TCR_Public/130203.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

             Sunday, February 3, 2013, Vol. 17, No. 33

                            Headlines

ALTERNATIVE LOAN 2005-44: S&P Lowers Rating on Class 1X Debt to D
AVIATION CAPITAL: S&P Lowers Rating on Class A-1 Notes to CCC+(sf)
BABSON CLO: S&P Assigns 'BB+(sf)' Rating on Two Note Classes
BACM COMMERCIAL 2006-6: Moody's Cuts Rating on B Certs. to 'Caa1'
BAYVIEW FINANCIAL: Moody's Cuts Rating on Cl. M-2 Tranche to B1

BEAR STEARNS 2004-TOP16: Fitch Cuts Rating on E Certs to 'Csf'
BEAR STEARNS 2007-PWR18: Fitch Cuts Rating on H Certs to 'Dsf'
BLACKROCK SENIOR: S&P Withdraws 'CC' Rating on Class C Notes
BRENTWOOD CLO: S&P Raises 'BB+(sf)' Rating on Class D Notes
CBA COMMERCIAL: S&P Lowers Rating on Class M-1 Certificates to 'D'

CBO HOLDINGS III: Moody's Raises Rating on Class A Notes to 'Ba2'
CEDARWOODS CRE: S&P Lowers Rating on 4 Note Classes to 'CCC-(sf)'
CHASE EDUCATION: Fitch Keeps BB Rating on Sub. Student Loan Notes
COMM 2013-LC6: Moody's Assigns '(P)B2' Rating to Class F Certs
COMM 2013-LC6: S&P Assigns 'B+(sf)' Rating on Class F Notes

COMMERCIAL MORTGAGE 1999-C1: Moody's Cuts Rating on G Certs. to C
CREDIT SUISSE 2006-C3: Moody's Cuts Ratings on 4 Certs to 'C'
CREDIT SUISSE 2007-C1: Moody's Cuts Ratings on 2 Certs to 'B3'
CREST 2002-1: Fitch Affirms 'Csf' Rating on Class C Notes
CREST 2004-1: Moody's Affirms Ratings on 13 Certificate Classes

CSFB MORTGAGE 2003-AR28: Moody's Cuts C-B-1 Certs. Rating to 'Ca'
CSFB MORTGAGE 2006-TFL2: Moody's Cuts Rating on J Certs. to 'Caa2'
DEL MAR CLO I: S&P Affirms 'CCC+' Rating on Class E Notes
DIRECT CAPITAL: S&P Assigns 'BB(sf)' Rating on Class E Notes
DUANE STREET: S&P Raises Rating on Class E Notes to 'B+'

E*TRADE ABS: Fitch Affirms 'C' Ratings on Four Note Classes
E*TRADE RV 2004-1: Moody's Cuts Cl. D Securities Rating to 'Caa3'
EDUCAP-TRUST INDENTURE: Fitch Cuts Subordinated Notes Rating to B
FORTRESS CREDIT: S&P Affirms 'BB(sf)' Rating on Class E Notes
FRANKLIN CLO: S&P Affirms 'CCC-' Rating on Class E Notes

G-FORCE 2005-RR: Fitch Cuts Rating on Class G Notes to 'Dsf'
GE COMMERCIAL 2005-C4: Moody's Cuts Ratings on 2 CMBS to 'C'
GENESIS CLO: Moody's Affirms 'Caa3' Rating on $48MM Cl. F Notes
GOLDMAN SACHS 2006-GG8: Moody's Cuts 2 Notes Ratings to 'Caa3'
GRANITE VENTURES III: Moody's Lifts Cl. D Notes Rating From 'Ba1'

GREENWICH CAPITAL 2007-RR2: Moody's Affirms C Ratings on 4 Certs.
GS MORTGAGE 2011-ALF: Fitch Affirms 'BB-sf' Rating on Cl. E Notes
GS MORTGAGE 2013-KYO: Moody's Rates Class E Certs. '(P)Ba2'
GULF STREAM-COMPASS 2005-II: Moody's Hikes Cl. D Notes to Ba2(sf)
HALCYON STRUCTURED: Moody's Ups Rating on Class E Notes to 'Ba1'

HEWETT'S ISLAND: S&P Affirms 'CCC-' Rating on Class E Notes
INDEPENDENCE I CDO: Moody's Affirms 'C' Rating on Class C Notes
INSTITUTIONAL MORTGAGE: Fitch to Rate C$2MM Class G Certs at 'Bsf'
JP MORGAN 2003-ML1: Moody's Cuts Rating on Class N Certs to Caa1
JP MORGAN 2005-LDP5: Moody's Cuts Rating on K Securities to Caa3

JP MORGAN 2006-FL2: Moody's Affirms 'C' Rating on Class L Certs.
LB-UBS 2001-C2: Moody's Cuts Rating on Class H Certs. to 'Caa3'
LCM IV: Moody's Hikes Rating on US$18.4MM Notes From 'Ba2(sf)'
LIGHTPOINT CLO III: Moody's Hikes Class C Notes Rating to 'Ba1'
MCF CLO I: Moody's Assigns '(P)Ba2' Rating to Class E Notes

MERRILL LYNCH 2003-CA 10: Moody's Affirms Caa1 Rating on K Certs
MERRILL LYNCH 2005-CA 16: Moody's Affirms Caa2 Rating on L Certs
MERRILL LYNCH 2005-CA 17: Moody's Affirms Caa1 Rating on L Certs
MERRILL LYNCH 2006-CA 18: Moody's Affirms 'B3' Rating on L Certs.
ML-CFC 2006-4: Moody's Cuts Ratings on 2 Cert. Classes to 'C'

MORGAN STANLEY 2007-XLC1: Fitch Cuts Rating on Class G Note to 'C'
MORGAN STANLEY 2013-C8: S&P Gives Prelim. B Rating to Cl. G Notes
MSBAM 2013-C8: Fitch to Rate Class F Certificates at 'Bsf'
N-45O FIRST: Moody's Affirms 'B1 (sf)' Rating on Cl. F Securities
N-STAR IX: S&P Lowers Rating on 9 Note Classes to 'CCC-(sf)'

NATIONAL COLLEGIATE: S&P Lowers Rating on Class B Notes to 'D(sf)'
NEWCASTLE CDO VIII: Fitch Affirms CCC Ratings on 7 Note Classes
NEWCASTLE CDO IX: Fitch Affirms 'CCC' Ratings on 4 Note Classes
OHA CREDIT VI: S&P Affirms 'BB(sf)' Rating on 2 Note Classes
RBS COMMERCIAL: S&P Assigns Prelim. 'BB+' Rating to Class F Notes

REALT 2006-3: Moody's Affirms 'B3' Rating on Class L Certificates
REALT 2007-2: Moody's Affirms 'Caa2' Rating on Cl. L Securities
ROCKWALL CDO: S&P Raises Rating on Class B-1L Notes to 'BB+'
SACO I: Moody's Raises Rating on Cl. 1-B-2 Tranche to 'Caa2'
SALOMON BROTHERS 2000-C1: Moody's Hikes L Certs. Rating to 'Caa1'

SATURN CLO: S&P Affirms 'B+(sf)' Rating on Class D Notes
SENIOR ABS 2002-1: Fitch Alters Outlook on $1.8MM Certs From 'Bsf'
SEQUOIA MORTGAGE 2013-2: Fitch Assigns 'BB' Rating to B-4 Certs
SILVERADO CLO 2006-I: Moody's Affirms 'Ba3' Rating on $9MM Notes
SONOMA VALLEY: Moody's Cuts Ratings on 2 Trust Units to 'Caa3'

SSB RV 2001-1: Moody's Affirms 'Ca(sf)' Rating on Class D Tranche
STONE TOWER III: S&P Affirms 'B+' Rating on 2 Note Classes
STONE TOWER IV: S&P Raises Rating on Class D Notes to 'B+'
STONE TOWER VI: S&P Assigns 'B+(sf)' Rating to Class D Notes
STRATFORD CLO: S&P Assigns 'B+(sf)' Rating on Class E Notes

SUGAR CREEK: S&P Affirms 'BB+(sf)' Rating on Class E Notes
SUMMIT LAKE: Moody's Upgrades Rating on Cl. B-2L Notes to 'Ba2'
SUMMIT LAKE: S&P Retains 'B+(sf)' Rating on Class B-2L Notes
SYMPHONY CLO XI: S&P Assigns Prelim 'BB' Rating on Class E Notes
TIERS DERBY: S&P Hikes Rating on Class 2007-17 Notes to 'CCC-'

TRIBECA PARK: Moody's Raises Rating on Class D Notes From 'Ba2'
VERITAS CLO II: S&P Assigns 'BB+(sf)' Rating on Class E Notes
WACHOVIA BANK 2006-WHALE 7: Fitch Affirms 'Csf' Rating on CM Certs
WACHOVIA BANK 2006-C28: Fitch Cuts Rating on Cl. O Notes to 'Dsf'
WESTWOOD CDO I: S&P Assigns 'BB(sf)' Rating on Class D Notes

* CREL CDO Delinquiencies Rate for December at 13.4%, Fitch Says
* U.S. Bank TruPS CDOs Combined Default Drop, Fitch Reports
* Fitch Responds to Investor Concerns of U.S. CMBS Loans Revision
* Fitch Downgrades 209 Distressed Bonds to 'Dsf'
* Moody's Takes Rating Actions on $195MM US Scratch & Dent RMBS

* Moody's Corrects Jan. 28 Rating Release on $195 Million RMBS
* S&P Takes Various Rating Actions on 50 Tranches from 40 CDO
* S&P Downgrades Rating on 313 Classes from 206 RMBS to 'D'
* S&P Takes Various Rating Actions on 357 Classes From 88 US RMBS

                            *********

ALTERNATIVE LOAN 2005-44: S&P Lowers Rating on Class 1X Debt to D
-----------------------------------------------------------------
Standard & Poor's Ratings Services corrected its rating on class
1X from Alternative Loan Trust 2005-44 by lowering it to 'D (sf)'
from 'AA (sf)' and removing it from CreditWatch with developing
implications.

On Aug. 15, 2012, S&P placed its rating on class 1X on CreditWatch
developing, along with ratings from a group of other RMBS
securities after implementing its revised criteria for surveilling
pre-2009 U.S. RMBS ratings.

On May 18, 2009, Aug. 19, 2009, Feb. 16, 2010, and Oct. 31, 2011,
S&P incorrectly affirmed its rating on class 1X in a manner
consistent with an interest-only class in accordance with its
interest-only criteria.  However, this class contains both an
interest-only component and a principal-only component.
Therefore, the rating on this class should be consistent with that
of a principal-only class, in which the rating on the class would
generally match the rating on the lowest rated senior class in the
same structure.  On May 18, 2009, Aug. 19, 2009, Feb. 16, 2010,
and Oct. 31, 2011, the lowest ratings among the senior classes
were 'B (sf)', 'CCC (sf)', 'CCC (sf)' and 'CC (sf)', respectively.
Class 1X should have reflected these same ratings during those
periods.  In addition, as of the April 2012 remittance date, the
principal-only component of class 1X had experienced principal
writedowns, as did other senior classes in the transaction.  S&P
lowered its ratings on these senior classes to 'D (sf)' on May 25,
2012.  Therefore, S&P is correcting its rating on class 1X by
lowering it to 'D (sf)' as well.

The underlying collateral for this transaction consists of
Alternative-A (Alt-A) mortgage loans.

          STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

            http://standardandpoorsdisclosure-17g7.com

RATING CORRECTED

Alternative Loan Trust 2005-44

                          Rating
Class   CUSIP        To          From

1X      12667G4B6    D (sf)      AA (sf)/Watch Dev


AVIATION CAPITAL: S&P Lowers Rating on Class A-1 Notes to CCC+(sf)
------------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on the class
A-1 notes from Aviation Capital Group Trust's series 2000-1 and
removed it from CreditWatch with negative implications where S&P
placed it on Jan. 8, 2013.  Aviation Capital Group Trust is an
asset-backed securities (ABS) transaction collateralized primarily
by the lease revenue and sales proceeds from a portfolio of 18
commercial aircraft.  At the same time, S&P affirmed its rating on
the class A notes from Acapulco Funding 2005-1, a transaction that
is repackaged from the class A-1 notes from Aviation Capital Group
Trust's series 2000-1.

S&P lowered its rating on Aviation Capital Group Trust to reflect
its opinion of:

   -- The overall value and quality of the remaining 18 aircraft;

   -- The credit enhancement to the class A-1 notes in the form of
      subordination; and

   -- The current LTV ratio of the portfolio.

The affirmed rating on Acapulco Funding 2005-1 reflects S&P's
opinion of:

   -- The credit enhancement for Acapulco Funding 2005-1's class A
      notes, which is provided in the form of
      overcollateralization;

   -- The excess spread received on the underlying notes (Aviation
      Capital Group Trust's class A-1 notes) over Acapulco Funding
      2005-1's class A notes; and

   -- The underlying notes' performance.

The fleet in Aviation Capital Group Trust's portfolio is
significantly concentrated in older aircraft that were designed in
the 1980s, some of which, in S&P's view, are likely to become
economically obsolete earlier than expected.  As of the Aug. 31,
2012, appraisal date, the collateral consisted of 18 aircraft that
are currently leased to 13 lessees operating in nine countries.
The appraised value of the 18 aircraft as of the Aug. 31, 2012,
appraisal date was $184.2 million.

The class A-1 notes from Aviation Capital Group Trust have been
receiving a portion of their minimum principal payments each
month.  Since S&P's rating action in April 2011, the A-1 notes
have paid down more than $48 million.  However, the appraisal
value of the collateral has dropped at a faster rate than the
paydowns and the current LTV ratio is now more than 113%.

The class A notes from Acapulco Funding 2005-1 have paid down more
than $7.8 million since S&P's rating action in April 2011, when
S&P downgraded the notes to 'B+ (sf)'.  They have been receiving
the benefit of the principal payments of the class A-1 notes from
Aviation Capital Group Trust as well as the excess spread that was
built into the structure.

In S&P's analysis, it projected the cash flow by stressing each
aircraft's future depreciated value and lease rate; the
repossessed aircraft's time off lease; the lessees' default
frequency and default pattern; the remarketing, reconfiguration,
and repossession costs; the maintenance expenses; and the interest
rate risk.

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

          STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

            http://standardandpoorsdisclosure-17g7.com

RATING ACTION

Aviation Capital Group Trust
Series 2000-1

                   Rating

Class         To           From
A-1           CCC+ (sf)     B- (sf)/Watch Neg

RATING AFFIRMED

Acapulco Funding 2005-1

Class                  Rating
A                      B+ (sf)


BABSON CLO: S&P Assigns 'BB+(sf)' Rating on Two Note Classes
------------------------------------------------------------
Standard & Poor's Ratings Services said that it raised its rating
on the class A-3 notes from Babson CLO Ltd. 2007-I, a U.S.
collateralized loan obligation (CLO) transaction managed by Babson
Capital Management LLC.  At the same time, S&P affirmed its
ratings on the class A-1, A-2a, A-2b, B-1, B-2, C, D-1, and D-2
notes.  Additionally, S&P removed its ratings on the class A-1, A-
2b, A-3, B-1, B-2, C, D-1, and D-2 notes from CreditWatch with
positive implications, where they were placed on Oct. 29, 2012.

The upgrade mainly reflects a slight improvement in the asset
performance of the underlying portfolio since March 2011, when S&P
last upgraded some of the notes.  The amount of 'CCC' rated assets
have decreased over that period.  As of the December 2012 monthly
report, the amount of 'CCC' rated assets decreased to
$13.32 million, from $52.32 million in the February 2011 report.
The amount of defaulted assets has also decreased, though only
slightly, through the same period.  In the December report
defaults stood at $6.28 million, down from $8.01 million.

The upgrade also reflects a slight improvement in the
overcollateralization (O/C) available to support the notes.  The
trustee reported the following O/C ratios in the December 2012
monthly report:

   -- The class A O/C ratio was 124.16%, compared with a reported
      ratio of 123.45% in February 2011;

   -- The class B O/C ratio was 115.75%, compared with a reported
      ratio of 115.09% in February 2011;

   -- The class C O/C ratio was 111.32%, compared with a reported
      ratio of 110.68% in February 2011; and

   -- The class D O/C ratio was 107.21%, compared with a reported
      ratio of 106.59% in February 2011.

S&P affirmed its ratings on the class A-1, A-2a, A-2b, B-1, B-2,
C, D-1, and D-2 notes to reflect the availability of credit
support at the current rating levels.

S&P will continue reviewing whether, in its view, the ratings
assigned to the notes remain consistent with the credit
enhancement available to support them and take rating actions as
it deems necessary.

          STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

            http://standardandpoorsdisclosure-17g7.com

RATING AND CREDITWATCH ACTIONS

Babson CLO Ltd 2007-I

                   Rating
Class         To           From

A-1           AA+ (sf)     AA+ (sf)/Watch Pos
A-2a          AAA (sf)     AAA
A-2b          AA+ (sf)     AA+ (sf)/Watch Pos
A-3           AA+ (sf)     AA (sf)/Watch Pos
B-1           A+ (sf)      A+ (sf)/Watch Pos
B-2           A+ (sf)      A+ (sf)/Watch Pos
C             BBB+ (sf)    BBB+ (sf)/Watch Pos
D-1           BB+ (sf)     BB+ (sf)/Watch Pos
D-2           BB+ (sf)     BB+ (sf)/Watch Pos


TRANSACTION INFORMATION
Issuer:             Babson CLO Ltd 2007-I
Coissuer:           Babson CLO Inc 2007-I
Collateral manager: Babson Capital Management LLC
Underwriter:        Citigroup Global Markets Inc.
Trustee:            State Street Bank and Trust Co., Boston, MA
Transaction type:   Cash flow CDO


BACM COMMERCIAL 2006-6: Moody's Cuts Rating on B Certs. to 'Caa1'
-----------------------------------------------------------------
Moody's Investors Service downgraded the ratings of three classes
and affirmed the ratings of 17 classed of BACM Commercial Mortgage
Trust Commercial Mortgage Pass-Through Certificates, Series 2006-6
as follows:

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

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

Cl. A-4, Affirmed Aaa (sf); previously on Dec 1, 2006 Definitive
Rating Assigned Aaa (sf)

Cl. A-SB, Affirmed Aaa (sf); previously on Dec 1, 2006 Definitive
Rating Assigned Aaa (sf)

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

Cl. A-M, Downgraded to Ba1 (sf); previously on Jan 26, 2012
Downgraded to Baa1 (sf)

Cl. A-J, Downgraded to B3 (sf); previously on Jan 26, 2012
Downgraded to B1 (sf)

Cl. B, Downgraded to Caa1 (sf); previously on Jan 26, 2012
Downgraded to B3 (sf)

Cl. C, Affirmed Caa2 (sf); previously on Jan 26, 2012 Downgraded
to Caa2 (sf)

Cl. D, Affirmed Caa3 (sf); previously on Jan 26, 2012 Downgraded
to Caa3 (sf)

Cl. E, Affirmed Ca (sf); previously on Feb 17, 2011 Downgraded to
Ca (sf)

Cl. F, Affirmed C (sf); previously on Feb 17, 2011 Downgraded to C
(sf)

Cl. G, Affirmed C (sf); previously on Feb 17, 2011 Downgraded to C
(sf)

Cl. H, Affirmed C (sf); previously on Feb 17, 2011 Downgraded to C
(sf)

Cl. J, Affirmed C (sf); previously on Nov 19, 2009 Downgraded to C
(sf)

Cl. K, Affirmed C (sf); previously on Nov 19, 2009 Downgraded to C
(sf)

Cl. L, Affirmed C (sf); previously on Nov 19, 2009 Downgraded to C
(sf)

Cl. M, Affirmed C (sf); previously on Nov 19, 2009 Downgraded to C
(sf)

Cl. XP, Affirmed Aaa (sf); previously on Dec 1, 2006 Definitive
Rating Assigned Aaa (sf)

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

Ratings Rationale

The downgrades for the three principal and interest bonds are due
to an increase in expected losses from specially serviced and
troubled loans.

The affirmations for the 15 principal and interest bonds are due
to key parameters, including Moody's loan to value (LTV) ratio,
Moody's stressed DSCR and the Herfindahl Index (Herf), remaining
within acceptable ranges. Based on Moody's current base expected
loss, the credit enhancement levels for the affirmed classes are
sufficient to maintain their current ratings.

The rating of the IO Classes, Class X-C and X-P, are consistent
with the expected credit performance of their referenced classes
and thus are affirmed.

Moody's rating action reflects a cumulative base expected loss of
13.4% of the current pooled balance compared to 12.0% at last
review. Moody's cumulative based expected loss plus realized
losses is now 12.8% of the original pooled balance compared to
11.6% at last review. Moody's provides a current list of base
expected losses for conduit and fusion CMBS transactions on
moodys.com at
http://v3.moodys.com/viewresearchdoc.aspx?docid=PBS_SF215255
Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels. If future performance materially declines, the
expected level of credit enhancement and the priority in the cash
flow waterfall may be insufficient for the current ratings of
these classes.

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

Primary sources of assumption uncertainty are the extent of growth
in the current macroeconomic environment 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. The Interest-Only Methodology was used for the
rating of Classes XP and XC.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.62 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) level are
driven by property type, Moody's actual and stressed DSCR, and
Moody's property quality grade (which reflects the capitalization
rate used by Moody's to estimate Moody's value). Conduit model
results at the B2 (sf) level are driven by a paydown analysis
based on the individual loan level Moody's LTV ratio. Moody's
Herfindahl score (Herf), a measure of loan level diversity, is a
primary determinant of pool level diversity and has a greater
impact on senior certificates. Other concentrations and
correlations may be considered in Moody's analysis. Based on the
model pooled credit enhancement levels at Aa2 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade credit assessments is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
credit assessment of the loan which corresponds to a range of
credit enhancement levels. Actual fusion credit enhancement levels
are selected based on loan level diversity, pool leverage and
other concentrations and correlations within the pool. Negative
pooling, or adding credit enhancement at the credit assessment
level, is incorporated for loans with similar credit assessments
in the same transaction.

CMBS Conduit Model v 2.62 includes an IO calculator, which uses
the following inputs to calculate the proposed IO rating based on
the published methodology: original and current bond ratings and
credit assessments; original and current bond balances grossed up
for losses for all bonds the IO(s) reference(s) within the
transaction; and IO type as defined in the published methodology.
The calculator then returns a calculated IO rating based on both a
target and mid-point. For example, a target rating basis for a
Baa3 (sf) rating is a 610 rating factor. The midpoint rating basis
for a Baa3 (sf) rating is 775 (i.e. the simple average of a Baa3
(sf) rating factor of 610 and a Ba1 (sf) rating factor of 940). If
the calculated IO rating factor is 700, the CMBS IO calculator
would provide both a Baa3 (sf) and Ba1 (sf) IO indication for
consideration by the rating committee.

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

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 17, compared to 16 at Moody's prior review.

In cases where the Herf falls below 20, Moody's also employs the
large loan/single borrower methodology. This methodology uses the
excel based Large Loan Model v 8.5 and then reconciles and weights
the results from the two models in formulating a rating
recommendation. The large loan model derives credit enhancement
levels based on an aggregation of adjusted loan level proceeds
derived from Moody's loan level LTV ratios. Major adjustments to
determining proceeds include leverage, loan structure, property
type, and sponsorship. These aggregated proceeds are then further
adjusted for any pooling benefits associated with loan level
diversity, other concentrations and correlations.

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 26, 2012.

Deal Performance

As of the January 10, 2013 distribution date, the transaction's
aggregate pooled certificate balance has decreased by 14% to $2.1
billion from $2.5 billion at securitization. The Certificates are
collateralized by 95 mortgage loans ranging in size from less than
1% to 13% of the pool, with the top ten loans representing 66% of
the pool. The pool does not contain any defeased loans or loans
with credit assessments.

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

Twelve loans have been liquidated at a loss from the pool,
resulting in an aggregate realized loss of $34 million (56%
average loss severity). Nine loans, representing 13% of the pool,
are currently in special servicing. The largest specially serviced
loan is the Chicago Loop Portfolio Loan ($155M -- 7.3% of the
pool), which is secured by three office towers in Chicago,
Illinois' Downtown Loop. The loan was recently modified. Loan
repayment converted to interest-only for the remainder of the loan
term and the loan coupon was reduced to 3.0% from 5.86% for three
years. The borrower contributed additional equity into a reserve
to fund facade repairs. The modification also allowed for a
release of the portfolio's smallest property, 360 North Michigan
Avenue, for $23 million. This is less than the original allocated
loan amount of $24.6 million. The loan is less than one month
delinquent and the servicer has not recognized an appraisal
reduction for this portfolio.

The servicer has recognized an aggregate $32 million appraisal
reduction for four of the nine specially serviced loans. Moody's
has estimated an aggregate $51 million loss (45% average expected
loss) for eight of the nine specially serviced loans.

Moody's has assumed a high default probability for 16 poorly
performing loans representing 23% of the pool and has estimated a
$161 million aggregate loss (33% expected loss based on a 54%
probability default) from these troubled loans.

Moody's was provided with full year 2011 and partial year 2012
operating results for 97% and 95% of the pool's loans,
respectively. Moody's weighted average conduit LTV is 109%,
compared to 124% at Moody's prior review. The conduit portion of
the pool excludes specially serviced and troubled loans. Moody's
net cash flow reflects a weighted average haircut of 12% to the
most recently available net operating income. Moody's value
reflects a weighted average capitalization rate of 9.2%.

Moody's actual and stressed conduit DSCRs are 1.49X and 0.94X,
respectively, compared to 1.22X and 0.87X at last review. Moody's
actual DSCR is based on Moody's net cash flow (NCF) and the loan's
actual debt service. Moody's stressed DSCR is based on Moody's NCF
and a 9.25% stressed rate applied to the loan balance.

Based on the most recent remittance statement, Classes B through P
have experienced cumulative interest shortfalls totaling $13.4
million. Moody's anticipates that the pool will continue to
experience interest shortfalls because of the high exposure to
specially serviced and modified loans. Interest shortfalls are
caused by special servicing fees, including workout and
liquidation fees, appraisal subordinate entitlement reductions
(ASERs), extraordinary trust expenses, loan modifications that
include either an interest rate reduction or a non-accruing note
component, and non-recoverability determinations by the servicer
that involve either a clawback of previously made advances or a
decision to stop making future advances.

The top three performing loans represent 31% of the pool balance.
The largest loan is the 777 Tower Loan ($273 million -- 12.9% of
the pool), which is secured by a one million square foot (SF)
Class A high-ride office tower located in downtown Los Angeles,
California. The property is 81% leased as of September 2012
compared to 83% as of September 2011. The loan is currently on the
watchlist for low debt service coverage and occupancy concerns.
MPG Office Trust is the loan sponsor. The loan is interest-only
and it matures in November 2013. Moody's has identified this as a
troubled loan due to the property's inability to service its debt,
the upcoming loan maturity and concerns over the sponsor's ability
to fund a potential equity gap needed to refinance. Moody's LTV
and stressed DSCR are 175% and 0.56X, respectively, compared to
169% and 0.58X at last review.

The second largest loan is the Riverchase Galleria A-Note Loan
($215 million -- 10.2% of the pool), which is secured by the
borrower's interest in a 1.6 million SF regional mall (582,000 SF
of loan collateral) located in Hoover, Alabama. The loan was
modified in February 2012. The loan modification bifurcated the
original $305 million first mortgage into a $215 million A-Note
and non-interest accruing $90 million B-Note. The borrower
contributed a vacant anchor space that was not originally part of
the collateral and will spend up to $20 million to build out the
anchor space for Von Maur. Von Vaur will join existing anchors JC
Penney, Macy's and Sears. The in-line space is 98% leased as of
September 2012 compared to 83% as of June 2011. The loan had an
anticipated repayment date of October 1, 2011 but was transferred
to special servicing on June 24, 2010 due to imminent monetary
default and subsequently defaulted. Moody's has identified the $90
million B-Note as a troubled loan. Moody's total loan to value and
hurdle DSCR are 147% and 0.63X, respectively, compared to 181% and
0.51X at last review.

