50 million reserve for debt service shortfalls. The reserve has
been depleted.

The second largest contributor to losses (4.5%) is secured by a
portfolio of four cold storage warehouse/distribution facilities
totaling 3,328,621 sf (51,654,912 cubic feet) located across four
states.  The properties are located in Carthage, MO (66% of
portfolio NRA); Fort Worth, TX (14.3% of portfolio NRA); West
Point, MS (10.3% of portfolio NRA) and Garden City, KS (9.5% of
portfolio NRA).  The servicer reported DSCR for YE 2011 and
issuance was 0.60x and 1.85x, respectively.  The drop in DSCR is
attributed to the loss of a major tenant, Sarah Lee, which has
ceased renting space in the Fort Worth property.  This Fort Worth
property has since been closed in an effort to reduce operating
expenses.  As of second quarter-2012 (2Q'12), the weighted average
portfolio occupancy was 59%.

The third largest contributor to losses (2.3%) is secured by a
1,253,499 sf class A office property in Atlanta, GA.  The loan
transferred to the special servicer in February 2011 due to
imminent default.  The property has been a Real Estate Owned (REO)
asset since Feb. 2012.  The property is currently 50% occupied,
compared to 100% at issuance primarily due to the vacancy of
Ernest & Young in 2007 and Bank of America downsizing.

Fitch has downgraded the following classes as indicated:

  -- $86.4 million class A-2 to 'AAsf' from 'AAAsf'; Outlook
     Stable;
  -- $291.8 million class A-2S to 'AAsf' from 'AAAsf'; Outlook
     Stable;
  -- $128.4 million class A-2SFL 'AAsf' from 'AAAsf'; Outlook
     Stable.
  -- $27.2 million class A-2SFX to 'AAsf' from 'AAAsf'; Outlook
     Stable;
  -- $1.652 billion class A-3 to 'AAsf' from 'AAAsf'; Outlook
     Stable;
  -- $133.3 million class A-3SFL 'AAsf' from 'AAAsf'; Outlook
     Stable;
  -- $12 million class A-3SFX to ''AAsf' from 'AAAsf'; Outlook
     Stable;
  -- $668.1 million class A-1A to 'AAsf' from 'AAAsf'; Outlook
     Stable;
  -- $318.5 million class A-J to 'CCsf' from 'CCCsf'; RE to 20%
     from 60%;
  -- $106.3 million class A-JS 'CCsf' from 'CCCsf'; RE to 20% from
     60%;
  -- $72.8 million class B to 'Csf' from 'CCCsf'; RE 0%;
  -- $24.3 million class B-S to 'Csf' from 'CCCsf'; RE 0%;
  -- $22.8 million class C to 'Csf' from 'CCsf'; RE 0%;
  -- $7.6 million class C-S to 'Csf' from 'CCsf'; RE 0%;
  -- $50 million class D to 'Csf' from 'CCsf'; RE 0%;
  -- $16.7 million class D-S to 'Csf' from 'CCsf'; RE 0%;

Additionally, Fitch downgraded, removed from Rating Watch Negative
and assigned a Negative Outlook to the following classes:

  -- $364 million class A-M to 'Bsf' from 'Asf'; Outlook Negative;
  -- $121.4 million class A-MS to 'Bsf' from 'Asf'; Outlook
     Negative.
Fitch has also affirmed the following classes as indicated:

  -- $40.9 million class E at 'Csf'; RE to 0%;
  -- $13.7 million class E- Sat 'Csf'; RE to 0%;
  -- $40.9 million class F at 'Csf'; RE to 0%;
  -- $13.7 million class F-S at 'Csf'; RE to 0%;
  -- $36.4 million class G at 'Csf'; RE to 0%;
  -- $12.1 million class G-S at 'Csf'; RE to 0%;
  -- $33.7 million class H at 'Dsf'; RE to 0%;
  -- $11.2 million class H-S at 'Dsf'; RE to 0%.

Classes J through P have been depleted due to realized losses and
remain at 'Dsf' RE 0%.  Classes A-1 and A-1S have paid in full.
Class NR is not rated by Fitch.  Fitch has previously withdrawn
the ratings of the interest only class X.


JP MORGAN 2006-FL1: S&P Puts 'CCC' Rating on K Secs. on Watch
-------------------------------------------------------------
Standard & Poor's Ratings Services placed its ratings on four
classes of commercial mortgage pass-through certificates from
JPMorgan Chase Commercial Mortgage Securities Corp.'s series
2006-FL1, a U.S. commercial mortgage-backed securities (CMBS)
transaction, on CreditWatch with negative implications.

"The negative CreditWatch placements reflect our expectations of
additional interest shortfalls on these classes due to an
appraisal reduction amount (ARA) that we expect to be affected on
the sole remaining specially serviced collateral, the Independence
Mall loan, in the trust as early as the next reporting cycle.
According to the special servicer, C-III Asset Management LLC (C-
III), an updated appraisal value has recently been finalized. C-
III stated that it is currently working on the ARA calculation
based on the recent appraisal value. Standard & Poor's believes
that there likely will be a significant decline in the value of
the property, in view of the continued decline in occupancy and
expected decrease in net cash flow," S&P said.

"As of the Dec. 17, 2012, trustee remittance report, the trust
consisted of one remaining floating-rate amortizing loan indexed
to one-month LIBOR, the Independence Mall loan. The one-month
LIBOR rate was 0.208% according to the Dec. 2012 trustee
remittance report," S&P said.

"The Independence Mall loan has a trust and whole-loan balance of
$71.2 million and a total reported trust exposure of $72.0
million. The loan was transferred to the special servicer on Aug.
27, 2012, due to its impending maturity. The loan matures on Feb.
9, 2013. The payment status of the loan is currently reported as
30 days delinquent. C-III indicated that it is currently waiting
on the borrower's proposal for a loan modification. The loan is
secured by 679,705 sq. ft. of an 830,158-sq.-ft. regional mall in
Kingston, Mass. The master servicer, Wells Fargo Bank N.A.,
reported a 0.96x debt service coverage for the three months ended
March 31, 2012, and occupancy for the collateral dropped to 61.4%,
according to the Sept. 30, 2012, rent roll, following H&M Group's
vacancy (34,000 sq. ft.) in 2012, compared with 67.5% as of the
Dec. 31, 2011, rent roll. Anchor tenants in the collateral include
Target Corp. (126,000 sq. ft.), Sears holding Corp. (79,441 sq.
ft.), and Regal Cinema (58,115 sq. ft.), according to the
September 2012 rent roll. The loan amortizes on a 20-year
schedule," S&P said.

"Standard & Poor's will resolve the CreditWatch negative
placements as more information regarding the potential workout of
the loan becomes available and after we review the credit
characteristics of the remaining collateral in the trust as well
as available liquidity remaining in the trust. If we lower our
rating on class G below AA- (sf), we will withdraw our 'AAA (sf)'
rating on the class X-2 interest-only (IO) certificates in
accordance with our IO criteria," S&P said.

            STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

            http://standardandpoorsdisclosure-17g7.com


RATINGS PLACED ON CREDITWATCH NEGATIVE

JPMorgan Chase Commercial Mortgage Securities Corp.
Commercial mortgage pass-through certificates series 2006-FL1
              Rating
Class     To                    From
G         AA- (sf)/Watch Neg    AA- (sf)
H         A-(sf)/Watch Neg      A- (sf)
J         BB (sf)/Watch Neg     BB (sf)
K         CCC (sf)/Watch Neg    CCC (sf)


JP MORGAN 2012-LC9: Moody's Rates Class G Securities '(P)B2'
------------------------------------------------------------
Moody's Investors Service has assigned provisional ratings to
sixteen classes of CMBS securities, issued by J. P. Morgan Chase
Commercial Mortgage Securities Trust 2012-LC9.

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

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

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

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

Cl. A-5, Assigned (P)Aaa (sf)

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

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

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

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

Cl. EC, Assigned (P)A1 (sf) *

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

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

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

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

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

Cl. X-B, Assigned (P)A1 (sf) **

*  Classes A-S, B, C, and EC are exchangeable classes.
** Class X-A and X-B are interest-only classes.

Ratings Rationale

The Certificates are collateralized by 45 fixed rate loans secured
by 79 properties. The ratings are based on the collateral and the
structure of the transaction.

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

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

The Moody's Actual DSCR of 1.67X is greater than the 2007
conduit/fusion transaction average of 1.31X. The Moody's Stressed
DSCR of 1.03X is greater than the 2007 conduit/fusion transaction
average of 0.92X.

Moody's Trust LTV ratio of 100.4% is lower than the 2007
conduit/fusion transaction average of 110.6%. Moody's Total LTV
ratio, (inclusive of subordinated debt) of 103.4% is also
considered when analyzing various stress scenarios for the rated
debt.

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

With respect to loan level diversity, the pool's loan level
(includes cross collateralized and cross defaulted loans)
Herfindahl Index is 21. The transaction's loan level diversity is
similar to Herfindahl scores found in most multi-borrower
transactions issued since 2009. With respect to property level
diversity, the pool's property level Herfindahl Index is 25. The
transaction's property diversity profile is similar to the indices
calculated in most multi-borrower transactions issued since 2009.

Moody's also grades properties on a scale of 1 to 5 (best to
worst) and considers those grades when assessing the likelihood of
debt payment. The factors considered include property age, quality
of construction, location, market, and tenancy. The pool's
weighted average property quality grade is 2.11, which is lower
than the indices calculated in most multi-borrower transactions
since 2009.

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 analysis employs the excel-based CMBS Conduit Model v2.50
which derives credit enhancement levels based on an aggregation of
adjusted loan level proceeds derived from Moody's loan level DSCR
and LTV ratios. Major adjustments to determining proceeds include
loan structure, property type, sponsorship and diversity. Moody's
analysis also uses the CMBS IO calculator version 1.0 which
references the following inputs to calculate the proposed IO
rating based on the published methodology: original and current
bond ratings and credit estimates; original and current bond
balances grossed up for losses for all bonds the IO(s)
reference(s) within the transaction; and IO type corresponding to
an IO type as defined in the published methodology.

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

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

Moody's Parameter Sensitivities: If Moody's value of the
collateral used in determining the initial rating were decreased
by 5%, 14%, and 22%, the model-indicated rating for the currently
rated junior Aaa class would be Aaa, Aa2, Aa3, 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.


JP MORGAN 2012-PHH: Moody's Assigns 'Ba1' Rating to Class E Certs
-----------------------------------------------------------------
Moody's Investors Service has assigned ratings to six classes of
CMBS securities, issued by JPMCC 2012-PHH Commercial Mortgage
Pass-Through Certificates Series 2012-PHH.

  Cl. A, Definitive Rating Assigned Aaa (sf)

  Cl. B, Definitive Rating Assigned Aa2 (sf)

  Cl. C, Definitive Rating Assigned A2 (sf)

  Cl. D, Definitive Rating Assigned Baa3 (sf)

  Cl. E, Definitive Rating Assigned Ba1 (sf)

  Cl. X-CP, Definitive Rating Assigned Aa3 (sf)

Ratings Rationale

The Certificates are collateralized by a single floating rate loan
backed by a first lien commercial mortgage related to the fee
simple interest in the Palmer House Hilton, a 1,639 full-service
hotel located in Chicago, IL.

The ratings are based on the collateral and the structure of the
transaction.

Moody's rating approach for securities backed by a single loan
compares the credit risk inherent in the underlying properties
with the credit protection offered by the structure. The
structure's credit enhancement is quantified by the maximum
deterioration in property value that the securities are able to
withstand under various stress scenarios without causing an
increase in the expected loss for various rating levels. In
assigning single borrower ratings, Moody's also considers a range
of qualitative issues as well as the transaction's structural and
legal aspects.

The credit risk of the loan is determined primarily by two
factors: 1) Moody's assessment of the probability of default,
which is largely driven by the debt-service-coverage-ratio (DSCR),
and 2) Moody's assessment of the severity of loss in the event of
default, which is largely driven by the loan-to-value (LTV) of the
underlying loan.

Moody's Trust LTV Ratio of 64.4% is in-line with other floating
rate standalone-property transactions that have previously been
assigned an underlying rating of Ba1.

The Moody's Trust Actual DSCR of 4.48X and Moody's Actual Stressed
DSCR of 1.76X are considered to be in-line with other Moody's
rated loans of similar respective leverages.

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. Moody's analysis
also uses the CMBS IO calculator v 1.0 which references the
following inputs to calculate the proposed IO rating based on the
published methodology: original and current bond ratings and
credit estimates; original and current bond balances grossed up
for losses for all bonds the IO(s) reference(s) within the
transaction; and IO type corresponding to an IO type as defined in
the published methodology.

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

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

Moody's Parameter Sensitivities: If Moody's value of the
collateral used in determining the initial rating were decreased
by 4%, 14%, or 22%, the model-indicated rating for the currently
rated Aaa class would be Aa1; Aa2; and A2. Parameter Sensitivities
are not intended to measure how the rating of the security might
migrate over time; rather they are designed to provide a
quantitative calculation of how the initial rating might change if
key input parameters used in the initial rating process differed.
The analysis assumes that the deal has not aged. Parameter
Sensitivities only reflect the ratings impact of each scenario
from a quantitative/model-indicated standpoint. Qualitative
factors are also taken into consideration in the ratings process,
so the actual ratings that would be assigned in each case could
vary from the information presented in the Parameter Sensitivity
analysis.

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


KVK CLO 2012-2: S&P Gives 'BB' Rating on Class E Deferrable Notes
-----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its ratings to KVK CLO
2012-2 Ltd./KVK CLO 2012-2 LLC's $369.0 million floating-rate
notes.

The note issuance is a collateralized loan obligation
securitization backed by a revolving pool consisting primarily of
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
    (not counting excess spread), and cash flow structure, which
    can withstand the default rate projected by Standard & Poor's
    CDO Evaluator model, as assessed by Standard & Poor's using
    the assumptions and methods outlined in its corporate
    collateralized debt obligation criteria.

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

-- The diversified collateral portfolio, which consists primarily
    of senior secured term loans.

-- The designated successor collateral manager's experienced
    management team.

-- S&P's projections regarding the timely interest and ultimate
    principal payments on the rated notes, which S&P assessed
    using its cash flow analysis and assumptions commensurate with
    the assigned ratings under various interest-rate scenarios,
    including LIBOR ranging from 0.33%-12.53%.

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

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

           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

RATINGS ASSIGNED

KVK CLO 2012-2 Ltd./KVK CLO 2012-2 LLC

Class                 Rating            Amount
                                      (mil. $)
A                     AAA (sf)          254.00
B                     AA (sf)            49.00
C (deferrable)        A (sf)             29.20
D (deferrable)        BBB (sf)           19.20
E (deferrable)        BB (sf)            17.60
Subordinated notes    NR                 44.00

NR - Not rated.


LB-UBS 2003-C1: Fitch Affirms 'CCsf' Ratings on 3 Cert. Classes
---------------------------------------------------------------
Fitch Ratings has affirmed 17 classes of LB-UBS Commercial
Mortgage Trust's commercial mortgage pass-through certificates,
series 2003-C1.

The affirmations reflect stable performance in the pool.  Fitch
modeled losses of 4.53% of the outstanding pool.  The expected
losses of the original pool are at 2.24%, which includes 0.70% in
losses realized to date.  The majority of the pool (47 loans;
78.3%) will mature by the end of 2013; Fitch expects many of these
loans may not refinance at their maturity date.  That said, Fitch
projects minimal losses on most of these loans.  Current
cumulative interest shortfalls totaling $1.56 million are
affecting classes N through T.  Fitch expects interest shortfalls
may increase as loans reaching their final maturity dates may not
have financing in place and are likely to be transferred to
special servicing

As of the November 2012 distribution date, the pool's certificate
balance has reduced 65.97% to $466.7 million from $1.371 billion.
There are 20 of the remaining x loans, defeased (34.2%).  Fitch
identified 8 (9.4%) Loans of Concern, of which two (3.48%) are
specially serviced.

The largest contributor to Fitch-modeled losses is a 12-story,
138,646 SF, multi-tenanted class-A office building with an
attached two level parking garage (2.86% of the pool) located in
Columbia, MD.  The property has experienced cash flow issues due
to decreases in base rents collected, expense reimbursement and
other income, and an increase in vacancy losses.  The servicer
reported 76% occupancy as of October 2012.  Additionally, the debt
service coverage ratio (DSCR) for YE 2011 reporting at 0.56 times
(x).  The loan remains current as of the November 2012 payment
date.

The second largest contributor to loss is secured by a three-
building, 99,203-SF office building located in Willistown, PA
(2.29%).  The property is 59% occupied as of October 2012.
However, there are leases currently under negotiation to bring
occupancy to 75%.  Year-end 2011 DSCR was reported at 0.79x.  The
loan remains current as of the November 2012 payment date.

The third largest contributor to Fitch modeled losses is a loan
secured by a 552,485 SF industrial/warehouse building located in
West Springfield, MA.  The loan transferred to the special
servicer in August 2009 for monetary default.  A receiver was
appointed in September 2010, and the servicer has reported that
damage from a tornado in 2011 interrupted a possible sale.

Fitch affirms the following classes and revises Rating Outlooks
and Recovery Estimates (REs) as indicated:

  -- $185.3 million class A-4 at 'AAAsf'; Outlook Stable;
  -- $56.1 million class A-1b at 'AAAsf'; Outlook Stable;
  -- $25.7 million class B at 'AAAsf'; Outlook Stable;
  -- $25.7 million class C at 'AAAsf'; Outlook Stable;
  -- $20.6 million class D at 'AAAsf'; Outlook Stable;
  -- $18.9 million class E at 'AAAsf'; Outlook Stable;
  -- $17.1 million class F at 'AAAsf'; Outlook Stable;
  -- $18.9 million class G at 'AAAsf'; Outlook Stable;
  -- $18.9 million class H at 'AAsf'; Outlook Stable;
  -- $12 million class J at 'Asf'; Outlook Stable;
  -- $10.3 million class K at 'A-sf'; Outlook Stable;
  -- $18.9 million class L at 'BBsf'; Outlook Stable;
  -- $6.9 million class M at 'Bsf'; Outlook to Negative from
     Stable;
  -- $6.9 million class N at 'CCCsf, RE 100%';
  -- $10.3 million class P at 'CCsf', RE 75%;
  -- $5.1 million class Q at 'CCsf, RE 0%';
  -- $5.1 million class S at 'Csf'; RE 0%;

Fitch does not rate class T.  Classes A-1, A-2 and A-3 have paid
in full.

Fitch has previously withdrawn the ratings on the interest-only
class X-CL.  Class X-CP has paid in full.


LEGG MASON II: S&P Withdraws 'CCC-' Rating on Class D Debt
----------------------------------------------------------
Standard & Poor's Ratings Services withdrew its ratings on four
classes from Legg Mason Real Estate CDO II Corp., a commercial
real estate collateralized debt obligation (CRE CDO) transaction,
following a request from the issuer.