The third largest loan is the Empire Mall Loan ($176 million --
8.4% of the pool), which is secured by a 1.1 million SF regional
mall located in Sioux Falls, South Dakota. The mall is South
Dakota's largest tourist attraction with over 7 million visitors
annually. As of September 2012 the total mall and in-line space is
94% and 85% leased, respectively, compared to 96% and 89% as of
June 2011. Simon Property Group is the sponsor and Simon assumed
100% control of the asset as of January 1, 2012 as part of a joint
venture dissolution between Simon and Macerich. Moody's LTV and
stressed DSCR are 111% and 0.85X, respectively, compared to 129%
and 0.81X at last review.


BAYVIEW FINANCIAL: Moody's Cuts Rating on Cl. M-2 Tranche to B1
---------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of four
tranches and affirmed the ratings of nine tranches from Bayview
Financial Mortgage Pass-Through Trust 2006-A, backed by Scratch
and Dent Loans.

Ratings Rationale

The action is a result of the recent performance review of Scratch
and Dent pools and reflect Moody's updated loss expectations on
this pool.

The methodologies used in this rating 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.

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 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 8.5% in December 2011 to 7.8% in December 2012.
Moody's expects housing prices to gradually rise 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 transaction performance.

Complete rating actions are as follows:

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

Cl. 1-A2, Affirmed Aaa (sf); previously on May 31, 2011 Confirmed
at Aaa (sf)

Cl. 1-A3, Affirmed Aaa (sf); previously on May 31, 2011 Confirmed
at Aaa (sf)

Cl. 1-A4, Downgraded to A2 (sf); previously on May 31, 2011
Downgraded to Aa3 (sf)

Cl. 1-A5, Downgraded to A1 (sf); previously on May 31, 2011
Downgraded to Aa2 (sf)

Cl. M-1, Downgraded to Ba1 (sf); previously on May 31, 2011
Downgraded to Baa2 (sf)

Cl. M-2, Downgraded to B1 (sf); previously on May 31, 2011
Downgraded to Ba2 (sf)

Cl. M-3, Affirmed C (sf); previously on May 31, 2011 Downgraded to
C (sf)

Cl. M-4, Affirmed C (sf); previously on May 31, 2011 Downgraded to
C (sf)

Cl. B-1, Affirmed C (sf); previously on May 31, 2011 Downgraded to
C (sf)

Cl. B-2, Affirmed C (sf); previously on May 31, 2011 Downgraded to
C (sf)

Cl. B-3, Affirmed C (sf); previously on Sep 18, 2008 Downgraded to
C (sf)

Cl. 2-A3, Affirmed Aaa (sf); previously on May 31, 2011 Confirmed
at Aaa (sf)

Cl. 2-A4, Affirmed Aaa (sf); previously on May 31, 2011 Confirmed
at Aaa (sf)

A list of these actions including CUSIP identifiers may be found
at http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF315161

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

http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF247004



BEAR STEARNS 2004-TOP16: Fitch Cuts Rating on E Certs to 'Csf'
--------------------------------------------------------------
Fitch Ratings has downgraded three classes and affirmed 12 classes
of Bear Stearns Commercial Mortgage Securities Trust 2004-TOP16
commercial mortgage pass-through certificates.

Sensitivity/Rating Drivers:

The downgrades reflect updated valuations for specially serviced
loans and modeled losses for Fitch Loans of Concern. Fitch modeled
losses of 1.9% of the remaining pool. Fitch's modeled losses based
on the original pool balance is 1.3%, including 1.0% to date.
Fitch has designated 11 loans (14.3% of the pool) as Fitch Loans
of Concern, which includes three specially serviced assets (9.4%).

As of the January 2013 distribution date, the pool's aggregate
principal balance has been reduced by 30.8% to $800.3 million from
$1.16 billion at issuance. Per the servicer reporting, 13 loans
(16.6% of the pool) are defeased. Interest shortfalls are
currently affecting classes L through P.

The largest contributor to expected losses is a loan (0.4% of the
pool) secured by a 43,927 square foot (sf) suburban office
property located in Fort Washington, PA (north of Philadelphia).
The property has been struggling with occupancy issues, with most
recent occupancy of 32% as of third quarter 2012 (3Q'12). Vacant
space is being marketed by an in-house leasing broker; however,
the borrower has indicated that the local leasing market remains
stagnant.

The next largest contributor to expected losses is a loan (1.5% of
the pool) secured by a 81,204 sf medical office park located in
West Seneca, NY (south of Buffalo, NY). Per master servicer,
expenses grew 88% from underwriting at issuance to YE 2011
primarily due to higher real estate taxes, repair and maintenance,
and utilities. DSCR and occupancy were 0.70x and 84%,
respectively, as of 3Q'12.

The Congress Center Office Development, a 524,784 sf office
building located in Chicago, IL, is the largest loan in the pool
(8.9%) and currently in special servicing. However, per the
special servicer the loan has recently been modified, including an
assumption by a new borrower and extended maturity and interest-
only periods.

Fitch downgrades these classes as indicated:

--$11.6 million class G to 'Bsf' from 'BBsf', Outlook Negative;
--$4.3 million class K to 'CCsf' from 'CCCsf', RE 0%;
--$21,364 class N to 'Dsf' from 'Csf', RE 0%.

Fitch affirms these classes as indicated:

--$15.8 million class A-5 at 'AAAsf', Outlook Stable;
--$676.1 million class A-6 at 'AAAsf', Outlook Stable;
--$20.2 million class B at 'AA+sf', Outlook Stable;
--$13 million class C at 'AAsf', Outlook Stable;
--$13 million class D at 'Asf', Outlook Stable;
--$15.9 million class E at 'BBBsf', Outlook Stable;
--$10.1 million class F at 'BBsf', Outlook Stable;
--$10.1 million class H at 'CCCsf', RE 95%;
--$2.9 million class J at 'CCCsf', RE 0%;
--$5.8 million class L at 'CCsf', RE 0%;
--$1.4 million class M at 'Csf', RE 0%;
--$0 class O at 'Dsf', RE 0%.

The class A-1, A-2, A-3 and A-4 certificates have paid in full.
Fitch does not rate the class P certificates. Fitch previously
withdrew the rating on the interest-only class X-1 certificates.


BEAR STEARNS 2007-PWR18: Fitch Cuts Rating on H Certs to 'Dsf'
--------------------------------------------------------------
Fitch Ratings has downgraded eight classes and affirmed 16 classes
of Bear Stearns Commercial Mortgage Securities Trust, series 2007-
PWR18. In addition, Fitch has removed from Rating Watch Negative
and assigned Negative Outlooks to the class A-M and AM-A notes.

Sensitivity/Rating Drivers:

The downgrades reflect an increase in Fitch modeled losses
primarily due to lower values on the specially serviced assets.
The Negative Outlooks are due to uncertainties related to the
resolution of several large specially serviced loans.

Fitch modeled losses of 14.4% of the original pool balance,
including losses realized to-date, compared to 9.4% modeled at
Fitch's last review. As of the January 2013 distribution date, the
pool's aggregate principal balance has decreased 18.6% to $2.04
billion from $2.5 billion at issuance. Fitch has designated 40
loans (37.7%) as Fitch Loans of Concern, including 10 (21.3%)
specially serviced loans.

As of January 2013, cumulative interest shortfalls in the amount
of $4.2 million are affecting classes K, L, N and S.

The largest contributor to Fitch expected losses is a portfolio of
19 office and retail properties totaling 5.2 million square feet
(SF) with locations across six major markets including Atlanta, GA
(1), Austin, TX (1), Birmingham, AL (7), Charlotte, NC (1),
Orlando, FL (6), and Tampa, FL (3)(12.2%). The whole loan consists
of three pari passu notes. Only the A3 note is securitized in this
transaction.

The loan was transferred to the special servicer in August 2012
due to imminent default. Although the loan remains current,
portfolio cash flow has fallen due to a decline in occupancy as
well as lower rental rates, both of which are the result of weaker
economic conditions in the portfolio's represented markets. As of
year-end 2012, the portfolio occupancy rate was 81%; compared to
84% at YE2011, 86% at YE2010 and 95% at issuance. The loan was
modified in December 2012 and the loan maturity has been extended
for two years to July 2016 from July 2014.

The second largest contributor to Fitch expected loss is a one-
million square foot (SF) regional mall located in Morrow, GA
(3.3%), approximately 15-miles from downtown Atlanta. Collateral
for the loan is the 273,997 sf of in-line space in the shopping
center. The mall is anchored by Macy's and Sears which are not
part of the collateral. The center also contains two dark anchor
spaces previously occupied by JCPenney and Macy's, which are also
not part of the collateral. The loan was initially transferred to
the special servicer in April 2009 due to a borrower (GGP)
bankruptcy. The loan was modified and returned to the master
servicer in January 2011 as a corrected loan. The loan was
transferred back to the special servicer in June 2012 due to
imminent default and is now in foreclosure. The borrower has
requested to convey the property to the lender. The servicer-
reported first quarter (1Q) 2012 DSCR was 1.00x, compared to 1.03x
at YE2011 DSCR and 1.32x at issuance. As of June 2012, the
property was 89% occupied, down from 91% at YE 2011.

The third largest contributor to Fitch expected losses is a 600-
key full-service hotel in Houston, TX (3.8%). Hotel performance,
which deteriorated through 2010, has showed signs of improvement
in recent years. Based on trailing 12 month (TTM) data, as of
November 2012, the occupancy rate improved to 62.9%, from 62.5% in
3Q11 and 54% in 2010. As of TTM November 2011, the hotel RevPAR
also improved to $79.32 from $74.24 as of TTM Q3 2011 and $66.38
at YE2010. The servicer-reported debt service coverage ratio
(DSCR) (based on net operating income [NOI]) was 1.12x, compared
to 1.05 times (x) at year-end 2010.

Fitch downgrades and removes from Rating Watch Negative these
classes and assigned Outlooks as indicated:

-- $211.6 million class A-M to 'AAsf' from 'AAAsf'; Outlook
    Negative;

-- $38.9 million class A-MA to 'AAsf' from 'AAAsf'; Outlook
    Negative;

Additionally, Fitch downgrades these:

-- $25 million class B to' CCsf' from 'CCCsf; RE 0%;
-- $25 million class C to' CCsf' from 'CCCsf; RE 0%;
-- $18.9 million class D to 'CCsf' from 'CCCsf'; RE0%;
-- $25 million class E to 'Csf' from 'CCsf'; RE0%;
-- $18.9 million class F to 'Csf' from 'CCsf'; RE0%;
-- $21.9 million class H to 'Dsf' from 'Csf'; RE0%.

Fitch affirms these classes:

-- $86.6 million class A-2 at 'AAAsf'; Outlook Stable;
-- $269.7 million class A-3 at 'AAAsf'; Outlook Stable;
-- $131.9 million class A-AB at 'AAAsf'; Outlook Stable;
-- $710 million class A-4 at 'AAAsf'; Outlook Stable;
-- $211.6 million class A-1A at 'AAAsf'; Outlook Stable;
-- $182.5 million class A-J at 'CCCsf'; RE65%;
-- $33.6 million class A-JA at 'CCCsf'; RE65%;
-- $25 million class G at 'Csf'; RE0%.

Fitch has also affirmed classes J through Q at 'D/RE0%' as they
have been depleted due to realized losses. Class A-1 has paid in
full. Fitch does not rate class S. Fitch has withdrawn the ratings
assigned to the interest only classes X-1 and X-2 at the previous
review.


BLACKROCK SENIOR: S&P Withdraws 'CC' Rating on Class C Notes
------------------------------------------------------------
Standard & Poor's Ratings Services withdrew its 'CC (sf)' rating
on the class C notes from BlackRock Senior Income Series III PLC,
a U.S. market value collateralized debt obligation (CDO)
transaction.

S&P withdrew its rating following the complete paydown of the
classes in September 2012.

          STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

            http://standardandpoorsdisclosure-17g7.com

RATINGS WITHDRAWN

BlackRock Senior Income Series III PLC

              Rating
Class        To     From

C            NR     CC (sf)

OTHER RATINGS OUTSTANDING

Class        Rating

D            D (sf)
E            D (sf)

NR-Not rated.


BRENTWOOD CLO: S&P Raises 'BB+(sf)' Rating on Class D Notes
-----------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-1A, A-1B, A-2, B, C, and D notes from Brentwood CLO Ltd., a
collateralized loan obligation (CLO) transaction managed by
Highland Capital Management L.P.  S&P removed its ratings on all
the notes from CreditWatch, where it placed them with positive
implications on Oct. 29, 2012.

Brentwood CLO Ltd. is still reinvesting and will continue to
invest principal proceeds in new collateral until Feb. 1, 2014.

The transaction has benefited from an improvement in the
performance of the transaction's underlying asset portfolio.  As
of the Dec. 31, 2012, trustee report, the transaction had
$39.71 million of defaulted assets.  This was down from the
$42.3 million defaulted assets noted in the August 2011 trustee
report, which S&P referenced for its September 2011 rating
actions.  Furthermore, the trustee reported $60.27 million in
assets from obligors rated in the 'CCC' category in December 2012,
compared with $74.78 million in August 2011.

The upgrades also reflect an improvement in the
overcollateralization (O/C) available to support the notes since
Sept. 30, 2011.  The transaction has about $11 million in excess
'CCC' obligations compared with more than $25 million in August
2011, which are haircut in the calculation of O/C ratios.  On
average, the O/C ratios have increased by about 0.5% as of the
Dec. 31, 2012, monthly report over the August 2011 values.

There have been no paydowns since September 2011 because all the
O/C ratios are passing their trigger values and the transaction is
still in its reinvestment period.

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

          STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

            http://standardandpoorsdisclosure-17g7.com

RATINGS LIST

Brentwood CLO Ltd.

              Rating
Class     To           From

A-1A      AAA (sf)     AA+ (sf)/Watch Pos
A-1B      AAA (sf)     AA+ (sf)/Watch Pos
A-2       AA+ (sf)     AA (sf)/Watch Pos
B         A (sf)       BBB (sf)/Watch Pos
C         BBB (sf)     BB+ (sf)/Watch Pos
D         BB+ (sf)     BB- (sf)/Watch Pos

TRANSACTION INFORMATION

Issuer:             Brentwood CLO Ltd.
Coissuer:           Brentwood CLO Corp.
Collateral manager: Highland Capital Management L.P.
Underwriter:        Banc of America Securities LLC
Trustee:            State Street Bank and Trust Co.
Transaction type:   Cash flow CLO


CBA COMMERCIAL: S&P Lowers Rating on Class M-1 Certificates to 'D'
------------------------------------------------------------------
Standard & Poor's Ratings Services said that it lowered its rating
to 'D (sf)' from 'CCC- (sf)' on CBA Commercial Assets LLC's class
M-1 small-balance commercial mortgage pass-through certificates,
series 2006-1.

S&P downgraded class M-1 to 'D (sf)' to reflect principal losses
due to the liquidation of two assets.  The trust incurred a total
principal loss of $564,570 according to the Jan. 25, 2013, trustee
remittance report.  Consequently, class M-1 sustained a principal
loss of $320,409, representing 7.0% of its $4.6 million opening
balance.  The class M-2 certificates, which S&P previously
downgraded to 'D (sf)', lost 100% of its $244,160 opening balance.

As of the Jan. 25, 2013, trustee remittance report, the collateral
pool consisted of 133 assets with an aggregate trust balance of
$68.7 million, down from 316 loans totaling $166.8 million at
issuance.  To date, the trust has experienced losses totaling
$22.7 million from 52 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 Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

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

            http://standardandpoorsdisclosure-17g7.com


CBO HOLDINGS III: Moody's Raises Rating on Class A Notes to 'Ba2'
-----------------------------------------------------------------
Moody's Investors Service has upgraded the rating of the following
notes issued by CBO Holdings III Ltd. Series WINGS CBO 2004-1:

  U.S. $12,500,000 Class A Notes, Series WINGS CBO 2004-1
  (current balance of $1,037,491), Upgraded to Ba2 (sf);
  previously on July 2, 2010 Downgraded to Caa3 (sf)

Ratings Rationale

CBO Holdings III Ltd. Series WINGS CBO 2004-1is a repackaged
security whose rating is based primarily upon the transaction's
structure and the credit quality of the underlying assets which
include (i) $13MM Mid Ocean CBO 2000-1 Ltd of Class A-1L Notes
that are currently rated Caa3 by Moody's and (ii) $12.5MM Mid
Ocean CBO 2000-1 Ltd of Class B-1Notes that are currently rated C
by Moody's.

According to Moody's, the rating action taken on the notes is
primarily a result of deleveraging. The Class A Notes have been
paid down by approximately 64% or $1.8 million since the last
rating action in July 2010.

The methodologies used in this rating were "Moody's Approach to
Rating SF CDOs" published in May 2012, and "Rating CDO Repacks: An
Application Of The Structured Note Methodology" 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 commercial and
residential real estate property markets. While commercial real
estate property markets are gaining momentum, a consistent upward
trend will not be evident until the volume of transactions
increases, distressed properties are cleared from the pipeline and
job creation rebounds. Among the uncertainties in the residential
real estate property market are those surrounding future housing
prices, pace of residential mortgage foreclosures, loan
modification and refinancing, unemployment rate and interest
rates.

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

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

  Class A: +2

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

  Class A: -1


CEDARWOODS CRE: S&P Lowers Rating on 4 Note Classes to 'CCC-(sf)'
-----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on eight
classes from Cedarwoods CRE CDO Ltd., a commercial real estate
collateralized debt obligation (CRE CDO) transaction, and removed
two ratings from CreditWatch with negative implications.

The downgrades reflect an ongoing reduction in the transaction's
collateral as well as the transaction's exposure to underlying
commercial mortgage-backed securities (CMBS), CRE CDOs, and
resecuritized real estate mortgage investment conduit (re-REMIC)
collateral that have experienced negative rating actions.
According to the Dec. 19, 2012, trustee report the class A/B
principal coverage ratio has declined to 77.91%, below the
threshold of 105.3%.  In addition, the credit quality of the
collateral has deteriorated following the downgrades of 58
securities that serve as underlying collateral.  The downgraded
collateral are from 36 transactions and total $179.2 million
(48.6% of the total asset balance).

S&P lowered its ratings on classes E and F to 'D (sf)' from 'CCC-
(sf)' based on their expectation that the classes are unlikely to
be repaid in full.

According to the Dec. 19, 2012, trustee report, the transaction's
collateral totaled $368.7 million while the transaction's
liabilities, including capitalized interest, totaled
$358.4 million.  This is down from $400.0 million of liabilities
at issuance.  The transaction's current asset pool includes the
following:

   -- Ninety-nine CMBS tranches from 64 distinct transactions
      issued between 2000 and 2011 ($266.5 million, 72.3%);

   -- Twenty re-REMIC and CRE CDO tranches from 13 distinct
      transactions issued between 2002 and 2006 ($76.5 million,
      20.7%); and

   -- Four REIT securities ($25.7 million, 7.0%).

S&P's analysis of Cedarwoods reflected exposure to the following
certificates that Standard & Poor's has downgraded:

   -- LNR CDO 2003-1 Ltd. (classes B, C-FX, H, and J; $25.0
      million, 6.8%);

   -- Fairfield Street Solar 2004-1 (classes A1, B1, and E1;
      $14.2 million,3.9%);

   -- Wachovia Bank Commercial Mortgage Trust 2005-C17 (classes G
      and H; $11.6 million, 3.2%);

   -- Merrill Lynch Mortgage Trust 2005-MCP1 (class F;
      $10.0 million, 2.7%); and

   -- LB-UBS Commercial Mortgage Trust 2007-C6 (classes AJ and C;
      $9.9 million, 2.7%).

According to the Dec. 19, 2012, trustee report, the deal is
failing all overcollateralization coverage tests and interest
coverage tests.

Standard & Poor's will continue to review whether, in its view,
the ratings assigned to the notes remain consistent with the
credit enhancement available to support them and take rating
actions 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 Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

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

            http://standardandpoorsdisclosure-17g7.com

RATINGS LOWERED AND REMOVED FROM CREDITWATCH

Cedarwoods CRE CDO Ltd.
Collateralized debt obligations

                  Rating
Class     To                   From

A-1       B (sf)               BB+ (sf)/Watch Neg
A-2       CCC+ (sf)            B+ (sf)/Watch Neg

RATINGS LOWERED

Cedarwoods CRE CDO Ltd.
Collateralized debt obligations

Class     To                   From

A-3       CCC- (sf)            B- (sf)
B         CCC- (sf)            CCC+ (sf)
C         CCC- (sf)            CCC+ (sf)
D         CCC- (sf)            CCC (sf)
E         D (sf)               CCC- (sf)
F         D (sf)               CCC- (sf)


CHASE EDUCATION: Fitch Keeps BB Rating on Sub. Student Loan Notes
-----------------------------------------------------------------
Fitch Ratings has affirmed the senior and subordinate student loan
notes issued by Chase Education Loan Trust 2007-A at 'AAAsf' and
'BBsf', respectively. The Rating Outlooks on the senior notes,
which are tied to the sovereign rating of the U.S. government,
remain Negative, while the Rating Outlook on the subordinate note
remains Stable.

Sensitivity/Rating Drivers

The ratings on the senior and subordinate notes are affirmed based
on the sufficient level of credit enhancement to cover the
applicable risk factor stresses. Credit enhancement for the senior
and subordinate notes consists of overcollateralization and
projected minimum excess spread, while the senior notes also
benefit from subordination provided by the class B note.

Fitch has affirmed these ratings:

Chase Education Loan Trust 2007-A:

  -- Class A-2 at 'AAAsf'; Outlook Negative;
  -- Class A-3 at 'AAAsf'; Outlook Negative;
  -- Class A-4 at 'AAAsf'; Outlook Negative;
  -- Class B at 'BBsf'; Outlook Stable.


COMM 2013-LC6: Moody's Assigns '(P)B2' Rating to Class F Certs
--------------------------------------------------------------
Moody's Investors Service has assigned ratings to fourteen classes
of CMBS securities, issued by COMM 2013-LC6 Commercial Mortgage
Trust, Commercial Mortgage Pass-Through Certificates, Series 2013-
LC6.

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

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

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

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

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

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

Cl. B, Assigned (P)Aa3 (sf)

Cl. C, Assigned (P)A3 (sf)

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

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

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

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

Cl. X-B, Assigned (P)A2 (sf)

Cl. X-C, Assigned (P)B3 (sf)

Ratings Rationale

The Certificates are collateralized by 70 fixed rate loans secured
by 99 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 1.75X is higher than the 2007
conduit/fusion transaction average of 1.31X. The Moody's Stressed
DSCR of 1.06X is higher than the 2007 conduit/fusion transaction
average of 0.92X.

Moody's Trust LTV ratio of 98.5% is lower than the 2007
conduit/fusion transaction average of 110.6%. Moody's Total LTV
ratio (inclusive of subordinated debt) of 107.1% 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 23.6. 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 25.5. The
transaction's property diversity profile is in-line with 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 2.1, which is in-line
with the indices calculated in most multi-borrower transactions
since 2009.

The transaction benefits from one loan, representing approximately
1.8% of the pool balance in aggregate, assigned an investment
grade credit assessment. Loans assigned investment grade credit
assessments are not expected to contribute any loss to a
transaction in low stress scenarios, but are expected to
contribute minimal amounts of loss in high stress scenarios.
Moody's also considers the creditworthiness of loans when
evaluating the effects of pooling among portfolio assets.
Generally, a loan's affect on the diversity profile of a portfolio
is inversely correlated with the loan's creditworthiness. As such,
high quality loans only marginally benefit a pool's diversity
profile when they are small, or marginally harm a pool's diversity
profile when they are large.

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 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 ver1.1 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%, or 25%, the model-indicated rating for the currently
rated Super Senior Aaa classes and the rated Aaa A-M class would
be Aaa, Aaa, and Aa1 and 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.


COMM 2013-LC6: S&P Assigns 'B+(sf)' Rating on Class F Notes
-----------------------------------------------------------
Standard & Poor's Ratings Services assigned its ratings to COMM
2013-LC6 Mortgage Trust's $1.49 billion commercial mortgage pass-
through certificates series 2013-LC6.

The note issuance is a commercial mortgage-backed securities
transaction backed by 70 commercial mortgage loans with an
aggregate principal balance of $1.49 billion, secured by the fee
interest in 99 properties across 27 states.

The ratings reflect the credit support provided by the transaction
structure, S&P's view of the underlying collateral's economics,
the trustee-provided liquidity, the collateral pool's relative
diversity, and S&P's overall qualitative assessment 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 Standard & Poor's 17g-7 Disclosure Report included in this
credit rating report is available at:

         http://standardandpoorsdisclosure-17g7.com/1248.pdf

RATINGS ASSIGNED

COMM 2013-LC6 Mortgage Trust

Class(i)      Rating(i)              Amount
                                        ($)

A-1           AAA (sf)           93,810,000
A-2           AAA (sf)          288,944,000
A-SB          AAA (sf)          116,999,000
A-3           AAA (sf)          140,000,000
A-4           AAA (sf)          404,822,000
X-A           AAA (sf)   1,178,878,000(iii)
A-M           AAA (sf)          134,303,000
B             AA- (sf)           91,400,000
C             A (sf)             55,960,000
X-B(ii)       A (sf)       147,360,000(iii)
X-C(ii)       NR           104,458,024(iii)
D(ii)         BBB- (sf)          61,555,000
E(ii)         BB (sf)            29,845,000
F(ii)         B+ (sf)            27,980,000
G(ii)         NR                 46,633,024

(i)  The certificates will be issued to qualified institutional
      buyers according to Rule 144A of the Securities Act of 1933.
(ii) Nonoffered certificates.
(iii) Notional balance.
NR - Not rated.


COMMERCIAL MORTGAGE 1999-C1: Moody's Cuts Rating on G Certs. to C
-----------------------------------------------------------------
Moody's Investors Service downgraded the ratings of five classes
and affirmed six classes of Commercial Mortgage Asset Trust ,
Commercial Mortgage Pass-Through Certificates, Series 1999-C1 as
follows:

Cl. A-4, Affirmed at Aaa (sf); previously on Mar 25, 1999
Definitive Rating Assigned Aaa (sf)

Cl. B, Affirmed Aaa (sf); previously on Jul 8, 2004 Upgraded to
Aaa (sf)

Cl. C, Affirmed Aaa (sf); previously on Jul 20, 2006 Upgraded to
Aaa (sf)

Cl. D, Downgraded to Baa3 (sf); previously on Jun 28, 2012
Downgraded to A1 (sf)

Cl. E, Downgraded to B1 (sf); previously on Jun 28, 2012
Downgraded to Baa3 (sf)

Cl. F, Downgraded to Ca (sf); previously on Jun 28, 2012
Downgraded to B3 (sf)

Cl. G, Downgraded to C (sf); previously on Apr 11, 2012 Downgraded
to Caa3 (sf)

Cl. H, Affirmed C (sf); previously on Apr 11, 2012 Downgraded to C
(sf)

Cl. J, Affirmed C (sf); previously on Nov 3, 2010 Downgraded to C
(sf)

Cl. K, Affirmed C (sf); previously on Nov 3, 2010 Downgraded to C
(sf)

Cl. X, Downgraded to B3 (sf); previously on Jun 28, 2012 Confirmed
at B1 (sf)

Ratings Rationale

The downgrades of the principal classes are due to interest
shortfalls and an increase in expected losses from specially
serviced and troubled loans. The IO class, Class X, is downgraded
due to the decline in credit quality of its referenced classes.

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

Moody's rating action reflects a base expected loss of $154
million or 21.4% of the current balance. At last review, Moody's
cumulative base expected loss was $129 million or 13.0%. Moody's
provides a current list of base losses for conduit and fusion CMBS
transactions on moodys.com at
http://v3.moodys.com/viewresearchdoc.aspx?docid=PBS_SF215255
Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels. If future performance materially declines, the
expected level of credit enhancement and the priority in the cash
flow waterfall may be insufficient for the current ratings of
these classes.

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. The Interest-Only Methodology was used for the
rating of Class X.

In rating this transaction, Moody's also used its credit-tenant
lease (CTL) financing methodology approach (CTL approach) . Under
Moody's CTL approach, the rating of the CTL component is primarily
based on the senior unsecured debt rating (or the corporate family
rating) of the tenant, usually an investment grade rated company,
leasing the real estate collateral supporting the bonds. This
tenant's credit rating is the key factor in determining the
probability of default on the underlying lease. The lease
generally is "bondable", which means it is an absolute net lease,
yielding fixed rent paid to the trust through a lock-box,
sufficient under all circumstances to pay in full all interest and
principal of the loan. The leased property should be owned by a
bankruptcy-remote, special purpose borrower, which grants a first
lien mortgage and assignment of rents to the securitization trust.
The dark value of the collateral, which assumes the property is
vacant or "dark", is then examined to determine a recovery rate
upon a loan's default. Moody's also considers the overall
structure and legal integrity of the transaction. For deals that
include a pool of credit tenant loans, Moody's currently uses a
Gaussian copula model, incorporated in its public CDO rating model
CDOROMv2.8-8 to generate a portfolio loss distribution to assess
the ratings.

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

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

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 12 compared to a Herf of 21 at Moody's prior
review.

In cases where the Herf falls below 20, Moody's also employs the
large loan/single borrower methodology. This methodology uses the
excel-based Large Loan Model v 8.5 and then reconciles and weights
the results from the two models in formulating a rating
recommendation. The large loan model derives credit enhancement
levels based on an aggregation of adjusted loan level proceeds
derived from Moody's loan level LTV ratios. Major adjustments to
determining proceeds include leverage, loan structure, property
type, and sponsorship. These aggregated proceeds are then further
adjusted for any pooling benefits associated with loan level
diversity, other concentrations and correlations.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review. Moody's prior full review is
summarized in a press release dated June 28, 2012.

Deal Performance

As of the January 17, 2013 distribution date, the transaction's
aggregate certificate balance has decreased by 70% to $719 million
from $2.37 billion at securitization. The Certificates are
collateralized by 118 mortgage loans ranging in size from less
than 1% to 17% of the pool, with the top ten loans (excluding
defeasance) representing 46% of the pool. The pool contains nine
credit tenant lease (CTL) loans, representing 4% of the pool.
Forty-two loans, representing approximately 29% of the pool, are
defeased and are collateralized by U.S. Government securities.

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

Twenty-eight loans have liquidated from the pool, resulting in an
aggregate realized loss of $91 million (45% average loan loss
severity). Currently, four loans, representing 24% of the pool,
are in special servicing. The largest specially serviced loan is
The Source Loan ($124 million -- 17% of the pool), which is
secured by a 521,000 square foot regional mall located in
Westbury, New York. The center, located on Long Island and known
as "The Mall at The Source", was formerly anchored by Fortunoff, a
high-end department store specializing in the sale of house wares
and jewelry. As was reported at Moody's last review, the departure
of the anchor and unfavorable economic conditions have
precipitated the departure of other major retailers at the mall.
Two of the largest remaining tenants, Saks Fifth Avenue Off 5th
and Nordstrom Rack, are vacating the property and opening stores
at a nearby power center. The mall's inline space was 71% leased
as of February 2012. The loan transferred to special servicing in
January 2009 for imminent maturity default, which occurred in
March 2009. Title to the property was obtained in August 2012 and
Newmark was appointed as property manager. The special servicer is
currently evaluating sales strategies. The servicer has recognized
a $88 million appraisal reduction.

The second-largest specially-serviced loan is the Baldwin Complex
Loan ($40 million -- 6% share of the pool), which is secured by a
455,000 square foot office property located in the Cincinnati,
Ohio CBD. The loan was transferred to special servicing in October
2010 due to imminent default and a receiver was appointed in
February 2012. As of August 2012, the property was 51% leased. The
property's largest tenant, Humana, currently occupies 65,800
square feet (15% of Net Rentable Area) and has a lease expiration
of November 30, 2014.

The third-largest specially-serviced loan is Centerpark One Office
Building Loan ($9 million -- 1% share of the pool), which is
secured by a 120,000 square foot office property located in
Calverton, Maryland. Moody's assumed an aggregate $142 million
estimated loss (81.1% expected loss overall) for the specially
serviced loans.

Moody's has assumed a high default probability for three poorly-
performing loans representing 5% of the pool. Moody's analysis
attributes to these troubled loans an aggregate $5 million loss
(15% expected loss severity based on a 50% probability of
default).

Moody's was provided with full-year 2011 and partial year 2012
operating results for 83% and 86% of the performing pool,
respectively. Excluding specially serviced and troubled loans,
Moody's weighted average LTV is 60% compared to 63% at Moody's
prior review. Moody's net cash flow reflects a weighted average
haircut of 10.9% to the most recently available net operating
income. Moody's value reflects a weighted average capitalization
rate of 9.7%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.64X and 2.15X, respectively, compared to
1.60X and 2.00X at last review. Moody's actual DSCR is based on
Moody's net cash flow (NCF) and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.

The top three performing conduit loans represent 12% of the pool.
The largest loan is the Hunter's Square Loan ($33 million -- 5% of
the pool). The loan is secured by a 350,000 square foot power
center located in Farmington Hills, Michigan, a northern suburb of
Detroit. As of September 2012, the property was 97% leased
compared to 92% at last review. Recent leasing activity has
included Five Below, Famous Footwear, and Yummie Yogurt. Moody's
current LTV and stressed DSCR are 74% and 1.46X respectively,
compared to 75% and 1.44X at last review.

The second largest loan is the East Bank Club Loan ($26 million --
4% of the pool), which is secured by a 450,000 square foot health
club located in Chicago, Illinois. The property is located in the
River North neighborhood of Chicago and provides amenities such as
an upscale fitness center, spa, salon, and other services. Moody's
LTV and stressed DSCR are 30% and 3.73X, respectively, compared
37% and 2.96X at last review.

The third largest loan is the Winchester Center Loan ($25 million
-- 4% of the pool), which is secured by a 318,000 square foot
retail property located in Rochester Hills, Michigan,
approximately 25 miles north of Detroit, Michigan. As of September
2012, the property was 85% leased compared to 73% at year end
2011. Moody's LTV and stressed DSCR are 83% and 1.31X,
respectively, compared 79% and 1.38X at last review.

The CTL component includes nine loans secured by properties leased
under bondable leases. Moody's provides ratings for 85% of the CTL
component and has updated its internal credit assessments for the
remaining corporate credits. The CTL component includes R.R.
Donnelley & Sons Company (56% of the CTL component, Moody's Senior
Unsecured Rating Ba2 -- negative outlook), Interface, Inc. (29% of
the CTL component, Moody's Senior Unsecured Rating Ba3 -- stable
outlook) and Dairy Mart Convenience Stores, Inc. (15% of the CTL
component).


CREDIT SUISSE 2006-C3: Moody's Cuts Ratings on 4 Certs to 'C'
-------------------------------------------------------------
Moody's Investors Service downgraded the ratings of nine classes
and affirmed four classes of Credit Suisse Commercial Mortgage
Trust Commercial Securities Pass-Through Certificates, Series
2006-C3 as follows:

Cl. A-3, Affirmed Aaa (sf); previously on Jul 6, 2006 Definitive
Rating Assigned Aaa (sf)

Cl. A-AB, Affirmed Aaa (sf); previously on Jul 6, 2006 Definitive
Rating Assigned Aaa (sf)

Cl. A-1-A, Affirmed Aaa (sf); previously on Jul 6, 2006 Definitive
Rating Assigned Aaa (sf)

Cl. A-M, Downgraded to A3 (sf); previously on Jan 20, 2012
Downgraded to Aa3 (sf)

Cl. A-J, Downgraded to B1 (sf); previously on Jan 20, 2012
Downgraded to Baa2 (sf)

Cl. B, Downgraded to Caa1 (sf); previously on Jan 20, 2012
Downgraded to Ba2 (sf)

Cl. C, Downgraded to Caa2 (sf); previously on Jan 20, 2012
Downgraded to Ba3 (sf)

Cl. D, Downgraded to Caa3 (sf); previously on Jan 20, 2012
Downgraded to B2 (sf)

Cl. E, Downgraded to C (sf); previously on Jan 20, 2012 Downgraded
to Caa1 (sf)

Cl. F, Downgraded to C (sf); previously on Jan 20, 2012 Downgraded
to Caa2 (sf)

Cl. G, Downgraded to C (sf); previously on Jan 20, 2012 Downgraded
to Caa3 (sf)

Cl. H, Downgraded to C (sf); previously on Jan 20, 2012 Confirmed
at Ca (sf)

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

Ratings Rationale

The downgrades are due primarily to higher realized and expected
losses from troubled and specially-serviced loans.

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

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

Moody's rating action reflects a base expected loss of
approximately 9.3% of the current deal balance. At last review,
Moody's base expected loss was approximately 8.6%. Over the same
period, Moody's base expected loss plus realized losses figure
climbed from 9.5% to 12.2% of the original, securitized deal
balance. Moody's provides a current list of base losses for
conduit and fusion CMBS transactions on moodys.com at
http://v3.moodys.com/viewresearchdoc.aspx?docid=PBS_SF215255
Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels. If future performance materially declines, the
expected level of credit enhancement and the priority in the cash
flow waterfall may be insufficient for the current ratings of
these classes.

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

Primary sources of assumption uncertainty are the extent of 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. The Interest-Only Methodology was used in the
rating of Clas A-X.

Moody's review incorporated the use of the Excel-based CMBS
Conduit Model v 2.62 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) level are
driven by property type, Moody's actual and stressed DSCR, and
Moody's property quality grade (which reflects the capitalization
rate used by Moody's to estimate Moody's value). Conduit model
results at the B2 (sf) level are driven by a pay down analysis
based on the individual loan level Moody's LTV ratio. Moody's
Herfindahl score (Herf), a measure of loan level diversity, is a
primary determinant of pool level diversity and has a greater
impact on senior certificates. Other concentrations and
correlations may be considered in Moody's analysis. Based on the
model pooled credit enhancement levels at Aa2 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade underlying ratings is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
credit assessment of the loan which corresponds to a range of
credit enhancement levels. Actual fusion credit enhancement levels
are selected based on loan level diversity, pool leverage and
other concentrations and correlations within the pool. Negative
pooling, or adding credit enhancement at the underlying rating
level, is incorporated for loans with similar credit assessments
in the same transaction.

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

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 14, compared to a Herf of 15 at Moody's prior
review.

In cases where the Herf falls below 20, Moody's also employs the
large loan/single borrower methodology. This methodology uses the
excel-based Large Loan Model v 8.5 and then reconciles and weights
the results from the two models in formulating a rating
recommendation. The large loan model derives credit enhancement
levels based on an aggregation of adjusted loan level proceeds
derived from Moody's loan level LTV ratios. Major adjustments to
determining proceeds include leverage, loan structure, property
type, and sponsorship. These aggregated proceeds are then further
adjusted for any pooling benefits associated with loan level
diversity, other concentrations and correlations.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through a review
utilizing MOST(R) (Moody's Surveillance Trends) Reports and a
proprietary program that highlights significant credit changes
that have occurred in the last month as well as cumulative changes
since the last full transaction review. On a periodic basis,
Moody's also performs a full transaction review that involves a
rating committee and a press release. Moody's prior transaction
review is summarized in a press release dated January 20, 2012.

Deal Performance

As of the December 17, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 18% to $1.6 billion
from $1.9 billion at securitization. The Certificates are
collateralized by 137 mortgage loans ranging in size from less
than 1% to 22% of the pool, with the top ten loans (excluding
defeasance) representing 57% of the pool. The pool contains no
loans with investment-grade credit assessments. Two loans,
representing approximately less than 1% of the pool, are defeased
and are collateralized by U.S. Government securities.

Thirty-three loans, representing 26% of the pool, are on the
master servicer's watchlist. The watchlist includes loans which
meet certain portfolio review guidelines established as part of
the CRE Finance Council (CREFC) monthly reporting package. As part
of its ongoing monitoring of a transaction, Moody's reviews the
watchlist to assess which loans have material issues that could
impact performance.

Nineteen loans have liquidated from the pool, resulting in an
aggregate realized loss of $88 million (24% average loan loss
severity). Currently, ten loans, representing 11% of the pool, are
in special servicing. The largest specially serviced loan is the
Babcock & Brown FX 2 Loan ($121 million -- 7% of the pool). The
loan transferred to special servicing in January 2012 due to
imminent default. The loan is currently secured by a portfolio of
nine Class B/C multifamily properties, encompassing a total of
1,661 units, in five Southern / Southwestern states. The portfolio
originally consisted of 17 properties, however eight of the
properties were recently sold. Sale proceeds were applied to
monthly loan payments, escrows, and other expenses, and to
principal paydown. Primarily as a result of the recent asset
sales, the outstanding loan balance on the portfolio has been
reduced from $198 million at Moody's last review to the current
$121 million balance.

The remaining nine specially serviced loans are secured by a mix
of commercial, retail and hotel property types. Moody's estimates
an aggregate $93 million loss (52% expected loss) for all
specially serviced loans.

Moody's has assumed a high default probability for 13 poorly-
performing loans representing 6% of the pool. Moody's analysis
attributes to these troubled loans an aggregate $15 million loss
(15% expected loss severity based on a 50% probability default).

Moody's was provided with full-year 2011 and partial year 2012
operating results for 94% and 55% of the performing pool,
respectively. Excluding specially-serviced and troubled loans,
Moody's weighted average LTV is 103%, compared to 107% at last
full review. Moody's net cash flow reflects a weighted average
haircut of 7.0% to the most recently available net operating
income. Moody's value reflects a weighted average capitalization
rate of 9.5%.

Excluding specially-serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.40X and 1.03X, respectively, compared to
1.40X and 0.99X at last review. Moody's actual DSCR is based on
Moody's net cash flow (NCF) and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.

The top three performing conduit loans represent 38% of the pool.
The largest loan is the 770 Broadway Loan ($353 million -- 22% of
the pool), which is secured by a 1 million square foot office
property in New York City. Clothing retailer J.Crew, which has
corporate offices at the property and leases approximately 36% of
the property net rentable area (NRA), recently signed a lease
extension for a large portion of its space through October 2022.
Property occupancy was 100% as of October 2012, the same as at
Moody's last review. Moody's current LTV and stressed DSCR are 98%
and 0.97X, respectively, compared to 101% and 0.94X at last
review.

The second-largest loan is the 535 and 545 Fifth Avenue Loan ($177
million -- 11% of the pool). The loan is secured by two adjacent
office properties in New York City's Grand Central office
submarket. The properties were 76% leased as of October 2012, down
from 79% at Moody's last review and 89% at Moody's second-prior
review. Vacancy has remained above market levels for several
reporting cycles. The properties are occupied by a diverse base of
office tenants, with the largest tenant occupying less than 8% of
property NRA. Occupants of the ground floor retail space include
the drugstore Duane Reade and retailer Michael C. Fina. Moody's
current LTV and stressed DSCR are 113% and 0.86X, respectively,
compared to 103% and 0.94X at last review.

The third-largest loan is the Norden Park Loan ($75 million -- 5%
of the pool). The loan is secured by a 621,000 square foot office
property in Norwalk, Connecticut. Northrup Grumman Corporation is
the lead tenant, occupying 52% of property NRA with a scheduled
lease expiration of December 31, 2014. The property was 92% leased
as of September 30, 2012. Moody's current LTV and stressed DSCR
are 114% and, 0.92X respectively, compared to 117% and 0.90X at
last review.


CREDIT SUISSE 2007-C1: Moody's Cuts Ratings on 2 Certs to 'B3'
--------------------------------------------------------------
Moody's Investors Service affirmed the rating of 12 classes and
downgraded five classes of Credit Suisse Commercial Mortgage Trust
Commercial Mortgage Pass-Through Certificates, Series 2007-C1 as
follows:

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

Cl. A-AB, Affirmed Aaa (sf); previously on Jun 23, 2010 Confirmed
at Aaa (sf)

Cl. A-3, Downgraded to Baa1 (sf); previously on Jan 26, 2012
Downgraded to A1 (sf)

Cl. A-1-A, Downgraded to Baa1 (sf); previously on Jan 26, 2012
Downgraded to A1 (sf)

Cl. A-M, Downgraded to B3 (sf); previously on Jan 26, 2012
Downgraded to Ba3 (sf)

Cl. A-MFL, Downgraded to B3 (sf); previously on Jan 26, 2012
Downgraded to Ba3 (sf)

Cl. A-J, Affirmed Caa2 (sf); previously on Jan 26, 2012 Downgraded
to Caa2 (sf)

Cl. B, Affirmed Caa3 (sf); previously on Jan 26, 2012 Confirmed at
Caa3 (sf)

Cl. C, Affirmed Ca (sf); previously on Jan 26, 2012 Confirmed at
Ca (sf)

Cl. D, Affirmed C (sf); previously on Jun 23, 2010 Downgraded to C
(sf)

Cl. E, Affirmed C (sf); previously on Jun 23, 2010 Downgraded to C
(sf)

Cl. F, Affirmed C (sf); previously on Jun 23, 2010 Downgraded to C
(sf)

Cl. G, Affirmed C (sf); previously on Jun 23, 2010 Downgraded to C
(sf)

Cl. H, Affirmed C (sf); previously on Jun 23, 2010 Downgraded to C
(sf)

Cl. J, Affirmed C (sf); previously on Jun 23, 2010 Downgraded to C
(sf)

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

Cl. A-X, Downgraded to B2 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf)

Ratings Rationale

The downgrades of the principal classes are due to an increase in
realized and anticipated losses.

The affirmations of the principal classes are due to key
parameters, including Moody's loan to value (LTV) ratio, Moody's
stressed debt service coverage ratio (DSCR) and the Herfindahl
Index (Herf), remaining within acceptable ranges. Based on Moody's
current base expected loss, the credit enhancement levels for the
affirmed class is sufficient to maintain its current rating. The
rating of the IO Class, Class A-X is downgraded due to the
downgrade of its references classes.

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

Moody's rating action reflects a base expected loss of 17.9% of
the current balance, compared to 16.4% 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, and "Moody's Approach to Rating Structured Finance Interest-
Only Securities" published in February 2012. The Interest-Only
Methodology was used for the rating of Classes A-X and A-SP.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.62 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) level are
driven by property type, Moody's actual and stressed DSCR, and
Moody's property quality grade (which reflects the capitalization
rate used by Moody's to estimate Moody's value). Conduit model
results at the B2 (sf) level are driven by a paydown analysis
based on the individual loan level Moody's LTV ratio. Moody's
Herfindahl score (Herf), a measure of loan level diversity, is a
primary determinant of pool level diversity and has a greater
impact on senior certificates. Other concentrations and
correlations may be considered in Moody's analysis. Based on the
model pooled credit enhancement levels at Aa2 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade credit assessments is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
credit assessment of the loan which corresponds to a range of
credit enhancement levels. Actual fusion credit enhancement levels
are selected based on loan level diversity, pool leverage and
other concentrations and correlations within the pool. Negative
pooling, or adding credit enhancement at the credit assessment
level, is incorporated for loans with similar credit assessments
in the same transaction.

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

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 51 compared to 46 at Moody's prior review.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through a review
utilizing MOST(R) (Moody's Surveillance Trends) Reports and a
proprietary program that highlights significant credit changes
that have occurred in the last month as well as cumulative changes
since the last full transaction review. On a periodic basis,
Moody's also performs a full transaction review that involves a
rating committee and a press release. Moody's prior transaction
review is summarized in a press release dated January 26, 2012.

Deal Performance

As of the January 17, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 13% to $2.94
billion from $3.37 billion at securitization. The pool has paid
down 4% since last review. The Certificates are collateralized by
210 mortgage loans ranging in size from less than 1% to 6% of the
pool. One loan representing less than 1% of the pool has defeased
and is secured by U.S. Government Securities.

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

Fifty three loans have been liquidated from the pool, resulting in
a realized loss of $150.4 million (52% loss severity overall). The
pool's total realized losses are $164.3 million due to
liquidations, loan modifications with principal forgiveness and
other trust expenses.

Currently 25 loans, representing 26% of the pool, are in special
servicing. The largest specially serviced loan is the Savoy Park
Loan ($210.0 million -- 5.5% of the pool), which is secured by
seven adjacent apartment buildings totaling 1,802 units located in
the Harlem neighborhood of New York City. At securitization, the
borrower's plan was to increase property value through a
comprehensive renovation program and the deregulation of rent-
stabilized units. The loan was transferred to special servicing in
July 2010 at the borrower's request for a loan modification. A
loan modification was executed in June 2012. Under the
modification the loan was split into a $160.0 million A note and a
$50.0 million B note which is held within the trust. Interest will
accrue at 4.0% for the first two years, 5.0% for the third year
and 6.136% starting in year four. The maturity date was also
extended to December 2017. The properties are 96% leased as of
June 2012.

The second largest loan in special servicing is the CVI
Multifamily Apartment Portfolio Loan ($165.7 million -- 4.3% of
the pool), which is secured by 20 Class B multifamily properties
totaling 2,990 units. The properties range from 12 to 434 units
and are located in seven markets with the largest concentrations
in Austin, Texas and Sacramento, California. The loan transferred
to special servicing in April 2010 due to imminent default and
subsequently had a payment default. The loan was sold and modified
and the transaction closed in August 2012. The Loan was modified
to split the principal balance into a $141.0 million A note and a
$38.8 million B note, both aggregating to the original $179.8
million and both accruing at the contract interest rate of 6.1%.
As part of the assumption of the loan by the new borrowers, $14.1
million was used to paydown the principal balance of the A note to
$126.9 million. The maturity date of the loan was extended from
November 11, 2011 to September 11, 2016.

The third largest specially serviced loan is the Koger Center Loan
($115.5 million - 3.9% of the pool). The loan transferred to
special servicing in February 2012 due to imminent default, but
the loan has remained current to date. The loan is secured by an
868,000 SF office property located in Tallahassee, Florida. The
largest tenant is The State of Florida Department of Management
Services (68% of the Net Rentable Area (NRA)) and has a scheduled
lease expiration of October 2019. During 2012, there was a push
for legislation in the Florida Legislature to require the State to
vacate all of its space at the property by December 2012, by not
appropriating funds for the lease. As a result of this
possibility, the borrower has requested a loan modification to
reduce debt service so that it could effectively offer reduced
rents to the State in an attempt to persuade the State not to
vacate.

The remaining specially serviced loans are secured by a mix of
property types. Moody's estimates an aggregate $310.2 million loss
for the specially serviced loans (53% expected loss on average).

Moody's was provided with full year 2011 financials for 87% and
partial year 2012 for 75% of the pool's non-specially serviced and
non-defeased loans.

Excluding specially serviced loans, Moody's weighted average LTV
is 109% compared to 111% at Moody's prior review. Moody's net cash
flow reflects a weighted average haircut of 5.9% to the most
recently available net operating income. Moody's value reflects a
weighted average capitalization rate of 9.2%.

Excluding specially serviced loans, Moody's actual and stressed
DSCRs are 1.44X and 0.97X, respectively, compared to 1.34X and
0.97X at last review. Moody's actual DSCR is based on Moody's net
cash flow (NCF) and the loan's actual debt service. Moody's
stressed DSCR is based on Moody's NCF and a 9.25% stressed rate
applied to the loan balance.

The top three performing conduit loans represent 12% of the pool
balance. The largest conduit loan is the Mansions Texas Portfolio
Loan ($156.0 million -- 4.6% of the pool), which is secured by
three cross collateralized and cross defaulted multifamily
properties located in Austin, Texas and Round Rock, Texas. At
securitization the loan was $160.0 million, but the loan was
modified in September 2010. As part of the modification the total
debt was paid down by $4.0 million to $156.0 million and a B note
structure was created. Under the terms of the modification, the A
note balance is $136.0 million and the B note is $20.0 million. As
of June 2012 the properties had a weighted occupancy of 94%.
Moody's LTV and stressed DSCR are 141% and 0.73X.

The second largest loan is the HGA Portfolio Loan ($123.3 million
-- 4.2% of the pool), which is secured by an 11 multifamily
community portfolio throughout Maryland and Texas with a combined
2,051 units. As of March 2012, portfolio occupancy was 93%
compared to 91% at last review. Moody's LTV and stressed DSCR are
134% and 0.70X, respectively, compared to 130% and 0.72X at last
review.

The third largest conduit loan is the Trident Center Loan ($101.8
million -- 3.5% of the pool), which is secured by a 366,000 SF
office complex located in Los Angeles, California. The largest
tenants are two large law firms, Manatt, Phelps and Phillips,
which leases 57% of the NRA through April 2021 and Mitchell,
Silberberg and Knupp, which leases 35% of the NRA through April
2019. As of September 2012, the property was 100% leased,
essentially the same as at last review. Moody's LTV and stressed
DSCR are 119% and 0.82X, respectively, compared to 117% and 0.83X
at last review.


CREST 2002-1: Fitch Affirms 'Csf' Rating on Class C Notes
---------------------------------------------------------
Fitch Ratings has affirmed four classes issued by Crest 2002-1,
LTD./Corp (Crest 2002-1) as a result of delevering of the capital
structure.

Sensitivity/Rating Drivers:

Since the last rating action in February 2012, approximately 14.3%
of the collateral has been downgraded and 8.3% has been upgraded.
Currently, 68.7% of the portfolio has a Fitch derived rating below
investment grade and 41.8% has a rating in the 'CCC' category and
below, compared to 71.2% and 37.8%, respectively, at the last
rating action. Over this period, the class A notes have received
$40.9 million for a total of $312.5 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. 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 A notes' breakeven
rates are generally consistent with the ratings assigned below.

For the class B and C 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 B notes have been affirmed at 'CCsf', indicating that
default is probable. Similarly, the class C notes have been
affirmed at 'Csf', indicating that default is inevitable.

The Stable Outlook on the class A notes reflects Fitch's view that
the transaction will continue to delever.

Crest 2002-1 is a static collateralized debt obligation (CDO) that
closed on March 27, 2002. The current portfolio consists of 21
bonds from 15 obligors, of which 79.9% are commercial mortgage
backed securities (CMBS) and 20.1% are real estate investment
trust (REIT) debt securities from the 1995 through 2002 vintages.

Fitch has affirmed these classes as indicated:

  -- $12,484,716 class A Notes at 'Asf'; Outlook Stable;
  -- $57,000,000 class B-1 Notes at 'CCsf';
  -- $33,000,000 class B-2 Notes at 'CCsf';
  -- $36,235,719 class C Notes at 'Csf'.


CREST 2004-1: Moody's Affirms Ratings on 13 Certificate Classes
---------------------------------------------------------------
Moody's has affirmed the ratings of thirteen classes of Notes
issued by Crest 2004-1, 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 and Re-remic)
transactions.

Moody's rating action is as follows:

Cl. A, Affirmed Ba1 (sf); previously on Apr 4, 2012 Downgraded to
Ba1 (sf)

Cl. B-1, Affirmed Caa1 (sf); previously on Apr 4, 2012 Downgraded
to Caa1 (sf)

Cl. B-2, Affirmed Caa1 (sf); previously on Apr 4, 2012 Downgraded
to Caa1 (sf)

Cl. C-1, Affirmed Caa3 (sf); previously on Apr 4, 2012 Downgraded
to Caa3 (sf)

Cl. C-2, Affirmed Caa3 (sf); previously on Apr 4, 2012 Downgraded
to Caa3 (sf)

Cl. D, Affirmed Ca (sf); previously on Apr 4, 2012 Downgraded to
Ca (sf)

Cl. E-1, Affirmed C (sf); previously on Apr 4, 2012 Downgraded to
C (sf)

Cl. E-2, Affirmed C (sf); previously on Apr 4, 2012 Downgraded to
C (sf)

Cl. F, Affirmed C (sf); previously on Apr 4, 2012 Downgraded to C
(sf)

Cl. G-1, Affirmed C (sf); previously on Apr 4, 2012 Downgraded to
C (sf)

Cl. G-2, Affirmed C (sf); previously on Apr 4, 2012 Downgraded to
C (sf)

Cl. H-1, Affirmed C (sf); previously on Apr 4, 2012 Downgraded to
C (sf)

Cl. H-2, Affirmed C (sf); previously on Apr 4, 2012 Downgraded to
C (sf)

Ratings Rationale:

Crest 2004-1, LTD. is a static cash transaction backed by a
portfolio of commercial mortgage backed securities (CMBS) (95.9%
of the pool balance), real estate investment trust (REIT) debt
(2.7%) and CRE CDO (1.4%). As of the December 31, 2012 Trustee
report, the aggregate note balance of the transaction, including
preferred shares, has decreased to USD360.2 million from USD428.5
million at issuance, with paydown to the Class A notes as a result
of scheduled amortization as well as the failure of certain par
value tests.