Standard & Poor's will continue to review Legg Mason Real Estate
CDO II Corp. and will address whether, in its view, the remaining
ratings assigned to the notes remain consistent with the credit
enhancement available to support them and take rating actions as
it determines 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/1188.pdf.

RATINGS WITHDRAWN

Legg Mason Real Estate CDO II Corp.
          Rating               Rating
Class     To                   From
A-1R      NR                   B+ (sf)
A-1t      NR                   B+ (sf)
A-2       NR                   B- (sf)
D         NR                   CCC- (sf)

NR-Not rated.


MADISON PARK X: S&P Gives Prelim. 'BB' Rating on Class E Notes
---------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary
ratings to Madison Park Funding X Ltd./Madison Park Funding X
LLC's $717.0 million floating-rate notes.

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

The preliminary ratings are based on information as of Dec. 17,
2012. Subsequent information may result in the assignment of final
ratings that differ from the preliminary ratings.

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

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

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

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

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

-- The portfolio manager's experienced management team.

-- S&P's projections regarding the timely interest and ultimate
    principal payments on the preliminary rated notes, which it
    assessed using its cash flow analysis and assumptions
    commensurate with the assigned preliminary ratings under
    various interest-rate scenarios, including LIBOR ranging from
    0.3489% to 13.8391%.

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

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

            STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

       http://standardandpoorsdisclosure-17g7.com/1188.pdf.

PRELIMINARY RATINGS ASSIGNED

Madison Park Funding X Ltd./Madison Park Funding X LLC

Class                      Rating           Amount
                                          (mil. $)
X                          AAA                4.00
A-1a                       AAA (sf)         300.00
A-1b                       AAA (sf)          15.75
A-2                        AAA (sf)         172.50
B-1                        AA (sf)           58.50
B-2                        AA (sf)           30.00
C (deferrable)             A (sf)            59.25
D (deferrable)             BBB (sf)          39.50
E (deferrable)             BB (sf)           37.50
Subordinated notes         NR                85.00

NR-Not rated.


MERRILL LYNCH 2006-C1: Fitch Cuts Rating on 6 Certificate Classes
-----------------------------------------------------------------
Fitch Ratings has downgraded six classes and affirmed 15 classes
of Merrill Lynch Mortgage Trust (MLMT) commercial mortgage pass-
through certificates series 2006-C1 due to an increase in expected
losses on loans in special servicing.

Fitch modeled losses of 10.4% of the remaining pool; expected
losses on the original pool balance total 10.0%, including losses
already incurred.  The pool has experienced $38.8 million (1.6% of
the original pool balance) in realized losses to date.
Fitch has designated 70 loans (28.4%) as Fitch Loans of Concern,
which includes 23 specially serviced assets (11.9%).

The specially serviced loans consists of 14 loans (7.2%) as real
estate owned (REO), four loans (1.7%) in foreclosure, four loans
(2.3%) that are 60 to 90 days delinquent and one loan (1%) that is
current.

As of the November 2012 distribution date, the pool's aggregate
principal balance has been reduced by 18.7% to $2.02 billion from
$2.49 billion at issuance.  Per the servicer reporting, two loans
(0.5% of the pool) have defeased since issuance.  Interest
shortfalls are currently affecting classes E through Q.

The largest contributor to expected losses (2.7% of pool balance)
is a 298,865 square foot (sf) REO asset consisting of two three-
story office buildings located in Scottsdale, AZ.  The asset
transferred to special servicing in October 2009 when the largest
tenant (50% of the total net rentable area [NRA]) exercised its
early termination option and vacated.  As of October 2012,
physical occupancy for the building was 35% while economic
occupancy was 52%.  An additional 13% of leases are scheduled to
expire in 2013.  The special servicer continues to work to renew
existing tenants and stabilize the asset.

The next largest contributor to expected losses (1.3%) is a 360-
key independent hotel located in Tampa, FL.  The facility was
master-leased for use as corporate housing for training events and
conferences. T he loan transferred to special servicing in
November 2010 when the master lease expired and was not renewed.
The special servicer is in discussion with the borrower on a
modification while dual-tracking foreclosure.

The third largest contributor to expected losses (1.1%) is a
356,061 sf REO office building located in downtown Cincinnati, OH.
The loan transferred to special servicing in June 2008 for
imminent default and became real estate owned in March 2010.  As
of December 2012, occupancy for the building was 72% with a debt
service coverage ratio (DSCR) of 0.34x. The special servicer
continues leasing efforts to improve occupancy.

Fitch downgrades the following classes, assigns Recovery Estimates
(REs) and revises Rating Outlooks as indicated:

  -- $217.9 million class A-J to 'BBsf' from 'BBB-sf', Outlook to
     Negative from Stable;
  -- $56 million class B to 'CCCsf' from 'Bsf', RE 95%;
  -- $28 million class C to 'CCsf' from 'CCCsf', RE 0%.
  -- $31.1 million class D to 'Csf' from 'CCCsf', RE 0%;
  -- $18.7 million class E to 'Csf' from 'CCCsf', RE 0%;
  -- $28 million class F to 'Csf' from 'CCsf', RE 0%.

Fitch affirms the following classes as indicated:

  -- $126.4 million class A-2 at 'AAAsf', Outlook Stable;
  -- $134 million class A-3 at 'AAAsf', Outlook Stable;
  -- $25 million class A-3B at 'AAAsf', Outlook Stable;
  -- $79.4 million class A-SB at 'AAAsf', Outlook Stable;
  -- $753.4 million class A-4 at 'AAAsf', Outlook Stable;
  -- $197.3 million class A-1A at 'AAAsf', Outlook Stable;
  -- $249 million class A-M at 'AAAsf', Outlook Stable;
  -- $21.8 million class G at 'Csf', RE 0%;
  -- $24.9 million class H at 'Csf', RE 0%;
  -- $6.2 million class J at 'Csf', RE 0%;
  -- $9.3 million class K at 'Csf', RE 0%;
  -- $6.2 million class L at 'Csf', RE 0%;
  -- $6.2 million class M at 'Csf', RE 0%;
  -- $4.7 million class N at 'Dsf', RE 0%;
  -- $0 class P at 'Dsf', RE 0%.

Fitch does not rate the class Q certificates.  Class A-1 has been
paid in full.  Fitch previously withdrew the rating on the
interest-only class X certificates.


MORGAN STANLEY 2001-NC3: Moody's Cuts Rating on M-2 Tranche to 'C'
------------------------------------------------------------------
Moody's Investors Service has downgraded the rating of one tranche
from Morgan Stanley Dean Witter Capital I Inc. Mortgage Pass-
Through Certificates, Series 2001-NC3. This RMBS transaction is
backed primarily by Subprime mortgage loans.

Ratings Rationale

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

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

The rating action reflects recent collateral performance, Moody's
loss timing curves and detailed analysis of timing and amount of
credit enhancement released due to step-down.

The above mentioned approach "Pre-2005 US RMBS Surveillance
Methodology" is adjusted slightly when estimating losses on pools
left with a small number of loans to account for the volatile
nature of small pools. Even if a few loans in a small pool become
delinquent, there could be a large increase in the overall pool
delinquency level due to the concentration risk. To project losses
on pools with fewer than 100 loans, Moody's first estimates a
"baseline" average rate of new delinquencies for the pool that is
dependent on the vintage of loan origination (11% for all vintages
2004 and prior). The baseline rates are higher than the average
rate of new delinquencies for larger pools for the respective
vintages.

Once the baseline rate is set, further adjustments are made based
on 1) the number of loans remaining in the pool and 2) the level
of current delinquencies in the pool. The volatility of pool
performance increases as the number of loans remaining in the pool
decreases. Once the loan count in a pool falls below 75, the rate
of delinquency is increased by 1% for every loan less than 75. For
example, for a pool with 74 loans from the 2004 vintage, the
adjusted rate of new delinquency would be 11.11%. In addition, if
current delinquency levels in a small pool is low, future
delinquencies are expected to reflect this trend. To account for
that, the rate calculated above is multiplied by a factor ranging
from 0.85 to 2.25 for current delinquencies ranging from less than
10% to greater than 50% respectively. Delinquencies for subsequent
years and ultimate expected losses are projected using the
approach described in the methodology publication listed above.

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

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

The primary sources of assumption uncertainty are Moody's central
macroeconomic forecast and performance volatility as a result of
servicer-related activity such as modifications. The unemployment
rate fell from 8.9% in October 2011 to 7.9% in October 2012.
Moody's forecasts a unemployment central range of 7.5 to 8.5 for
the 2013 year. Moody's expects housing prices to remain stable
through the remainder of 2012 before gradually rising towards the
end of 2013. Performance of RMBS continues to remain highly
dependent on servicer activity such as modification-related
principal forgiveness and interest rate reductions. Any change
resulting from servicing transfers or other policy or regulatory
change can also impact the performance of these transactions.

Complete rating actions are as follows:

  Issuer: Morgan Stanley Dean Witter Capital I Inc. Mortgage Pass-
          Through Certificates, Series 2001-NC3

    Cl. M-2, Downgraded to C (sf); previously on Mar 15, 2011
    Downgraded to Ca (sf)

A list of these actions including CUSIP identifiers may be found
at http://moodys.com/viewresearchdoc.aspx?docid=PBS_SF310992

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

  http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF237255


MORGAN STANLEY 2001-TOP3: Moody's Cuts Rating on G Certs. to 'C'
----------------------------------------------------------------
Moody's Investors Service downgraded the ratings of three classes,
affirmed two classes and placed three classes on watch for
possible downgrade of Morgan Stanley Dean Witter Capital I Inc.,
Commercial Mortgage Pass-Through Certificates, Series 2001-TOP3 as
follows:

Cl. A-4, Affirmed at Aaa (sf); previously on Jul 30, 2001 Assigned
Aaa (sf)

Cl. B, Affirmed at Aaa (sf); previously on Jul 9, 2007 Upgraded to
Aaa (sf)

Cl. C, A3 (sf) Placed Under Review for Possible Downgrade;
previously on Jan 6, 2012 Downgraded to A3 (sf)

Cl. D, Baa3 (sf) Placed Under Review for Possible Downgrade;
previously on Jan 6, 2012 Downgraded to Baa3 (sf)

Cl. E, Downgraded to B2 (sf); previously on Jan 6, 2012 Downgraded
to B1 (sf)

Cl. F, Downgraded to Caa3 (sf); previously on Jan 6, 2012
Downgraded to Caa2 (sf)

Cl. G, Downgraded to C (sf); previously on Jan 6, 2012 Downgraded
to Ca (sf)

Cl. X-1, B3 (sf) Placed Under Review for Possible Downgrade;
previously on Feb 22, 2012 Downgraded to B3 (sf)

Ratings Rationale

The downgrades are due to higher than expected 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 its current base expected loss, the
credit enhancement levels for the affirmed classes are sufficient
to maintain their current ratings.

Classes C and D were placed on watch for possible downgrade due to
potential increases in interest shortfalls from the specially
serviced loans. Consequently, X-1, the IO class, was placed on
watch due to a potential decrease in the weighted average rating
factor (WARF) of the remaining referenced classes.

Moody's rating action reflects a base expected loss of 11.3% of
the current balance compared to 20.3% at last review. However, the
base plus realized losses have increased to 11.7% of the original
pool compared to 11.4% 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 given the weak pace of
recovery and commercial real estate property markets. Commercial
real estate property values are continuing to move in a modestly
positive direction along with a rise in investment activity and
stabilization in core property type performance. Limited new
construction and moderate job growth have aided this improvement.
However, a consistent upward trend will not be evident until the
volume of investment activity steadily increases for a significant
period, non-performing properties are cleared from the pipeline,
and fears of a Euro area recession are abated.

The hotel sector is performing strongly with nine straight
quarters of growth and the multifamily sector continues to show
increases in demand with a growing renter base and declining home
ownership. Recovery in the office sector continues at a measured
pace with minimal additions to supply. However, office demand is
closely tied to employment, where growth remains slow and
employers are considering decreases in the leased space per
employee. Also, primary urban markets are outperforming secondary
suburban markets. Performance in the retail sector continues to be
mixed with retail rents declining for the past four years, weak
demand for new space and lackluster sales driven by internet sales
growth. Across all property sectors, the availability of debt
capital continues to improve with robust securitization activity
of commercial real estate loans supported by a monetary policy of
low interest rates.

Moody's central global macroeconomic scenario is for continued
below-trend growth in US GDP over the near term, with consumer
spending remaining soft in the US. Hurricane Sandy may skew near-
term economic data but is unlikely to have any long-term
macroeconomic effects. Primary downside risks include: a deeper
than expected recession in the euro area accompanied by deeper
credit contraction; the potential for a hard landing in major
emerging markets, including China, India and Brazil; an oil supply
shock; albeit abated in recent months; and given recent political
gridlock, excessive fiscal tightening in the US in 2013 leading
the US into recession. However, the Federal Reserve has shown
signs of support for activity by continuing with quantitative
easing.

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

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.61 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) level are
driven by property type, Moody's actual and stressed DSCR, and
Moody's property quality grade (which reflects the capitalization
rate used by Moody's to estimate Moody's value). Conduit model
results at the B2 (sf) level are driven by a paydown analysis
based on the individual loan level Moody's LTV ratio. Moody's
Herfindahl score (Herf), a measure of loan level diversity, is a
primary determinant of pool level diversity and has a greater
impact on senior certificates. Other concentrations and
correlations may be considered in Moody's analysis. Based on the
model pooled credit enhancement levels at Aa2 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade credit assessments is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
credit assessment of the loan which corresponds to a range of
credit enhancement levels. Actual fusion credit enhancement levels
are selected based on loan level diversity, pool leverage and
other concentrations and correlations within the pool. Negative
pooling, or adding credit enhancement at the credit assessment
level, is incorporated for loans with similar credit 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 5 compared to 9 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 January 5, 2012.

Deal Performance

As of the November 15, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 88% to $124.9
million from $1.03 billion at securitization. The Certificates are
collateralized by 27 mortgage loans ranging in size from less than
1% to 38% of the pool, with the top ten loans representing 84% of
the pool. There are three defeased loan, representing 3% of the
pool, that are securitized by U.S. Government securities.

Eight loans are on the master servicer's watchlist, representing
approximately 17% 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-two loans have been liquidated since securitization, which
have generated a loss of $42.7 million (34% average loss
severity). Currently, there are three loans in special servicing,
representing approximately 14% of the pool balance. The largest
specially serviced loan is the Gwynedd Corporate Center Buildings
1& 2 Loan ($8.03 million -- 6.4% of the pool), which is secured by
two suburban offices totaling 80,000 square feet (SF) in North
Wales, Pennsylvania. The loan was transferred to special servicing
January 2012 for imminent monetary default. The Borrower was not
able to secure re-financing prior to the March 2012 maturity date.
Per the special servicer, the current occupancy is 42% compared to
65% in December 2011. The remaining two specially serviced loans
are real estate owned (REO). The master servicer has recognized an
aggregate $7.32 million appraisal reduction for all of the
specially serviced loans. Moody's estimates an aggregate loss of
$8.5 million (48% expected loss) for all three loans in specially
servicing.

Moody's has assumed a high default probability for one poorly
performing loan, representing 6% of the pool ,and has estimated a
$2.4 million loss (30% expected loss based on a 75% probability
default) from this troubled loan.

Based on the most recent remittance statement, Classes E through N
have experienced cumulative interest shortfalls totaling $3.56
million. In addition, the Master Servicer has deemed the second
largest specially serviced loan non-recoverable. To date, this REO
loan has total principal and interest advances of $1.26 million
and cumulative appraisal subordinate entitlement reductions
(ASERS) of approximately $472,000. Moody's is concerned that the
pool may continue to experience interest shortfalls because of the
exposure to specially serviced loans and the uncertainty regarding
the Master Servicer clawing-back the advances. Interest shortfalls
are caused by special servicing fees, including workout and
liquidation fees, ASERs and extraordinary trust expenses.

Excluding defeased and specially serviced loans, Moody's was
provided with full year 2011 and partial year 2012 operating
results for 80% and 68%, respectively, of the pool. Excluding
defeased and specially serviced loans, Moody's weighted average
conduit LTV is 78%, essentially the same as at Moody's prior
review. Moody's net cash flow (NCF) reflects a weighted average
haircut of 29% to the most recently available net operating
income. The large haircut is due to additional stress utilized in
the analysis of the top four non-defeased, non-specially serviced
conduit loans due to their exposure to single tenants and/or high
vacancy rates.

Excluding defeased and specially serviced loans, Moody's actual
and stressed conduit DSCRs are 1.19X and 1.63X, respectively,
compared to 1.25X and 1.59X at last review. Moody's actual DSCR is
based on Moody's net cash flow and the loans 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 53% of the pool
balance. The largest loan is the 140 Kendrick Street Loan ($47.9
million -- 38.4% of the pool) which is secured by three Class A
suburban office buildings located in Needham, Massachusetts. The
sponsors are Boston Properties and New York State Common
Retirement Fund. The buildings total 381,000 SF and are 100%
leased to Parametric Technology Corporation through November 2022.
Parametric has subleased the space to various tenants with all
leases expiring before the loan maturity in July 2013. Due to the
single tenant occupancy, Moody's valuation reflects a lit/dark
analysis. Moody's LTV and stressed DSCR are 93% and 1.14X,
essentially the same as at Moody's last review.

The second largest loan is the Omnicom Building Loan ($10.7
million -- 8.6% of the pool), which is secured by 111,000 SF
office building located in Marina Del Ray, California. The
building is 100% leased to Omnicom Group, Inc (senior unsecured
rating Baa1, stable outlook) through June 2015. Omnicom is a
global adverting and corporate communications firm. Due to the
single tenant occupancy, Moody's valuation reflects a lit/dark
analysis. Moody's LTV and stressed DSCR are 64% and 1.64X,
respectively, compared to 57% and 1.86X at last review.

The third largest loan is the Page Avenue Loan ($8.0 million --
6.4% of the pool), which is secured by a two-building industrial
property totaling 99,000 SF located in Fremont, California. As of
June 2012, the properties were 50% leased. Gemfire, which leased
50% of the net rentable area (NRA), vacated at its lease
expiration in April 2011. The largest tenant, Bradley Nameplate
Corporation, which leases 28% of NRA, is currently on a month-to-
month basis. Moody's LTV and stressed DSCR are 203% and 0.53X,
respectively, compared to 187% and 0.58X at last review.


MORGAN STANLEY 2005-TOP17: Fitch Cuts Ratings on 6 Cert. Classes
----------------------------------------------------------------
Fitch Ratings has downgraded six classes and affirmed 10 classes
of Morgan Stanley Capital I Trust's commercial mortgage pass-
through certificates, series 2005-Top 17.

The downgrades reflect updated valuations for specially serviced
loans in the pool, including the recently modified Coventry Mall
(9.2%).  Fitch modeled losses of 6.5% of the remaining pool;
expected losses on the original pool balance total 5.3%, including
losses already incurred.  The pool has experienced $3.2 million
(0.3% of the original pool balance) in realized losses to date.
Fitch has designated 26 loans (28.3%) as Fitch Loans of Concern,
which includes three specially serviced assets (1.9%).

As of the October 2012 distribution date, the pool's aggregate
principal balance has been reduced by 24.2% to $743.1 million from
$980.8 million at issuance.  Per the servicer reporting, five
loans (4.3% of the pool) are defeased. Interest shortfalls are
currently affecting classes F through P.

The largest contributor to expected losses is the Coventry Mall
loan (9.2% of pool); a 796,194 square foot (sf) regional mall
located in Pottstown, PA.  The loan was transferred to special
servicing in February 2011 due to the borrower's request for a
loan restructure.  Two of the property's tenants, Boscov's (24% of
NRA) and Super Fresh Market (5% of NRA), filed for bankruptcy.  As
a result, the property has suffered from a decline in percentage
rents since issuance.  Boscov's has emerged from bankruptcy and
remains in occupancy at the property.  Super Fresh Market vacated
in April 2009 and its parent company, A&P, filed for bankruptcy in
December 2010.  The loan modification was completed in January
2012 and loan was returned to master servicer in April 2012.
Terms of the modification included the bifurcation of the loan
into a senior ($42.5 million) and junior ($26.2 million)
component.

Fitch downgrades the following classes:

  -- $20.8 million class B to 'BB' from 'BBB-sf'; Outlook Stable;
  -- $6.1 million class F to 'CCsf' from 'CCCsf'; RE 5%;
  -- $7.4 million class G to 'Csf' from 'CCCsf'; RE 0%;
  -- $7.4 million class H to 'Csf' from 'CCCsf'; RE 0%;
  -- $2.5 million class J to 'Csf' from 'CCsf'; RE 0%;
  -- $3.7 million class K to 'Csf' from 'CCsf'; RE 0%.

In addition, Fitch affirms the following classes as indicated:

  -- $3.6 million class A-AB at 'AAAsf'; Outlook Stable;
  -- $576 million class A-5 at 'AAAsf'; Outlook Stable
  -- $74.8 million class A-J at 'Asf'; Outlook Stable;
  -- $7.4 million class C at 'BBsf''; Outlook Negative from
     Outlook Stable;
  -- $11 million class D at 'CCCsf'; RE 100%;
  -- $9.8 million class E at 'CCCsf'; RE 100%;
  -- $3.7 million class L at 'Csf'; RE 0%;
  -- $1.2 million class M at 'Csf'; RE 0%;
  -- $1.2 million class N at 'Csf'; RE 0%;
  -- $2.5 million class O at 'Csf'; RE 0%.

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


MORGAN STANLEY 2007-IQ15: Fitch Cuts Ratings on Six Cert. Classes
-----------------------------------------------------------------
Fitch Ratings has downgraded six classes and affirmed 10 classes
of Morgan Stanley Capital I Trust, series 2007-IQ15 (MSCI 2007-
IQ15) commercial mortgage pass-through certificates due further
deterioration of loan performance, a significant portion of which
involves increased losses on the specially serviced loans.

Fitch modeled losses of 14.7% of the remaining pool; expected
losses on the original pool balance total 15.6%, including losses
already incurred.  The pool has experienced $44.8 million (2.2% of
the original pool balance) in realized losses to date.  Fitch has
designated 52 loans (41.9%) as Fitch Loans of Concern, which
includes 14 specially serviced assets (24%).

As of the November 2012 distribution date, the pool's aggregate
principal balance has been reduced by 9% to $1.87 billion from
$2.05 billion at issuance.  No loans have defeased. Interest
shortfalls are currently affecting classes F through P.

The largest contributor to expected losses (13.3% of the pool) is
secured by a 790,000-sf suburban office property located in
Stamford, CT.  While property performance has remained consistent
since issuance, the loan is highly overleveraged.  Further, a
tenant is expected to vacate approximately 52,000 sf at year end.
The next largest contributor to expected losses (2.4%) is a
210,000 REO retail property located in San Diego, CA.  The loan
transferred to special servicing in February 2010 due to imminent
payment default; foreclosure occurred in May 2, 2011.  As of the
October 2012 rent roll, occupancy had declined to 46% from 69% in
October 2011.  The special servicer is currently pursuing a sale
of the property.

The third largest contributor to expected losses is a specially-
serviced loan (4.1%), which is secured by three suburban office
buildings located approximately 27 miles north of the Atlanta CBD
in Alpharetta, GA.  The loan transferred to special servicing in
November 2012 due to imminent default.  As of September 2012,
occupancy was 79%.  The most recently servicer-reported DSCR is
below 1.0x.  The loan is significantly overleveraged and the
borrower is no longer expected to support the loan.

Fitch downgrades the following classes and assigns or revises
Rating Outlooks and Recovery Estimates (REs) as indicated:

  -- $205.4 million class A-M to 'BBBsf' from 'Asf'; Outlook to
     Negative from Stable;
  -- $33.4 million class B to 'CCsf' from 'CCCsf'; RE 0%;
  -- $15.4 million class C to 'CCsf' from 'CCCsf'; RE 0%;
  -- $28.2 million class D to 'Csf' from 'CCsf'; RE 0%;
  -- $15.4 million class E to 'Csf' from 'CCsf'; RE 0%;
  -- $6.5 million class L to 'Dsf' from 'Csf'; RE 0%.

Fitch affirms the following classes but assigns or revises REs as
indicated:

  -- $177.1 million class A-J at 'CCCsf'; RE 35%.

Fitch affirms the following classes as indicated:

  -- $232.3 million class A-1A at 'AAAsf'; Outlook Stable;
  -- $194.7 million class A-2 at 'AAAsf'; Outlook Stable;
  -- $72.8 million class A-3 at 'AAAsf'; Outlook Stable;
  -- $796.9 million class A-4 at 'AAAsf'; Outlook Stable;
  -- $30.8 million class F at 'Csf'; RE 0%;
  -- $23.1 million class G at 'Csf'; RE 0%;
  -- $20.5 million class H at 'Csf'; RE 0%;
  -- $10.3 million class J at 'Csf'; RE 0%;
  -- $5.1 million class K at 'Csf'; RE 0%.

The class A-1 certificates have paid in full.  Fitch does not rate
the class M, N, O and P certificates.  Fitch previously withdrew
the rating on the interest-only class X certificates.


N-STAR REAL IV: Moody's Affirms 'Caa3' Ratings on 2 Note Classes
----------------------------------------------------------------
Moody's Investors Service has affirmed the ratings of all classes
of Notes issued by N-Star Real Estate CDO IV, Ltd. The
affirmations are due to the key transaction parameters performing
within levels commensurate with the existing ratings levels. The
rating action is the result of Moody's on-going surveillance of
commercial real estate collateralized debt obligation (CRE CDO
CLO) transactions.

Moody's rating action is as follows:

Cl. A, Affirmed at A1 (sf); previously on Dec 15, 2010 Downgraded
to A1 (sf)

Cl. B, Affirmed at Baa3 (sf); previously on Dec 15, 2010
Downgraded to Baa3 (sf)

Cl. C, Affirmed at Ba3 (sf); previously on Dec 15, 2010 Downgraded
to Ba3 (sf)

Cl. D, Affirmed at B3 (sf); previously on Dec 15, 2010 Downgraded
to B3 (sf)

Cl. E, Affirmed at Caa2 (sf); previously on Dec 15, 2010
Downgraded to Caa2 (sf)

Cl. F, Affirmed at Caa3 (sf); previously on Dec 15, 2010
Downgraded to Caa3 (sf)

Cl. G, Affirmed at Caa3 (sf); previously on Apr 7, 2009 Downgraded
to Caa3 (sf)

Ratings Rationale

N-Star Real Estate CDO IV, Ltd. is a currently static (the
reinvestment period ended in July 2010) cash transaction backed by
a portfolio of whole loans (47.6% of the current pool balance),
mezzanine loans (23.7%), b-notes (13.0%), CRE CDO (7.5%),
commercial mortgage backed securities (CMBS) (6.2%) and real
estate investment trust (REIT) debt (2.0%). As of the November 27,
2012 Trustee report, the aggregate Note balance of the
transaction, including preferred shares, has decreased to $315.5
million from $400.0 million at issuance, with the paydown directed
to the Class A Notes, as a result of amortization and pay-off to
the underlying collateral. The decrease in the balance is also due
to partial cancellations of the Class C and D Notes totaling $17.5
million. In general, holding all key parameters static, the junior
note cancellations results in slightly higher expected losses and
longer weighted average lives on the senior Notes, while producing
slightly lower expected losses on the mezzanine and junior Notes.
However, this does not cause, in and of itself, a downgrade or
upgrade of any outstanding classes of Notes.

There are nine assets with a par balance of $57.3 million (15.2%
of the current pool balance) that are considered defaulted
securities as of the November 27, 2012 Trustee report. While there
have been limited realized losses on the underlying collateral to
date, Moody's does expect significant losses to occur on the
defaulted securities once they are realized.

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

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's has completed updated assessments for the non-Moody's
rated collateral. Moody's modeled a bottom-dollar WARF of 8,165
compared to 7,737 at last review. The current distribution of
Moody's rated collateral and assessments for non-Moody's rated
collateral is as follows: Aaa-Aa3 (0.8% compared to 0.7% at last
review), A1-A3 (4.0% compared to 3.6% at last review), Baa1-Baa3
(0.0% compared to 0.6% at last review), Ba1-Ba3 (0.0% compared to
4.0% at last review), B1-B3 (8.4% compared to 0.3% at last
review), and Caa1-C (86.8% compared to 90.8% at last review).

Moody's modeled a WAL of 3.1 years compared to 2.1 years at last
review. The current modeled WAL incorporates updated assumptions
about extensions on the loan collateral.

Moody's modeled a fixed WARR of 29.9% compared to 30.8% at last
review.

Moody's modeled a MAC of 99.9%, the same as that at last review.

Moody's review incorporated CDOROM(R) v2.8, one of Moody's CDO
rating models, which was released on March 22, 2012.

The cash flow model, CDOEdge(R) v3.2.1.2, was used to analyze the
cash flow waterfall and its effect on the capital structure of the
deal.

Changes in any one or combination of the key parameters may have
rating implications on certain classes of rated notes. However, in
many instances, a change in key parameter assumptions in certain
stress scenarios may be offset by a change in one or more of the
other key parameters. Rated notes are particularly sensitive to
changes in recovery rate assumptions. Holding all other key
parameters static, changing the recovery rate assumption down from
29.9% to 19.9% or up to 39.9% would result in a modeled rating
movement on the rated tranches of 0 to 8 notches downward and 0 to
7 notches upward, respectively.

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

Primary sources of assumption uncertainty are the extent of growth
in the current macroeconomic environment given the weak pace of
recovery and commercial real estate property markets. Commercial
real estate property values are continuing to move in a modestly
positive direction along with a rise in investment activity and
stabilization in core property type performance. Limited new
construction and moderate job growth have aided this improvement.
However, a consistent upward trend will not be evident until the
volume of investment activity steadily increases for a significant
period, non-performing properties are cleared from the pipeline,
and fears of a Euro area recession are abated.

The hotel sector is performing strongly with nine straight
quarters of growth and the multifamily sector continues to show
increases in demand with a growing renter base and declining home
ownership. Recovery in the office sector continues at a measured
pace with minimal additions to supply. However, office demand is
closely tied to employment, where growth remains slow and
employers are considering decreases in the leased space per
employee. Also, primary urban markets are outperforming secondary
suburban markets. Performance in the retail sector continues to be
mixed with retail rents declining for the past four years, weak
demand for new space and lackluster sales driven by internet sales
growth. Across all property sectors, the availability of debt
capital continues to improve with robust securitization activity
of commercial real estate loans supported by a monetary policy of
low interest rates.

Moody's central global macroeconomic scenario is for continued
below-trend growth in US GDP over the near term, with consumer
spending remaining soft in the US. Hurricane Sandy may skew near-
term economic data but is unlikely to have any long-term
macroeconomic effects. Primary downside risks include: a deeper
than expected recession in the euro area accompanied by deeper
credit contraction; the potential for a hard landing in major
emerging markets, including China, India and Brazil; an oil supply
shock; albeit abated in recent months; and given recent political
gridlock, excessive fiscal tightening in the US in 2013 leading
the US into recession. However, the Federal Reserve has shown
signs of support for activity by continuing with quantitative
easing.

The methodologies used in this rating were "Moody's Approach to
Rating SF CDOs" published in May 2012, and "Moody's Approach to
Rating Commercial Real Estate CDOs" published in July 2011.


N-STAR REAL VI: Moody's Affirms 'Caa3' Ratings on 4 Note Classes
----------------------------------------------------------------
Moody's Investors Service has affirmed the ratings of all classes
of Notes issued by N-Star Real Estate CDO VI, Ltd. The
affirmations are due to the key transaction parameters performing
within levels commensurate with the existing ratings levels. The
rating action is the result of Moody's on-going surveillance of
commercial real estate collateralized debt obligation (CRE CDO
CLO) transactions.

Moody's rating action is as follows:

Cl. A-1, Affirmed at A1 (sf); previously on Dec 15, 2010
Downgraded to A1 (sf)

Cl. A-2, Affirmed at Ba2 (sf); previously on Dec 15, 2011
Downgraded to Ba2 (sf)

Cl. A-R, Affirmed at A1 (sf); previously on Dec 15, 2010
Downgraded to A1 (sf)

Cl. B, Affirmed at B1 (sf); previously on Dec 15, 2011 Downgraded
to B1 (sf)

Cl. C, Affirmed at B2 (sf); previously on Dec 15, 2011 Downgraded
to B2 (sf)

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

Cl. E, Affirmed at Caa1 (sf); previously on Dec 15, 2010
Downgraded to Caa1 (sf)

Cl. F, Affirmed at Caa2 (sf); previously on Dec 15, 2010
Downgraded to Caa2 (sf)

Cl. G, Affirmed at Caa3 (sf); previously on Dec 15, 2010
Downgraded to Caa3 (sf)

Cl. H, Affirmed at Caa3 (sf); previously on Dec 15, 2010
Downgraded to Caa3 (sf)

Cl. J, Affirmed at Caa3 (sf); previously on Dec 15, 2010
Downgraded to Caa3 (sf)

Cl. K, Affirmed at Caa3 (sf); previously on Dec 15, 2010
Downgraded to Caa3 (sf)

Ratings Rationale

N-Star Real Estate CDO VI, Ltd. is a currently static (the
reinvestment period ended in June 2011) cash transaction backed by
a portfolio of whole loans (40.9% of the current pool balance),
mezzanine loans (25.5%), CRE CDO (18.6%), b-notes (13.6%) and
commercial mortgage backed securities (CMBS) (1.4%). As of the
November 7, 2012 Trustee report, the aggregate Note balance of the
transaction, including preferred shares, has decreased to $425.0
million from $450.0 million at issuance, with the paydown directed
to the Class A-1 and A-R Notes, as a result of amortization and
pay-off to the underlying collateral. The decrease in the balance
is also due to partial cancellations of the Class C, D and G Notes
totaling $8.0 million. In general, holding all key parameters
static, the junior note cancellations results in slightly higher
expected losses and longer weighted average lives on the senior
Notes, while producing slightly lower expected losses on the
mezzanine and junior Notes. However, this does not cause, in and
of itself, a downgrade or upgrade of any outstanding classes of
Notes.

There are three assets with a par balance of $21.2 million (4.6%
of the current pool balance) that are considered defaulted
securities as of the November 7, 2012 Trustee report. While there
have been limited realized losses on the underlying collateralto
date, Moody's does expect significant losses to occur on the
defaulted securities once they are realized.

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

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's has completed updated assessments for the non-Moody's
rated collateral. Moody's modeled a bottom-dollar WARF of 7,889
compared to 7,243 at last review. The current distribution of
Moody's rated collateral and assessments for non-Moody's rated
collateral is as follows: Aaa-Aa3 (1.0%, the same as that as last
review), A1-A3 (6.0%, the same as that as last review), B1-B3
(8.0% compared to 12.3% at last review), and Caa1-C (85.1%
compared to 80.7% at last review).

Moody's modeled a WAL of 4.0 years, the same as that at last
review. The current modeled WAL incorporates updated assumptions
about extensions on the loan collateral.

Moody's modeled a fixed WARR of 27.0% compared to 28.2% at last
review.

Moody's modeled a MAC of 99.9%, the same as that at last review.

Moody's review incorporated CDOROM(R) v2.8, one of Moody's CDO
rating models, which was released on March 22, 2012.

The cash flow model, CDOEdge(R) v3.2.1.2, was used to analyze the
cash flow waterfall and its effect on the capital structure of the
deal.

Changes in any one or combination of the key parameters may have
rating implications on certain classes of rated notes. However, in
many instances, a change in key parameter assumptions in certain
stress scenarios may be offset by a change in one or more of the
other key parameters. Rated notes are particularly sensitive to
changes in recovery rate assumptions. Holding all other key
parameters static, changing the recovery rate assumption down from
27.0% to 17.0% or up to 37.0% would result in a modeled rating
movement on the rated tranches of 0 to 5 notches downward and 0 to
8 notches upward, respectively.

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

Primary sources of assumption uncertainty are the extent of growth
in the current macroeconomic environment given the weak pace of
recovery and commercial real estate property markets. Commercial
real estate property values are continuing to move in a modestly
positive direction along with a rise in investment activity and
stabilization in core property type performance. Limited new
construction and moderate job growth have aided this improvement.
However, a consistent upward trend will not be evident until the
volume of investment activity steadily increases for a significant
period, non-performing properties are cleared from the pipeline,
and fears of a Euro area recession are abated.

The hotel sector is performing strongly with nine straight
quarters of growth and the multifamily sector continues to show
increases in demand with a growing renter base and declining home
ownership. Recovery in the office sector continues at a measured
pace with minimal additions to supply. However, office demand is
closely tied to employment, where growth remains slow and
employers are considering decreases in the leased space per
employee. Also, primary urban markets are outperforming secondary
suburban markets. Performance in the retail sector continues to be
mixed with retail rents declining for the past four years, weak
demand for new space and lackluster sales driven by internet sales
growth. Across all property sectors, the availability of debt
capital continues to improve with robust securitization activity
of commercial real estate loans supported by a monetary policy of
low interest rates.

Moody's central global macroeconomic scenario is for continued
below-trend growth in US GDP over the near term, with consumer
spending remaining soft in the US. Hurricane Sandy may skew near-
term economic data but is unlikely to have any long-term
macroeconomic effects. Primary downside risks include: a deeper
than expected recession in the euro area accompanied by deeper
credit contraction; the potential for a hard landing in major
emerging markets, including China, India and Brazil; an oil supply
shock; albeit abated in recent months; and given recent political
gridlock, excessive fiscal tightening in the US in 2013 leading
the US into recession. However, the Federal Reserve has shown
signs of support for activity by continuing with quantitative
easing.