There are 46 assets with a par balance of USD123.4 million (41.3%
of the current pool balance) that are considered defaulted
securities as of the December 31, 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 5,947
compared to 5,772 at last review. The current distribution of
Moody's rated collateral and assessments for non-Moody's rated
collateral is as follows: Aaa-Aa3 (5.3% compared to 3.8% at last
review), A1-A3 (0.0% compared to 0.9% at last review), Baa1-Baa3
(5.0% compared to 5.7% at last review), Ba1-Ba3 (11.6% compared to
12.4% at last review), B1-B3 (16.1% compared to 17.9% at last
review), and Caa1-C (62.0% compared to 59.3% at last review).

Moody's modeled a WAL of 2.6 years compared to 2.9 years at last
review.

Moody's modeled a fixed WARR of 6.2% compared to 6.1% at last
review.

Moody's modeled a MAC of 18.4% compared to 18.6% at last review.

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

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

Moody's analysis encompasses the assessment of stress scenarios.

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
6.2% to 1.2% or up to 11.2% would result in a rating movement on
the rated tranches of 0 to 1 notch downward and 0 to 1 notch
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.


CSFB MORTGAGE 2003-AR28: Moody's Cuts C-B-1 Certs. Rating to 'Ca'
-----------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of nine
tranches and affirmed the rating of one tranche issued by CSFB
Mortgage-Backed Pass-Through Certificates, Series 2003-AR28.

Complete rating actions are as follows:

Issuer: CSFB Mortgage-Backed Pass-Through Certificates, Series
2003-AR28

Cl. I-A-1, Downgraded to Baa3 (sf); previously on Apr 29, 2011
Downgraded to A2 (sf)

Cl. II-A-1, Downgraded to Baa3 (sf); previously on Apr 29, 2011
Downgraded to A3 (sf)

Cl. III-A-1, Downgraded to Ba1 (sf); previously on Apr 29, 2011
Downgraded to A3 (sf)

Cl. IV-A-1, Downgraded to Baa3 (sf); previously on Apr 29, 2011
Downgraded to A3 (sf)

Cl. V-A-1, Downgraded to Baa3 (sf); previously on Apr 29, 2011
Downgraded to A3 (sf)

Cl. C-B-1, Downgraded to Ca (sf); previously on Apr 29, 2011
Downgraded to Caa2 (sf)

Cl. C-B-2, Affirmed C (sf); previously on Apr 29, 2011 Downgraded
to C (sf)

Cl. VI-M-1, Downgraded to A3 (sf); previously on Jan 10, 2013 Aa2
(sf) Placed Under Review for Possible Downgrade

Cl. VI-M-2, Downgraded to Baa1 (sf); previously on Jan 10, 2013 A1
(sf) Placed Under Review for Possible Downgrade

Cl. VI-M-3, Downgraded to Ba3 (sf); previously on Mar 18, 2011
Downgraded to Ba1 (sf)

Ratings Rationale

The actions are a result of the recent performance of prime jumbo
pools originated before 2005 and reflect Moody's updated loss
expectations on the pools. The downgrades are a result of
deteriorating performance and structural features resulting in
higher expected losses for certain bonds than previously
anticipated. The downgrade of Class VI-M-1 is due to interest
shortfall risk arising from a weak interest shortfall
reimbursement mechanism. Per the transactions' pooling and
servicing agreement, missed interest payments on Class VI-M-1 can
be reimbursed from excess interest only after
overcollateralization is built to a target amount. The current
overcollateralization amount on the group is lower than the
target, as a result any missed interest payments on the tranche
are unlikely to be paid.

The methodologies used in this rating were "Moody's Approach to
Rating US Residential Mortgage-Backed Securities" published in
December 2008, and "Pre-2005 US RMBS Surveillance Methodology"
published in January 2012. The methodology used in rating
interest-only securities was "Moody's Approach to Rating
Structured Finance Interest-Only Securities" published in February
2012.

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

Loan Modifications

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

Small Pool Volatility

To project losses on prime jumbo pools with fewer than 100 loans,
Moody's first calculates an annualized delinquency rate based on
vintage, number of loans remaining in the pool and the level of
current delinquencies in the pool. For prime jumbo pools
originated before 2005, Moody's first applies a baseline
delinquency rate of 3.0%. Once the loan count in a pool falls
below 76, this rate of delinquency is increased by 1% for every
loan fewer than 76. For example, for a pool with 75 loans, the
adjusted rate of new delinquency would be 3.03%. In addition, if
current delinquency levels in a small pool is low, future
delinquencies are expected to reflect this trend. To account for
that, the rate calculated above is multiplied by a factor ranging
from 0.75 to 2.5 for current delinquencies ranging from less than
2.5% to greater than 10% respectively. Delinquencies for
subsequent years and ultimate expected losses are projected using
the approach described in the methodology publication.

The primary source of assumption uncertainty is the uncertainty in
our central macroeconomic forecast and performance volatility due
to servicer-related issues. The unemployment rate fell from 9.0%
in September 2011 to 7.7% in November 2012. Moody's forecasts a
further drop to 7.5% by 2014. Moody's expects house prices to drop
another 1% from their 4Q2011 levels before gradually rising
towards the end of 2013. Performance of RMBS continues to remain
highly dependent on servicer procedures. Any change resulting from
servicing transfers or other policy or regulatory change can
impact the performance of these transactions.

A list of the review actions associated with this announcement may
be found at:

http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF315108

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

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


CSFB MORTGAGE 2006-TFL2: Moody's Cuts Rating on J Certs. to 'Caa2'
------------------------------------------------------------------
Moody's Investors Service downgraded the ratings of two pooled
classes, affirmed the ratings of 11 pooled classes and 19
non-pooled, or rake, classes of Credit Suisse First Boston
Mortgage Securities Corp., Series 2006-TFL2 as follows:

  Cl. A-2, Affirmed Aa2 (sf); previously on Mar 17, 2011
  Downgraded to Aa2 (sf)

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

  Cl. A-X-3, Affirmed Caa3 (sf); previously on Feb 22, 2012
  Downgraded to Caa3 (sf)

  Cl. B, Affirmed A1 (sf); previously on Mar 17, 2011 Downgraded
  to A1 (sf)

  Cl. C, Affirmed Baa1 (sf); previously on Mar 17, 2011
  Downgraded to Baa1 (sf)

  Cl. D, Affirmed Baa3 (sf); previously on Mar 17, 2011
  Downgraded to Baa3 (sf)

  Cl. E, Affirmed Ba1 (sf); previously on Mar 17, 2011 Downgraded
  to Ba1 (sf)

  Cl. F, Affirmed Ba2 (sf); previously on Mar 17, 2011 Downgraded
  to Ba2 (sf)

  Cl. G, Affirmed B1 (sf); previously on Mar 17, 2011 Downgraded
  to B1 (sf)

  Cl. H, Affirmed B2 (sf); previously on Mar 17, 2011 Downgraded
  to B2 (sf)

  Cl. J, Downgraded to Caa2 (sf); previously on Mar 17, 2011
  Downgraded to Caa1 (sf)

  Cl. K, Downgraded to Caa3 (sf); previously on Mar 17, 2011
  Downgraded to Caa2 (sf)

  Cl. L, Affirmed Ca (sf); previously on Mar 17, 2011 Downgraded
  to Ca (sf)

  Cl. NHK-A, Affirmed Caa3 (sf); previously on Mar 17, 2011
  Downgraded to Caa3 (sf)

  Cl. KER-A, Affirmed Baa3 (sf); previously on Mar 17, 2011
  Downgraded to Baa3 (sf)

  Cl. KER-B, Affirmed Ba2 (sf); previously on Mar 17, 2011
  Downgraded to Ba2 (sf)

  Cl. KER-C, Affirmed B1 (sf); previously on Mar 17, 2011
  Downgraded to B1 (sf)

  Cl. KER-D, Affirmed B2 (sf); previously on Mar 17, 2011
  Downgraded to B2 (sf)

  Cl. KER-E, Affirmed Caa1 (sf); previously on Mar 17, 2011
  Downgraded to Caa1 (sf)

  Cl. KER-F, Affirmed Caa3 (sf); previously on Mar 17, 2011
  Downgraded to Caa3 (sf)

  Cl. SV-A1, Affirmed Aaa (sf); previously on Mar 9, 2011
  Confirmed at Aaa (sf)

  Cl. SV-A2, Affirmed Aa2 (sf); previously on Mar 19, 2009
  Downgraded to Aa2 (sf)

  Cl. SV-AX, Affirmed Baa1 (sf); previously on Feb 22, 2012
  Downgraded to Baa1 (sf)

  Cl. SV-B, Affirmed A1 (sf); previously on Mar 19, 2009
  Downgraded to A1 (sf)

  Cl. SV-C, Affirmed A2 (sf); previously on Mar 19, 2009
  Downgraded to A2 (sf)

  Cl. SV-D, Affirmed A3 (sf); previously on Mar 19, 2009
  Downgraded to A3 (sf)

  Cl. SV-E, Affirmed Baa1 (sf); previously on Mar 19, 2009
  Downgraded to Baa1 (sf)

  Cl. SV-F, Affirmed Baa2 (sf); previously on Mar 19, 2009
  Downgraded to Baa2 (sf)

  Cl. SV-G, Affirmed Baa3 (sf); previously on Mar 19, 2009
  Downgraded to Baa3 (sf)

  Cl. SV-H, Affirmed Ba1 (sf); previously on Mar 19, 2009
  Downgraded to Ba1 (sf)

  Cl. SV-J, Affirmed Ba2 (sf); previously on Mar 19, 2009
  Downgraded to Ba2 (sf)

  Cl. SV-K, Affirmed Ba3 (sf); previously on Mar 19, 2009
  Downgraded to Ba3 (sf)

Ratings Rationale:

The downgrades were due to the lower than expected performance of
the JW Marriott Starr Pass Loan and the NH Krystal Hotels Loan.
The nine pooled classes were affirmed after weighing key
parameters that remained within acceptable ranges, including
Moody's loan to value (LTV) ratio and Moody's stressed debt
service coverage ratio (DSCR), against the uncertainty of a
favorable resolution of the modified Kerzner International Loan
that accounts for 75% of the outstanding pooled balance. The
affirmations of the 18 non-pooled, or rake, classes were due to
the stable performance of the Kerzner International Loan and the
partially cross-collateralized and cross-defaulted Sava Portfolio
Loan and Fundamental Portfolio Loan since Moody's last review, and
key parameters for the non-pooled class associated with the NH
Krystal Hotels Loan (Class NHK-A), including Moody's loan to value
(LTV) ratio remaining within an acceptable range. The rating of
the three IO Classes, Classes A-X-1, A-X-3, and SV-AX are affirmed
based on the ratings of their respective referenced classes.

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

Primary sources of assumption uncertainty are the extent of growth
in the current macroeconomic environment and commercial real
estate property markets. Commercial real estate property values
are continuing to move in a 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 eight straight
quarters of growth and the multifamily sector continues to show
increases in demand with a growing renter base and declining home
ownership. Slow recovery in the office sector continues 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 discounting and
promotions. However, rising wages and reduced unemployment, along
with increased consumer confidence, is helping to spur consumer
spending resulting in increased sales. 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 maintains its
forecast of relatively robust growth in the US and an expectation
of a mild recession in the euro area for 2012. Downside risks
remain significant, and elevated downside risks and their
materialization could pose a serious threat to the outlook. Major
downside risks include: a deeper than expected recession in the
euro area; the potential for a hard landing in major emerging
markets; an oil supply shock; and material fiscal tightening in
the US given recent political gridlock. Healthy but below-trend
growth in GDP is expected through the rest of this year and next
with risks trending to the downside.

The principal methodology used in this rating was "Moody's
Approach to Rating CMBS Large Loan/Single Borrower Transactions"
published in July 2000. The methodology used in rating Interest-
Only Securities was "Moody's Approach to Rating Structured Finance
Interest-Only Securities" published in February 2012. The
Interest-Only Methodology was used for the rating of Classes A-X-
1, A-X-3 and SV-AX.

Moody's review incorporated the use of the excel-based Large Loan
Model v 8.5. The large loan model derives credit enhancement
levels based on an aggregation of adjusted loan level proceeds
derived from Moody's loan level LTV ratios. Major adjustments to
determining proceeds include leverage, loan structure, property
type, and sponsorship. These aggregated proceeds are then further
adjusted for any pooling benefits associated with loan level
diversity, other concentrations and correlations. The model
includes 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 assessments;
original and current bond balances grossed up for losses for all
bonds the IO(s) reference(s) within the transaction; and IO type
corresponding to an IO type as defined in the published
methodology. The calculator then returns a calculated IO rating
based on both a target and mid-point. For example, a target rating
basis for a Baa3 (sf) rating is a 610 rating factor. The midpoint
rating basis for a Baa3 (sf) rating is 775 (i.e. the simple
average of a Baa3 (sf) rating factor of 610 and a Ba1 (sf) rating
factor of 940). If the calculated IO rating factor is 700, the
CMBS IO calculator ver1.0 would provide both a Baa3 (sf) and Ba1
(sf) IO indication for consideration by the rating committee.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through a review
utilizing MOST (Moody's Surveillance Trends) Reports and
Remittance Statements. On a periodic basis, Moody's also performs
a full transaction review that involves a rating committee and a
press release. Moody's prior transaction review is summarized in a
press release dated February 29, 2012.

Deal Performance

As of the January 15, 2013 Payment Date, the transaction's
aggregate certificate balance has decreased by 53% to USD1.6
billion from USD3.4 billion at securitization due to the payoff of
eleven loans originally in the pool and the payment of release
premiums and loan pay downs associated with three of the remaining
four loans in the trust. The certificates are collateralized by
three pooled floating rate loans ranging in size from 8% to 75% of
the pooled balance and the non-pooled Sava and Fundamental
Portfolio Loans that combined account for 53% of the total trust
balance.

Moody's weighted average pooled loan to value (LTV) ratio is 68%,
compared to 66% at last review. Moody's stressed debt service
coverage ratio (DSCR) is 2.06X, compared to 1.91X at last review.

The pool has experienced USD249,356 in losses since
securitization. The losses were due to the special servicer's
workout fee associated with the Sheffield condo conversion loan
that was originally 10% of the pooled balance. Interest shortfalls
total USD94,645 and affect Classes G through L. Interest
shortfalls spiked in January 2013 due to Nonrecoverable Advances
made to pay expenses incurred in defending claims brought by the
Sheffield Loan borrower against the Trust and the master and
special servicers. The Sheffield Loan paid off in July 2009 when
the Sheffield mortgage was sold to the senior mezzanine lender.
One loan, the JW Marriott Starr Pass Loan, is currently in special
servicing. It was transferred to special servicing in April 2010.
A receiver was appointed in November 2011 and the special servicer
is working towards resolution. Each of the other three loans have
been modified and extended beyond their original extended maturity
dates.

The Sava Portfolio and Fundamental Portfolio healthcare loans
(USD842.7 million) consist of two non-pooled mortgage loans that
are partially cross collateralized and cross defaulted. The larger
of the two loans has a first mortgage balance of approximately
USD735.0 million and is collateralized by the Sava Healthcare
Portfolio. The smaller loan has a first mortgage balance of
approximately USD107.7 million and is collateralized by the
Fundamental Healthcare Portfolio. Collectively these loans secure
the non-pooled Sava rake bonds. The Sava Portfolio loan collateral
includes 169 healthcare facilities located in 19 states,
containing 20,667 beds and the Fundamental Portfolio collateral
includes 25 healthcare facilities located in nine states,
containing 2,636 beds. Skilled nursing facilities account for
approximately 93% of the properties across the two portfolios. The
largest state concentrations across the two portfolios are in
Texas (24.8%), North Carolina (13.3%) and Colorado (10.3%). The
portfolio has enjoyed strong operating performance since
securitization. However, one of the assumptions at securitization
was that refinancing of these loans would be done through new
Housing and Urban Development (HUD) loans. Both loans were
modified and extended in April 2011 due the borrower's failure to
pay off the loans at the March 2011 extended maturity dates. Both
loans have been extended to June 2013 with an additional one-year
extension option to June 2014. Given the solid operating
performance of the underlying collateral, Moody's is affirming the
current ratings of the rake bonds (Classes SV-A1, SV-A2, SV-AX,
SV-B, SV-C, SV-D, SV-E, SV-F, SV-G, SV-H, SV-J, and SV-K).
However, ultimate loan repayment remains a concern. Moody's credit
assessment is Ba2, the same as at last review.

The largest pooled loan is the Kerzner International Portfolio
Loan (USD350.8 million -- 75% of the pooled balance), a 50%
portion of a pari passu split loan structure that is securitized
in COMM 2006-FL12. There is also USD276.2 million of non-pooled,
or rake, trust debt (Classes KER-A, KER-B, KER-C, KER-D, KER-E,
KER-F) and a USD1.0 billion non-trust junior secured loan
component. The loan is secured by substantially all of the
borrower's real estate assets located on Paradise Island, Bahamas,
including the Atlantis Hotel (2,917 keys) and the One & Only Ocean
Club Hotel and golf course (106 keys, located one mile from the
Atlantis), a marina and vacant and improved land. The resort
features the largest casino and ballroom in the Caribbean and
water-themed attractions, including the world's largest open-air
marine habitat. The loan is also supported by a pledge of
Kerzner's 100% interest in management agreements and fees relating
to the properties, a right to receive Kerzner's 50% interest in
excess net cash flow and/or sales proceeds generated from the One
& Only Palmilla Hotel in Mexico, Harborside timeshare units, and
the Residences at Atlantis and Ocean Club condos. Revenue per
available room (RevPAR), calculated by multiplying the average
daily rate by the occupancy rate, for calendar the trailing 12-
month period ending in October 2012 was USD210 at the Atlantis and
USD805 at the One & Only Ocean Club. A comparison of year-to-date
through October 2012 with the same period in 2011 shows a 12%
increase both in total revenue and a net operating income. Hotel
revenue was hurt in October 2012 by Hurricane Sandy. Casino
operations that account for 16% of total revenue saw a 10%
increase in revenue and a 25% increase in gross operating profit.

In April 2012, Brookfield Asset Management forgave USD175 million
in junior debt in exchange for a 100% ownership interest in the
loan collateral, at which time the loan was modified and the
maturity date was extended to September 9, 2014. Although the
recent appraised value indicates that the trust debt is adequately
secured the scale of the project is expected to complicate loan
resolution, with a small universe of investors having the capacity
and/or inclination to make an investment of this magnitude. An
additional concern is future competition from the USD3.4 billion
Baha Mar resort complex that broke ground in March 2011 on
Nassau's Cable Beach. Baha Mar is a single-phase project backed by
the Chinese government that is scheduled to open in late 2014. The
resort will feature four hotels with a total of approximately
2,250 rooms, a golf course, convention center, a casino that is to
be the largest in the Caribbean and a 10-acre Eco Water Park. In
overall size and amenities it is expected to be very similar to
the Atlantis. The project is expected to be future competition for
the Atlantis and the One & Only Ocean Club hotels.

The trust debt has decreased 12% since securitization to USD627.0
million from USD715.0 million and total debt has decreased to
USD2.3 billion from USD2.8 billion at securitization. The loan
matured on November 21, 2011. On November 1, 2011 the loan was
paid down by USD100 million from funds in the Excess Cash Reserve
Fund in consideration of a short term extension. A cash trap is in
place whereby excess cash flow after debt service is held by the
servicer and applied to replenish reserves after which excess
funds will be applied to pay down the loan balance. Moody's loan
to value (LTV) ratio for the pooled debt is 55%, compared to 57%
at last review. The ratings of the pari passu rake certificates
were affirmed due to Moody's loan to value (LTV) ratios remaining
within an acceptable range. Moody's credit assessment is Baa1, the
same as at last review.

The second largest pooled loan, the JW Marriott Starr Pass Loan
(USD78.0 million -- 17%) was transferred to special servicing in
April 2010 and the loan matured in August 2010 resulting in a
maturity default. The USD145.0 million mortgage loan includes
USD67.0 million of non-trust subordinate debt and there is USD20.0
million of mezzanine debt. The special servicer is advancing
interest to the trust debt only. Security for the loan is a 575-
key hotel located in Tucson, Arizona that was constructed in 2005.
RevPAR for the trailing 12-month period ending in October 2012 was
USD87, about the same as in calendar year 2011, but 35% less than
at securitization. A receiver was appointed effective November 20,
2011. Moody's loan to value (LTV) ratio is in excess of 100%,
compared to 99% at last review. Moody's credit assessment is Caa3,
the same as at last review.

The third largest pooled loan, the NH Krystal Hotels Loan (USD38.3
million -- 8%) is secured by three Mexican resort hotels located
in Cancun, Puerto Vallarta and Ixtapa containing a total of 1,128
keys. The loan was modified during 2011 when the maturity date was
extended to August 9, 2013 with the option to extend for an
additional one-year. Included in the terms of the loan
modification was a USD5.0 million pay down of the outstanding loan
balance. The whole loan outstanding balance of USD41.3 million
includes USD3.1 million of non-pooled trust debt (Class NHK-A).
Revenue per Available Room (RevPAR) for the trailing-12 month
period ending September 2012 was USD88 for the three hotels
combined, a slight increase from calendar year 2011 and calendar
year 2010. Portfolio performance has been hurt by the 255-room
hotel in Ixtapa that had negative cash flow. The portfolio has not
benefitted from an increase in international tourists visiting
Mexico, as reported by the Mexico Ministry of Tourism. Net cash
flow for the portfolio is significantly below expectations at
securitization. Moody's LTV for the pooled debt is 96%, compared
to 88% at last review. Moody's credit assessment is Caa3, compared
to Caa1 at last review.


DEL MAR CLO I: S&P Affirms 'CCC+' Rating on Class E Notes
---------------------------------------------------------
Standard & Poor's Ratings Services said that it raised its ratings
on two classes of notes from Del Mar CLO I Ltd., a cash flow
collateralized loan obligation (CLO) transaction and removed the
classes from CreditWatch with positive implications, where S&P had
placed them on Oct. 29, 2012.   At the same time S&P affirmed its
ratings on five other classes of notes and removed two of the
classes from CreditWatch with positive implications.

This transaction is currently in its amortization phase since the
reinvestment period ended in July 2011.  The affirmations reflect
partial paydowns of $20.98 million, $69.92 million and
$50.41 million to the class A-1, A-2, and A-3 notes, respectively
since S&P's April 2012 rating actions.  Because of this and other
factors, overcollateralization (O/C) ratios increased for each
class of notes.

S&P's rating on the class E notes reflects the application of the
largest obligor default test, a supplemental stress test S&P
introduced as part of its September 2009 corporate criteria
update.

S&P will continue to review whether 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 Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

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

            http://standardandpoorsdisclosure-17g7.com

RATING AND CREDITWATCH ACTIONS

Del Mar CLO I Ltd.

             Rating        Rating
Class        To            From

A-1          AAA (sf)      AAA (sf)
A-2          AAA (sf)      AAA (sf)
A-3          AAA (sf)      AAA (sf)
B            AA+ (sf)      AA+ (sf)/Watch Pos
C            AA- (sf)      A+ (sf)/Watch Pos
D            BBB+ (sf)     BB+ (sf)/Watch Pos
E            CCC+ (sf)     CCC+ (sf)/Watch Pos


DIRECT CAPITAL: S&P Assigns 'BB(sf)' Rating on Class E Notes
------------------------------------------------------------
Standard & Poor's Ratings Services assigned its ratings to Direct
Capital Funding IV LLC's $163 million equipment contract-backed
notes series 2013-1.

The note issuance is an asset-backed securities transaction backed
by equipment loans and leases.

The ratings reflect S&P's view of:

   -- Direct Capital Funding IV's status as a first time issuer;
      The originator and servicer for the transaction is Direct
      Capital Corp, a Portsmouth, N.H.-based equipment financing
      company that was founded in 1993, with 2012 year-end net
      investment that totaled approximately $275 million.  Direct
      Capital Corp. has a diversified base of multi-year bank
      funding sources, a history of increasing profitability over
      the past four years, and historical performance data given
      its almost 20-year history in the equipment financing
      industry.  The company's originations have fluctuated in
      size and performance over the past five years.

   -- The availability of approximately 26.00%, 18.00%, 13.40%,
      9.25%, and 6.30% credit support (based on stressed break-
      even cash flow scenarios) for the class A, B, C, D and E
      notes, respectively.  The credit support provides coverage
      of approximately 5.8x, 4.0x, 3.0x, 2.0x and 1.4x the
      midpoint of S&P's expected net loss range of 4.40%-4.60% for
      the class A,B, C, D and E notes, respectively.  S&P's
      expected net loss accounts for the deteriorating and
      volatile performance of Direct Capital Corp.'s  2006-2008
      originations, as well as significant improvements in the
      more recent originations' performances.  The net loss
      considers Direct Capital Corp.'s past recoveries, which are
      generally higher than its peers, but applies haircuts to the
      historical recovery rates to reflect operational risks
      including Direct Capital Corp.'s heavy involvement in the
      equipment remarketing process, the company's provision,
      through a subsidiary company, of casualty loss insurance to
      a significant portion of the pool, and the significant
      presence of security deposits (approximately 80% of the
      pool) that could be trapped in an automatic stay in the
      event of an originator bankruptcy.

   -- The timely interest and principal payments made under
      stressed cash flow modeling scenarios that S&P believes are
      appropriate for the assigned ratings.  The transaction
      documents permit deferred interest payments to the
      subordinate notes, however, S&P's ratings reflect the timely
      interest payments without any deferral.  S&P's stressed cash
      flow assumptions assume a 1.25% servicing fee (paid when the
      servicer is replaced), as well as cost and expense payments
      to the backup servicer, trustee, and custodian since these
      amounts are not capped upon an event of default.

   -- The collateral characteristics of the securitized pool of
      equipment loans and leases.  The pool is highly diversified
      by obligor, state, equipment type, vendor, and franchise.
      S&P's loss proxy considers the pool's concentrations by
      origination segment (direct, vendor, and franchise), which
      have differing historical performances.  In S&P's view,
      event risk associated with a vendor or franchise is
      mitigated by the low vendor and franchise concentrations in
      the pool.

   -- The transaction's legal structure.

          STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

       http://standardandpoorsdisclosure-17g7.com/1265.pdf

RATINGS ASSIGNED

Direct Capital Funding IV LLC (Series 2013-1)

Class     Rating      Type          Interest       Amount
                                    rate         (mil. $)

A         AA (sf)     Senior        Fixed         129.237
B         AA- (sf)    Subordinate   Fixed          13.795
C         A- (sf)     Subordinate   Fixed           7.787
D         BBB (sf)    Subordinate   Fixed           7.109
E         BB (sf)     Subordinate   Fixed           5.072


DUANE STREET: S&P Raises Rating on Class E Notes to 'B+'
--------------------------------------------------------
Standard & Poor's Ratings Services said that it raised its ratings
on five classes of notes from Duane Street CLO 1 Ltd., a cash flow
collateralized loan obligation (CLO) transaction and removed four
of the classes from CreditWatch with positive implications, where
S&P placed them on Oct. 29, 2012.  At the same time, S&P affirmed
its rating on one class of notes.