The methodologies used in this rating were "Moody's Approach to
Rating SF CDOs" published in May 2012, and "Moody's Approach to
Rating Commercial Real Estate CDOs" published in July 2011.


NEWSTAR COMMERCIAL 2012-2: Moody's Rates Class E Notes 'Ba1'
------------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following ratings to notes issued by NewStar Commercial Loan
Funding 2012-2 LLC (the "Issuer" or "NewStar 2012-2"):

  US$190,700,000 Class A Senior Secured Floating Rate Notes due
  2023 (the "Class A Notes"), Definitive Rating Assigned Aaa (sf),

  US$26,000,000 Class B Senior Secured Floating Rate Notes due
  2023 (the "Class B Notes"), Definitive Rating Assigned Aa2 (sf),

  US$35,200,000 Class C Secured Deferrable Floating Rate Notes due
  2023 (the "Class C Notes"), Definitive Rating Assigned A2 (sf),

  US$11,400,000 Class D Secured Deferrable Floating Rate Notes due
  2023 (the "Class D Notes"), Definitive Rating Assigned Baa2
  (sf),

  US$16,300,000 Class E Secured Deferrable Floating Rate Notes due
  2023 (the "Class E Notes"), Definitive Rating Assigned Ba1 (sf),
  and

  US$24,100,000 Class F Secured Deferrable Floating Rate Notes due
  2023 (the "Class F Notes"), Definitive Rating Assigned B2 (sf).

Ratings Rationale

Moody's ratings of the Class A Notes, the Class B Notes, the Class
C Notes, the Class D Notes, the Class E Notes and the Class F
Notes (together, the "Notes") address the expected losses posed to
noteholders. The ratings reflect the risks due to defaults on the
underlying portfolio of loans, the transaction's legal structure,
and the characteristics of the underlying assets.

NewStar 2012-2 is a managed cash flow SME CLO. The issued notes
are collateralized substantially by small to medium enterprise
("SME") first-lien senior secured corporate loans. At least 97.5%
of the portfolio must be invested in first-lien senior secured
loans, cash and eligible investments and up to 2.5% of the
portfolio may consist of second-lien loans. The underlying
portfolio will be approximately 67% ramped up as of the closing
date.

NewStar Financial, Inc. (the "Manager") will direct the selection,
acquisition and disposition of collateral on behalf of the Issuer
and may engage in trading activity during the transaction's three-
year reinvestment period, including discretionary trading.

In addition to the Notes rated by Moody's, the Issuer has
investors in its membership interests, which are the ownership
interests in a limited liability company. The transaction
incorporates interest and par coverage tests which, if triggered,
divert interest and principal proceeds to pay down the notes in
order of seniority.

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

Par of $325,000,000

Diversity of 36

WARF of 3200

Weighted Average Spread of 4.85%

Weighted Average Coupon of 7.0%

Weighted Average Recovery Rate of 45.75%, and

Weighted Average Life of 7.5 years.

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

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

Moody's WARF + 15% (3680)

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

Moody's WARF +30% (4160)

Class A Notes: -2
Class B Notes: -2
Class C Notes: -4
Class D Notes: -4
Class E Notes: -3
Class F Notes: -3.

The V Score for this transaction is Medium/High. This V Score has
been assigned in a manner similar to the Medium/High V score
assigned for the global cash flow CLO sector, as described in the
special report titled "V Scores and Parameter Sensitivities in the
Global Cash Flow CLO Sector," (the "CLO V Score Report") dated
July 6, 2009, available on www.moodys.com. A significant portion
of the underlying assets for this transaction are SME corporate
loans, which receive Moody's credit estimates, rather than
publicly rated corporate loans. This distinction is an important
factor increasing potential rating sensitivity in the
determination of this transaction's V Score, since only loans
publicly rated by Moody's are the basis for the CLO V Score
Report.

Several scores for sub-categories of the V Score differ from the
CLO sector benchmark scores. The scores for the quality of
historical data for U.S. SME loans and for disclosure of
collateral pool characteristics and collateral performance reflect
higher volatility. This results from lack of a centralized default
database for SME loans, as well as obligor-level information for
SME loans being more limited and less frequently provided to
Moody's than that for publicly rated companies. In addition, the
score for alignment of interests reflects lower volatility since
the transaction is a financing vehicle.

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 rating. V Scores apply to the entire transaction,
rather than individual tranches.

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


NORTEL NETWORKS: Moody's Affirms 'C' Rating on 2001-1 Certs.
------------------------------------------------------------
Moody's Investors Service affirmed the rating of Nortel Networks
Lease Pass-Through Trust, Pass-Through Trust Certificates, Series
2001-1 lease obligations as follows:

  Certificates, Affirmed at C; previously on Apr 15, 2010
  Downgraded to C

Ratings Rationale

The rating of the certificates was affirmed at C due to realized
loss and interest shortfalls. The certificates have incurred a 37%
loss in addition to $13.7 million in cumulative interest
shortfalls. Nortel Networks Inc. (Nortel) filed Chapter 11
bankruptcy protection on January 14, 2009 and rejected the lease
on one of the buildings securing the certificates on March 31,
2010.

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 an acceptable
range of the key parameters 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,
deviation from the expected range will not necessarily result in a
rating action nor does performance within expectations preclude
such actions. The decision to take (or not take) a rating action
is dependent on an assessment of a range of factors including, but
not exclusively, the performance metrics.

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

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
prior full review is summarized in a press release dated January
6, 2012.

Deal Performance

This Credit Tenant Lease (CTL) transaction was originally
supported by a mortgage on two mixed-use buildings situated in
Research Triangle Park, North Carolina, which were 100% leased to
Nortel under two leases. Nortel filed Chapter 11 bankruptcy
protection on January 14, 2009 and rejected one of two leases on
March 31, 2010. The property associated with the rejected lease --
Network Center -- was liquidated on October 28, 2011. The sale of
the property resulted in a principal paydown of $27.3 million
after fees plus a write-down of approximately $41.9 million. The
remaining property -- Gateway Center -- continues to support the
trust, and is subleased to four tenants. Payments to the trust are
current based on the reduced principal.

The final distribution date of the Certificates is August 9, 2016.
Based on Nortel's scheduled lease payments during the initial
lease term, there was a $75 million balloon payment due at the
maturity of the Certificates. To mitigate this balloon risk, the
transaction was structured with a surety bond issued by ZC
Specialty Insurance Company. Following a merger, the surety bond
is now an obligation of Centre Reinsurance (US) Limited (CRUS)
(financial strength rating A1). Based on Moody's reading of the
indenture, the surety is expected to cover in full, at loan
maturity in 2016, any outstanding principal balloon payments
attributable to the surviving leased property (Gateway Center).


NORTHWOODS CAPITAL IX: S&P Gives 'BB-' Rating on Class E Def Notes
------------------------------------------------------------------
Standard & Poor's Ratings Services assigned its ratings to
Northwoods Capital IX Ltd./Northwoods Capital IX LLC's $560.00
million fixed- and floating-rate notes.

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

The ratings reflect S&P's view of:

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

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

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

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

-- The portfolio manager's experienced management team.

-- S&P's projections regarding the timely interest and ultimate
    principal payments on the rated notes, which S&P assessed
    using its cash flow analysis and assumptions commensurate with
    the assigned ratings under various interest-rate scenarios,
    including LIBOR ranging from 0.31%-12.53%.

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

-- The transaction's reinvestment overcollateralization test, a
    failure of which will lead to the reclassification up to 50%
    of excess interest proceeds that are available prior to paying
    uncapped administrative expenses and fees, subordinated hedge
    termination payments and portfolio manager incentive fees.

           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

RATINGS ASSIGNED

Northwoods Capital IX Ltd./Northwoods Capital IX LLC

Class               Rating          Amount
                                  (mil. $)
X                   AAA (sf)          5.00
A                   AAA (sf)        375.00
B-1                 AA (sf)          38.00
B-2                 AA (sf)          25.00
C-1 (deferrable)    A (sf)           49.00
C-2 (deferrable)    A (sf)            8.00
D (deferrable)      BBB (sf)         30.00
E (deferrable)      BB- (sf)         30.00
Subordinated notes  NR               65.50

NR-Not rated.


OHIO STUDENT: Moody's Reviews 'Ba2' Ratings on Two Note Classes
---------------------------------------------------------------
Moody's Investors Service has placed under review for upgrade the
rating of six classes of bonds issued by the state of Ohio under
the 2001 Indenture of Trust. The underlying collateral consists of
approximately 74% of student loans originated under the Federal
Family Education Loan Program (FFELP), which are guaranteed by the
U.S. government for a minimum of 97% of defaulted principal and
accrued interest, and approximately 26% of private student loans.

Ratings Rationale

The review for upgrade is prompted primarily by the continued
build-up in credit enhancement. As of the latest reporting date of
September 2012, the total parity (the ratio of total assets to
total liabilities) for the transaction has increased to 109.8%
from 102.2% as of March 2009. With respect to the senior bonds,
the senior parity (the ratio of total assets to senior
liabilities) increased to 135.4% as of September 2012 from 118.7%
as of March 2009. The increases in the total and senior parity
resulted from a transaction structure feature that requires to use
all available excess spread to redeem the bonds instead of
releasing it to the residual holder.

The methodologies used in this rating were "Moody's Approach to
Rating U.S. Private Student Loan-Backed Securities", published in
January 2010, and "Moody's Approach to Rating Securities Backed by
FFELP Student Loans", published in April 2012.

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.

The complete rating actions are as follows:

Issuer: State of Ohio Student Loan Revenue Bonds (2001 Indenture -
Ohio Centric Student Loan Program)

Senior 2001A, Aa3 (sf) Placed Under Review for Possible Upgrade;
previously on Feb 2, 2009 Confirmed at Aa3 (sf)

Sub. 2001B, Ba2 (sf) Placed Under Review for Possible Upgrade;
previously on Apr 13, 2009 Downgraded to Ba2 (sf)

Sr 2002A-1, Aa3 (sf) Placed Under Review for Possible Upgrade;
previously on Feb 2, 2009 Confirmed at Aa3 (sf)

Sr 2002A-2, Aa3 (sf) Placed Under Review for Possible Upgrade;
previously on Feb 2, 2009 Confirmed at Aa3 (sf)

Sub. 2002B, Ba2 (sf) Placed Under Review for Possible Upgrade;
previously on Apr 13, 2009 Downgraded to Ba2 (sf)

2006A, Aa3 (sf) Placed Under Review for Possible Upgrade;
previously on Feb 2, 2009 Confirmed at Aa3 (sf)


PARK PLACE: Moody's Lifts Rating on Class M-2 Tranche to 'Caa1'
---------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on four
tranches from Park Place Asset-Backed Pass-Through Certificates
2005-WCW2. The collateral backing these transactions are subprime
residential mortgage loans.

Complete rating actions are as follows:

Issuer: Park Place Securities, Inc., Asset-Backed Pass-Through
Certificates, Series 2005-WCW2

  Cl. M-1, Upgraded to Ba2 (sf); previously on Sep 11, 2012
  Upgraded to B1 (sf)

  Cl. M-2, Upgraded to Caa1 (sf); previously on Sep 11, 2012
  Upgraded to Caa3 (sf)

  Cl. A-1D, Upgraded to Aaa (sf); previously on Sep 11, 2012
  Downgraded to Aa2 (sf)

  Financial Guarantor: Federal National Mortgage Association (Aaa,
  Outlook negative on Aug 2, 2011)

  Cl. A-2D, Upgraded to A2 (sf); previously on Sep 11, 2012
  Upgraded to Baa1 (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 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.

In addition, the rating on the Class A-1D note was incorrectly
downgraded to Aa2 (sf) on September 11, 2012. This bond has an
agency guarantee from Fannie Mae and should therefore be rated Aaa
(sf). 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.

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.

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

The primary 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 8.9% in November 2011 to 7.7% in November 2012.
Moody's expects the unemployment rate to stay between 7.5% and
8.5% in 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_SF310059

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


PEGASUS 2006-1: Moody's Lowers Rating on Class A1 Notes to 'Ba1'
----------------------------------------------------------------
Moody's Investors Service has downgraded the rating of one class
of Notes issued by Pegasus 2006-1. The downgrade is due to
deterioration in underlying reference obligations performance as
evidenced by transition in Moody's weighted average rating factor
(WARF), and weighted average recovery rate (WARR). The rating
action is the result of Moody's on-going surveillance of
commercial real estate collateralized debt obligation (CRE CDO
Synthetic) transactions.

  Cl. A1 Notes, Downgraded to Ba1 (sf); previously on Jan 18, 2012
  Downgraded to Baa3 (sf)

Ratings Rationale

Pegasus 2006-1 Ltd. Is a static credit linked notes transaction
backed by a portfolio of credit default swaps referencing 100%
commercial mortgage backed securities (CMBS), issued in
2005(76.7%) and 2006(23.3%). Currently, 73.0% of the reference
obligations are rated by Moody's. As of the October 17, 2012
Trustee report, the aggregate Note balance of the transaction, is
$121.5 million, the same as at issuance. There have been no
protection payments made from the term asset account to date.

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

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's has completed updated assessments for the non-Moody's
rated reference obligations. The bottom-dollar WARF is a measure
of the default probability within a reference obligations pool.
Moody's modeled a bottom-dollar WARF of 32 compared to 16 at last
review. The distribution of current ratings and assessments is as
follows: Aaa-Aa3 (83.3% compared to 90.0% at last review), A1-A3
(remained the same as last review at 10.0%), and Baa1-Baa3 (6.7%
compared to 0% at last review).

Moody's modeled to a WAL of 2.9 years compared to 3.6 at last
review.

Moody's modeled a variable WARR, with a mean of 60.5% compared to
62.8% at last review.

Moody's modeled a MAC of 55.7% compared to 62.5% at last review.

Moody's review incorporated CDOROM(R) v2.8, one of Moody's CDO
rating models, which was released on March 22, 2012.

Changes in any one or combination of the key parameters may have
rating implications on certain classes of rated notes. However, in
many instances, a change in key parameter assumptions in certain
stress scenarios may be offset by a change in one or more of the
other key parameters. Rated notes are particularly sensitive to
rating changes within the reference obligation pool. Holding all
other key parameters static, stressing the current ratings and
credit assessments of the reference obligations by one notch
downward or one notch upward affects the model results by
approximately 0 to 1 notches negatively and 0 to 2 notch
postitively, respectively.

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

Primary sources of assumption uncertainty are the extent of growth
in the current macroeconomic environment given the weak pace of
recovery and commercial real estate property markets. Commercial
real estate property values are continuing to move in a modestly
positive direction along with a rise in investment activity and
stabilization in core property type performance. Limited new
construction and moderate job growth have aided this improvement.
However, a consistent upward trend will not be evident until the
volume of investment activity steadily increases for a significant
period, non-performing properties are cleared from the pipeline,
and fears of a Euro area recession are abated.

The hotel sector is performing strongly with nine straight
quarters of growth and the multifamily sector continues to show
increases in demand with a growing renter base and declining home
ownership. Recovery in the office sector continues at a measured
pace with minimal additions to supply. However, office demand is
closely tied to employment, where growth remains slow and
employers are considering decreases in the leased space per
employee. Also, primary urban markets are outperforming secondary
suburban markets. Performance in the retail sector continues to be
mixed with retail rents declining for the past four years, weak
demand for new space and lackluster sales driven by internet sales
growth. Across all property sectors, the availability of debt
capital continues to improve with robust securitization activity
of commercial real estate loans supported by a monetary policy of
low interest rates.

Moody's central global macroeconomic scenario is for continued
below-trend growth in US GDP over the near term, with consumer
spending remaining soft in the US. Hurricane Sandy may skew near-
term economic data but is unlikely to have any long-term
macroeconomic effects. Primary downside risks include: a deeper
than expected recession in the euro area accompanied by deeper
credit contraction; the potential for a hard landing in major
emerging markets, including China, India and Brazil; an oil supply
shock, albeit abated in recent months; and given recent political
gridlock, excessive fiscal tightening in the US in 2013 leading
the US into recession. However, the Federal Reserve has shown
signs of support for activity by continuing with quantitative
easing.

The principal methodology used in this rating was "Moody's
Approach to Rating SF CDOs" published in May 2012.


RESOURCE REAL 2006-1: Moody's Keeps Caa3 Ratings on 3 Note Classes
------------------------------------------------------------------
Moody's Investors Service has affirmed the ratings of all classes
of Notes issued by Resource Real Estate Funding CDO 2006-1, Ltd.
The affirmations are due to the key transaction parameters
performing within levels commensurate with the existing ratings
levels. The rating action is the result of Moody's on-going
surveillance of commercial real estate collateralized debt
obligation (CRE CDO CLO) transactions.

Moody's rating action is as follows:

Cl. A-1, Affirmed at Aaa (sf); previously on Dec 15, 2011 Upgraded
to Aaa (sf)

Cl. C, Affirmed at Ba3 (sf); previously on Dec 15, 2011 Upgraded
to Ba3 (sf)

Cl. D, Affirmed at B1 (sf); previously on Dec 15, 2011 Upgraded to
B1 (sf)

Cl. E, Affirmed at B3 (sf); previously on Dec 15, 2011 Upgraded to
B3 (sf)

Cl. F, Affirmed at Caa2 (sf); previously on Dec 15, 2010
Downgraded to Caa2 (sf)

Cl. G, Affirmed at Caa3 (sf); previously on Dec 15, 2010
Downgraded to Caa3 (sf)

Cl. J, Affirmed at Caa3 (sf); previously on Dec 15, 2010
Downgraded to Caa3 (sf)

Cl. K, Affirmed at Caa3 (sf); previously on Apr 20, 2009
Downgraded to Caa3 (sf)

Ratings Rationale

Resource Real Estate Funding CDO 2006-1, Ltd. is a currently
static (the reinvestment period ended in September 2011) cash
transaction backed by a portfolio of whole loans (69.1% of the
current pool balance), mezzanine loans (14.1%), CRE CDO (5.8%), b-
notes (5.5%) and commercial mortgage backed securities (CMBS)
(5.5%). As of the November 26, 2012 Trustee report, the aggregate
Note balance of the transaction, including preferred shares, has
decreased to $282.9 million from $345.0 million at issuance, with
the paydown directed to the Class A-1 Notes, as a result of
amortization and pay-off to the underlying collateral. The
decrease in the balance is also due to partial note cancellation
of the Class B, C, D, E, and F Notes totaling $32.4 million. In
general, holding all key parameters static, the junior note
cancellations results in slightly higher expected losses and
longer weighted average lives on the senior Notes, while producing
slightly lower expected losses on the mezzanine and junior Notes.
However, this does not cause, in and of itself, a downgrade or
upgrade of any outstanding classes of Notes.