This transaction is currently in its amortization phase since the
reinvestment period ended in October 2011.  These upgrades reflect
partial paydowns of $90.27 million and $31.72 million to the class
A and A-2 notes, respectively since S&P's February 2012 rating
actions.  Because of this and other factors, overcollateralization
(O/C) ratios increased for each class of notes.

The transaction has 5.1% exposure to long-dated assets (i.e.,
assets maturing after the stated maturity of the CLO).  S&P's
analysis accounted for the potential market value and/or
settlement related risk arising from the potential liquidation of
the remaining securities on the legal final maturity date of the
transaction.

S&P will continue to review whether 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 Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

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

            http://standardandpoorsdisclosure-17g7.com

RATING AND CREDITWATCH ACTIONS

Duane Street CLO 1 Ltd.

             Rating        Rating
Class        To            From

A            AAA (sf)      AA+ (sf)/Watch Pos
A-2          AAA (sf)      AA+ (sf)/Watch Pos
B            AA+ (sf)      A+ (sf)/Watch Pos
C            A+ (sf)       BBB+ (sf)/Watch Pos
D            BB+ (sf)      BB+ (sf)
E            B+ (sf)      CCC+ (sf)


E*TRADE ABS: Fitch Affirms 'C' Ratings on Four Note Classes
-----------------------------------------------------------
Fitch Ratings has upgraded one class and affirmed four classes of
notes issued by E*Trade ABS CDO I, Ltd. as follows:

-- $1,735,202 class A-2 notes upgraded to 'BBsf' from 'Bsf',
    Outlook revised to Stable from Negative;

-- $25,000,000 class B notes affirmed at 'Csf';

-- $11,967,577 class C-1 notes affirmed at 'Csf';

-- $5,030,929 class C-2 notes affirmed at 'Csf';

-- $5,389,617 composite securities affirmed at 'Csf'.

Sensitivity/Rating Drivers

This review was conducted under the framework described in the
report 'Global Rating Criteria for Structured Finance CDOs' using
the Structured Finance Portfolio Credit Model for projecting
future default levels for the underlying portfolio. These default
levels were then compared to the breakeven levels generated by
Fitch's cash flow model of the CDO under various default timing
and interest rate stress scenarios, as described in the report
'Global Criteria for Cash Flow Analysis in CDOs', for the class
A-2 notes.

Since the last rating action in February 2012, the credit quality
of the collateral has remained relatively stable with
approximately 13% of the portfolio downgraded a weighted average
of 4.7 notches. Approximately 91.7% of the portfolio has a Fitch
derived rating below investment grade and 85.7% has a rating in
the 'CCC' rating category or lower, compared to 92.4% and 75%,
respectively, at last review.

The upgrade and Outlook revision on the class A-2 notes is due to
continued amortization of the notes increasing credit enhancement
to more than offset the negative migration in the underlying
portfolio. The class has received approximately $4.9 million in
principal repayment, or 73.7% of its previous balance, since the
last review leaving 3.5% of the original balance outstanding. The
portfolio continues to amortize and the class A-2 notes are
supported by investment grade collateral, with cushion to protect
against principal proceeds currently leaking to pay part of class
B accrued interest.

The class B and C notes and the composite securities are
undercollateralized, indicating default remains inevitable for
these classes at or prior to maturity.

E*Trade I is a static structured finance collateralized debt
obligation (SF CDO) that closed on Sept. 26, 2002. The initial
portfolio was selected by E*Trade Global Asset Management, Inc.
and is now monitored by Vertical Capital, LLC. The portfolio is
comprised of residential mortgage-backed securities (56.3%), SF
CDOs (29.1%), commercial mortgage-backed securities (11.9%) and
commercial asset-backed securities (2.6%) from 2001 and 2002
vintage transactions.


E*TRADE RV 2004-1: Moody's Cuts Cl. D Securities Rating to 'Caa3'
-----------------------------------------------------------------
Moody's Investors Services downgraded four tranches and affirmed
one tranche from E*Trade RV and Marine Trust 2004-1. The
transaction is serviced by GEMB Lending, Inc. GEMB Lending, Inc.
is part of the GE Capital operating division of General Electric.

Complete rating actions as follow:

Issuer: E*Trade RV and Marine Trust 2004-1

Cl. A-4, Affirmed Aaa (sf); previously on Dec 21, 2004 Assigned
Aaa (sf)

Cl. A-5, Downgraded to Baa1 (sf); previously on Jul 24, 2009
Downgraded to A2 (sf)

Cl. B, Downgraded to Ba2 (sf); previously on Nov 13, 2012 Baa2
(sf) Placed Under Review for Possible Downgrade

Cl. C, Downgraded to B2 (sf); previously on Nov 13, 2012 Ba2 (sf)
Placed Under Review for Possible Downgrade

Cl. D, Downgraded to Caa3 (sf); previously on Nov 13, 2012 B3 (sf)
Placed Under Review for Possible Downgrade

Ratings Rationale

The action is a result of weaker performance than previously
expected which has eroded the level of credit enhancement for the
affected securities. Losses on the underlying pool have depleted
the reserve account and the transaction is currently under-
collateralized by approximately USD1.9 million, which is equal to
approximately 43% of the non-rated junior most Class-E, which
provides protection to the senior and mezzanine securities.

Unlike other vehicle-backed ABS, the impact of the weakened
economy on a RV and marine transaction has been more severe and
long lasting due to the non-essential nature of the underlying
collateral, and the longer financing terms, which on average range
between 170 and 185 months at closing. As a result, the
transaction has experienced more than one economic downturn during
its life.

Below are key performance metrics and credit assumptions for the
affected transaction. Credit assumptions include Moody's expected
lifetime CNL expectation which is expressed as a percentage of the
original pool balance; and Moody's lifetime remaining CNL
expectation and Moody's Aaa levels which are expressed as a
percentage of the current pool balance. The Aaa level is the level
of credit enhancement that would be consistent with an Aaa (sf)
rating for the given asset pool. Performance metrics include pool
factor; total credit enhancement (expressed as a percentage of the
outstanding collateral pool balance) which typically consists of
subordination, overcollateralization, and a reserve fund; and per
annum excess spread.

Issuer: E*Trade RV and Marine Trust 2004-1

  Lifetime CNL expectation -- 11.50%; prior expected range
  (November 2012) -- 11.0% - 12.0%

  Remaining CNL expectation -- 17.04%

  Aaa level - 60.00%

  Pool Factor -- 19.12%

  Total credit enhancement (excluding excess spread) -- Class-A
  37.7%, Class-B 26.6%, Class-C 16.35%, Class-D 4.4%, Class- E -
  3.29%

  Excess spread per annum -- Approximately 0.6%

Ratings on the affected securities may be downgraded if the
lifetime CNLs are higher by 5%.

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


EDUCAP-TRUST INDENTURE: Fitch Cuts Subordinated Notes Rating to B
-----------------------------------------------------------------
Fitch Ratings downgrades the subordinate note issued by EduCap-
Trust Indenture dated June 1, 2004 to 'B' from 'A'. The Rating
Outlook for the subordinate note has been revised to Negative from
Stable. Fitch used its 'Global Structured Finance Rating
Criteria', and 'Rating U.S. Federal Family Education Loan Program
Student Loan ABS' to review the ratings.

The downgrade is driven by the under-collateralization of the note
and little likelihood that the trust regains parity due to its
unique cost feature.

The Class B auction-rate note is being paid interest based on the
net loan rate. As per the Indenture the net loan rate is
calculated based upon the actual return on the student loans in
the trust minus losses realized on the student loans and
administrative expenses as determined by the issuer on the last
day of each calendar year. This timing mismatch creates negative
excess spread for the deal despite the net loan rate feature, and
causes the parity ratio to decline. As of the December 31, 2012
reporting period total parity is at 99.78%. Fitch thinks it is
unlikely that the trust will be able to build up parity above 100%
given this cost feature.

Fitch has taken the following rating actions:

EduCap-Trust Indenture dated June 1, 2004:

-- Series 2004-1 B Downgrade to 'B' from 'A'; Revise Outlook to
    Negative from Stable.



FORTRESS CREDIT: S&P Affirms 'BB(sf)' Rating on Class E Notes
-------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on
Fortress Credit Funding V L.P.'s $352.4 million floating-rate
notes following the transaction's effective date as of Sept. 21,
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").

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

S&P believes 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.

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

"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 addded.

On an ongoing basis after S&P issues an effective date rating
affirmation, S&P will periodically review whether, in its 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 it deem
necessary.

           STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

            http://standardandpoorsdisclosure-17g7.com

RATINGS AFFIRMED

Fortress Credit Funding V L.P.

Class                   Rating        Amount (mil. $)
A-1                     AAA (sf)              228.000
A-2                     AA (sf)                40.400
B (deferrable)          A (sf)                 35.800
C (deferrable)          BBB (sf)               23.300
D (deferrable)          BBB- (sf)               5.200
E (deferrable)          BB (sf)                19.800


FRANKLIN CLO: S&P Affirms 'CCC-' Rating on Class E Notes
--------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'CCC- (sf)' rating
on the Class E notes from Franklin CLO IV Ltd., a U.S.
collateralized loan obligation (CLO) transaction managed by
Franklin Advisers Inc., and removed it from CreditWatch with
positive implications.  At the same time, Standard & Poor's
withdrew its 'B+ (sf)' rating on the Class D notes.

S&P affirmed the rating on the Class E notes and removed it from
CreditWatch with positive implications to reflect S&P's belief
that the credit support available is commensurate with the current
rating.

According to the Dec. 20, 2012, note valuation report, the Class E
notes received a principal paydown of $5.4 million.  However,
principal proceeds were used to pay a portion of the Class E
notes' current interest payment due to insufficient interest
proceeds.

Furthermore, there is potential concentration risk given the
limited number of obligors whose issuances are held in the
portfolio.

The withdrawal of the Class D rating followed the complete paydown
of the Class D notes on Dec. 20, 2012, the most recent payment
date.

S&P 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 it will take further
rating actions as it deem necessary.

RATING AFFIRMED AND TAKEN OFF CREDITWATCH

Franklin CLO IV Ltd.

                 Rating
Class       To          From

E           CCC- (sf)   CCC- (sf)/Watch Pos

RATING WITHDRAWN

Franklin CLO IV Ltd.

Class       To          From

D           NR          B+ (sf)/Watch Pos

NR-Not rated.


G-FORCE 2005-RR: Fitch Cuts Rating on Class G Notes to 'Dsf'
------------------------------------------------------------
Fitch Ratings has downgraded one and affirmed 12 classes issued by
G-Force 2005-RR, LLC. The downgrade is a result of additional
principal losses on the underlying portfolio. The affirmations are
a result of paydowns to the senior notes.

Sensitivity/Rating Drivers:

Since the last rating action in February 2012, approximately 19.7%
of the collateral has been upgraded and 9.5% has been downgraded.
Currently, 54% of the portfolio has a Fitch derived rating below
investment grade and 25.7% has a rating in the 'CCC' category and
below, compared to 57.1% and 27.8%, respectively, at the last
rating action. Over this period, the transaction has received
$33.4 million in pay downs and has experienced $20.5 million in
principal losses.

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. Additionally, 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 enhancements for the class A-2
and B notes are consistent with the rating indicated below.

For the class C through F 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 C through F notes have been affirmed at 'Csf',
indicating that default is inevitable.

The class G notes have realized principal losses of approximately
32.5% of their original principal balance while the class H
through N notes have experienced full principal losses. The class
G notes have been downgraded, and the class H through N notes have
been affirmed at 'Dsf'.

G-FORCE 2005-RR is backed by 31 tranches from 11 commercial
mortgage backed security (CMBS) transactions and is considered a
CMBS B-piece resecuritization (also referred to as a first-loss
commercial real estate collateralized debt obligation [CRE
CDO]/ReREMIC) as it includes the most junior bonds of CMBS
transactions. The transaction closed Feb. 22, 2005.

Fitch has taken these actions as indicated:

--  $160,676,287 class A-2 notes affirmed at 'Bsf'; Outlook
     Negative;
--  $40,230,000 class B notes affirmed at 'CCCsf';
--  $25,144,000 class C notes affirmed at 'Csf'
--  $5,029,000 class D notes affirmed at 'Csf'
--  $16,972,000 class E notes affirmed at 'Csf';
--  $8,172,000 class F notes affirmed at 'Csf';
--  $7,207,999 class G notes downgraded to 'Dsf' from 'Csf';
--  $0 class H notes affirmed at 'Dsf';
--  $0 class J notes affirmed at 'Dsf';
--  $0 class K notes affirmed at 'Dsf';
--  $0 class L notes affirmed at 'Dsf';
--  $0 class M notes affirmed at 'Dsf';
--  $0 class N notes affirmed at 'Dsf'.


GE COMMERCIAL 2005-C4: Moody's Cuts Ratings on 2 CMBS to 'C'
------------------------------------------------------------
Moody's Investors Service downgraded the ratings of eight classes
and affirmed ten classes of GE Commercial Mortgage Corporation,
Commercial Mortgage Pass-Through Certificates, Series 2005-C4 as
follows:

Cl. A-1A, Affirmed Aaa (sf); previously on Dec 16, 2005 Definitive
Rating Assigned Aaa (sf)

Cl. A-2, Affirmed Aaa (sf); previously on Dec 16, 2005 Definitive
Rating Assigned Aaa (sf)

Cl. A-3A, Affirmed Aaa (sf); previously on Dec 16, 2005 Definitive
Rating Assigned Aaa (sf)

Cl. A-3B, Affirmed Aaa (sf); previously on Dec 16, 2005 Assigned
Aaa (sf)

Cl. A-4, Affirmed Aaa (sf); previously on Dec 16, 2005 Definitive
Rating Assigned Aaa (sf)

Cl. A-SB, Affirmed Aaa (sf); previously on Dec 16, 2005 Definitive
Rating Assigned Aaa (sf)

Cl. A-M, Downgraded to A1 (sf); previously on Feb 9, 2011
Confirmed at Aa1 (sf)

Cl. A-J, Downgraded to Ba3 (sf); previously on Jan 20, 2012
Downgraded to Baa2 (sf)

Cl. B, Downgraded to B2 (sf); previously on Jan 20, 2012
Downgraded to Ba1 (sf)

Cl. C, Downgraded to Caa1 (sf); previously on Jan 20, 2012
Downgraded to Ba3 (sf)

Cl. D, Downgraded to Caa2 (sf); previously on Jan 20, 2012
Downgraded to B2 (sf)

Cl. E, Downgraded to Caa3 (sf); previously on Jan 20, 2012
Downgraded to Caa2 (sf)

Cl. F, Downgraded to C (sf); previously on Feb 9, 2011 Downgraded
to Ca (sf)

Cl. G, Downgraded to C (sf); previously on Feb 9, 2011 Downgraded
to Ca (sf)

Cl. H, Affirmed C (sf); previously on Feb 9, 2011 Downgraded to C
(sf)

Cl. J, Affirmed C (sf); previously on Mar 18, 2010 Downgraded to C
(sf)

Cl. K, Affirmed C (sf); previously on Mar 18, 2010 Downgraded to C
(sf)

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

Ratings Rationale

The downgrades are due to realized and anticipated losses from
specially serviced and troubled loans.

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

Moody's rating action reflects a base expected loss of 10.3% of
the current balance compared to 10.0% at last review. Base
expected losses plus realized losses represent 12.4% of the
original balance at this review compared to 9.9% of the original
balance 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 Fusion U.S. CMBS Transactions" published in April 2005 and
"Moody's Approach to Rating Structured Finance Interest-Only
Securities" published in February 2012.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.62 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.

The conduit model includes a CMBS IO calculator which uses the
following inputs to calculate the proposed IO rating based on the
published methodology: original and current bond ratings and
credit estimates; original and current bond balances grossed up
for losses for all bonds the IO(s) reference(s) within the
transaction; and IO type 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 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 50 compared to 54 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 20, 2012.

DEAL PERFORMANCE

As of the January 10th, 2013 distribution date, the transaction's
aggregate certificate balance has decreased by 21% to $1.89
billion from $2.39 billion at securitization. The Certificates are
collateralized by 147 mortgage loans ranging in size from less
than 1% to 6% of the pool, with the top ten loans representing 37%
of the pool. The pool includes one loan with an investment-grade
credit assessment, representing less than 1% of the pool. There
are three fully defeased loan, representing 1% of the pool, that
are securitized by U.S. Government securities.

Twenty-six loans are on the master servicer's watchlist,
representing approximately 29% 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.

Eight loans have been liquidated since securitization, which have
generated an aggregate loss of $68.1 million (34% average loss
severity). Currently, there are 13 loans in special servicing,
representing approximately 13% of the pool balance. The largest
specially serviced loan is the DDR/Macquarie Mervyn's Portfolio
Loan ($70.9 million -- 3.8% of the pool), which represents a pari-
passu interest in a $153.3 million first mortgage loan. The loan
was originally secured by 35 single tenant buildings leased to
Mervyn's. Mervyn's filed for Chapter 11 bankruptcy protection in
July 2008, closed all its stores, and rejected the leases on all
the properties in this portfolio. The loan was transferred to
special servicing in October 2008 due to Mervyn's filing for
bankruptcy protection. The loan is REO and the special servicer is
focused on selling or releasing the properties. Presently, the
portfolio consists of 24 assets with 18 in California, 4 in
Arizona, 1 in Texas and 1 in Nevada. As of January 2013, the
overall occupancy was 34% with six assets at 100% occupancy, four
assets partially leased and 14 assets vacant. There are seven
vacant properties under contract for sale. The remaining
specially-serviced loans are secured by a mix of property types.
Moody's has estimated an aggregate $121.9 million loss (average
loss severity of 55%) for 11 of the 13 specially serviced loans.

Moody's has assumed a high default probability for 11 poorly
performing loans, representing 14% of the pool, and has estimated
an aggregate $54.3 million loss (20% expected loss based on a 50%
probability default) from these troubled loans.

Based on the most recent remittance statement, the pool has
experienced principal write-downs of approximately $22.3 million.
This is largely attributed to the $18.2 million of principal
forgiveness of the Grand Traverse Mall Loan when the loan was
modified in February 2012. The sponsor is GGP and the loan was
returned from special servicing in May 2012. In addition, Classes
E through Q have experienced cumulative interest shortfalls,
totaling $13.0 million. Moody's anticipates that the pool will
continue to experience interest shortfalls because of the exposure
to specially serviced loans. Interest shortfalls are caused by
special servicing fees, including workout and liquidation fees,
appraisal subordinate entitlement reductions (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 95% and 96%, respectively, of the loans in the pool.
Excluding defeased, specially serviced and troubled loans, Moody's
weighted average conduit LTV is 100% compared to 101% at Moody's
prior review. Moody's net cash flow (NCF) reflects a weighted
average haircut of 12% to the most recently available net
operating income.

Excluding defeased, specially serviced and troubled loans, Moody's
actual and stressed conduit DSCRs are 1.40X and 1.08X,
respectively, compared to 1.44X and 1.06X 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 loan with a credit assessment is the Selden Plaza Shopping
Center Loan ($17.0 million - 1% of the pool), which is secured by
a 222,000 square foot (SF) neighborhood retail center located in
Selden (Suffolk County), New York. The center is anchored by a
Waldbaum's supermarket and T.J. Maxx. As of August 2012, the
property was 96% leased compared to 100% at Moody's last review.
The property's performance has remained stable. Moody's current
credit assessment and stressed DSCR are Baa3 and 1.5X, essentially
the same as at last review.

The top three conduit loans represent 15% of the pool. The largest
loan is 123 North Wacker Drive ($120.6 million - 6.4% of the
pool), which is secured by a 541,000 SF Class A office building
located in the West Loop submarket of downtown Chicago, Illinois.
The loan had been transferred to special servicing in September
2010 and was subsequently modified. The loan was returned to the
master servicer in January 2012. Though the loan is current, it
has remained on the watch list for post-modification delinquency
monitoring as well as for low debt service coverage. The 2011 net
operating income dropped approximately 25% from the prior year. As
of September 2012, the property was 79% leased compared to 91% at
last review. The largest tenants are Morton Salt (19% of the net
rentable area (NRA); lease expiration in September 2022), Meckler,
Bulger and Titson (11% of the NRA; lease expiration in November
2020) and Wells Fargo Bank (9% of the NRA; lease expiration in
September 2013). The master servicer has confirmed that Wells
Fargo will not be renewing its lease. The loan is encumbered by a
$14.0 million B-note and a $14.0 million mezzanine loan. The
sponsor is a Triple Net Properties, which is a consortium of 35
undivided tenants-in-common interests (TIC). Moody's is concerned
about the further deterioration of the property's cash flow and
potential challenges for the ownership structure to raise
additional capital for TI/LC improvements. Moody's current LTV and
stressed DSCR are 137% and 0.73X, respectively, compared to 111%
and 0.87X at last review.

The second largest conduit loan is the Design Center of the
Americas Loan ($87.7 million - 4.6% of the pool), which represents
a 50% pari-passu interest in a $175.4 million first mortgage loan
secured by a 775,000 SF design center and showroom complex located
in Dania Beach, Florida. The pari-passu note is securitized in
GMACC 2006-1, which Moody's does not rate. The loan was
transferred to special servicing in January 2012 after the
borrower had requested a loan modification. The special servicer
modified the interest rate to 4% with periodic increases and
extended the maturity date to August 2017. The loan was returned
to the master servicer in September 2012 and remains on the watch
list for low debt service coverage. As of October 2012, the
property was 54% leased compared to 63% at last review. The 2011
net operating income declined 15% from the prior year. Per the
master servicer, the borrower intends to reposition the property
to general office use. Moody's considers this a troubled loan due
to the continued increase in the vacancy rate and a shift in the
sponsor's leasing strategy away from a focus on design-oriented
tenants. Moody's current LTV and stressed DSCR are 151% and 0.66X,
respectively, compared to 144% and 0.69X at last review.

The third-largest loan is the Fireman's Fund Loan ($79.5 million -
- 4.2% of the pool), which represents a 48% pari-passu interest in
a $167.2 million first mortgage loan. The loan is secured by a
710,000 SF office complex located in Novato, which is north of San
Francisco, California. The property is 100% leased to Fireman's
Fund Insurance Co. (Moody's Insurance Financial Strength Rating
A2, stable outlook) through November 2018. At securitization,
Fireman's Fund occupied only occupied 450,000 SF (64% of the NRA)
with the rest of the space subleased. The loan matures in October
2015. Moody's utilized a Lit/Dark scenario in its analysis to
account for the single tenant risk. Moody's LTV and stressed DSCR
are 102% and 1.0X, essentially the same as at last review.


GENESIS CLO: Moody's Affirms 'Caa3' Rating on $48MM Cl. F Notes
---------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of the
following notes issued by Genesis CLO 2007-2 Ltd.:

  U.S. $70,000,000 Class C Senior Secured Deferrable Floating
  Rate Notes, Due 2016, Upgraded to Aaa (sf); previously on May
  7, 2012 Upgraded to Aa1 (sf);

  U.S. $55,000,000 Class D Secured Deferrable Floating Rate
  Notes, Due 2016, Upgraded to A1 (sf); previously on May 7, 2012
  Upgraded to A3 (sf);

Moody's also affirmed the ratings of the following notes:

  U.S. $1,236,000,000 Class A Senior Secured Floating Rate Notes,
  Due 2016 (current balance of $116,716,088), Affirmed Aaa (sf);
  previously on July 27, 2011 Upgraded to Aaa (sf);

  U.S. $65,000,000 Class B Senior Secured Floating Rate Notes,
  Due 2016, Affirmed Aaa (sf); previously on July 27, 2011
  Upgraded to Aaa (sf);

  U.S. $46,000,000 Class E Secured Deferrable Floating Rate
  Notes, Due 2016, Affirmed Ba2 (sf); previously on July 27, 2011
  Upgraded to Ba2 (sf);

  U.S. $48,000,000 Class F Secured Deferrable Floating Rate
  Notes, Due 2016, Affirmed Caa3 (sf); previously on July 27,
  2011 Upgraded to Caa3 (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 May 2012. Moody's notes that the Class A
Notes have been paid down by approximately 65% or $220 million
since the last rating action. Based on the latest trustee report
dated January 4, 2013, the Class B, Class C, Class D, Class E and
Class F overcollateralization ratios are reported at
193.7%,152.6%, 130.8%, 116.9% and 105.2%, respectively, versus
April 2012 levels of 152.8%, 132.8%. 120.4%, 111.7% and 103.8%,
respectively.

Moody's notes that the underlying portfolio includes a large
number of investments in securities that mature after the maturity
date of the notes. Based on Moody's calculation, securities that
mature after the maturity date of the notes currently make up
approximately 56% ($236 million) of the underlying portfolio
compared to 35% ($232 million) of the portfolio at the time of the
last rating action. These investments potentially expose the notes
to market risk in the event of liquidation at the time of the
notes' maturity. Notwithstanding the increases in the
overcollateralization ratios of the Class E and Class F notes,
Moody's affirmed the ratings of the Class E and Class F notes due
to the market risk posed by the exposure to these long-dated
assets.

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 $421 million,
defaulted par of $20 million, a weighted average default
probability of 16.95% (implying a WARF of 3338), a weighted
average recovery rate upon default of 49.39%, and a diversity
score of 37. The default and recovery properties of the collateral
pool are incorporated in cash flow model analysis where they are
subject to stresses as a function of the target rating of each CLO
liability being reviewed. The default probability is derived from
the credit quality of the collateral pool and Moody's expectation
of the remaining life of the collateral pool. The average recovery
rate to be realized on future defaults is based primarily on the
seniority of the assets in the collateral pool. In each case,
historical and market performance trends and collateral manager
latitude for trading the collateral are also factors.

Genesis CLO 2007-2 Ltd., issued in December 2007, is a balance
sheet 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% (2670)

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

Moody's Adjusted WARF + 20% (4006)

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

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 deal has built up exposure to a large
number of long-dated assets by participating in amend-to-extend
activities. 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. In
consideration of the large size of the deal's exposure to long-
dated assets, which increases its sensitivity to the liquidation
assumptions used in the rating analysis, Moody's ran different
scenarios considering a range of liquidation value assumptions.
However, actual long-dated asset exposure and prevailing market
prices and conditions at the CLO's maturity will drive the extent
of the deal's realized losses, if any, from long-dated assets.


GOLDMAN SACHS 2006-GG8: Moody's Cuts 2 Notes Ratings to 'Caa3'
--------------------------------------------------------------
Moody's Investors Service downgraded the ratings of six classes
and affirmed 15 classes of Goldman Sachs Mortgage Securities
Corporation II, Commercial Mortgage Pass-Through Certificates,
Series 2006-GG8 as follows:

Cl. A-2, Affirmed Aaa (sf); previously on Nov 8, 2006 Definitive
Rating Assigned Aaa (sf)

Cl. A-3, Affirmed Aaa (sf); previously on Nov 8, 2006 Definitive
Rating Assigned Aaa (sf)

Cl. A-M, Downgraded to Baa2 (sf); previously on Mar 25, 2010
Downgraded to Aa3 (sf)

Cl. A-AB, Affirmed Aaa (sf); previously on Nov 8, 2006 Definitive
Rating Assigned Aaa (sf)

Cl. A-1A, Affirmed Aaa (sf); previously on Nov 8, 2006 Definitive
Rating Assigned Aaa (sf)

Cl. A-J, Downgraded to B3 (sf); previously on Mar 10, 2011
Downgraded to Ba1 (sf)

Cl. B, Downgraded to Caa1 (sf); previously on Mar 10, 2011
Downgraded to Ba2 (sf)

Cl. C, Downgraded to Caa2 (sf); previously on Mar 10, 2011
Downgraded to B2 (sf)

Cl. D, Downgraded to Caa3 (sf); previously on Mar 10, 2011
Downgraded to Caa1 (sf)

Cl. E, Downgraded to Caa3 (sf); previously on Mar 10, 2011
Downgraded to Caa2 (sf)

Cl. F, Affirmed Caa3 (sf); previously on Mar 25, 2010 Downgraded
to Caa3 (sf)

Cl. A-4, Affirmed Aaa (sf); previously on Nov 8, 2006 Definitive
Rating Assigned Aaa (sf)

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

Cl. G, Affirmed Ca (sf); previously on Mar 25, 2010 Downgraded to
Ca (sf)

Cl. H, Affirmed C (sf); previously on Mar 25, 2010 Downgraded to C
(sf)

Cl. J, Affirmed C (sf); previously on Mar 25, 2010 Downgraded to C
(sf)

Cl. K, Affirmed C (sf); previously on Mar 25, 2010 Downgraded to C
(sf)

Cl. L, Affirmed C (sf); previously on Mar 25, 2010 Downgraded to C
(sf)

Cl. M, Affirmed C (sf); previously on Mar 25, 2010 Downgraded to C
(sf)

Cl. N, Affirmed C (sf); previously on Mar 25, 2010 Downgraded to C
(sf)

Cl. O, Affirmed C (sf); previously on Mar 25, 2010 Downgraded to C
(sf)

Ratings Rationale

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

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

Moody's rating action reflects a base expected loss of $470
million or 14.4% of the current balance. At last review, Moody's
cumulative base expected loss was $389 million or 11.3%. Moody's
provides a current list of base losses for conduit and fusion CMBS
transactions on moodys.com at
http://v3.moodys.com/viewresearchdoc.aspx?docid=PBS_SF215255
Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels. If future performance materially declines, the
expected level of credit enhancement and the priority in the cash
flow waterfall may be insufficient for the current ratings of
these classes.

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. The Interest-Only
Methodology was used for the rating of Class X.

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

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

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 43 compared to 45 at Moody's prior review.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST(R) (Moody's Surveillance Trends) and
CMM (Commercial Mortgage Metrics) on Trepp -- and on a periodic
basis through a comprehensive review. Moody's prior full review is
summarized in a press release dated February 9, 2012.

Deal Performance

As of the January 11, 2013 distribution date, the transaction's
aggregate certificate balance has decreased by 23% to $3.27
billion from $4.24 billion at securitization. The Certificates are
collateralized by 135 mortgage loans ranging in size from less
than 1% to 6% of the pool, with the top ten loans representing 40%
of the pool.

Thirty-eight loans, representing 35% of the pool, are on the
master servicer's watchlist. The watchlist includes loans which
meet certain portfolio review guidelines established as part of
the CRE Finance Council (CREFC) monthly reporting package. As part
of its ongoing monitoring of a transaction, Moody's reviews the
watchlist to assess which loans have material issues that could
impact performance.

Twenty-one loans have been liquidated from the pool, resulting in
a realized loss of $91.0 million (40% loss severity overall).
Currently 17 loans, representing 14% of the pool, are in special
servicing. The largest specially serviced loan is the Ariel
Preferred Retail Portfolio Loan ($89 million -- 2.7% of the pool),
which is secured by portfolio of six outlet centers totaling 1.34
million square feet (SF) located in suburban markets in
California, Nevada, Minnesota, Missouri, Georgia and Michigan. The
loan was transferred to special servicing in June 2009 due to
imminent monetary default.

The second-largest specially-serviced loan is the Rubloff Retail
Portfolio Loan ($57 million -- 1.7% share of the pool), which is
secured by a portfolio of four regional malls totaling 1.26
million SF located in Kansas, South Dakota, Nebraska, and
Minnesota. The loan was transferred to special servicing in
November 2012 due to imminent default.

The third-largest specially-serviced loan is the Tower Place 200
Loan ($51 million -- 1.5% share of the pool), which is secured by
a 260,000 SF class A office property located in Buckhead, Georgia.

The remaining 14 specially serviced properties are secured by a
mix of property types. Moody's estimates an aggregate $168.0
million loss for the specially serviced loans (38% expected loss
on average).

Moody's has assumed a high default probability for 22 poorly-
performing loans representing 15% of the pool. Moody's analysis
attributes to these troubled loans an aggregate $183 million loss
(39% expected loss severity based on a 64% probability of
default).

Moody's was provided with full year 2011 operating results for 94%
of the pool. Excluding specially serviced and troubled loans,
Moody's weighted average LTV is 120%, the same as at Moody's prior
review. Moody's net cash flow reflects a weighted average haircut
of 9% to the most recently available net operating income. Moody's
value reflects a weighted average capitalization rate of 9.7%.

Excluding special serviced and troubled loans, Moody's actual and
stressed DSCRs are 1.18X and 0.90X, respectively, compared to
1.23X and 0.90X at last review. Moody's actual DSCR is based on
Moody's net cash flow (NCF) and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.

The top three conduit loans represent 17% of the pool. The largest
conduit loan is the 222 South Riverside Plaza Loan ($199 million -
- 6.1% of the pool), which is secured by two Class A office
buildings with a combined total of 1.2 million SF located in
Chicago, Illinois. The largest tenants include Fifth Third Bank
(19% of the NRA; lease expiration August 2024) and Deutsche
Investment Management (11% of the NRA; lease expiration December
2016). As of September 2012, the property was 89% leased compared
to 84% at the last full review. Moody's LTV and stressed DSCR are
123% and 0.79X, respectively, compared to 126% and 0.78X at last
full review.

The second largest loan is the 1441 Broadway Loan ($183.0 million
-- 5.6% of the pool), which is secured by a 470,000 SF 33-story
multi-tenant office building located in the Garment District of
New York, New York. The largest tenants include Liz Claiborne (49%
of the NRA; lease expiration in December 2012) and Jones Denim
Management (14% of the NRA; lease expiration in May 2017). As of
September 2012, the property was 100% leased as compared to 99% at
the last full review. Per the servicer, Liz Claiborne is in the
process of downsizing from 15 floors to 3 floors. The borrower
currently anticipates that it will have all of the prior Liz
Clairborne space re-leased with the exception of approximately
50,000 SF. Moody's LTV and stressed DSCR are 134% and 0.73X,
respectively, compared to 137% and 0.71X at last full review.

The third largest loan is the CA Headquarters Loan ($166 million -
- 5.1% of the pool), which is secured by a 778,000 SF office
property located in Islandia, New York. The property serves as the
headquarters for Computer Associates, an information technology
management and solutions provider. Moody's performed a "Lit/Dark"
analysis in valuing this property. Moody's LTV and stressed DSCR
are 132% and 0.78X, respectively, compared 113% and 0.91X at last
review.


GRANITE VENTURES III: Moody's Lifts Cl. D Notes Rating From 'Ba1'
-----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of the
following notes issued by Granite Ventures III Ltd.:

  U.S. $17,000,000 Class C Deferrable Floating Rate Subordinate
  Notes, Upgraded to A1 (sf); previously on April 30, 2012
  Upgraded to A3 (sf);

  U.S. $7,000,000 Class D Deferrable Floating Rate Subordinate
  Notes, Upgraded to Baa2 (sf); previously on April 30, 2012
  Upgraded to Ba1(sf).

Moody's also affirmed the ratings of the following notes:

  U.S. $312,000,000 Class A-1 Floating Rate Senior Notes (current
  balance of $40,071,750), Affirmed Aaa (sf); previously on
  August 3, 2011 Upgraded to Aaa (sf);

  U.S. $19,000,000 Class A-2 Floating Rate Senior Notes, Affirmed
  Aaa (sf); previously on August 3, 2011 Upgraded to Aaa (sf);

  U.S. $20,000,000 Class B Deferrable Floating Rate Senior
  Subordinate Notes, Affirmed Aaa (sf); previously on April 30,
  2012 Upgraded to Aaa (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 April 2012. Moody's notes that the Class A-1
Notes have been paid down by approximately 53% or $44.6 million
since the last rating action. Based on Moody's calculation, the
Class A, Class B, Class C and Class D overcollateralization ratios
are currently 198.72%, 148.46%, 122.19%, and 113.89%,
respectively, versus April 2012 levels of 158.10%, 132.60%,
116.60%, and 111.00%, respectively. Moody's also notes that the
transaction's weighted average rating factor is 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 $117 million,
defaulted par of $1.8 million, a weighted average default
probability of 14.71% (implying a WARF of 2478), a weighted
average recovery rate upon default of 50.89%, and a diversity
score of 31. 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.

Granite Ventures III Ltd., issued in May of 2006, is a
collateralized loan obligation backed primarily by a portfolio of
senior secured loans.

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

Moody's modeled the transaction using a cash flow model based on
the Binomial Expansion Technique, as described in Section 2.3 of
the "Moody's Approach to Rating Collateralized Loan Obligations"
rating methodology published in June 2011.

In addition to the base case analysis described above, Moody's
also performed sensitivity analyses to test the impact on all
rated notes of various default probabilities. Below is a summary
of the impact of different default probabilities (expressed in
terms of WARF levels) on all rated notes (shown in terms of the
number of notches' difference versus the current model output,
where a positive difference corresponds to lower expected loss),
assuming that all other factors are held equal:

Moody's Adjusted WARF -- 20% (1982)

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

Moody's Adjusted WARF + 20% (2974)

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

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


GREENWICH CAPITAL 2007-RR2: Moody's Affirms C Ratings on 4 Certs.
-----------------------------------------------------------------
Moody's has affirmed the ratings of four classes of certificates
issued by Greenwich Capital Commercial Mortgage Trust 2007-RR2.
The affirmations are due to the key transaction parameters
performing within levels commensurate with the existing ratings
levels. The rating action is the result of Moody's on-going
surveillance of commercial real estate collateralized debt
obligation (CRE CDO and Re-remic) transactions.

Moody's rating action is as follows:

Cl. A-1FL, Affirmed C (sf); previously on Mar 7, 2012 Downgraded
to C (sf)

Cl. A-1FX, Affirmed C (sf); previously on Mar 7, 2012 Downgraded
to C (sf)

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

Cl. A-2, Affirmed C (sf); previously on Apr 28, 2010 Downgraded to
C (sf)

Ratings Rationale:

Greenwich Capital Commercial Mortgage Trust 2007-RR2 is a static
cash transaction backed by a portfolio of commercial mortgage
backed securities (CMBS) (100.0% of the pool balance). As of the
January 23, 2013 Trustee report, the aggregate certificate balance
of the transaction, has decreased to USD402.1 million from
USD528.7 million at issuance, due to realized losses on the
underlying collateral. Classes B through S are no longer
outstanding.

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 9,602
compared to 9,116 at last review. The current distribution of
Moody's rated collateral and assessments for non-Moody's rated
collateral is as follows: B1-B3 (0.0% compared to 4.2% at last
review), and Caa1-C (100.0% compared to 95.8% at last review).

Moody's modeled a WAL of 5.8 years compared to 6.1 years at last
review.

Moody's modeled a fixed WARR of 0.0% compared to 0.2% at last
review.

Moody's modeled a MAC of 0.0%, the same as that at last review.

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

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

Moody's analysis encompasses the assessment of stress scenarios.

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

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

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

Primary sources of assumption uncertainty are the extent of 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.


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

-- $194.9 million class A notes at 'AAAsf'; Outlook Stable;

-- $194.9 million interest-only class XA-1 notes at 'AAAsf';
    Outlook Stable;

-- $194.9 million interest-only class XA-2 notes at 'AAAsf';
    Outlook Stable;

-- $40 million class B notes at 'AA-sf'; Outlook Stable;

-- $27 million class C notes at 'A-sf'; Outlook Stable;

-- $38 million class D notes at 'BBB-sf'; Outlook Stable;

-- $25 million class E notes at 'BB-sf'; Outlook Stable.

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

Sensitivity/Rating Drivers

The affirmations and Stable Outlooks are the result of stable
portfolio performance. As of year-to-date June 2012, the servicer-
reported net cash flow DSCR was 2.58x compared to a 1.29x Fitch
stressed DSCR at issuance.

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

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

The loan is scheduled to mature in February 2014 and there are no
extension provisions. The Fitch stressed loan-to-value (LTV) ratio
is approximately 60.9% based on capitalization of the Fitch-
adjusted net cash flow at a rate of 10.48%.


GS MORTGAGE 2013-KYO: Moody's Rates Class E Certs. '(P)Ba2'
-----------------------------------------------------------
Moody's Investors Service has assigned provisional ratings to
eight classes of CMBS securities, issued by GS Mortgage Securities
Corporation Trust 2013-KYO, Commercial Mortgage Pass-Through
Certificates, Series 2013-KYO.

  Cl. A, Assigned (P)Aaa (sf)

  Cl. XA-1, Assigned (P)Aaa (sf)

  Cl. XA-2, Assigned (P)Aa1 (sf)

  Cl. XB-1, Assigned (P)Baa3 (sf)

  Cl. B, Assigned (P)Aa3 (sf)

  Cl. C, Assigned (P)A3 (sf)

  Cl. D, Assigned (P)Baa3 (sf)

  Cl. E, Assigned (P)Ba2 (sf)

Ratings Rationale:

The Certificates are collateralized by a single loan backed by
first lien commercial mortgage related to six full-service
properties. 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 DSCR, and 2) Moody's assessment of
the severity of loss in the event of default, which is largely
driven by the LTV of the underlying loan. Moody's Trust LTV Ratio
is 76.8%. Moody's Total LTV ratio (inclusive of subordinated debt)
of 129.2% is also considered when analyzing various stress
scenarios for the rated debt. The Moody's Trust Stressed DSCR of
1.37X and Moody's Total Stressed DSCR (inclusive of subordinated
debt) is 0.82X.

The loan is solely collateralized by full-service hotel properties
that are cross-collateralized and cross-defaulted. Lodging
properties are more correlated than properties of other commercial
real estate sector. In addition, this pool is geographically
concentrated as over 80% of the collateral (by allocated loan
balance) are located on Waikiki Beach, HI. The pool's performance
has tracked that of the lodging sector as a whole, with both
having deteriorated dramatically beginning in 2008 and rebounding
sharply beginning in 2010. The pool's performance was also
impacted by significant capital projects that were underway during
this time.

The principal methodology used in this rating was "Moody's
Approach to Rating CMBS Large Loan/Single Borrower Transactions"
published in July 2000. The methodology used in rating Interest-
Only Securities was "Moody's Approach to Rating Structured Finance
Interest-Only Securities" published in February 2012.

Moody's analysis employs the excel-based Large Loan Model v.8.5
which derives credit enhancement levels based on adjusted loan
level proceeds derived from Moody's loan level LTV ratio. Major
adjustments to determining proceeds include leverage, loan
structure, property type, sponsorship and diversity. Moody's
analysis also uses the CMBS IO calculator version 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 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 5%, 15%, or 25%, the model-indicated rating for the currently
rated Aaa classes would be Aa1, Aa2, or A2, 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.


GULF STREAM-COMPASS 2005-II: Moody's Hikes Cl. D Notes to Ba2(sf)
-----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of the
following notes issued by Gulf Stream-Compass CLO 2005-II, Ltd.:

  USD15,000,000 Class B Senior Secured Floating Rate Notes due
  2020, Upgraded to Aaa (sf); previously on August 3, 2011
  Upgraded to Aa1 (sf);

  USD35,000,000 Class C Senior Secured Deferrable Floating Rate
  Notes due 2020, Upgraded to Aa3 (sf); previously on August 3,
  2011 Upgraded to Baa1 (sf);

  USD25,000,000 Class D Secured Deferrable Floating Rate Notes
  due 2020, Upgraded to Ba2 (sf); previously on August 3, 2011
  Upgraded to Ba3 (sf);

  USD10,000,000 Type II Composite Notes due 2020 (current Rated
  Balance of USD3,493,189.52), Upgraded to A3 (sf); previously on
  August 3, 2011 Upgraded to Baa2 (sf).

Moody's also affirmed the ratings of the following notes:

  USD35,000,000 Class A-1 Senior Secured Variable Funding
  Floating Rate Notes due 2020 (current outstanding balance of
  USD14,727,851.48), Affirmed Aaa (sf); previously on August 3,
  2011 Upgraded to Aaa (sf);

  USD350,000,000 Class A-2 Senior Secured Floating Rate Notes due
  2020 (current outstanding balance of USD147,278,515.78),
  Affirmed Aaa (sf); previously on August 3, 2011 Upgraded to Aaa
  (sf);

  USD5,000,000 Type I Composite Notes due 2020 (current Rated
  Balance of USD2,798,582.08), Affirmed Aaa (sf); previously on
  August 3, 2011 Upgraded to Aaa (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 August 2011. Moody's notes that the Class A
Notes have been collectively paid down by approximately 57% or
USD218.4 million since the last rating action. Based on the latest
trustee report dated January 16, 2013, the Class A/B, Class C, and
Class D overcollateralization ratios are reported at 135.1%,117.2%
and 107.0%, respectively, versus June 2011 levels of 120.9%,
111.1% and 105.0%, respectively. Additionally, the
overcollateralization ratios reported in the January 16th trustee
report do not reflect the paydowns to the notes on the January
24th payment date.

Notwithstanding benefits of the deleveraging, Moody's notes that
the credit quality of the underlying portfolio has deteriorated
since the last rating action. Based on the January 2013 trustee
report, the weighted average rating factor is currently 2590
compared to 2461 in June 2011.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011, key model inputs used by
Moody's in its analysis, such as par, weighted average rating
factor, diversity score, and weighted average recovery rate, may
be different from the trustee's reported numbers. In its base
case, Moody's analyzed the underlying collateral pool to have a
performing par and principal proceeds balance of USD254.1 million,
defaulted par of USD4.6 million, a weighted average default
probability of 17.5% (implying a WARF of 2796), a weighted average
recovery rate upon default of 50.8%, 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.

Gulf Stream-Compass CLO 2005-II, Ltd., issued in January 2006, is
a collateralized loan obligation backed primarily by a portfolio
of senior secured loans.

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

Moody's modeled the transaction using a cash flow model based on
the Binomial Expansion Technique, as described in Section 2.3 of
the "Moody's Approach to Rating Collateralized Loan Obligations"
rating methodology published in June 2011.

In addition to the base case analysis described above, Moody's
also performed sensitivity analyses to test the impact on all
rated notes of various default probabilities. Below is a summary
of the impact of different default probabilities (expressed in
terms of WARF levels) on all rated notes (shown in terms of the
number of notches' difference versus the current model output,
where a positive difference corresponds to lower expected loss),
assuming that all other factors are held equal:

Moody's Adjusted WARF -- 20% (2237)

Class A-1: 0
Class A-2: 0
Class B: 0
Class C: +2
Class D: +1
Type I: 0
Type II: +2

Moody's Adjusted WARF + 20% (3355)

Class A-1: 0
Class A-2: 0
Class B: 0
Class C: -2
Class D: -1
Type I: 0
Type II: -2

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


HALCYON STRUCTURED: Moody's Ups Rating on Class E Notes to 'Ba1'
----------------------------------------------------------------
Moody's Investors Service upgraded the ratings of these notes
issued by Halcyon Structured Asset Management Long Secured/Short
Unsecured CLO 2006-1 Ltd.:

USD28,000,000 Class B Floating Rate Notes Due 2018, Upgraded to
Aaa (sf); previously on July 11, 2011 Upgraded to Aa1 (sf)

USD22,000,000 Class C Deferrable Floating Rate Notes Due 2018,
Upgraded to Aa1 (sf); previously on July 11, 2011 Upgraded to Aa3
(sf)

USD28,000,000 Class D Deferrable Floating Rate Notes Due 2018,
Upgraded to A3 (sf); previously on July 11, 2011 Upgraded to Baa2
(sf)

USD16,000,000 Class E Deferrable Floating Rate Notes Due 2018,
Upgraded to Ba1 (sf); previously on July 11, 2011 Upgraded to Ba2
(sf)

Moody's also affirmed the rating of the following notes:

USD261,600,000 Class A Floating Rate Notes Due 2018 (current
outstanding balance of USD143,610,660), Affirmed Aaa (sf);
previously on October 30, 2006 Assigned Aaa (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 July 2011. Moody's notes that the Class A
Notes have been paid down by approximately 44% or USD114.2 million
since the last rating action. Based on the latest trustee report
dated January 4, 2013, the Class A/B, Class C. Class D and Class E
overcollateralization ratios are reported at 146.72%, 133.0%,
118.85%, and 112.04%, respectively, versus June 2011 levels of
136.72%, 126.95%, 116.37%, and 111.08%, respectively.

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 USD264.4 million,
defaulted par of USD9.1 million, a weighted average default
probability of 20.02% (implying a WARF of 3007), a weighted
average recovery rate upon default of 49.25%, and a diversity
score of 39. 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.

Halcyon Structured Asset Management Long Secured/Short Unsecured
CLO 2006-1 Ltd., issued in October 2006, is a collateralized loan
obligation backed primarily by a portfolio of senior secured
loans.

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

Moody's modeled the transaction using a cash flow model based on
the Binomial Expansion Technique, as described in Section 2.3 of
the "Moody's Approach to Rating Collateralized Loan Obligations"
rating methodology published in June 2011.

In addition to the base case analysis described above, Moody's
also performed sensitivity analyses to test the impact on all
rated notes of various default probabilities. Below is a summary
of the impact of different default probabilities (expressed in
terms of WARF levels) on all rated notes (shown in terms of the
number of notches' difference versus the current model output,
where a positive difference corresponds to lower expected loss),
assuming that all other factors are held equal:

Moody's Adjusted WARF -- 20% (2406)

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

Moody's Adjusted WARF + 20% (3608)

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

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

Sources of additional performance uncertainties are described
below:

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

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


HEWETT'S ISLAND: S&P Affirms 'CCC-' Rating on Class E Notes
-----------------------------------------------------------
Standard & Poor's Ratings Services said that it raised its ratings
on the class B, C, and D notes from Hewett's Island CLO VI Ltd., a
U.S. collateralized loan obligation (CLO) transaction managed by
CypressTree Investment Management Co. Inc.  At the same time, S&P
affirmed its ratings on the class A-R, A-T and E notes.
Additionally, S&P removed its ratings on the class A-R, A-T, B, C,
D, and E notes from CreditWatch with positive implications, where
it placed them on Oct. 29, 2012.

The upgrades primarily reflect a slight improvement in the
performance of the transaction's underlying asset portfolio since
January 2011, when S&P raised most of its ratings on the notes.
S&P affirmed its ratings on the class A-R, A-T, and E notes to
reflect the availability of credit support at the current
rating levels.

As of the January 2013 trustee report, the transaction had
$5.96 million of defaulted assets.  This was down from the
$10.73 million S&P referenced for its January 2011 rating actions.
Furthermore, assets from obligors rated in the 'CCC' category were
reported at $22.80 million in January 2013, down slightly from the
$24.32 million S&P referenced in its last rating action.

The transaction saw an increase in the weighted average spread
(WAS) of the underlying assets though the same period.  The WAS
was reported at 3.38% in the January 2013 report.  This is up from
a value of 2.89% referenced in S&P's last rating action.

The upgrades also reflect a slight improvement in the
overcollateralization (O/C) available to support the notes.  The
trustee reported the following O/C ratios in the January 2013
monthly report:

   -- The class A/B O/C ratio was 118.67%, compared with a
      reported ratio of 118.19% in December 2010;

   -- The class C O/C ratio was 112.91%, compared with a reported
      ratio of 112.45% in December 2010;

   -- The class D O/C ratio was 107.69%, compared with a reported
      ratio of 107.25% in December 2010; and

   -- The class E O/C ratio was 103.54%, compared with a reported
      ratio of 103.07% in December 2010.

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

           STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

            http://standardandpoorsdisclosure-17g7.com

RATING AND CREDITWATCH ACTIONS

Hewett's Island CLO VI Ltd.

              Rating         Rating
Class         To             From

A-R           AA+ (sf)       AA+ (sf)/Watch Pos
A-T           AA+ (sf)       AA+ (sf)/Watch Pos
B             AA- (sf)       A+ (sf)/Watch Pos
C             A (sf)         BBB+ (sf)/Watch Pos
D             BBB (sf)       B+ (sf)/Watch Pos
E             CCC- (sf)      CCC- (sf)/Watch Pos

TRANSACTION INFORMATION

Issuer:             Hewett's Island CLO VI Ltd.
Coissuer:           Hewett's Island CLO VI LLC
Collateral manager: CypressTree Investment Management Co. Inc.
Underwriter:        Fortis Securities
Trustee:            State Street Bank and Trust Co., Boston, MA
Transaction type:   Cash flow CDO



INDEPENDENCE I CDO: Moody's Affirms 'C' Rating on Class C Notes
---------------------------------------------------------------
Moody's has affirmed three classes of Notes issued by Independence
I CDO, Ltd. due to the key transaction parameters performing
within levels commensurate with the existing ratings levels. The
rating action is the result of Moody's on-going surveillance of
commercial real estate collateralized debt obligation (CRE CDO and
Re-Remic) transactions.

  Class A First Priority Senior Secured Floating Rate Notes,
  Affirmed B2 (sf); previously on Mar 14, 2012 Downgraded to B2
  (sf)

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

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

Independence CDO I, Ltd. Is a static transaction collateralized by
a portfolio of asset back securities (ABS) (59.8% of the pool
balance), commercial mortgage backed securities (CMBS) (24.5%),
and collateralized debt obligations (CDO) (15.7%). As of the
December 31, 2012 Trustee report, the aggregate Note balance of
the transaction has decreased to USD79.7 million from USD288.5
million at issuance, with the paydown directed to the Class A
Notes, as a result of regular amortization of the underlying
collateral and the failure of overcollateralization tests.

There are eleven assets with par balance of USD24.7 million (30.8%
of the current pool balance) that are considered Defaulted
Securities as of the December 31, 2012 Trustee report, compared to
nine assets with a par balance of USD20.1 million (20.9%) at last
review. These assets are ABS (55.2% of the defaulted balance), CDO
(22.7%) and CMBS (22.1%).

Ratings Rationale:

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 5,081, compared to 4,394 at last review. The current
distribution of Moody's rated collateral and assessments for non-
Moody's rated reference obligations is as follows: Aaa-Aa3 (0.0%
compared to 10.2% at last review), A1-A3 (8.5% compared to 7.0% at
last review), Baa1-Baa3 (11.4% compared to 8.4% at last review),
Ba1-Ba3 (0.0% compared to 11.3% at last review), B1-B3 (21.7%
compared to 12.8% at last review), and Caa1-C (58.4% compared to
50.4% at last review).

Moody's modeled a WAL of 5.2 years, compared to 6.0 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 8.4% compared to 13.9% at last
review.

Moody's modeled a MAC of 100.0%, compared to 10.1% at last review.
This high MAC is due to high credit risk of the collateral pool
concentrated in a small number of names.

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

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

Moody's analysis encompasses the assessment of stress scenarios.

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
8.4% to 3.4% or up to 13.4% would result in a modeled rating
movement on the rated tranches of 0 to 2 notches downward and 0 to
1 notch 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.


INSTITUTIONAL MORTGAGE: Fitch to Rate C$2MM Class G Certs at 'Bsf'
------------------------------------------------------------------
Fitch Ratings has issued a presale report on Institutional
Mortgage Capital, LP's commercial mortgage pass-through
certificates, series 2013-3.

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

-- $37,370,000 class A-1 'AAAsf'; Outlook Stable;
-- $96,370,000 class A-2 'AAAsf'; Outlook Stable;
-- $81,600,000 class A-3 'AAAsf'; Outlook Stable;
-- $5,321,000 class B 'AAsf'; Outlook Stable;
-- $8,451,000 class C 'Asf'; Outlook Stable;
-- $6,886,000 class D 'BBBsf'; Outlook Stable;
-- $3,756,000 class E 'BBB-sf'; Outlook Stable;
-- $3,129,941a class F 'BBsf'; Outlook Stable;
-- $2,503,953a class G 'Bsf'; Outlook Stable.

A  Non-offered certificates.
All currencies are in Canadian dollars (CAD).

The expected ratings are based on information provided by the
issuer as of Jan. 27, 2013. Fitch does not expect to rate the
$250,395,295 (notional balance) interest-only class X or the non-
offered $5,007,401 class H certificate.

The certificates represent the beneficial ownership in the trust,
primary assets of which are 38 loans secured by 43 Canadian
commercial properties having an aggregate principal balance of
approximately $250.4 million as of the cutoff date. The loans were
contributed to the trust by Institutional Mortgage Capital, LP.