There are two assets with a par balance of $10.4 million (3.5% of
the current pool balance) that are considered impaired securities
as of the November 26, 2012 Trustee report. While there have been
limited realized losses on the underlying collateralto date,
Moody's does expect significant losses to occur on the impaired
securities once they are realized.

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

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's has completed updated assessments for the non-Moody's
rated collateral. Moody's modeled a bottom-dollar WARF of 5,916
compared to 6,057 at last review. The current distribution of
Moody's rated collateral and assessments for non-Moody's rated
collateral is as follows: Baa1-Baa3 (2.3% compared to 2.2% at last
review), Ba1-Ba3 (1.3% compared to 3.3% at last review), B1-B3
(7.6% compared to 14.9% at last review), and Caa1-C (88.7%
compared to 79.6% at last review).

Moody's modeled a WAL of 4.3 years compared to 3.4 years at last
review. The current modeled WAL incorporates updated assumptions
about extensions on the loan collateral.

Moody's modeled a fixed WARR of 38.9% compared to 38.6% at last
review.

Moody's modeled a MAC of 20.9% compared to 99.9% at last review.
The current MAC reflects changes in the credit quality
distribution of the underlying collateral pool and number of
collateral names outstanding.

Moody's review incorporated CDOROM(R) v2.8, one of Moody's CDO
rating models, which was released on March 22, 2012.

The cash flow model, CDOEdge(R) v3.2.1.2, was used to analyze the
cash flow waterfall and its effect on the capital structure of the
deal.

Changes in any one or combination of the key parameters may have
rating implications on certain classes of rated notes. However, in
many instances, a change in key parameter assumptions in certain
stress scenarios may be offset by a change in one or more of the
other key parameters. Rated notes are particularly sensitive to
changes in recovery rate assumptions. Holding all other key
parameters static, changing the recovery rate assumption down from
38.9% to 28.9% or up to 48.9% would result in a modeled rating
movement on the rated tranches of 0 to 8 notches downward and 0 to
6 notches upward, respectively.

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

Primary sources of assumption uncertainty are the extent of growth
in the current macroeconomic environment given the weak pace of
recovery and commercial real estate property markets. Commercial
real estate property values are continuing to move in a modestly
positive direction along with a rise in investment activity and
stabilization in core property type performance. Limited new
construction and moderate job growth have aided this improvement.
However, a consistent upward trend will not be evident until the
volume of investment activity steadily increases for a significant
period, non-performing properties are cleared from the pipeline,
and fears of a Euro area recession are abated.

The hotel sector is performing strongly with nine straight
quarters of growth and the multifamily sector continues to show
increases in demand with a growing renter base and declining home
ownership. Recovery in the office sector continues at a measured
pace with minimal additions to supply. However, office demand is
closely tied to employment, where growth remains slow and
employers are considering decreases in the leased space per
employee. Also, primary urban markets are outperforming secondary
suburban markets. Performance in the retail sector continues to be
mixed with retail rents declining for the past four years, weak
demand for new space and lackluster sales driven by internet sales
growth. Across all property sectors, the availability of debt
capital continues to improve with robust securitization activity
of commercial real estate loans supported by a monetary policy of
low interest rates.

Moody's central global macroeconomic scenario is for continued
below-trend growth in US GDP over the near term, with consumer
spending remaining soft in the US. Hurricane Sandy may skew near-
term economic data but is unlikely to have any long-term
macroeconomic effects. Primary downside risks include: a deeper
than expected recession in the euro area accompanied by deeper
credit contraction; the potential for a hard landing in major
emerging markets, including China, India and Brazil; an oil supply
shock; albeit abated in recent months; and given recent political
gridlock, excessive fiscal tightening in the US in 2013 leading
the US into recession. However, the Federal Reserve has shown
signs of support for activity by continuing with quantitative
easing.

The methodologies used in this rating were "Moody's Approach to
Rating SF CDOs" published in May 2012, and "Moody's Approach to
Rating Commercial Real Estate CDOs" published in July 2011.


RESOURCE REAL 2007-1: Moody's Keeps Caa3 Ratings on 4 Note Classes
------------------------------------------------------------------
Moody's Investors Service has affirmed the ratings of all classes
of Notes issued by Resource Real Estate Funding 2007-1, Ltd. The
affirmations are due to the key transaction parameters performing
within levels commensurate with the existing ratings levels. The
rating action is the result of Moody's on-going surveillance of
commercial real estate collateralized debt obligation (CRE CDO
CLO) transactions.

Moody's rating action is as follows:

  Cl. A-1, Affirmed at Aaa (sf); previously on Apr 20, 2009
  Confirmed at Aaa (sf)

  Cl. A-2, Affirmed at Aa3 (sf); previously on Dec 15, 2010
  Downgraded to Aa3 (sf)

  Cl. B, Affirmed at Baa3 (sf); previously on Dec 15, 2010
  Downgraded to Baa3 (sf)

  Cl. C, Affirmed at Ba2 (sf); previously on Dec 15, 2010
  Downgraded to Ba2 (sf)

  Cl. D, Affirmed at B2 (sf); previously on Dec 15, 2010
  Downgraded to B2 (sf)

  Cl. E, Affirmed at Caa1 (sf); previously on Dec 15, 2010
  Downgraded to Caa1 (sf)

  Cl. F, Affirmed at Caa1 (sf); previously on Dec 15, 2010
  Downgraded to Caa1 (sf)

  Cl. G, Affirmed at Caa2 (sf); previously on Dec 15, 2010
  Downgraded to Caa2 (sf)

  Cl. H, Affirmed at Caa2 (sf); previously on Dec 15, 2010
  Downgraded to Caa2 (sf)

  Cl. J, Affirmed at Caa3 (sf); previously on Dec 15, 2010
  Downgraded to Caa3 (sf)

  Cl. K, Affirmed at Caa3 (sf); previously on Dec 15, 2010
  Downgraded to Caa3 (sf)

  Cl. L, Affirmed at Caa3 (sf); previously on Dec 15, 2010
  Downgraded to Caa3 (sf)

  Cl. M, Affirmed at Caa3 (sf); previously on Dec 15, 2010
  Downgraded to Caa3 (sf)

Ratings Rationale

Resource Real Estate Funding 2007-1, Ltd. is a static
(reinvestment period ended in June 2012) cash transaction backed
by a portfolio of a-notes and whole loans (72.7% of the current
pool balance), commercial mortgage backed securities (CMBS)
(18.9%), mezzanine loans (7.5%) and b-notes (0.9%). As of the
November 26, 2012 Trustee report, the aggregate Note balance of
the transaction, including preferred shares, has decreased to
$416.3 million from $500.0 million at issuance, with the paydown
currently directed to the Class A-1 Notes. The Class A-1R is fully
paid off. Additionally, there have been partial note cancellations
to Classes B, F, G and H totaling $30.9 million. In general,
holding all key parameters static, the junior note cancellations
results in slightly higher expected losses and longer weighted
average lives on the senior Notes, while producing slightly lower
expected losses on the mezzanine and junior Notes. However, this
does not cause, in and of itself, a downgrade or upgrade of any
outstanding classes of Notes.

There are four assets with a par balance of $32.3 million (7.5% of
the current pool balance) that are considered impaired securities
as of the November 26, 2012 Trustee report. While there have been
limited realized losses on the underlying collateral to date,
Moody's does expect significant losses to occur on the impaired
securities once they are realized.

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

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's has completed updated assessments for the non-Moody's
rated collateral. Moody's modeled a bottom-dollar WARF of 6,642
compared to 6,955 at last review. The current distribution of
Moody's rated collateral and assessments for non-Moody's rated
collateral is as follows: A1-A3 (3.2% compared to 5.8% at last
review), Baa1-Baa3 (10.2% compared to 12.8% at last review), Ba1-
Ba3 (1.9% compared to 1.8% at last review), B1-B3 (2.0% compared
to 3.8% at last review), and Caa1-C (82.8% compared to 75.9% at
last review).

Moody's modeled a WAL of 3.3 years compared to 2.2 years at last
review. The current modeled WAL incorporates updated assumptions
about extensions on the loan collateral.

Moody's modeled a fixed WARR of 42.5% compared to 41.4% at last
review.

Moody's modeled a MAC of 99.9%, the same as that at last review.

Moody's review incorporated CDOROM(R) v2.8, one of Moody's CDO
rating models, which was released on March 22, 2012.

The cash flow model, CDOEdge(R) v3.2.1.2, was used to analyze the
cash flow waterfall and its effect on the capital structure of the
deal.

Changes in any one or combination of the key parameters may have
rating implications on certain classes of rated notes. However, in
many instances, a change in key parameter assumptions in certain
stress scenarios may be offset by a change in one or more of the
other key parameters. Rated notes are particularly sensitive to
changes in recovery rate assumptions. Holding all other key
parameters static, changing the recovery rate assumption down from
42.5% to 32.5% or up to 52.5% would result in a modeled rating
movement on the rated tranches of 0 to 5 notches downward and 0 to
8 notches upward, respectively.

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

Primary sources of assumption uncertainty are the extent of growth
in the current macroeconomic environment given the weak pace of
recovery and commercial real estate property markets. Commercial
real estate property values are continuing to move in a modestly
positive direction along with a rise in investment activity and
stabilization in core property type performance. Limited new
construction and moderate job growth have aided this improvement.
However, a consistent upward trend will not be evident until the
volume of investment activity steadily increases for a significant
period, non-performing properties are cleared from the pipeline,
and fears of a Euro area recession are abated.

The hotel sector is performing strongly with nine straight
quarters of growth and the multifamily sector continues to show
increases in demand with a growing renter base and declining home
ownership. Recovery in the office sector continues at a measured
pace with minimal additions to supply. However, office demand is
closely tied to employment, where growth remains slow and
employers are considering decreases in the leased space per
employee. Also, primary urban markets are outperforming secondary
suburban markets. Performance in the retail sector continues to be
mixed with retail rents declining for the past four years, weak
demand for new space and lackluster sales driven by internet sales
growth. Across all property sectors, the availability of debt
capital continues to improve with robust securitization activity
of commercial real estate loans supported by a monetary policy of
low interest rates.

Moody's central global macroeconomic scenario is for continued
below-trend growth in US GDP over the near term, with consumer
spending remaining soft in the US. Hurricane Sandy may skew near-
term economic data but is unlikely to have any long-term
macroeconomic effects. Primary downside risks include: a deeper
than expected recession in the euro area accompanied by deeper
credit contraction; the potential for a hard landing in major
emerging markets, including China, India and Brazil; an oil supply
shock; albeit abated in recent months; and given recent political
gridlock, excessive fiscal tightening in the US in 2013 leading
the US into recession. However, the Federal Reserve has shown
signs of support for activity by continuing with quantitative
easing.

The methodologies used in this rating were "Moody's Approach to
Rating SF CDOs" published in May 2012, and "Moody's Approach to
Rating Commercial Real Estate CDOs" published in July 2011.


REVE SPC: Moody's Raises Rating on $80-Mil. XVII Notes to 'Ba3'
---------------------------------------------------------------
Moody's Investors Service took the following rating action on REVE
SPC Dryden XVII, a collateralized debt obligation transaction (the
"Collateralized Synthetic Obligation" or "CSO"). The CSO
references a portfolio of synthetic corporate senior unsecured and
subordinated bonds.

  USD80,000,000 (Current Balance 54,000,000) Dryden XVII Notes of
  Series 2007-1, Class JSS due September 20, 2014 Notes, Upgraded
  to Ba3 (sf); previously on March 11, 2011 Upgraded to B2 (sf);

  USD15,000,000 (Current Balance 30,000,000) UBS AG, London Branch
  CDS Reference Number 37613929 (DRYDEN XVII) Notes, Upgraded to
  Ba2 (sf); previously on March 11, 2011 Upgraded to B1 (sf).

Ratings Rationale

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

Since the last rating review in March 2011, the ten year weighted
average rating factor (WARF) of the portfolio dropped from 953 to
788 excluding settled credit events. The credit quality of the
portfolio continues to improve with 10.38% of the portfolio rated
B1 or below, compared to 11.56% from the last review. There are 23
reference entities with a negative outlook compared to 7 that are
positive, and 2 entities on watch for downgrade compared to none
on watch for upgrade.

There has been one additional credit event on Residential Capital
LLC since the last rating action. The portfolio has experienced
seven credit events, equivalent to 8.50% of the portfolio based on
the portfolio notional value at closing. Since inception, the
subordination of the rated tranches have been reduced by 4.039%
due to credit events on Federal Home Loan Mortgage Corporation,
Federal National Mortgage Association, Lehman Brothers Holding
Inc., Syncora Guarantee Inc., CIT Group Inc., Ambac Assurance
Corporation and Residential Capital LLC.

The CSO tranches maturing on September 20, 2014 have a remaining
life of 1.8 years.

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

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

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

  * Moody's reviews a scenario consisting of reducing the maturity
    of the CSO by six months, keeping all other things equal. The
    result of this run is zero to one notch higher than in the
    base case.

  * Market Implied Ratings ("MIRS") are modeled in place of the
    corporate fundamental ratings to derive the default
    probability of the reference entities in the portfolio. The
    gap between an MIR and a Moody's corporate fundamental rating
    is an indicator of the extent of the divergence in credit view
    between Moody's and the market. The result of this run is zero
    to one notch lower than the base case.

  * Moody's performs a stress analysis consisting of defaulting
    all entities rated Caa3 and below. The result of this run is
    comparable to the base case.

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

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

Moody's does not run a separate loss and cash flow analysis other
than the one already done by the CDOROM model. For a description
of the analysis, refer to the methodology and the CDOROM user's
guide on Moody's website.

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

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


SLM PRIVATE: Fitch Downgrades Rating on All Note Classes
--------------------------------------------------------
Fitch Ratings has downgraded all senior, subordinate and junior
subordinate notes from three SLM Private Credit Student Loan
Trusts.  In addition, Fitch removes them from Rating Watch
Negative and assigns a Negative Outlook for all the notes.  Fitch
used its 'Global SF Criteria' and 'U.S. Private SL ABS Criteria'
to review the transaction.

In July 2012, Fitch placed SLM 2003-A, 2003-B and 2003-C trusts on
Rating Watch Negative due to concerns that total parity for each
of the trusts dropped below 100%, leaving the trusts under-
collateralized.  Additionally, excess spread was compressed as a
result of higher coupon cost on the auction rate notes, which are
paying at the maximum rate causing a higher bond interest expense
to the trust.

The downgrades reflect insufficient loss coverage multiples to
support existing ratings.  Fitch estimates the remaining defaults
to range approximately from 8% to 10% depending on the trust.
Losses have been accumulating at a faster pace than anticipated
and have resulted in erosion of total parity over the years.  In
addition, total parity levels for all three trusts have decreased
below par to 99.41%, 98.12%, and 97.71%, respectively.  With the
higher trust expenses, excess spreads are insufficient to cover
for the realized loss incurred in the trusts, resulting in the
reduction of the total parity in each trust.

The Negative Outlook on the non-distressed ratings is driven by
the declining total parities and high default levels in excess of
Fitch's initial expectations.  In addition, the Outlooks reflect
Fitch's negative view on the private student loan sector in
general.

Fitch also applied a Recovery Estimate (RE) to classes rated 'CCC'
or below, representing Fitch's calculation of expected principal
recoveries as a percentage of current note principal outstanding.
Each of the notes rated 'CCC' or below was assigned an RE
respectively, given Fitch's calculation of expected net recoveries
and principal balance of the notes as of the latest reporting
period.

Fitch projected future losses and derived loss coverage multiples
based on the latest performance data.  The projected net loss
amounts were compared to available credit enhancement to determine
the loss multiples appropriate for each rating category.  Credit
enhancement consists of a combination of excess spread,
overcollateralization, and subordination.

The collateral securing the notes are private student loans
originated to undergraduate, graduate, law, Med and MBA students
under the Signature and EXCEL programs.  The private student loans
are intended to assist individuals in financing their
undergraduate or graduate education beyond FFELP limits.

Fitch downgrades the following ratings, removed them all from
Negative Watch, and assigned a Negative Outlook and/or RE as
indicated:

SLM Private Credit Student Loan Trust 2003-A:

  -- Class A-2 to 'Asf' from 'AAAsf'; Outlook Negative;
  -- Class A-3 to 'Asf' from 'AAAsf'; Outlook Negative;
  -- Class A-4 to 'Asf' from 'AAAsf'; outlook Negative;
  -- Class B to 'BBBsf' from 'AAsf'; Outlook Negative;
  -- Class C to 'CCCsf' from 'BBB-sf'; RE30%.

SLM Private Credit Student Loan Trust 2003-B:

  -- Class A-2 to 'A-sf' from 'AAAsf'; Outlook Negative;
  -- Class A-3 to 'A-sf' from 'AAAsf'; Outlook Negative;
  -- Class A-4 to 'A-sf' from 'AAAsf'; Outlook Negative;
  -- Class B to 'BBBsf' from 'AAsf'; Outlook Negative;
  -- Class C to 'CCCsf' from 'BBB-sf'; RE20%.

SLM Private Credit Student Loan Trust 2003-C:

  -- Class A-2 to 'A-sf' from 'AAAsf'; Outlook Negative;
  -- Class A-3 to 'A-sf' from 'AAAsf'; Outlook Negative;
  -- Class A-4 to 'A-sf' from 'AAAsf'; Outlook Negative;
  -- Class A-5 to 'A-sf' from 'AAAsf'; Outlook Negative;
  -- Class B to 'BBBsf'; from 'AAsf'; Outlook Negative;
  -- Class C to 'CCCsf' from 'BBB-sf'; RE25%.


TABERNA EUROPE: Fitch Affirms Junk Ratings on Note Classes
----------------------------------------------------------
Fitch Ratings has affirmed the ratings on six classes of notes and
downgraded the ratings on two classes of notes from two European
collateralized debt obligations (CDOs) as follows:

Taberna Europe CDO I P.L.C. (Taberna Europe I)

  -- EUR296,449,136 class A1 notes downgraded to 'Bsf' from
     'BBsf'; Outlook remains Negative;
  -- EUR90,500,000 class A2 notes downgraded to 'CCsf' from
     'CCCsf';
  -- EUR 49,607,837 class B notes affirmed at 'Csf';
  -- EUR 30,960,338 class C notes affirmed at 'Csf';
  -- EUR 33,205,782 class D notes affirmed at 'Csf';
  -- EUR 23,235,303 class E notes affirmed at 'Csf'.

Taberna Europe CDO II P.L.C. (Taberna Europe II)

  -- EUR417,430,197 class A1 notes affirmed at 'CCCsf';
  -- EUR95,000,000 class A2 notes affirmed at 'CCsf'.

The portfolios in both transactions are comprised primarily of
senior unsecured, subordinate debt, and TruPS issued by Real
Estate Investment Trusts (REITs), that make up 81% of the
portfolio in Taberna Europe I and 69% in Taberna Europe II.  The
exposure is predominantly to European issuers. European REITs in
the portfolios have generally solid medium term credit profiles
and should continue to draw support from relatively resilient
rental income.  Non-investment grade REITs may face challenging
refinancing conditions in 2014 and 2015 due to their relatively
higher reliance on bank funding and higher exposure to non-prime
properties, as compared to investment grade REITs.  The remaining
exposure consists of securities issued by financial companies,
Commercial Mortgage Backed Securities, and commercial real estate
debt.

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

The key rating factors for each transaction are listed below.

Taberna Europe I

The paydowns were modest, with class A1 note having received 2.9%
of its last review balance, from principal proceeds (2.8%) and
excess spread (0.1%).

Currently, 48% of the portfolio, of total notional value of EUR535
million as of the November 2012 trustee report, is publicly rated,
with the remainder assigned credit opinions.  The credit quality
slightly improved since last review, with 14.9% of the portfolio
upgraded versus 1.5% downgraded, however, the magnitude of
upgrades was modest, not exceeding a category on average.  At this
review, 33.4% of the portfolio is rated or carries credit opinion-
equivalent of investment grade versus 34.3% at last review.

The stabilization in the credit quality and modest deleveraging
are outweighed by the reduction in interest collection since last
review. The average quarterly interest proceeds in this
transaction dropped by 38% since last review.  An issuer of
perpetual securities that comprises 3.7% portion of the portfolio
stopped paying interest that previously contributed EUR1.6 million
per annum.  In addition, one hybrid security switched from a fixed
rate to a floating rate coupon.  In the presence of a sizeable out
of the money interest rate swap, and fixed schedule of deferred
structuring and placement fees and a significant drop in Euribor
rates, any additional interest deferral can result in interest
shortfalls to the class A2 notes.  The manager deferred its senior
fee twice in 2012 to avoid an interest shortfall to the A2 notes.
While the management fees were paid on the most recent payment
date in November, the risk of shortfalls remains.

Fitch cash flow model captures the combined effect of the changes
since last review, with the breakeven rates reflecting the risk of
interest shortfalls for the A-1 and A-2 notes, both non-deferrable
classes.  The downgrades for class A1 and A2 notes are in line
with the range of breakeven results from the cash flow model.  The
Negative Outlook for the A1 notes reflects the risk of interest
shortfalls. Fitch does not assign outlooks to notes rated below
'Bsf' rating.

Taberna Europe II

Paydowns were higher than in Taberna Europe I, with class A1 note
having received 8.4% of its last review balance, from principal
proceeds (8%) and excess spread (0.4%).

Currently, 51% of the portfolio, of total notional value of EUR689
million as of the November 2012 trustee report, is publicly rated,
with the remainder assigned credit opinions.  The credit quality
moderately improved since last review, with 24% of the portfolio
upgraded versus 4% downgraded.  However, similar to Taberna Europe
I, the magnitude of upgrades was modest, not exceeding a category
on average.  At this review, 33.6% of the portfolio is rated or
carries credit opinion-equivalent of investment grade compared to
30.6% at last review.

The improvement in the credit quality and sizable deleveraging is
offset by the reduction in interest collection since last review.
The average quarterly interest proceeds dropped by 22% since last
review.  Same issuer as in Taberna Europe I, that comprises 3.7%
portion of the portfolio, stopped paying interest that previously
contributed EUR2 million on an annual basis.  In addition, two
hybrid securities in the portfolio switched from a fixed rate to a
floating rate coupon.  As in Taberna Europe I, there is an out of
the money interest rate swap and deferred structuring and
placement fees.  The manager deferred its senior fee twice in 2012
to avoid an interest shortfall to the A2 notes.

Fitch cash flow model captures the combined effect of the changes
since last review, with the breakeven rates reflecting the risk of
interest shortfalls for the A-1 and A-2 notes, both non-deferrable
classes.  The affirmation for class A1 and A2 notes are in line
with the range of breakeven results from the cash flow model.


TARGETED RETURN: S&P Lowers Rating on 2004-1 Corp. Bonds to 'CCC+'
------------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on Targeted
Return Index Securities Trust's series HyVol 2004-1, a small-
basket transaction that comprises corporate bonds.

The lowered rating reflects, and is now linked to, the rating of
the underlying security of the transaction.

            STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

            http://standardandpoorsdisclosure-17g7.com

RATING LOWERED

Targeted Return Index Securities Trust
Series HyVol 2004-1
                            Rating          Rating
Class                       To              From
                            CCC+ (sf)       B- (sf)


TARRANT COUNTY: Moody's Cuts Rating on Revenue Bonds to 'B1'
------------------------------------------------------------
Moody's Investors Service has downgraded the rating of Tarrant
County Cultural Education Facilities Finance Corp. Retirement
Facility Revenue Bonds (GNMA Mortgage Loan WGH Heritage, Inc.
Project) Series 2008A-1 And Taxable Series 2008A-2 from Aaa to B1.

Ratings Rationale

Moody's had maintained the Aaa rating on the bonds since 2008 due
to cashflow projections showing the ability to meet all future
debt service liabilities. This deal was originally structured
assuming 1% to 2% interest reinvestment earnings on mortgage
revenues. Interest earnings have, in fact, been at or near 0%,
resulting in less than expected revenue. In November of 2009,
Moody's methodology was updated to reflect the new ultra low
interest rate environment. The updated methodology stresses the
deal by assuming a 0% reinvestment rate for the life of the deal.

While Moody's used a 0% reinvestment rate assumption in Moody's
updated cash flow projections, the interest rates on the MBS
backing the deal were overstated. As a result, Moody's calculated
a higher revenue stream than was actually coming into the deal.
Moody's has corrected this issue and adjusted the projections to
accurately reflect the future performance of the bond program.
Once these corrections were incorporated, cash flow projections
demonstrated a cashflow insufficiency within three years, which is
consistent with a B1 rating.

What Could Change The Rating Up

* A drastic change in interest rates

* A deposit of funds from an outside source, e.g., borrower or
   issuer

What Could Change The Rating DOWN

* Projected or actual parity or cash flow insufficiencies

The principal methodology used in this rating was GNMA
Collateralized Multifamily Housing Bonds published in June 2001.


UCFC FUNDING: S&P Affirms 'BB+' Rating on Class A-1 Certificates
----------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BB+ (sf)' rating
on the class A-1 certificates from UCFC Funding Corp. Manufactured
Housing Contract Pass-Through Cert Series 1998-3. "In addition,
our ratings on the class M-1, M-2, and B-1 certificates remain at
'D (sf)' due to continued payment defaults resulting from interest
shortfalls. The collateral supporting the certificates consists
of fixed-rate loans originated or purchased by United Companies
Funding Inc., United Companies, or UNICOR Mortgage (Registered)
Inc. and backed by manufactured housing installment sale contracts
and installment loan agreements. Green Tree Servicing LLC is
currently servicing the portfolio," S&P said.

"The affirmation reflects our view that the total credit support
as a percent of the amortizing pool balance, compared with our
expected remaining losses, is adequate for the affirmed rating. In
addition, the affirmation reflects the transaction's collateral
performance to date, our views regarding future collateral
performance, and the structure of the transaction. Furthermore,
our analysis incorporated secondary credit factors, such as credit
stability, payment priorities under various scenarios, and sector-
and issuer-specific analysis," S&P said.

"As of the Nov. 15, 2012, distribution date, the pool factor, or
percentage of the initial pool balance that remains outstanding,
was 22.59%. To date, the transaction has experienced cumulative
net losses of 24.23%, well above our original loss expectation at
issuance. The percentage of the outstanding loan balance that is
90 or more days past due has been trending slightly upward and
currently sits at 3.39%. After reviewing the performance
information we have received for the transaction to date, we
increased our cumulative net loss expectation to 30%, up from 29%
since our last surveillance review in 2010," S&P said.

"At closing, credit support was provided through a combination of
subordination, in the form of two classes of B certificates and
two classes of M certificates, and excess spread. The transaction
was structured to build enhancement over time in the form of
overcollateralization (O/C) through the accelerated pay down of
the senior certificates with excess spread. As of the Nov. 15,
2012, distribution date, higher-than-expected losses have depleted
the O/C. In addition, three of the four subordinated classes have
been written down to zero and the remaining class M-1 certificate,
which provides the only hard credit enhancement to the class A-1
certificates, continues to be written down. As of the Nov. 15,
2012, hard credit enhancement in the form of subordination from
class M-1 provides 31.51% of credit enhancement," S&P said.

"We will continue to monitor the performance of this transaction
to consider whether the credit enhancement remains sufficient, in
our view, to cover our revised cumulative net loss expectation
under our stress scenarios for the affirmed ratings," S&P said.

           STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

         http://standardandpoorsdisclosure-17g7.com

RATINGS AFFIRMED

UCFC Funding Corp. Manufactured Housing Contract Pass-Through Cert
Ser 1998-3
Series   Class      Rating
1998-3   A-1        BB+ (sf)

OTHER RELATED RATINGS

UCFC Funding Corp. Manufactured Housing Contract Pass-Through Cert
Ser 1998-3
Series   Class      Rating
1998-3   M-1        D (sf)
1998-3   M-2        D (sf)
1998-3   B-1        D (sf)


VEGA CAPITAL: Moody's Reviews 'Ba2' Rating for Possible Upgrade
---------------------------------------------------------------
Moody's Investors Service has placed the rating of the following
notes issued by Vega Capital Ltd. (the "Issuer") under review for
possible upgrade:

US$63,900,000 Series 2010-I Class C Principal At-Risk Variable
Rate Notes due December 20, 2013, Ba2 (sf) Placed Under Review for
Possible Upgrade; previously on February 3, 2012 Upgraded to Ba2
(sf).

Ratings Rationale

According to Moody's, the rating action taken on the notes is
primarily a result of the reduction of the likelihood of losses to
the Class C Notes due to the build-up of a first-loss protection
layer via payments by Swiss Reinsurance Company Ltd. ("Swiss Re"
or the "Counterparty") to the Reserve Account and to the
shortening of the risk period.

Moody's notes that the transaction receives reserve account
payments from the Counterparty on each payment date which has
resulted in a build-up of a significant first loss position in the
capital structure ($45.7 million as of December 2012), in addition
to the $42.6 million of unrated Class D Notes that provide an
additional layer of protection below the rated Class C Notes.
Additionally, with less than one year remaining in the
transaction, the likelihood of occurrence of the number of
qualified events with the associated aggregate losses required to
attach the Class C Notes has been significantly reduced. Both
these factors have been incorporated in Moody's analysis.

The positive factors mentioned above are partially offset by the
occurrence on October 30, 2012 of Hurricane Sandy, a covered PCS
North Atlantic Hurricane Event under the terms of the transaction.
In its analysis, Moody's has considered the possibility that the
losses resulting from this event may breach the trigger level for
such peril and result in payments from the Reserve Account to the
Counterparty, thus reducing the additional first loss protection
available to the rated notes. However, due to (1) the sizeable
remaining first loss protection layer provided by the Reserve
Account, (2) the Class D notes that sit below the rated Notes, and
(3) the structure of the loss trigger mechanism of the transaction
that limits the annual losses attributable to each separate peril,
potential losses to the Class C Notes will require the occurrence
of more than one of the covered type of perils during the
remaining risk period.

Moody's awaits the loss determination reported by the Calculation
Agent related to the Event Notice received with respect to
Hurricane Sandy to determine the final resolution to the review
for upgrade to the Class C Notes.

Vega Capital Ltd. is a catastrophe bond program that can issue
notes in different series to cover a portfolio of natural
catastrophe risks over specific risk periods. Investors in the
Series 2010-I Notes, issued on December 14, 2010, provide
protection to the Counterparty against losses that may result from
the occurrence of events from up to five separate perils over a
risk period of three years, i.e. until December 14, 2013. The
perils covered by the Series 2010-I issuance include: European
windstorms, Japan typhoons, Japan earthquakes, California
earthquakes and North Atlantic hurricanes.

The principal methodology used in this rating was "Moody's
Approach to Rating Catastrophe Bonds Updated" published in January
2004.


VENTURE XII: S&P Gives Prelim. 'BB' Rating on $42MM Class E Notes
-----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary
ratings to Venture XII CLO Ltd./Venture XII CLO Corp.'s $676.00
million floating-rate notes.

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

The preliminary ratings are based on information as of Dec. 17,
2012. Subsequent information may result in the assignment of final
ratings that differ from the preliminary ratings.

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

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

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

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

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

-- The asset manager's experienced management team.

-- The timely interest and ultimate principal payments on the
    preliminary rated notes, which S&P assessed using its cash
    flow analysis and assumptions commensurate with the assigned
    preliminary ratings under various interest-rate scenarios,
    including LIBOR ranging from 0.31%-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.

-- The transaction's reinvestment overcollateralization test, a
    failure of which will lead to the reclassification of a
    certain amount of excess interest proceeds, that are available
    prior to paying uncapped administrative expenses and fees;
    subordinated hedge termination payments; collateral manager
    incentive fees; and subordinated note payments, into principal
    proceeds for the purchase of additional collateral.

            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/1188.pdf.

PRELIMINARY RATINGS ASSIGNED

Venture XII CLO Ltd./Venture XII CLO Corp.

Class              Rating             Amount
                                    (mil. $)
A-1                AAA (sf)           475.00
A-X                AAA (sf)            10.00
B-1                AA (sf)             55.00
B-2                AA (sf)             15.00
C-1                A (sf)              33.00
C-2                A (sf)              10.00
D                  BBB (sf)            36.00
E                  BB (sf)             42.00
Income notes       NR                  74.00

NR-Not rated.


VERMEER FUNDING: Moody's Raises Rating on Class A-2 Notes to 'B2'
-----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of the
following notes issued by Vermeer Funding, Ltd.:

US$245,000,000 Class A-1 Senior Secured Floating Rate Notes due
2039 (current balance of $797,338), Upgraded to Aaa (sf);
previously on April 20, 2011 Upgraded to Aa1 (sf);

US$38,500,000 Class A-2 Senior Secured Floating Rate Notes due
2039, Upgraded to B2 (sf); previously on May 14, 2010 Downgraded
to Caa2 (sf)

Ratings Rationale

According to Moody's, the rating action taken on the notes is
primarily a result of deleveraging of the senior notes and an
increase in the transaction's overcollateralization ratio since
the rating action in April 2011. Moody's notes that the Class A-1
Notes have been paid down by approximately 94%, or $13.2 million
since the last rating action. Based on Moody's calculation, the
Class A-1 and Class A-2 overcollateralization ratios are at
6042.3% and 122.6%, respectively, versus April 2011 levels of
261.3% and 111.4%, respectively.

Vermeer Funding, Ltd., issued on April 13, 2004, is a
collateralized debt obligation backed primarily by a portfolio of
RMBS, ABS and CLOs, originated from 2003 to 2004.

The methodologies used in this rating were "Moody's Approach to
Rating SF CDOs" published in May 2012, and "Using the Structured
Note Methodology to Rate CDO Combo-Notes" published in February
2004.

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

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

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

Moody's notes that in arriving at its ratings of SF CDOs, there
exist a number of sources of uncertainty, operating both on a
macro level and on a transaction-specific level. Primary sources
of assumption uncertainty are the extent of the slowdown in growth
in the current macroeconomic environment and the residential real
estate property markets. Among the uncertainties in the
residential real estate property market are those surrounding
future housing prices, pace of residential mortgage foreclosures,
loan modification and refinancing, unemployment rate and interest
rates.

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

Moody's below investment-grade assets notched up by 2 rating
notches (WARF of 618)

Class A-1: 0
Class A-2: 0
Class B: 0
Class C: 0
Combination Securities: 0

Moody's below investment-grade assets notched down by 2 rating
notches (WARF of 1330)

Class A-1: 0
Class A-2: -2
Class B: 0
Class C: 0
Combination Securities: 0


VERTICAL MILLBROOK: Moody's Cuts Ratings on 2 Note Classes to 'C'
-----------------------------------------------------------------
Moody's Investors Service has downgraded two classes of notes
issued by Vertical Millbrook master trust. Two transactions are
affected: Vertical Millbrook 2007-1 - Series 56 (Series 56); and
Vertical Millbrook 2007-1 - Series 57 (Series 57). The downgrades
are due to increased losses to the underlying reference CMBS and
REIT collateral. The rating action is the result of Moody's on-
going surveillance of commercial real estate collateralized debt
obligation (CRE CDO Synthetic) transactions.

Moody's rating action is as follows:

Issuer: Vertical Millbrook 2007-1 - Series 56

US$90,000,000 Class A-1 Variable Floating Rate Credit-Linked
Notes Due October 12, 2052, Downgraded to C (sf); previously on
Feb 10, 2010 Downgraded to Ca (sf)

Issuer: Vertical Millbrook 2007-1 - Series 57

US$40,000,000 Class A-1A Variable Rate Credit-Linked Notes due
August 25, 2037, Downgraded to C (sf); previously on Feb 10, 2010
Downgraded to Ca (sf)

Ratings Rationale

Series 56 and Series 57 are synthetic transactions backed by the
same static portfolio of reference obligations with the same
attachment/detachment points. The reference obligations are
comprised of commercial mortgage backed securities and REIT bonds.
All of the CMBS reference obligations were securitized between
2005 and 2007. The aggregate balance of the reference collateral
has decreased to $1.050 billion from $1.300 billion at issuance as
a result of writedowns to the reference obligations. The rated
notes are funded in eligible assets such as cash and cash
equivalent assets.

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

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's has completed updated assessments for the non-Moody's
rated reference obligations. Moody's modeled a bottom-dollar WARF
of 8,203, compared to 8,265 at last review. The current
distribution of Moody's rated collateral and assessments for non-
Moody's rated reference obligations is as follows: Baa1-Baa3 (8.0%
compared to 5.3% at last review), Ba1-Ba3 (2.0% compared to 3.6%
at last review), B1-B3 (4.0% compared to 5.3% at last review), and
Caa1-C (86.0% compared to 85.8% at last review).

Moody's modeled a WAL of 4.2 years, compared to 4.9 years at last
review. The current WAL is based on the assumption about
extensions on the underlying reference obligations and associated
loans.

Moody's modeled a fixed WARR of 3.6% compared to 3.2% at last
review.

Moody's modeled a MAC of 0%, the same as at last review. This low
MAC is due to high credit risk of the reference obligation pool
concentrated in a small number of names.

Moody's review incorporated CDOROM(R) v2.8, one of Moody's CDO
rating models, which was released on March 22, 2012.

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 given the weak pace of
recovery and commercial real estate property markets. Commercial
real estate property values are continuing to move in a modestly
positive direction along with a rise in investment activity and
stabilization in core property type performance. Limited new
construction and moderate job growth have aided this improvement.
However, a consistent upward trend will not be evident until the
volume of investment activity steadily increases for a significant
period, non-performing properties are cleared from the pipeline,
and fears of a Euro area recession are abated.