Fitch reviewed a comprehensive sample of the transaction's
collateral, including site inspections on 80.5% of the properties
by balance, as well as cash flow analysis, and asset summary
reviews on 100% of the pool.

The transaction has a Fitch stressed debt service coverage ratio
(DSCR) of 1.15 times (x), a Fitch stressed loan-to-value (LTV) of
99.5%, and a Fitch debt yield of 9.25%. Fitch's aggregate net cash
flow represents a variance of 4.9% to issuer cash flows.
The Master Servicer and Special Servicer will be Midland Loan
Services, N.A., rated 'CMS1' and 'CSS1', respectively, by Fitch.


JP MORGAN 2003-ML1: Moody's Cuts Rating on Class N Certs to Caa1
----------------------------------------------------------------
Moody's Investors Service upgraded the ratings of four classes,
downgraded one class, and affirmed nine classes of J.P. Morgan
Chase Commercial Mortgage Securities Corp., Commercial Mortgage
Pass-Through Certificates, Series 2003-ML1 as follows:

Cl. A-2, Affirmed Aaa (sf); previously on Jul 24, 2003 Definitive
Rating Assigned Aaa (sf)

Cl. B, Affirmed Aaa (sf); previously on Jun 29, 2006 Upgraded to
Aaa (sf)

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

Cl. D, Affirmed Aaa (sf); previously on Jul 10, 2007 Upgraded to
Aaa (sf)

Cl. E, Affirmed Aaa (sf); previously on Sep 25, 2008 Upgraded to
Aaa (sf)

Cl. F, Upgraded to Aaa (sf); previously on Feb 3, 2011 Upgraded to
Aa1 (sf)

Cl. G, Upgraded to Aa3 (sf); previously on Feb 3, 2011 Upgraded to
A1 (sf)

Cl. H, Upgraded to Baa1 (sf); previously on Feb 3, 2011 Upgraded
to Baa2 (sf)

Cl. J, Upgraded to Ba1 (sf); previously on Jul 24, 2003 Definitive
Rating Assigned Ba2 (sf)

Cl. K, Affirmed Ba3 (sf); previously on Jul 24, 2003 Definitive
Rating Assigned Ba3 (sf)

Cl. L, Affirmed B1 (sf); previously on Jul 24, 2003 Definitive
Rating Assigned B1 (sf)

Cl. M, Affirmed B2 (sf); previously on Jul 24, 2003 Definitive
Rating Assigned B2 (sf)

Cl. N, Downgraded to Caa1 (sf); previously on Jul 24, 2003
Definitive Rating Assigned B3 (sf)

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

Ratings Rationale

The upgrades are due primarily to paydowns and amortization, as
well as a large share of defeased loans in the deal with 2013
maturities.

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

The rating of the IO Class, Class X-1, is consistent with the
expected credit performance of its referenced classes and thus is
affirmed.

Moody's rating action reflects a base expected loss of
approximately 3.7% of the current deal balance. At last review,
Moody's base expected loss was approximately 1.8%. Moody's current
base expected plus realized losses figure inched downward, to 1.7%
of total securitized loan balance, from 1.8% at Moody's last
review. Moody's provides a current list of base losses for conduit
and fusion CMBS transactions on moodys.com at
http://v3.moodys.com/viewresearchdoc.aspx?docid=PBS_SF215255
Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels. If future performance materially declines, the
expected level of credit enhancement and the priority in the cash
flow waterfall may be insufficient for the current ratings of
these classes.

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

Primary sources of assumption uncertainty are the extent of growth
in the current macroeconomic environment 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. The Interest-Only Methodology was used for the
rating of Class X-1.

Moody's review incorporated the use of the Excel-based CMBS
Conduit Model v 2.62 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) level are
driven by property type, Moody's actual and stressed DSCR, and
Moody's property quality grade (which reflects the capitalization
rate used by Moody's to estimate Moody's value). Conduit model
results at the B2 (sf) level are driven by a pay down analysis
based on the individual loan level Moody's LTV ratio. Moody's
Herfindahl score (Herf), a measure of loan level diversity, is a
primary determinant of pool level diversity and has a greater
impact on senior certificates. Other concentrations and
correlations may be considered in Moody's analysis. Based on the
model pooled credit enhancement levels at Aa2 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade underlying ratings is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
credit assessment of the loan which corresponds to a range of
credit enhancement levels. Actual fusion credit enhancement levels
are selected based on loan level diversity, pool leverage and
other concentrations and correlations within the pool. Negative
pooling, or adding credit enhancement at the underlying rating
level, is incorporated for loans with similar credit assessments
in the same transaction.

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

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 19, compared to a Herf of 35 at Moody's prior
review.

In cases where the Herf falls below 20, Moody's also employs the
large loan/single borrower methodology. This methodology uses the
excel-based Large Loan Model v 8.5 and then reconciles and weights
the results from the two models in formulating a rating
recommendation. The large loan model derives credit enhancement
levels based on an aggregation of adjusted loan level proceeds
derived from Moody's loan level LTV ratios. Major adjustments to
determining proceeds include leverage, loan structure, property
type, and sponsorship. These aggregated proceeds are then further
adjusted for any pooling benefits associated with loan level
diversity, other concentrations and correlations.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through a review
utilizing MOST(R) (Moody's Surveillance Trends) Reports and a
proprietary program that highlights significant credit changes
that have occurred in the last month as well as cumulative changes
since the last full transaction review. On a periodic basis,
Moody's also performs a full transaction review that involves a
rating committee and a press release. Moody's prior transaction
review is summarized in a press release dated January 26, 2012.

Deal Performance

As of the January 14, 2013 distribution date, the transaction's
aggregate certificate balance has decreased by 72% to $260 million
from $930 million at securitization. The Certificates are
collateralized by 49 mortgage loans ranging in size from less than
1% to 7% of the pool, with the top ten loans (excluding
defeasance) representing 33% of the pool. The pool contains no
loans with investment-grade credit assessments. Sixteen loans,
representing approximately 46% of the pool, are defeased and are
collateralized by U.S. Government securities.

Twenty loans, representing 24% of the pool, are on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package. As part of its
ongoing monitoring of a transaction, Moody's reviews the watchlist
to assess which loans have material issues that could impact
performance.

Eight loans have liquidated from the pool, resulting in an
aggregate realized loss of $6 million (21% average loan loss
severity). Currently, five loans, representing 15% of the pool,
are in special servicing. The largest specially serviced loan is
the High Ridge Center Loan ($12 million -- 5% of the pool), which
is secured by a 261,000 square foot retail center in Racine,
Wisconsin. The tenants at the property are Home Depot, Kmart, and
Office Max. The property was 89% occupied as of September 2012,
the same as at Moody's last review. The loan passed its
Anticipated Repayment Date in December 2011. As a result, an
additional 2% in interest is accruing on the loan, resulting in a
total interest rate of 8.9%. The loan transferred to the special
servicer on December 18, 2012, after the borrower requested a loan
modification. The servicer is dual-tracking foreclosure and loan
modification discussions.

The remaining four specially serviced loans are secured by a mix
of retail and office property types. Moody's estimates an
aggregate $7 million loss (18% expected loss) for all specially
serviced loans.

Moody's has assumed a high default probability for one poorly-
performing loan representing less than 1% of the pool. Moody's
analysis attributes to this troubled loan an expected loss in the
range of 30%.

Moody's was provided with full-year 2011 and partial year 2012
operating results for 96% and 71% of the performing pool,
respectively. Excluding troubled and specially-serviced loans,
Moody's weighted average LTV is 71%, compared to 75% at last full
review. Moody's net cash flow reflects a weighted average haircut
of 12.7% to the most recently available net operating income.
Moody's value reflects a weighted average capitalization rate of
9.4%.

Excluding troubled and specially-serviced loans, Moody's actual
and stressed DSCRs are 1.44X and 1.78X, respectively, compared to
1.48X and 1.56X at last review. Moody's actual DSCR is based on
Moody's net cash flow (NCF) and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.

The top three performing conduit loans represent 14% of the pool.
The largest loan is the Overland Storage Campus Loan ($17 million
-- 7% of the pool), which is secured by an office and R&D property
located in Kearny Mesa, California, approximately 10 miles north
of downtown San Diego. The property is 100% leased to Overland
Data (58% of property Net Rentable Area (NRA); lease expiration
February 2014) and Northrup Grumman Corporation (42% of property
(NRA); lease expiration October 2015). Moody's current LTV and
stressed DSCR are 71% and 1.48X, respectively, compared to 77% and
1.38X at last review.

The second-largest loan is the Oxon Hill Plaza Loan ($11 million -
- 4% of the pool). The loan is secured by a 141,000 square foot
grocery-anchored retail center in Oxon Hill, Maryland, a suburb of
Washington, D.C. The anchor is Shoppers Food Warehouse, a
subsidiary of SuperValu, Inc. The grocery store has a lease set to
expire on January 31, 2021. The property was 97% leased as of
year-end 2012 reporting. Moody's current LTV and stressed DSCR are
76% and 1.36X, respectively, compared to 77% and 1.35X at last
review.

The third-largest loan is the McLearen Shopping Center Loan ($7
million -- 3% of the pool), which is secured by a 74,000 square-
foot grocery-anchored retail center in Herndon, Virginia, a suburb
of Washington, D.C. The anchor is Food Lion (Delhaize America,
LLC), which occupies the space under a lease set to expire in
September 2017. The property was 100% occupied as of most recent
reporting. Moody's current LTV and stressed DSCR are 72% and,
1.46X respectively, compared to 84% and 1.37X at last review.


JP MORGAN 2005-LDP5: Moody's Cuts Rating on K Securities to Caa3
----------------------------------------------------------------
Moody's Investors Service downgraded the ratings of five classes
and affirmed 17 classes of J.P. Morgan Chase Commercial Mortgage
Securities Corp. Series 2005-LDP5 as follows:

Cl. A-2, Affirmed Aaa (sf); previously on Jan 17, 2006 Definitive
Rating Assigned Aaa (sf)

Cl. A-3, Affirmed Aaa (sf); previously on Jan 17, 2006 Definitive
Rating Assigned Aaa (sf)

Cl. A-4, Affirmed Aaa (sf); previously on Jan 17, 2006 Definitive
Rating Assigned Aaa (sf)

Cl. A-SB, Affirmed Aaa (sf); previously on Jan 17, 2006 Definitive
Rating Assigned Aaa (sf)

Cl. A-1A, Affirmed Aaa (sf); previously on Jan 17, 2006 Definitive
Rating Assigned Aaa (sf)

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

Cl. A-M, Affirmed Aaa (sf); previously on Jan 17, 2006 Definitive
Rating Assigned Aaa (sf)

Cl. A-J, Affirmed Aa3 (sf); previously on Feb 25, 2010 Downgraded
to Aa3 (sf)

Cl. B, Affirmed A1 (sf); previously on Feb 25, 2010 Downgraded to
A1 (sf)

Cl. C, Affirmed A3 (sf); previously on Feb 25, 2010 Downgraded to
A3 (sf)

Cl. D, Affirmed Baa1 (sf); previously on Feb 25, 2010 Downgraded
to Baa1 (sf)

Cl. E, Affirmed Baa2 (sf); previously on Feb 25, 2010 Downgraded
to Baa2 (sf)

Cl. F, Downgraded to Ba1 (sf); previously on Feb 25, 2010
Downgraded to Baa3 (sf)

Cl. G, Downgraded to Ba3 (sf); previously on Feb 25, 2010
Downgraded to Ba1 (sf)

Cl. H, Downgraded to B2 (sf); previously on Feb 25, 2010
Downgraded to Ba3 (sf)

Cl. J, Downgraded to Caa2 (sf); previously on Feb 9, 2011
Downgraded to B3 (sf)

Cl. K, Downgraded to Caa3 (sf); previously on Feb 9, 2011
Downgraded to Caa2 (sf)

Cl. HG-1, Affirmed Ba3 (sf); previously on Jan 17, 2006 Definitive
Rating Assigned Ba3 (sf)

Cl. HG-2, Affirmed B1 (sf); previously on Jan 17, 2006 Definitive
Rating Assigned B1 (sf)

Cl. HG-3, Affirmed B2 (sf); previously on Jan 17, 2006 Definitive
Rating Assigned B2 (sf)

Cl. HG-4, Affirmed B3 (sf); previously on Jan 17, 2006 Definitive
Rating Assigned B3 (sf)

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

Ratings Rationale

The downgrades are due primarily to higher realized and expected
losses from specially-serviced loans and troubled loans.

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

The rating of the IO Classes, X-1 and HG-X, are consistent with
the credit performance of their referenced classes and thus are
affirmed.

Moody's rating action reflects a base expected loss of
approximately 6.4% of the current deal balance. At last review,
Moody's base expected loss was approximately 5.7%. Moody's
provides a current list of base losses for conduit and fusion CMBS
transactions on moodys.com at
http://v3.moodys.com/viewresearchdoc.aspx?docid=PBS_SF215255
Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels. If future performance materially declines, the
expected level of credit enhancement and the priority in the cash
flow waterfall may be insufficient for the current ratings of
these classes.

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

Primary sources of assumption uncertainty are the extent of growth
in the current macroeconomic environment 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 Fusion U.S. CMBS Transactions" published in April 2005 and
"Moody's Approach to Rating Structured Finance Interest-Only
Securities" published in February 2012. The methodology for
Interest-Only Securities was used for the rating of Classes X-1
and HG-X.

Moody's review incorporated the use of the Excel-based CMBS
Conduit Model v 2.62 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) level are
driven by property type, Moody's actual and stressed DSCR, and
Moody's property quality grade (which reflects the capitalization
rate used by Moody's to estimate Moody's value). Conduit model
results at the B2 (sf) level are driven by a pay down analysis
based on the individual loan level Moody's LTV ratio. Moody's
Herfindahl score (Herf), a measure of loan level diversity, is a
primary determinant of pool level diversity and has a greater
impact on senior certificates. Other concentrations and
correlations may be considered in Moody's analysis. Based on the
model pooled credit enhancement levels at Aa2 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade underlying ratings is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
credit assessment of the loan which corresponds to a range of
credit enhancement levels. Actual fusion credit enhancement levels
are selected based on loan level diversity, pool leverage and
other concentrations and correlations within the pool. Negative
pooling, or adding credit enhancement at the underlying rating
level, is incorporated for loans with similar credit assessments
in the same transaction.

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

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 28, compared to a Herf of 30 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 19, 2012.

Deal Performance

As of the January 15, 2013 distribution date, the transaction's
aggregate certificate balance has decreased by 21% to $3.43
billion from $4.33 billion at securitization. The Certificates are
collateralized by 157 mortgage loans ranging in size from less
than 1% to just under 10% of the pool, with the top ten loans
(excluding defeasance) representing 49% of the pool. The pool
includes two loans with investment-grade credit assessments,
representing 13% of the pool. Four loans, representing
approximately 1% of the pool, are defeased and are collateralized
by U.S. Government securities.

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

Nine loans have liquidated from the pool, resulting in an
aggregate realized loss of $20 million (19% average loan loss
severity). Currently, nine loans, representing 11% of the pool,
are in special servicing. The largest specially serviced loan is
the DRA -- CRT Portfolio II Loan ($137 million -- 4% of the pool),
which is secured by a portfolio of 30 suburban office properties
in the Orlando, Florida, Memphis, Tennessee, and Jacksonville,
Florida markets. The loan transferred to special servicing in July
2012 for imminent maturity default. The portfolio was 77% occupied
as of most recent reporting, compared to a historical average of
93% over the past several years. Occupancy and performance has
declined following the departure of major tenant, The State of
Florida, at the Orlando-area assets. The servicer is dual-tracking
foreclosure and loan modification discussions.

The remaining eight specially serviced loans are secured by a mix
of office, retail, industrial, and multifamily property types.
Moody's estimates an aggregate $99 million loss (36% expected
loss) for all specially serviced loans.

Moody's has assumed a high default probability for 21 poorly-
performing loans representing 8% of the pool. Moody's analysis
attributes to these troubled loans an aggregate $40 million loss
(15% expected loss severity based on a 50% probability default).

Moody's was provided with full-year 2011 and partial year 2012
operating results for 94% and 72% of the performing pool,
respectively. Excluding specially-serviced and troubled loans,
Moody's weighted average LTV is 91%, compared to 100% at last full
review. Moody's net cash flow reflects a weighted average haircut
of 12% to the most recently available net operating income.
Moody's value reflects a weighted average capitalization rate of
8.9%.

Excluding specially-serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.51X and 1.10X, respectively, compared to
1.45X and 1.02X at last review. Moody's actual DSCR is based on
Moody's net cash flow (NCF) and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.

The largest loan with a credit assessment is the Houston Galleria
Loan ($290 million -- 9% of the pool), which represents a
participation interest in the senior component of a $580 million
mortgage loan. The loan is secured by a portion of a 2.3 million
square foot super-regional mall, anchored by Macy's, Neiman
Marcus, Saks Fifth Avenue, and Nordstrom. The property was 94%
leased as of June 2012, up from 90% in September 2011, reflecting
steadily improving performance of the mall in recent years. Simon
Property Group is the sponsor. The property is also encumbered by
two B-Notes. The senior B-Note ($110 million) is held outside the
trust. The junior B-Note ($130 million) is held within the trust
and is linked to the non-pooled, "rake" bonds HG-1, HG-2, HG-3,
HG-4, HG-5, and HG-X. Moody's does not rate the bond HG-5. Moody's
rating of the rake bonds remains unchanged in this review. Moody's
credit assessment and stressed DSCR are Baa1 and 1.35X,
respectively, compared to Baa2 and 1.25X at last review.

The second-largest loan with a credit assessment is the Jordan
Creek Loan Oakbrook Center Loan ($151 million -- 5% of the pool),
which is secured by a 1.5 million square foot regional mall
located 13 miles west of downtown Des Moines, Iowa. The mall's
shadow anchors include Dillard's, Younkers, and Costco. The
property was 95% leased as of June 2012, compared to 93% leased as
of June 2011. Moody's current credit assessment and stressed DSCR
are Baa3 and 1.34X, respectively, compared to Baa3 and 1.26X at
last review.

The top three performing conduit loans represent 22% of the pool.
The largest loan is the Brookdale Office Portfolio Loan ($324
million -- 10% of the pool), which is secured by fee interests in
18 suburban office properties and leasehold interests in three
suburban office buildings located across five southern U.S.
states. Approximately 65% of the allocated loan balance is secured
by properties in Florida. The portfolio was 74% leased as of
September 2012, compared to 76% at Moody's last review. Moody's
current LTV and stressed DSCR are 91% and 1.07X, respectively,
compared to 94% and 1.04X at last review.

The second-largest loan is the Selig Office Portfolio Loan ($242
million -- 7% of the pool). The loan is secured by seven Class B
office properties, totaling 1.5 million square feet, in downtown
Seattle, Washington. The portfolio was 92% leased as of September
2012, compared to 88% in November 2011. Moody's current LTV and
stressed DSCR are 91% and 1.07X, respectively, compared to 94% and
1.04X at last review.

The third-largest loan is the Grand Plaza Loan ($148 million -- 5%
of the pool). The loan is secured by a luxury apartment complex in
the River North section of Chicago, Illinois. Performance has
steadily improved in recent years, with occupancy rising from 89%
at year-end 2010 reporting to 98% as of June 2012. Moody's current
LTV and stressed DSCR are 89% and, 0.94X respectively, compared to
98% and 0.85X at last review.


JP MORGAN 2006-FL2: Moody's Affirms 'C' Rating on Class L Certs.
----------------------------------------------------------------
Moody's Investors Service affirmed 11 class of J.P. Morgan Chase
Commercial Mortgage Securities Corp. Commercial Mortgage Pass-
Through Certificates, Series 2006-FL2.

Cl. A-2, Affirmed Aa2 (sf); previously on Sep 22, 2010 Downgraded
to Aa2 (sf)

Cl. B, Affirmed A1 (sf); previously on Sep 22, 2010 Downgraded to
A1 (sf)

Cl. C, Affirmed A2 (sf); previously on Sep 22, 2010 Downgraded to
A2 (sf)

Cl. D, Affirmed A3 (sf); previously on Sep 22, 2010 Downgraded to
A3 (sf)

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

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

Cl. G, Affirmed Ba1 (sf); previously on Sep 22, 2010 Downgraded to
Ba1 (sf)

Cl. H, Affirmed Ba2 (sf); previously on Sep 22, 2010 Downgraded to
Ba2 (sf)

Cl. J, Affirmed B1 (sf); previously on Sep 22, 2010 Downgraded to
B1 (sf)

Cl. K, Affirmed Ca (sf); previously on Sep 22, 2010 Downgraded to
Ca (sf)

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

Ratings Rationale:

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

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 principal methodology used in this rating was "Moody's
Approach to Rating CMBS Large Loan/Single Borrower Transactions"
published in July 2000.

Moody's review incorporated the use of the excel-based Large Loan
Model v 8.5. The large loan model derives credit enhancement
levels based on an aggregation of adjusted loan level proceeds
derived from Moody's loan level LTV ratios. Major adjustments to
determining proceeds include leverage, loan structure, property
type, and sponsorship. These aggregated proceeds are then further
adjusted for any pooling benefits associated with loan level
diversity, other concentrations and correlations.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through a review
utilizing MOST (Moody's Surveillance Trends) Reports and
Remittance Statements. On a periodic basis, Moody's also performs
a full transaction review that involves a rating committee and a
press release. Moody's prior transaction review is summarized in a
press release dated March 6, 2012.

Deal Performance

As of the January 15, 2013 distribution date, the transaction's
certificate balance decreased by approximately 79.4% to USD309.3
million from USD1.5 billion at securitization. The Certificates
are collateralized by four floating-rate loans ranging in size
from 11% to 32% of the pooled trust mortgage balance. Since last
review, one loan has paid off.

The deal has a modified pro-rata structure. Interest on the pooled
trust certificates are distributed first to Classes X-1 and X-2,
pro rata, and then to Classes A-2, B, C, D, E, F, G, H, J, K, and
L, sequentially. Prior to a monetary or material non-monetary
event of default, scheduled and unscheduled principal payments are
allocated to the Pooled Classes and junior participation interests
on a pro rata basis. Initially, 80% of the principal received is
paid to the Class A-1 and A-2 certificates sequentially and 20%
will be allocated pro rata to the other certificates. Principal
distributions are made sequentially from the most senior to the
most junior class after the outstanding principal balance of the
Pooled Trust Assets (exclusive of Trust Assets related to
Specially Service Mortgage Loans) is less than 20% of the initial
principal balance of the Trust Assets. All losses and shortfalls
are allocated first to the relevant junior interest, and then to
Classes L, K, J, H, G, F, E, D, C, and B in that order, and then
to Class A-2.

The pool has experienced losses of USD936,977 since
securitization. There are no loans in special servicing.

Moody's weighed average pooled loan to value (LTV) ratio is over
100%, compared to 96% at last review and 66% at securitization.
Moody's pooled stressed debt service coverage (DSCR) is 1.25X,
compared to 1.23X at last review and 1.38X at securitization.

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. Large
loan transactions have a Herf of less than 20. The pool has a Herf
of 4, the same as Moody's prior review.

The largest loan in the pool remaining is the Marina Village loan
(USD99.7 million, 32.2%). The loan is secured by a 1.2 million
square foot suburban office property in the Alameda submarket of
Oakland, California. Occupancy and net cash flow have fallen
significantly since securitization. As of November 2012, occupancy
for the property was 62%, the same as last review and 80% at
securitization. At the time of securitization, the property had
recently lost two tenants but had historically performed better. A
return to prior cash flow levels had been anticipated at
securitization; however, this has not materialized and the cash
flow has deteriorated. According to CBRE Econometric Advisors, the
submarket vacancy is 22%. A June 2011 loan modification included a
USD9 million principal payment and loan maturity has been extended
through November 2013. The loan has additional debt in the form of
a USD32.7 million B Note outside of the trust. The loan is
current. Moody's current loan to value ratio ("LTV") is over 100%
and Moody's stressed DSCR for the loan is 0.68X. Moody's credit
assessment for the pooled balance is Caa3.

The RREEF Silicon Valley Office Portfolio Loan (USD94.2 million,
30.5%) is the second largest loan in the remaining pool. It is a
33% portion of a USD422 million pari-passu split loan structure
with pieces securitized in JPM 2006-CIBC16 and JPM 2006-LDP8.
There is an additional USD138.8 million B-Note held outside the
trust. The loan has paid down 40% since securitization. The
mortgage is secured by a 3.3 million square foot portfolio of
office/R&D properties located in Santa Clara, Sunnyvale, Mountain
View, Milpitas and San Jose, California. Since last review, 1.1
million square feet have been released with the proceeds paying
down the fixed rate portion of the pari-passu note. Occupancy as
of March 2011 was 72%, compared to 71% at securitization. Moody's
did not receive updated occupancy information. Moody's current
loan to value ratio ("LTV") and stressed DSCR for the pooled loan
are 81% and 1.28X. Moody's credit assessment for the pooled
balance is Ba3, the same as last review.

The third largest loan is the 1111 Marcus Avenue loan (USD80.0
million, 25.9%) which is secured by a 920,000 square foot office
property on Long Island, New York. As of September 2012, the
property was 82% occupied compared to 80% at securitization.
However, the second largest tenant representing 9% of the NRA,
vacated the property in November 2012. There is a two year
forbearance agreement through October 2013. An October 2011
appraisal valued the property at USD160 million. Moody's current
loan to value ratio ("LTV") and stressed DSCR for the pooled loan
are 73% and 1.33X. Moody's credit assessment for the pooled
balance is B2, compared to Ba2 at last review.


LB-UBS 2001-C2: Moody's Cuts Rating on Class H Certs. to 'Caa3'
---------------------------------------------------------------
Moody's Investors Service affirmed the rating of seven classes and
downgraded one class of LB-UBS, Commercial Mortgage Trust,
Commercial Mortgage Pass-Through Certificates, Series 2001-C2 as
follows:

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

Cl. D, Affirmed Aaa (sf); previously on Feb 2, 2012 Upgraded to
Aaa (sf)

Cl. E, Affirmed A3 (sf); previously on Feb 24, 2011 Upgraded to A3
(sf)

Cl. F, Affirmed B1 (sf); previously on Feb 11, 2010 Downgraded to
B1 (sf)

Cl. G, Affirmed B2 (sf); previously on Feb 2, 2012 Upgraded to B2
(sf)

Cl. H, Downgraded to Caa3 (sf); previously on Feb 2, 2012 Upgraded
to Caa2 (sf)

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

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

Ratings Rationale

The affirmation of the principal class is due to key parameters,
including Moody's loan to value (LTV) ratio, Moody's stressed debt
service coverage ratio (DSCR) and the Herfindahl Index (Herf),
remaining within acceptable ranges. Based on Moody's current base
expected loss, the credit enhancement levels for the affirmed
class is sufficient to maintain its current rating. The rating of
the IO Class, Class X is affirmed based on the ratings of its
references classes.

The downgrade of one class is due to higher than expected realized
and anticipated losses.

Moody's rating action reflects a base expected loss of 20.7% of
the current balance compared to 12.9% 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. The Interest-Only Methodology was used for the
rating of Class of X.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.62 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) level are
driven by property type, Moody's actual and stressed DSCR, and
Moody's property quality grade (which reflects the capitalization
rate used by Moody's to estimate Moody's value). Conduit model
results at the B2 (sf) level are driven by a paydown analysis
based on the individual loan level Moody's LTV ratio. Moody's
Herfindahl score (Herf), a measure of loan level diversity, is a
primary determinant of pool level diversity and has a greater
impact on senior certificates. Other concentrations and
correlations may be considered in Moody's analysis. Based on the
model pooled credit enhancement levels at Aa2 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade credit assessments is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
credit assessment of the loan which corresponds to a range of
credit enhancement levels. Actual fusion credit enhancement levels
are selected based on loan level diversity, pool leverage and
other concentrations and correlations within the pool. Negative
pooling, or adding credit enhancement at the credit assessment
level, is incorporated for loans with similar credit assessments
in the same transaction.