The hotel sector is performing strongly with nine straight
quarters of growth and the multifamily sector continues to show
increases in demand with a growing renter base and declining home
ownership. Recovery in the office sector continues at a measured
pace with minimal additions to supply. However, office demand is
closely tied to employment, where growth remains slow and
employers are considering decreases in the leased space per
employee. Also, primary urban markets are outperforming secondary
suburban markets. Performance in the retail sector continues to be
mixed with retail rents declining for the past four years, weak
demand for new space and lackluster sales driven by internet sales
growth. Across all property sectors, the availability of debt
capital continues to improve with robust securitization activity
of commercial real estate loans supported by a monetary policy of
low interest rates.

Moody's central global macroeconomic scenario is for continued
below-trend growth in US GDP over the near term, with consumer
spending remaining soft in the US. Hurricane Sandy may skew near-
term economic data but is unlikely to have any long-term
macroeconomic effects. Primary downside risks include: a deeper
than expected recession in the euro area accompanied by deeper
credit contraction; the potential for a hard landing in major
emerging markets, including China, India and Brazil; an oil supply
shock, albeit abated in recent months; and given recent political
gridlock, excessive fiscal tightening in the US in 2013 leading
the US into recession. However, the Federal Reserve has shown
signs of support for activity by continuing with quantitative
easing.

The methodologies used in these ratings were "Moody's Approach to
Rating SF CDOs" published in May 2012, and "Moody's Approach to
Rating Commercial Real Estate CDOs" published in July 2011.


VIBRANT CLO: S&P Gives Prelim. 'BB' Rating on $13.9MM Cl. D Notes
-----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary
ratings to Vibrant CLO Ltd./Vibrant CLO Corp.'s $281.90 million
floating-rate notes.

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

The preliminary ratings are based on information as of Dec. 13,
2012. Subsequent information may result in the assignment of final
ratings that differ from the preliminary ratings.

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

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

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

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

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

-- The asset manager's experienced management team.

-- The timely interest and ultimate principal payments on the
    preliminary rated notes, which S&P assessed using its cash
    flow analysis and assumptions commensurate with the assigned
    preliminary ratings under various interest-rate scenarios,
    including LIBOR ranging from 0.31%-12.65%.

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

-- The transaction's interest reinvestment test, a failure of
    which during the reinvestment period will lead to the
    reclassification of excess interest proceeds that are
    available prior to paying subordinated management fees,
    uncapped administrative expenses, and subordinated note
    payments into principal proceeds for the purchase of
    collateral assets.

           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

PRELIMINARY RATINGS ASSIGNED

Vibrant CLO Ltd./Vibrant CLO Corp.

Class                      Rating           Amount
                                          (mil. $)
A-1                        AAA (sf)         191.85
A-2                        AA (sf)           39.25
B (deferrable)             A (sf)            21.70
C (deferrable)             BBB (sf)          15.20
D (deferrable)             BB (sf)           13.90
Subordinated notes         NR                35.50

NR - Not rated.


WFRBS 2012-C10: DBRS Assigns 'BB(sf)' Rating on Class E Certs.
--------------------------------------------------------------
DBRS has assigned final ratings to the following classes of
Commercial Mortgage Pass-Through Certificates, Series 2012-C10, to
be issued by WFRBS Commercial Mortgage Trust 2012-C10.  The trends
are Stable.

-- Class A-1 at AAA (sf)
-- Class A-2 at AAA (sf)
-- Class A-3 at AAA (sf)
-- Class A-FL at AAA (sf)
-- Class A-FX at AAA (sf)
-- Class A-SB at AAA (sf)
-- Class A-S at AAA (sf)
-- Class X-A at AAA (sf)
-- Class X-B at AAA (sf)
-- Class B at AA (low) (sf)
-- Class C at A (low) (sf)
-- Class D at BBB (low) (sf)
-- Class E at BB (sf)
-- Class F at B (sf)
-- Class G at NR

Classes D, E, F, G, X-A, X-B, A-FL, and A-FX have been privately
placed pursuant to Rule 144a.

The Class X-A and Class X-B balances are notional. DBRS ratings on
interest-only certificates address the likelihood of receiving
interest based on the notional amount outstanding.  DBRS considers
the interest-only certificate's position within the transaction
payment waterfall when determining the appropriate rating.  The
principal balance of the Class A-FL Certificates (and, therefore,
the Class A-FX Certificates) may be adjusted from time to time as
a result of the exchange of all or a portion of the Class A-FL
Certificates for Class A-FX Certificates.  DBRS ratings do not
address any shortfalls or delays in payment that investors in the
Class A-FL Certificates may experience as a result of the
conversion of the Pass-Through Rate on Class A-FL Certificates
from a floating interest rate to a fixed rate.

The collateral consists of 85 fixed-rate loans secured by 122
multifamily properties, mobile home parks and commercial
properties.  The portfolio has a balance of $1,305,613,775.  The
pool consists of relatively low-leverage financing, with a DBRS
weighted-average term debt service coverage ratio (DSCR) and debt
yield of 1.71 times (x) and 10.1%, respectively.  Based on the
DBRS sample of 33 loans, representing 70.6% of the pool, the loans
were, in general, prudently underwritten.  The average DBRS NCF
variance was -5.7%.  The refinance risk of the transaction is
considered low, as the underlying loans will amortize 16.6% by
their respective loan maturities.

Furthermore, the pool has a WA DBRS exit debt yield of 12.2%.  The
pool has relatively high concentrations of retail (43.8% of the
pool) and hotel properties (18.8% of the pool).  However, the
transaction's retail assets have a WA DBRS Term DSCR of 2.12x,
allowing for material deterioration of cash flows before a debt
service shortfall occurs.  Additionally, the pool's hotel loans
have a high WA DBRS Exit Debt Yield of 15.2%.


WHITEHORSE VI: S&P Gives Prelim. 'B' Rating on Class B-3L Notes
---------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary
ratings to WhiteHorse VI Ltd./WhiteHorse VI LLC's $379.5 million
floating-rate notes.

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

The preliminary ratings are based on information as of Dec. 17,
2012. Subsequent information may result in the assignment of final
ratings that differ from the preliminary ratings.

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

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

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

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

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

-- The asset manager's experienced management team.

-- The timely interest and ultimate principal payments on the
    preliminary rated notes, which S&P assessed using its cash
    flow analysis and assumptions commensurate with the assigned
    preliminary ratings under various interest-rate scenarios,
    including LIBOR ranging from 0.3105%-13.8391%.

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

-- The transaction's reinvestment overcollateralization test, a
    failure of which will lead to the reclassification of excess
    interest proceeds that are available prior to paying uncapped
    administrative expenses and fees, collateral manager incentive
    fees, and subordinated note payments to principal proceeds for
    the purchase of additional collateral assets during the
    reinvestment period.

            STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

       http://standardandpoorsdisclosure-17g7.com/1188.pdf.

PRELIMINARY RATINGS ASSIGNED

WhiteHorse VI Ltd./WhiteHorse VI LLC

Class                      Rating           Amount
                                          (mil. $)
A-1L                       AAA (sf)          262.5
A-2L                       AA (sf)            36.0
A-3L (deferrable)          A (sf)             36.0
B-1L (deferrable)          BBB (sf)           18.5
B-2L (deferrable)          BB- (sf)           17.5
B-3L (deferrable)          B (sf)              9.0
Subordinated notes         NR                 36.0

NR-Not rated.


XLIT LTD: Fitch Affirms Low-B Rating on Two Share Classes
---------------------------------------------------------
Fitch Ratings has affirmed the ratings of XLIT Ltd. (XL, a Cayman
Islands subsidiary of XL Group plc) and its property/casualty
(re)insurance subsidiaries, including the Issuer Default Rating
(IDR) for XL at 'BBB+', and the Insurer Financial Strength (IFS)
rating of its core operating companies at 'A'.  The Rating Outlook
is Stable.

Fitch's rationale for the affirmation of XL's ratings reflects the
company's solid capitalization, reasonable financial leverage and
stable competitive position.  The ratings also reflect anticipated
challenges in the overall competitive but generally improving
property/casualty market rate environment, recent earnings
volatility, and the potential drag from the remaining runoff life
business.

XL recently announced that it expects to incur estimated net
losses of $350 million pre-tax from Hurricane Sandy.  Fitch
considers this level to be manageable given the company's strong
capitalization (net loss represents about 3% of shareholders'
equity at Sept. 30, 2012), although the loss estimate is still
subject to significant uncertainty.

XL posted net earnings of $570 million through the first nine
months of 2012, improved from net losses of $475 million for full
year 2011.  This improvement was the result of reduced catastrophe
losses posted through Sept. 30, 2012, as full-year 2011 results
included $761 million of catastrophe losses from the Japanese and
New Zealand earthquakes, Thailand floods, Australian floods, U.S.
tornado activity, Hurricane Irene, and Tropical Storm Lee.  Full-
year 2011 results also included a fourth quarter $429 million
goodwill impairment charge in the insurance segment.

Excluding the impact of catastrophes (2.7 points) and favorable
reserve development (5.2 points), XL's combined ratio for the
first nine months of 2012 was 95.2%.  This compares to 98.5% for
full year 2011.  The improvement in 2012 was primarily driven by
lower large-loss activity in the insurance segment's energy,
property and marine business as compared to 2011, partially offset
by a large marine loss for the Costa Concordia cruise ship event
in first quarter 2012.

XL continues to maintain reasonable financial leverage with an
equity credit-adjusted financial leverage ratio (excluding
unrealized net gains on fixed income investments) of 13.3% at
Sept. 30, 2012, down from 17.8% at Dec. 31, 2011, as $600 million
of debt was repaid at maturity in January 2012.  XL's capital
position has improved thus far in 2012, with shareholders' equity
of $11.8 billion at Sept. 30, 2012, up 9% from $10.8 billion at
Dec. 31, 2011, driven

XL's competitive position remains stable, with total
property/casualty net premiums written up 7.1% thus far in 2012
following growth of 8.7% in 2011, with both of XL's insurance and
reinsurance segments experiencing premium growth.  The increases
are the result of targeted new business growth, strong mid-to-
upper-80% retentions at historical levels across all lines of
business, and the generally improving rate environment.

The key rating triggers that could result in an upgrade include
consistent underwriting profitability in line with higher rated
peers, overall flat-to-favorable loss reserve development,
financial leverage maintained below 20%, run-rate operating
earnings-based interest and preferred dividend coverage of at
least 5x, and continued strong capitalization of the insurance
subsidiaries.

The key rating triggers that could result in a downgrade include
significant charges for reserves, investments, or runoff business
that affect equity and the capitalization of the insurance
subsidiaries, financial leverage ratio maintained above 25% or
debt plus preferred equity to total capital above 30%, and future
earnings that are significantly below industry levels.

Fitch affirms the following ratings with a Stable Outlook:

XLIT Ltd.

  -- IDR at 'BBB+';
  -- $600 million 5.25% senior notes due 2014 at 'BBB';
  -- $400 million 5.75% senior notes due 2021 at 'BBB';
  -- $350 million 6.375% senior notes due 2024 at 'BBB';
  -- $325 million 6.25% senior notes due 2027 at 'BBB';
  -- $345 million series D preference ordinary shares at 'BB+';
  -- $999.5 million series E preference ordinary shares at 'BB+'.

XL Capital Finance (Europe) PLC

  -- IDR at 'BBB+'.

Fitch has also affirmed at 'A' the IFS ratings of the following XL
(re)insurance subsidiaries with a Stable Outlook:

  -- XL Insurance (Bermuda) Ltd;
  -- XL Re Ltd;
  -- XL Insurance Switzerland;
  -- XL Re Latin America Ltd;
  -- XL Insurance Company Limited;
  -- XL Insurance America, Inc.;
  -- XL Reinsurance America Inc.;
  -- XL Re Europe Limited;
  -- XL Insurance Company of New York, Inc.;
  -- XL Specialty Insurance Company;
  -- Indian Harbor Insurance Company;
  -- Greenwich Insurance Company;
  -- XL Select Insurance Company.


* Moody's Takes Rating Actions on $223-Mil. Subprime RMBS Tranches
------------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of three
tranches and upgraded the ratings of eight tranches from nine RMBS
transactions backed by Subprime loans issued by various trusts
from 2001 to 2004.

Ratings Rationale

The actions are a result of the recent performance review of
Subprime pools originated before 2005 and reflect Moody's updated
loss expectations on these pools. The 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 "Pre-2005 US RMBS Surveillance Methodology"
published in January 2012.

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

The above mentioned approach "Pre-2005 US RMBS Surveillance
Methodology" is adjusted slightly when estimating losses on pools
left with a small number of loans to account for the volatile
nature of small pools. Even if a few loans in a small pool become
delinquent, there could be a large increase in the overall pool
delinquency level due to the concentration risk. To project losses
on pools with fewer than 100 loans, Moody's first estimates a
"baseline" average rate of new delinquencies for the pool that is
dependent on the vintage of loan origination (11% for all vintages
2004 and prior). The baseline rates are higher than the average
rate of new delinquencies for larger pools for the respective
vintages.

Once the baseline rate is set, further adjustments are made based
on 1) the number of loans remaining in the pool and 2) the level
of current delinquencies in the pool. The volatility of pool
performance increases as the number of loans remaining in the pool
decreases. Once the loan count in a pool falls below 75, the rate
of delinquency is increased by 1% for every loan less than 75. For
example, for a pool with 74 loans from the 2004 vintage, the
adjusted rate of new delinquency would be 11.11%. In addition, if
current delinquency levels in a small pool is low, future
delinquencies are expected to reflect this trend. To account for
that, the rate calculated above is multiplied by a factor ranging
from 0.85 to 2.25 for current delinquencies ranging from less than
10% to greater than 50% respectively. Delinquencies for subsequent
years and ultimate expected losses are projected using the
approach described in the methodology publication listed above.

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

For the one tranche included in this action that financial
guarantors insure, noted below, the principal methodology Moody's
uses in determining the rating is the same methodology for rating
securities that do not have a financial guaranty. The credit
quality of RMBS that a financial guarantor insures reflects the
higher of the credit quality of the guarantor or the RMBS without
the benefit of the guaranty; however, for the affected tranche
below, the financial strength of the guarantor is lower than what
the rating of the security would be absent the guaranty.

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 8.9% in October 2011 to 7.9% in October 2012.
Moody's forecasts a unemployment central range of 7.5 to 8.5 for
the 2013 year. Moody's expects housing prices to remain stable
through the remainder of 2012 before gradually rising towards the
end of 2013. Performance of RMBS continues to remain highly
dependent on servicer activity such as modification-related
principal forgiveness and interest rate reductions. Any change
resulting from servicing transfers or other policy or regulatory
change can also impact the performance of these transactions.

Complete rating actions are as follows:

Issuer: Aegis Asset Backed Securities Trust 2004-1

  Cl. M1, Upgraded to Baa3 (sf); previously on Mar 13, 2011
  Downgraded to Ba2 (sf)

Issuer: Bear Stearns Asset Backed Securities Trust 2003-2

  Cl. A-3, Downgraded to A3 (sf); previously on Mar 11, 2011
  Downgraded to A1 (sf)

Issuer: CDC Mortgage Capital Trust 2004-HE3

  Cl. M-1, Downgraded to B3 (sf); previously on Mar 18, 2011
  Downgraded to B1 (sf)

Issuer: MASTR Asset Backed Securities Trust 2004-WMC2

  Cl. M-1, Upgraded to Baa2 (sf); previously on Mar 11, 2011
  Downgraded to B2 (sf)

  Cl. M-2, Upgraded to Caa2 (sf); previously on Mar 11, 2011
  Downgraded to C (sf)

  Cl. M-3, Upgraded to Ca (sf); previously on Mar 11, 2011
  Downgraded to C (sf)

Issuer: Morgan Stanley Capital I Inc. Trust 2003-NC4

  Cl. M-1, Upgraded to B1 (sf); previously on Mar 15, 2011
  Downgraded to B2 (sf)

Issuer: Morgan Stanley Dean Witter Capital I Inc. Mortgage Pass-
Through Certificates, Series 2001-NC2

Cl. M-1, Upgraded to B1 (sf); previously on Mar 15, 2011
Downgraded to Caa1 (sf)

Issuer: Morgan Stanley Dean Witter Capital I Inc. Trust 2003-NC2

Cl. M-1, Upgraded to Ba3 (sf); previously on Mar 15, 2011
Downgraded to B3 (sf)

Issuer: New Century Home Equity Loan Trust, Series 2003-6

Cl. M-1, Upgraded to Ba3 (sf); previously on Mar 18, 2011
Downgraded to B3 (sf)

Issuer: New South Home Equity Trust 2001-1

  Cl. A-1, Downgraded to B3 (sf); previously on Apr 29, 2011
  Confirmed at Ba1 (sf)

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

A list of these actions including CUSIP identifiers may be found
at http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF309916

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

  http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF237255


* Moody's Says Private Student Loan Default Rating to Stay High
---------------------------------------------------------------
The default rate of securitized private (non-guaranteed) student
loans (PSL) will remain high into 2013; however, it will continue
to improve slowly on a year-over-year basis, says Moody's
Investors Service in a new report, "Private (Non-Guaranteed)
Student Loan Defaults Improve But Will Remain High in 2013."

According to Moody's Private Student Loan Indices, the default
rate in third-quarter 2012 was 4.2%, falling from 4.7% in the
third quarter of 2011. The year-over-year improvement is similar
to the previous quarter's, which was the first sizeable
improvement since early 2011.

"However, the rate remains nearly twice as high as it was before
the recession," said Moody's Assistant Vice President and Analyst
Stephanie Fustar. "And the rate will remain high because the
unemployment rate, the key credit driver of student loan defaults,
will remain at 7.5% to 8.5% in 2013."

The default rate for 2006-10 securitizations, which contain large
concentrations of loans to students graduating into the weak job
market, will remain worse than that of older securitizations,
according to Moody's.

As for loan delinquencies, the 90-plus delinquency rate stood at
2.6% in third-quarter 2012, flat from the same period last year,
after nine consecutive quarters of year-over year declines.
Ninety-plus delinquencies will continue to slowly decline as they
have since their peak in mid-2009.


* Moody'S Says Downgraded ABCP Transactions Remain Investable
-------------------------------------------------------------
Investors continue to buy the US and EMEA asset-backed commercial
paper (ABCP) programs downgraded from P-1(sf) to P-2(sf) in 2012,
says Moody's Investors Service in a Special Comment published on
Dec. 17. For sponsors and sellers, many of the downgraded ABCP
programs remain attractive funding platforms. Moody's notes that
bank downgrades rather than asset deterioration drove the ABCP
downgrades.

"Although ABCP has traditionally been structured and marketed as a
P-1 (sf) product, for most investors the downgraded programs
remain investable to the extent that they retain the highest
rating of at least two major credit rating agencies," says Eli
Laius, a Moody's Assistant Vice President --Analyst and author of
the report. "Nevertheless, investors would likely avoid any of the
P-2 (sf) rated programs, should another rating agency also
downgrade them," adds Mr. Laius.

In Moody's view, investors who have continued to buy ABCP through
the credit crisis still see the benefits of the product, compared
to unsecured financial paper and corporate paper. For sponsors,
ABCP provides an alternative funding tool in managing their
clients' financing needs. For sellers, ABCP still provides a
source of funding diversification and an attractive alternative
source of working capital finance, especially in the SME sector.

Moody's notes the downgrades of 21 programs globally were the
result of the downgrading of the banks that provide liquidity and
credit support to these programs, rather than any deterioration in
portfolio asset quality. Many of the downgraded programs remain
active. 16 continue to issue ABCP in either the US commercial
paper (USCP) or European commercial paper (ECP) markets, with an
aggregate outstanding amount of $34.4 billion USCP and $33.8
billion ECP as of September 30, 2012.

Some of the downgraded multiseller programs have since added
transactions to their portfolios, whilst others intend to add
transactions before the end of the year.

The new report is titled "ABCP downgrades unlikely to curb demand
from investors, sponsors and sellers".


* S&P Takes Various Rating Actions on 36 Classes From 3 CMBS Deals
------------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on 12
classes from three U.S. commercial mortgage-backed securities
(CMBS) transactions, removing all of these ratings from
CreditWatch with positive implications. At the same time, Standard
& Poor's lowered its ratings on two classes from one U.S. CMBS
transaction. Furthermore, Standard & Poor's affirmed its ratings
on 22 classes from two U.S. CMBS transactions, also removing two
of these ratings from CreditWatch positive. The CreditWatch
resolutions are related to CreditWatch placements that S&P
initiated on Sept. 5, 2012.

"The upgrades reflect available credit enhancement that we expect
for the affected tranches, which we believe is greater than our
most recent estimate of necessary credit enhancement for the most
recent rating levels. The upgrades also reflect our views
regarding the current and future performance of the collateral
supporting the respective transactions," S&P said.

"The downgrades reflect our views regarding the current and future
performance of the collateral supporting the respective
transactions. As a result, our expected available credit
enhancement for the affected tranches is less than our most recent
estimate of necessary credit enhancement for the most recent
rating levels. The lowered ratings also take into consideration
the liquidity for each class, the cumulative outstanding interest
shortfalls, and our expectation of potential and continued
interest shortfalls for the foreseeable future. Specifically, we
lowered our rating to 'D (sf)' on Class M from the Wachovia Bank
Commercial Mortgage Trust 2005-C21 transaction due to our
expectation that interest shortfalls will remain outstanding for
the foreseeable future," S&P said.

"The affirmations of the principal and interest certificates
primarily reflect our expectations of the available credit
enhancement for the affected tranches, which we believe will
remain consistent with the most recent estimate of necessary
credit enhancement for the current rating levels. The affirmed
ratings also take into account our expectations regarding the
current and future performance of the collateral supporting the
respective transactions," S&P said.

"The affirmations of the interest-only (IO) certificates reflect
our current criteria for rating IO securities," S&P said.

"The rating actions follow a detailed review of the performance of
the collateral supporting the relevant securities and transaction
structures. This review was similar to the review we conducted
before placing 744 U.S. and Canadian CMBS ratings on CreditWatch
following the release of our updated ratings criteria for these
transactions. However, it was more detailed with respect to
collateral and transaction performance," S&P said.

            STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

       http://standardandpoorsdisclosure-17g7.com/1188.pdf.

RATING ACTIONS AND CREDITWATCH ACTIONS

Wachovia Bank Commercial Mortgage Trust 2005-C19
Commercial mortgage pass-through certificates
                                                   Credit
Class     To             From                      enhancement (%)
A-5       AAA (sf)       AAA (sf)                  55.03
A-PB      AAA (sf)       AAA (sf)                  55.03
A-6       AAA (sf)       AAA (sf)                  55.03
A-1A      AAA (sf)       AAA (sf)                  55.03
A-FL      AAA (sf)       AAA (sf)                  45.79
A-M       AAA (sf)       AAA (sf)                  36.55
A-J       AAA (sf)       AA- (sf)/Watch Pos        25.00
B         AA (sf)        A (sf)/Watch Pos          20.38
C         AA- (sf)       A- (sf)/Watch Pos         18.07
D         A (sf)         BBB+ (sf)/Watch Pos       14.38
E         BBB+ (sf)      BBB (sf)/Watch Pos        12.53
F         BBB- (sf)      BBB- (sf)/Watch Pos       10.22
G         B+ (sf)        B+ (sf)/Watch Pos          8.37
H         CCC- (sf)      CCC- (sf)                  6.06
X-C       AAA (sf)       AAA (sf)                    N/A

Wachovia Bank Commercial Mortgage Trust 2005-C20
Commercial mortgage pass-through certificates
                                                   Credit
Class     To             From                      enhancement (%)
A-J       AA- (sf)       A- (sf)/Watch Pos         14.74
B         A- (sf)        BBB- (sf)/Watch Pos       11.11
C         BBB+ (sf)      BB+ (sf)/Watch Pos         9.83
D         BB+ (sf)       BB- (sf)/Watch Pos         6.62
E         B+ (sf)        B (sf)/Watch Pos           4.70

Wachovia Bank Commercial Mortgage Trust 2005-C21
Commercial mortgage pass-through certificates
                                                   Credit
Class     To             From                      enhancement (%)
A-4       AAA (sf)       AAA (sf)                  46.31
A-1A      AAA (sf)       AAA (sf)                  46.31
A-M       AAA (sf)       AA (sf)/Watch Pos         29.85
A-J       A+ (sf)        A- (sf)/Watch Pos         18.95
B         BBB+ (sf)      BBB+ (sf)                 15.66
C         BBB (sf)       BBB (sf)                  14.01
D         BBB- (sf)      BBB- (sf)                 10.93
E         BB+ (sf)       BB+ (sf)                   9.07
F         BB (sf)        BB (sf)                    7.02
G         BB- (sf)       BB- (sf)                   5.37
H         B+ (sf)        B+ (sf)                    3.31
J         B (sf)         B (sf)                     2.49
K         B (sf)         B (sf)                     1.67
L         CCC- (sf)      B- (sf)                    0.85
M         D (sf)         CCC+ (sf)                  0.44
IO        AAA (sf)       AAA (sf)                    N/A

N/A-Not applicable.


* S&P Puts Ratings on 10 Tranches From 9 CDO Deals on Watch Pos
---------------------------------------------------------------
Standard & Poor's Ratings Services placed its ratings on 10
tranches from nine corporate-backed synthetic collateralized debt
obligation (CDO) transactions on CreditWatch with positive
implications. At the same time, Standard & Poor's put its rating
on one tranche from one corporate-backed synthetic CDO transaction
on CreditWatch negative and affirmed ratings on 34 other tranches
from 20 corporate-backed transactions.

"These rating actions follow our monthly review of synthetic CDO
transactions," S&P said.

"We placed certain ratings on CreditWatch positive to reflect the
seasoning of the transactions, the rating stability of the
obligors in the underlying reference portfolios over the past few
months, and the synthetic rated overcollateralization (SROC)
ratios, which had risen above 100% at the next highest rating
level. We put one rating on CreditWatch negative to reflect a
deterioration of the underlying reference portfolio, which caused
the SROC ratio to fall below 100% at the current rating level. The
affirmations are from synthetic CDOs that had SROC ratios above
100%," S&P said.

           STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

         http://standardandpoorsdisclosure-17g7.com

RATINGS PLACED ON CREDITWATCH POSITIVE

Credit and Repackaged Securities Ltd.
Series 2006-4
Class                    To                     From
Notes                    BB (sf)/Watch Pos      BB (sf)

Credit Default Swap
US$500 mil Credit Default Swap - CRA700426
Class                    To                     From
Swap                     AA-srp (sf)/Watch Pos  AA-srp (sf)

Credit Default Swap
US$500 mil Credit Default Swap - CRA700436
Class                    To                     From
Swap                     AA-srp (sf)/Watch Pos  AA-srp (sf)

Echo Funding Pty Ltd. Series 21
Class                    To                     From
Series 21                CCC- (sf)/Watch Pos    CCC- (sf)

Greylock Synthetic CDO 2006
Series 3
Class                    To                     From
A1-EURLMS                A (sf)/Watch Pos       A (sf)

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

Omega Capital Investments PLC
EUR274 mil, JPY20 mil, US$160 mil Palladium CDO I Secured Floating
Rate Notes
Series 19
Class                    To                     From
A-1E                     B (sf)/Watch Pos       B (sf)
A-1U                     B (sf)/Watch Pos       B (sf)

STARTS (Cayman) Ltd.
JPY200 mil Maple Hill II Managed Synthetic CDO, Series 2007-16
Class                    To                     From
B2-J2                    CCC- (sf)/Watch Pos    CCC- (sf)

Strata Trust, Series 2007-7
Class                    To                     From
Notes                    BB- (sf)/Watch Pos     BB- (sf)

RATING PLACED ON CREDITWATCH NEGATIVE

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

RATINGS AFFIRMED

Aphex Pacific Capital Ltd.
Series 5 DESIGN 2006
Class
                         CCC- (sf)

Camber Master Trust Series 8
Class
                         B (sf)

Credit Default Swap
US$10 mil Swap Risk Rating - Protection Buyer, CDS Reference #
Torino II
Class
Tranche                  CCC-srb (sf)

ELM B.V.
Series 98
Class
SecdCrLkd                CCC- (sf)

Lorally CDO Limited Series 2006-1
Class
Tranche B                CCC- (sf)

Morgan Stanley ACES SPC
Series 2006-16
Class
IIA                      CCC- (sf)
III                      CCC- (sf)

Morgan Stanley ACES SPC
Series 2007-29
Class
I                        CCC- (sf)

Omega Capital Investments PLC
EUR274 mil, JPY20 mil, US$160 mil Palladium CDO I Secured Floating
Rate Notes
Series 19
Class
B-1E                     CCC- (sf)
B-1U                     CCC- (sf)
C-1E                     CCC- (sf)
S-1E                     BBB- (sf)

PARCS Master Trust
US$2 mil PARCS Master Trust Class 2007-6 Calvados (fixed recovery)
Units
Class
Trust Unit               CCC- (sf)

PARCS Master Trust
US$25 mil PARCS Master Trust Class 2006-16 Jayhawks (Fixed
Recovery) Units
Class
Trust Unit               CCC- (sf)

PARCS Master Trust
US$4 mil PARCS Master Trust Class 2007-7 Calvados Units
Class
Trust Unit               CCC- (sf)

REVE SPC
EUR15 mil, JPY3 bil, US$81 mil REVE SPC Segregated Portfolio of
Dryden XVII
Notes
Series 34, 36, 37, 38, 39, & 40
Class
Series 34                CCC+ (sf)
Series 36                B (sf)
Series 37                CCC+ (sf)

REVE SPC
EUR50 mil, JPY3 bil, US$154 mil REVE SPC Dryden XVII Notes Series
2007-1
Class
A Series 4               BB (sf)
A Series 7               BB (sf)
A Series 9               BB (sf)
A Series18               B+ (sf)
JSS Ser23                BBB- (sf)

Rutland Rated Investments
Series BEDFORD 2006-1 (30)
Class                    To
A1-L                     CCC- (sf)
A2-F                     CCC- (sf)
A3-F                     CCC- (sf)
A3-L                     CCC- (sf)

Rutland Rated Investments
US$6 mil Rutland Rate Investments Rumson 2007-1 (Series 38)
Class
A1-L                     CCC- (sf)
A3-L                     CCC- (sf)

Rutland Rated Investments
US$6 mil Rutland Rated Investments Archer 2007-1 (Series 48)
Class
A4-L                     CCC- (sf)

STARTS (Cayman) Ltd.
US$10 mil Maple Hill II Managed Synthetic CDO Series 2007-28
Class
A4-D4                    CCC (sf)

STARTS (Ireland) PLC
US$50 mil Maple Hill II Managed Synthetic CDO series 2007-31
Class
A2-D2                    BBB- (sf)

STEERS Thayer Gate CDO Trust, Series 2006-5
Class
Trust Unit               CCC- (sf)

Strata Trust, Series 2007-3
Class
Notes                    CCC- (sf)


* S&P Lowers Ratings on 165 Classes From 61 RMBS Transactions
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 165
classes from 61 U.S. residential mortgage-backed securities (RMBS)
transactions and removed 93 of them from CreditWatch with negative
implications, 54 of them from CreditWatch with developing
implications, and one of them from CreditWatch with positive
implications. "We also raised our ratings on eight classes from
four transactions and removed three of them from CreditWatch with
positive implications and one of them from CreditWatch with
developing implications. We also affirmed our ratings on 388
classes from 104 transactions and removed 35 of them from
CreditWatch negative, 37 of them from CreditWatch developing, and
five of them from CreditWatch positive. Furthermore, we withdrew
our ratings on 20 classes because they were paid in full or due to
a lack of market interest," S&P said.

The complete list of rating actions is available for free at:

          http://bankrupt.com/misc/S&P_RMBS_RA_12_18_12.pdf

"The transactions in this review were issued between 1996 and 2007
and are backed by a mix of adjustable- and fixed-rate subprime,
'scratch-and-dent', and FHA/VA 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 229 classes from 69 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. We completed
our review of the transactions herein using the revised
assumptions and these rating actions resolve some of the
CreditWatch placements. The directional movements of the
CreditWatch resolutions within this review are," S&P said:

                              3 or fewer       More than 3
From Watch   Affirmations      notches           notches
                             Up      Down      Up      Down
Watch Pos          5          0        1        3        0
Watch Neg         36          0       41        0       51
Watch Dev         37          1       35        0       19

"The high percentage of CreditWatch negative placements reflected
our projection that remaining losses for the majority of the
subprime transactions will increase. We may have placed our
ratings on CreditWatch negative for certain structures that had
reduced forecasted losses due to an increased multiple of loss
coverage for certain investment-grade rated tranches as set forth
in our revised criteria," S&P said.

The increase in projected losses resulted from one or more of
these factors:

-- An increase in our default and loss multiples at higher
    investment-grade rating levels;

-- A substantial portion of nondelinquent loans (generally
    between 20% and 50%) now categorized as reperforming (many of
    these loans have been modified) and have 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; and

-- A continued elevated level of observed severities.

"In line with these factors, we increased our remaining loss
projections for the majority of the transactions in this review
from our previous projections. The increase in the remaining
projected losses ranged from 1.30% (from 22.80% to 23.10%) for
Option One Woodbridge Loan Trust 2003-1 to 146.75% (from 16.80% to
41.46%) for Structured Asset Securities Corp. Mortgage Loan Trust
2005-WF2," S&P said.

"We lowered our ratings on 165 classes from 61 transactions. Of
the lowered ratings, we lowered our ratings on 53 classes out of
investment-grade, including 19 that we lowered to 'CCC (sf)' or
lower. Of the classes we downgraded out of investment-grade, 17
classes from six transactions had ratings in the 'AAA (sf)'
categories before 's actions. Some of the downgrades to
speculative-grade from 'AAA (sf)' reflect significant increases
to our updated loss severities for the related transactions.
Another 63 ratings remain at investment-grade after being lowered.
We rated the remaining classes with lowered ratings in the
speculative-grade category before the rating actions," S&P said.

"Of the ratings lowered, we based seven on our interest shortfall
criteria. These can be identified in the rating table," S&P said.

RATING ACTIONS BASED ON INTEREST SHORTFALL CRITERIA

Aames Mortgage Investment Trust 2005-1
Series 2005-1
                               Rating
Class      CUSIP       To                   From
M8         00252FBF7   D (sf)               CC (sf)
M9         00252FBG5   D (sf)               CC (sf)

Saxon Asset Securities Trust 2002-2
Series 2002-2
                               Rating
Class      CUSIP       To                   From
AF-5       805564LU3   BB+ (sf)             AA+ (sf)/Watch Neg
AF-6       805564LV1   BB+ (sf)             AA+ (sf)/Watch Neg

Saxon Asset Securities Trust 2002-3
Series 2002-3
                               Rating
Class      CUSIP       To                   From
AF-6       805564MG3   BBB+ (sf)            AAA (sf)/Watch Neg

Specialty Underwriting and Residential Finance Trust, Series 2003-
BC4
Series 2003-BC4
                               Rating
Class      CUSIP       To                   From
A-3B       84751PBJ7   BB+ (sf)             AAA (sf)/Watch Neg
M-1        84751PBK4   BB+ (sf)             AA+ (sf)/Watch Neg

"Despite the increase in remaining projected losses, we upgraded
eight classes from four transactions. In general, the upgrades
reflect two general trends we've seen in these types of
transactions," S&P said:

    The transactions have failed their cumulative loss triggers,
    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 above.

"All of the upgrades affected classes from transactions issued in
2006 through 2007 and were originally rated in an investment-grade
category. All of the raised ratings have sufficient projected
credit support to absorb the projected remaining losses associated
with those rating stresses," S&P said.

"For certain transactions, we considered specific performance
characteristics that, in our view, may add a layer of volatility
to our loss assumptions when they are stressed at the rating as
suggested by our cash flow models. In these circumstances, we
either limited the extent of our upgrades or affirmed our ratings
on those classes in order to buffer against this uncertainty and
promote ratings stability. In general, the bonds that were
affected reflect," S&P said:

    Historical interest shortfalls;
    Low priority in principal payments;
    Significant growth in the delinquency pipeline;
    High proportion of reperforming loans in the pool;
    Significant growth in observed loss severities; and
    Weak hard-dollar credit support.

"The 33 'AAA (sf)' ratings from 20 transactions that we affirmed
affect bonds that reflect," S&P said:

    Have more than sufficient credit support to absorb the
    projected remaining losses associated with this rating stress;
    and

    Benefit from permanently failing cumulative loss triggers.

The 17 affirmations from 11 transactions in the 'AA (sf)' and 'A
(sf)' categories reflect:

    Classes that are currently in first, second, or third payment
    priority; and

    Benefit from permanently failing cumulative loss triggers.

"In addition, we affirmed our ratings on 29 classes from 23
transactions in the 'BBB (sf)' through 'B (sf)' rating categories.
The projected credit support on these particular bonds remained
relatively in line with prior projections," S&P said.

"Lastly, we affirmed our ratings on 309 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 withdrew our ratings on 20 classes because they were paid in
full or due to a lack of market interest," S&P said.

"In accordance with our counterparty criteria, we considered any
applicable hedges related to these securities when performing
these rating actions," S&P said.

Subordination, overcollateralization (when available), and excess
interest generally provide credit support for the reviewed
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 Reports
included in this credit rating report are available at:

            http://standardandpoorsdisclosure-17g7.com


                            *********

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

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

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

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

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

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

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

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

                           *********

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

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors" Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland,
USA.  Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Howard C. Tolentino, Joseph Medel C. Martirez, Carmel
Paderog, Meriam Fernandez, 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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