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

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 6 compared to 7 at Moody's prior review.

In cases where the Herf falls below 20, Moody's also employs the
large loan/single borrower methodology. This methodology uses the
excel-based Large Loan Model v 8.5 and then reconciles and weights
the results from the two models in formulating a rating
recommendation. The large loan model derives credit enhancement
levels based on an aggregation of adjusted loan level proceeds
derived from Moody's loan level LTV ratios. Major adjustments to
determining proceeds include leverage, loan structure, property
type, and sponsorship. These aggregated proceeds are then further
adjusted for any pooling benefits associated with loan level
diversity, other concentrations and correlations.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through a review
utilizing MOST(R) (Moody's Surveillance Trends) Reports and a
proprietary program that highlights significant credit changes
that have occurred in the last month as well as cumulative changes
since the last full transaction review. On a periodic basis,
Moody's also performs a full transaction review that involves a
rating committee and a press release. Moody's prior transaction
review is summarized in a press release dated February 2, 2012.

Deal Performance

As of the January 17 2013 distribution date, the transaction's
aggregate certificate balance has decreased by 93% to $95.8
million from $1.32 billion at securitization. The Certificates are
collateralized by six mortgage loans ranging in size from less
than 1% to 66% of the pool.

Two loans, representing 68% of the pool, are on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package. As part of its
ongoing monitoring of a transaction, Moody's reviews the watchlist
to assess which loans have material issues that could impact
performance.

Twenty-two loans have been liquidated from the pool since
securitization, resulting in an aggregate $55.7 million loss (36%
loss severity on average). There are four loans, representing 27%
of the pool, in special servicing. The largest specially serviced
loan is the Shadowood Office Park Loan ($12.2 million -- 12.6% of
the pool), which is secured by a 197,452 square foot (SF), three-
building office complex located in Atlanta, Georgia. This loan was
transferred to special servicing in February 2010 due to imminent
monetary default and is now real estate owned (REO). The buildings
are approximately 45% leased as of December 2012.

The second largest specially serviced loan is the Metroplex Tech
Center I Loan ($9.1 million -- 9.5% of the pool), which is secured
by a 106,000 SF office building located in Carrollton, Texas. The
loan was transferred to special servicing in December 2009 due to
technical default and is now REO.

The third largest specially serviced loan is Willow Ridge Loan
($5.2 million - 5.4% of the pool). The loan is secured by a
multifamily property located in Avondale estates, Georgia. The
loan transferred to special servicing in November 2012 due to
imminent maturity default. The loan matured in December 2012 and
the borrower is pursuing a potential loan extension.

Moody's estimates an aggregate $18.8 million loss for all of the
specially serviced loans (60% expected loss on average). The
special servicer has recognized appraisal reductions totaling $9.7
million for two specially serviced loans.

Moody's was provided with full year 2010 and partial year 2011
operating results for 100% of the performing loans. Excluding
specially serviced loans, Moody's weighted average LTV is 84%
compared to 88% at Moody's prior review. Moody's net cash flow
reflects a weighted average haircut of 12% to the most recently
available net operating income. Moody's value reflects a weighted
average capitalization rate of 9.3%.

Excluding specially serviced loans, Moody's actual and stressed
DSCRs are 1.10X and 1.20X, respectively, compared to 1.08X and
1.15X at last review. Moody's actual DSCR is based on Moody's net
cash flow (NCF) and the loan's actual debt service. Moody's
stressed DSCR is based on Moody's NCF and a 9.25% stressed rate
applied to the loan balance.

The largest performing loan is the NewPark Mall Loan ($63.4
million -- 67.8% of the pool), which is secured by the borrower's
interest in a 1.2 million SF enclosed regional shopping mall
located in Newark, California. The loan sponsor is Rouse
Properties, Inc., a subsidiary of General Growth Properties (GGP).
The loan had been in special servicing due to GGP's bankruptcy
filing but was transferred back to the master servicer in the fall
of 2010 after the maturity date was extended from June 2010 to
August 2014 as part of the bankruptcy court's reorganization plan.
Anchor tenants include Macy's, Sears and JC Penney. As of
September 2012 in-line and total mall occupancy were 82% and 92%,
respectively compared to 79% and 91% at last review. The loan is
on the servicer's watchlist. Moody's LTV and stressed DSCR are 86%
and 1.20X, respectively, compared to 85% and 1.18X at last review.

The second largest performing loan is the Woodbridge Commons
Shopping Center Loan ($1.5 million -- 1.6% of the pool), which is
secured by a 10,609 SF retail shopping center located in Elgin,
Illinois. The loan returned from the special servicer in December
2011 after the maturity date was extended to March 2013. The loan
is on the servicer's watchlist for upcoming maturity. Moody's LTV
and stressed DSCR are 86% and 1.19X, respectively, compared to 96%
and 1.07X at last review.


LCM IV: Moody's Hikes Rating on US$18.4MM Notes From 'Ba2(sf)'
--------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of the
following notes issued by LCM IV Ltd.:

  U.S.$9,500,000 Class B Floating Rate Senior Secured Notes Due
  2017, Upgraded to Aaa (sf); previously on July 8, 2011 Upgraded
  to Aa3 (sf);

  U.S.$20,700,000 Class C Floating Rate Deferrable Interest Notes
  Due 2017, Upgraded to Aa2 (sf); previously on July 8, 2011
  Upgraded to Baa1 (sf);

  U.S.$18,400,000 Class D Floating Rate Deferrable Interest Notes
  Due 2017, Upgraded to Baa3 (sf); previously on July 8, 2011
  Upgraded to Ba2 (sf).

Moody's also announced that it has affirmed the ratings of the
following notes:

  U.S. $135,800,000 Class A-1 Floating Rate Senior Secured Notes
  Due 2017 (current balance of $64,992,609), Affirmed at Aaa
  (sf); previously on August 19, 2005 Assigned Aaa (sf);

  U.S. $100,000,000 Class A-2 Delayed Draw Floating Rate Senior
  Secured Notes Due 2017 (current balance of $47,859,064),
  Affirmed at Aaa (sf); previously on August 19, 2005 Assigned
  Aaa(sf);

  U.S. $750,000 Series II Combination Securities Due 2017,
  Affirmed at Aaa (sf); previously on August 2, 2011 Confirmed at
  Aaa (sf);

  U.S. $5,500,000 Series III Combination Securities Due 2017,
  Affirmed at Aaa (sf); previously on August 2, 2011 Confirmed at
  Aaa (sf).

Ratings Rationale

According to Moody's, the rating actions taken on the notes are
primarily a result of deleveraging of the Class A-1 Notes and
Class A-2 Notes and an increase in the transaction's
overcollateralization ratios since the rating action in July 2011.
Moody's notes that the Class A-1 Notes and Class A-2 Notes have
been paid down by approximately 52% or $123 million since the last
rating action. Based on the latest trustee report dated January 4,
2013, the Class A/B, Class C and Class D overcollateralization
ratios are reported at 133.98%, 118.89% and 108.08%, respectively,
versus July 2011 levels of 122.69%, 113.15 and 105.82%,
respectively. The payment date which occurred on January 14, 2013
was taken into account in our analysis, but is not reflected in
the overcollateralization ratios reported on January 4, 2013.

Additionally, Moody's notes that the underlying portfolio includes
a number of investments in securities that mature after the
maturity date of the notes. Based on Moody's calculation,
securities that mature after the maturity date of the notes
currently make up approximately 21.6% of the underlying portfolio.
These investments potentially expose the notes to market risk in
the event of liquidation at the time of the notes' maturity.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011, key model inputs used by
Moody's in its analysis, such as par, weighted average rating
factor, diversity score, and weighted average recovery rate, may
be different from the trustee's reported numbers. In its base
case, Moody's analyzed the underlying collateral pool to have a
performing par and principal proceeds balance of $178.1 million,
defaulted par of $0, a weighted average default probability of
15.42% (implying a WARF of 2553), a weighted average recovery rate
upon default of 53.43%, and a diversity score of 42. 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.

LCM IV Ltd., issued in August 2005, is a collateralized loan
obligation backed primarily by a portfolio of senior secured
loans.

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

Moody's modeled the transaction using a cash flow model based on
the Binomial Expansion Technique, as described in Section 2.3 of
the "Moody's Approach to Rating Collateralized Loan Obligations"
rating methodology published in June 2011.

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

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

Moody's Adjusted WARF -- 20% (2042)

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

Moody's Adjusted WARF + 20% (3064)

Class A-1: 0
Class A-2: 0
Class B: 0
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 include:

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

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


LIGHTPOINT CLO III: Moody's Hikes Class C Notes Rating to 'Ba1'
---------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of the
following notes issued by Lightpoint CLO III, Ltd.:

U.S. $16,200,000 Class B Senior Secured Deferrable Floating Rate
Notes due 2017, Upgraded to Aaa (sf); previously on July 11, 2011
Upgraded to Aa2 (sf);

U.S. $35,750,000 Class C Secured Floating Rate Notes due 2017,
Upgraded to A2 (sf); previously on July 11, 2011 Upgraded to Ba1
(sf).

Moody's also affirmed the rating of the following notes:

U.S. $351,700,000 Class A-1A Senior Secured Floating Rate Notes
due 2017 (current balance of $178,508,887), Affirmed Aaa (sf);
previously on July 11, 2011 Upgraded to Aaa (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 July 2011. Moody's notes that the Class A-1A
Notes have been paid down by approximately 56% or $233 million
since the last rating action. Based on the latest trustee report
dated December 31, 2012, the Class A overcollateralization ratio
is reported at 146.57% versus May 2011 level of 121.6%. The deal
also benefits from a higher WAS compared to the last rating
action.

The APEX Revolver in this transaction is collateralized by a
$49.2M GIC. The rating action on the Class C Notes also reflects
the additional counterparty risk faced by the noteholders with
respect to Assured Guaranty Municipal Corp. (currently assigned an
A2 insurance financial strength rating), which acts as the GIC
provider under the Investment Agreement in the transaction.

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 $207 million, an
APEX Revolver of $49.2M, defaulted par of $6 million, a weighted
average default probability of 15.5% (implying a WARF of 2613), a
weighted average recovery rate upon default of 51.85%, and a
diversity score of 37. The default and recovery properties of the
collateral pool are incorporated in cash flow model analysis where
they are subject to stresses as a function of the target rating of
each CLO liability being reviewed. The default probability is
derived from the credit quality of the collateral pool and Moody's
expectation of the remaining life of the collateral pool. The
average recovery rate to be realized on future defaults is based
primarily on the seniority of the assets in the collateral pool.
In each case, historical and market performance trends and
collateral manager latitude for trading the collateral are also
factors.

Lightpoint CLO III, Ltd., issued in July 20, 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% (3136)

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

Moody's Adjusted WARF -- 20% (2090)

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

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

Sources of additional performance uncertainties are described
below:

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

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

3) Sensitivity to default timing scenarios: The junior and
mezzanine notes of this CLO structure rely significantly on excess
interest for additional credit enhancement. However, the
availability of such credit enhancement from excess interest is
subject to uncertainties relating to the timing and the amount of
defaults. Moody's modeled additional scenarios using concentrated
default timing profiles to assess the sensitivity of the notes'
ratings to volatility in the amount of excess interest available
after defaults.

4) Counterparty risk: The rating of the notes remain exposed to
the uncertainties of credit conditions in the US financial
guaranty insurance sector. The financial guaranty insurance sector
has not recovered from the financial crisis and deteriorating
creditworthiness could negatively impact the ratings of the notes.


MCF CLO I: Moody's Assigns '(P)Ba2' Rating to Class E Notes
-----------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following provisional ratings to notes to be issued by MCF CLO I
LLC:

U.S. $188,500,000 Class A Senior Secured Floating Rate Notes due
2023 (the "Class A Notes"), Assigned (P)Aaa (sf)

U.S. $26,500,000 Class B Senior Secured Floating Rate Notes due
2023 (the "Class B Notes"), Assigned (P)Aa2 (sf)

U.S. $33,500,000 Class C Secured Deferrable Floating Rate Notes
due 2023 (the "Class C Notes"), Assigned (P)A2 (sf)

U.S. $13,250,000 Class D Secured Deferrable Floating Rate Notes
due 2023 (the "Class D Notes"), Assigned (P)Baa2 (sf)

U.S. $26,000,000 Class E Secured Deferrable Floating Rate Notes
due 2023 (the "Class E Notes"), Assigned (P)Ba2 (sf)

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

Ratings Rationale

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

MCF CLO I is a managed cash flow CLO. The issued notes are
collateralized substantially by small to medium enterprise ("SME")
first-lien senior secured corporate loans. 100% of the portfolio
must be invested in first-lien senior secured loans, cash and
eligible investments. The underlying portfolio will be
approximately 70% ramped up as of the closing date.

MCF Capital Management, LLC (the "Manager" or "MCF Capital"), a
wholly-owned subsidiary of Madison Capital Funding LLC, will
direct the selection, acquisition and disposition of collateral on
behalf of the Issuer and may engage in trading activity, including
discretionary trading, during the transaction's three-year
reinvestment period. After the reinvestment period, no investing
is permitted.

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.

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.

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

Target Par Amount: $325,000,000
Diversity of 35
WARF of 3350
Weighted Average Spread of 4.75%
Weighted Average Coupon of 7.50%
Weighted Average Recovery Rate of 46.25%
Weighted Average Life of 7.5 years.

The Notes' performance is subject to uncertainty. The Notes'
performance is sensitive to the performance of the underlying
portfolio, which in turn depends on economic and credit conditions
that may change. The Manager's investment decisions and management
of the transaction will also affect the Notes' performance.

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:

Percentage Change in WARF -- WARF + 15% (from 3350 to 3853)

Impact in Rating Notches -- Class A Notes: 0

Impact in Rating Notches -- Class B Notes: -1

Impact in Rating Notches -- Class C Notes: -2

Impact in Rating Notches -- Class D Notes: -1

Impact in Rating Notches -- Class E Notes: -2

Percentage Change in WARF -- WARF + 30% (from 3350 to 4355)

Impact in Rating Notches -- Class A Notes: -1

Impact in Rating Notches -- Class B Notes: -2

Impact in Rating Notches -- Class C Notes: -3

Impact in Rating Notches -- Class D Notes: -2

Impact in Rating Notches -- Class E Notes: -2.

The V Score for this transaction is Medium/High. This V Score has
been assigned in a manner similar to the Medium/High V score
assigned for the global cash flow CLO sector, as described in the
special report titled "V Scores and Parameter Sensitivities in the
Global Cash Flow CLO Sector," (the "CLO V Score Report") dated
July 6, 2009, available on www.moodys.com. 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 in the
determination of this transaction's V Score, since loans publicly
rated by Moody's are the basis for the CLO V Score Report.

Moody's has assessed the sub-category, "Experience of,
Arrangements Among and Oversight of Transaction Parties," as
Medium for this transaction, instead of Low/Medium for the
benchmark CLO. The score of Medium reflects that this transaction
will be MCF Capital's first CLO transaction. This higher score for
"Experience of, Arrangements Among and Oversight of the
Transaction Parties" does not, however, cause this transaction's
overall composite V Score of Medium/High to differ from that of
the CLO sector benchmark.

In addition, several scores for sub-categories of the V Score
differ from the CLO sector benchmark scores because this is an SME
transaction. 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.

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


MERRILL LYNCH 2003-CA 10: Moody's Affirms Caa1 Rating on K Certs
----------------------------------------------------------------
Moody's Investors Service upgraded the ratings of four classes and
affirmed ten classes of Merrill Lynch Financial Assets Inc.,
Commercial Mortgage Pass-Through Certificates, Series 2003-Canada
10 as follows:

Cl. A-2, Affirmed Aaa (sf); previously on Jul 16, 2003 Definitive
Rating Assigned Aaa (sf)

Cl. B, Affirmed Aaa (sf); previously on Dec 13, 2006 Upgraded to
Aaa (sf)

Cl. C, Affirmed Aaa (sf); previously on Oct 16, 2008 Upgraded to
Aaa (sf)

Cl. D-1, Upgraded to Aa1 (sf); previously on Feb 3, 2011 Upgraded
to Aa3 (sf)

Cl. D-2, Upgraded to Aa1 (sf); previously on Feb 3, 2011 Upgraded
to Aa3 (sf)

Cl. E-1, Upgraded to A2 (sf); previously on Feb 3, 2011 Upgraded
to Baa1 (sf)

Cl. E-2, Upgraded to A2 (sf); previously on Feb 3, 2011 Upgraded
to Baa1 (sf)

Cl. F, Affirmed Ba1 (sf); previously on Jul 16, 2003 Definitive
Rating Assigned Ba1 (sf)

Cl. G, Affirmed Ba2 (sf); previously on Jul 16, 2003 Definitive
Rating Assigned Ba2 (sf)

Cl. H, Affirmed Ba3 (sf); previously on Jul 16, 2003 Definitive
Rating Assigned Ba3 (sf)

Cl. J, Affirmed B3 (sf); previously on Oct 1, 2009 Downgraded to
B3 (sf)

Cl. K, Affirmed Caa1 (sf); previously on Oct 1, 2009 Downgraded to
Caa1 (sf)

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

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

Ratings Rationale

The upgrades are due to increased credit subordination and stable
pool performance. The pool has paid down 36% since last review and
56% since securitization.

The affirmations of the principal classes are due to key
parameters, including Moody's loan to value (LTV) ratio, Moody's
stressed debt service coverage ratio (DSCR) and the Herfindahl
Index (Herf), remaining within acceptable ranges. Based on Moody's
current base expected loss, the credit enhancement levels for the
affirmed classes are sufficient to maintain their current ratings.
The IO classes, Class XC-1 and XC-2, are affirmed based on the
credit performance of their referenced classes.

Moody's rating action reflects a cumulative base expected loss of
1.9% of the current balance compared to 1.5% at last review. Base
expected losses plus realized losses represent 0.9% of the
original balance at this review compared to 1.0% of the original
balance at last review. Moody's provides a current list of base
and stress scenario losses for conduit and fusion CMBS
transactions on moodys.com at
http://v3.moodys.com/viewresearchdoc.aspx?docid=PBS_SF215255
Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels. If future performance materially declines, the
expected level of credit enhancement and the priority in the cash
flow waterfall may be insufficient for the current ratings of
these classes.

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

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

The methodologies used in this rating were "Moody's Approach to
Rating U.S. CMBS Conduit Transactions" published in September
2000, "Moody's Approach to Rating Canadian CMBS" published in May
2000, "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. The Interest-Only Methodology was used for the
rating of Classes XC-1 and XC-2.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.62 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
underlying rating of the loan which corresponds to a range of
credit enhancement levels. Actual fusion credit enhancement levels
are selected based on loan level diversity, pool leverage and
other concentrations and correlations within the pool. Negative
pooling, or adding credit enhancement at the underlying rating
level, is incorporated for loans with similar credit assessments
in the same transaction.

The conduit model includes a CMBS IO calculator which uses the
following inputs to calculate the proposed IO rating based on the
published methodology: original and current bond ratings and
credit assessments; original and current bond balances grossed up
for losses for all bonds the IO(s) reference(s) within the
transaction; and IO type 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 would provide both a Baa3
(sf) and Ba1 (sf) IO indication for consideration by the rating
committee.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 12 compared to 18 at Moody's prior review.

In cases where the Herf falls below 20, Moody's also employs the
large loan/single borrower methodology. This methodology uses the
excel-based Large Loan Model v8.5 and then reconciles and weights
the results from the two models in formulating a rating
recommendation. The large loan model derives credit enhancement
levels based on an aggregation of adjusted loan level proceeds
derived from Moody's loan level LTV ratios. Major adjustments to
determining proceeds include leverage, loan structure, property
type, and sponsorship. These aggregated proceeds are then further
adjusted for any pooling benefits associated with loan level
diversity, other concentrations and correlations.

Moody's ratings are determined by a committee process that
considers both quantitative and qualitative factors. Therefore,
the rating outcome may differ from the model output. The rating
action is a result of Moody's on-going surveillance of commercial
mortgage backed securities (CMBS) transactions. Moody's monitors
transactions on a monthly basis through two sets of quantitative
tools -- MOST(R) (Moody's Surveillance Trends) and CMM (Commercial
Mortgage Metrics) on Trepp -- and on a periodic basis through a
comprehensive review. Moody's prior full review is summarized in a
press release dated January 27, 2011.

Deal Performance

As of the January 14, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 56% to $202.7
million from $460.4 million at securitization. The Certificates
are collateralized by 29 mortgage loans ranging in size from less
than 1% to 11% of the pool, with the top ten loans representing
52% of the pool. Six loans, representing 33% of the pool, have
defeased and are collateralized with Canadian Government
securities. The defeased loans are all scheduled to mature in
2013.

Eleven loans, representing 27% of the pool, are on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package. As part of its
ongoing monitoring of a transaction, Moody's reviews the watchlist
to assess which loans have material issues that could impact
performance.

No loans have been liquidated from the pool. Additionally, no
loans are currently in special servicing.

Moody's was provided with full year 2010 and 2011 operating
results for 85% and 88%, respectively, of the pool's non-defeased
loans. Excluding defeased loans, Moody's weighted average LTV is
61% compared to 59% at Moody's prior review. Moody's net cash flow
reflects a weighted average haircut of 15% to the most recently
available net operating income. Moody's value reflects a weighted
average capitalization rate of 9.75%.

Excluding defeased loans, Moody's actual and stressed DSCRs are
1.52X and 2.07X, respectively, compared to 1.56X and 2.08X at last
review. Moody's actual DSCR is based on Moody's net cash flow
(NCF) and the loan's actual debt service. Moody's stressed DSCR is
based on Moody's NCF and a 9.25% stressed rate applied to the loan
balance.

The top three performing conduit loans represent 26% of the pool
balance. The largest loan is the RioCan Fairgrounds Loan ($21.3
million -- 10.5% of the pool), which is secured by a 250,000
square foot (SF) power center located approximately 50 miles
northwest of Toronto in Orangeville, Ontario. Major tenants
include Wal-Mart (leases 42% of NRA through 2017), Leon's (17% of
NRA though 2018) and Galaxy Theatres (10% of NRA though 2021). As
of April 2012, the center was 100% leased, the same as at last
review. The loan is full recourse to RioCan Real Investment Trust
(RioCan), the sponsor, and is amortizing on a 25-year amortization
schedule. The property's performance remains stable. Moody's LTV
and stressed DSCR are 64% and 1.62X, respectively, compared to 63%
and 1.63X, at last review.

The second largest loan is Lawrence Terrace Loan ($16.6 million --
8.2% of the pool), which is secured by a 410-unit mid-rise
apartment complex located in Toronto, Ontario. The property was
constructed in 1964. As of August 2012, the property was 95%
leased compared to 100% at last review. The loan is on the watch
list for low debt service coverage ratio due to an increase in
repairs and maintenance. Moody's views the spike in operating
expenses as temporary. Moody's LTV and stressed DSCR are 110% and
0.91X, respectively, compared to 113% and 0.91X at last review.

The third largest loan is The Junction (Phase I) Loan ($15.6
million -- 7.7% of the pool), which is secured by the borrower's
interest in a 370,000 SF power center (194,000 SF of collateral)
located in Mission, British Columbia. The collateral is anchored
by Sav-on-Foods, which leases 30% of the NRA through 2018. As of
January 2013, the property was 98% leased compared to 99% at last
review. The loan is full recourse to RioCan, the sponsor, and is
amortizing on a 22-year amortization schedule. Moody's LTV and
stressed DSCR are 39% and 2.59X, respectively, compared to 45% and
2.24X, at last review.


MERRILL LYNCH 2005-CA 16: Moody's Affirms Caa2 Rating on L Certs
----------------------------------------------------------------
Moody's Investors Service affirmed the ratings of 15 classes of
Merrill Lynch Financial Assets Inc., Commercial Mortgage Pass-
Through Certificates, Series 2005-Canada 16 as follows:

Cl. A-1, Affirmed Aaa (sf); previously on Jul 26, 2005 Definitive
Rating Assigned Aaa (sf)

Cl. A-2, Affirmed Aaa (sf); previously on Jul 26, 2005 Definitive
Rating Assigned Aaa (sf)

Cl. B, Affirmed Aa2 (sf); previously on Jul 26, 2005 Definitive
Rating Assigned Aa2 (sf)

Cl. C, Affirmed A2 (sf); previously on Jul 26, 2005 Definitive
Rating Assigned A2 (sf)

Cl. D-1, Affirmed Baa2 (sf); previously on Jul 26, 2005 Definitive
Rating Assigned Baa2 (sf)

Cl. D-2, Affirmed Baa2 (sf); previously on Jul 26, 2005 Definitive
Rating Assigned Baa2 (sf)

Cl. E-1, Affirmed Baa3 (sf); previously on Jul 26, 2005 Definitive
Rating Assigned Baa3 (sf)

Cl. E-2, Affirmed Baa3 (sf); previously on Jul 26, 2005 Definitive
Rating Assigned Baa3 (sf)

Cl. F, Affirmed Ba1 (sf); previously on Jul 26, 2005 Definitive
Rating Assigned Ba1 (sf)

Cl. G, Affirmed Ba2 (sf); previously on Jul 26, 2005 Definitive
Rating Assigned Ba2 (sf)

Cl. H, Affirmed B1 (sf); previously on Oct 1, 2009 Downgraded to
B1 (sf)

Cl. J, Affirmed B2 (sf); previously on Oct 1, 2009 Downgraded to
B2 (sf)

Cl. K, Affirmed Caa1 (sf); previously on Oct 1, 2009 Downgraded to
Caa1 (sf)

Cl. L, Affirmed Caa2 (sf); previously on Oct 1, 2009 Downgraded to
Caa2 (sf)

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

Ratings Rationale

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

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

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

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

The 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 Fusion U.S. CMBS Transactions" published in April 2005,
"Moody's Approach to Rating CMBS Large Loan/Single Borrower
Transactions" published in July 2000, "Moody's Approach to Rating
Canadian CMBS" published in May 2000, and "Moody's Approach to
Rating Structured Finance Interest-Only Securities" published in
February 2012. The Interest-Only Methodology was used for the
rating of Class X-C.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.62 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
underlying rating of the loan which corresponds to a range of
credit enhancement levels. Actual fusion credit enhancement levels
are selected based on loan level diversity, pool leverage and
other concentrations and correlations within the pool. Negative
pooling, or adding credit enhancement at the underlying rating
level, is incorporated for loans with similar credit assessments
in the same transaction.

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

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

In cases where the Herf falls below 20, Moody's also employs the
large loan/single borrower methodology. This methodology uses the
excel-based Large Loan Model v8.5 and then reconciles and weights
the results from the two models in formulating a rating
recommendation. The large loan model derives credit enhancement
levels based on an aggregation of adjusted loan level proceeds
derived from Moody's loan level LTV ratios. Major adjustments to
determining proceeds include leverage, loan structure, property
type, and sponsorship. These aggregated proceeds are then further
adjusted for any pooling benefits associated with loan level
diversity, other concentrations and correlations.

Moody's ratings are determined by a committee process that
considers both quantitative and qualitative factors. Therefore,
the rating outcome may differ from the model output. The rating
action is a result of Moody's on-going surveillance of commercial
mortgage backed securities (CMBS) transactions. Moody's monitors
transactions on a monthly basis through two sets of quantitative
tools -- MOST(R) (Moody's Surveillance Trends) and CMM (Commercial
Mortgage Metrics) on Trepp -- and on a periodic basis through a
comprehensive review. Moody's prior full review is summarized in a
press release dated January 27, 2011.

Deal Performance

As of the January 14, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 31% to $314.9
million from $458.7 million at securitization. The Certificates
are collateralized by 38 mortgage loans ranging in size from less
than 1% to 11% of the pool, with the top ten loans representing
71% of the pool. One loan, representing less than 1% of the pool,
is defeased and is collateralized with Canadian Government
securities.

Two loans, representing 2% of the pool, are on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package. As part of its
ongoing monitoring of a transaction, Moody's reviews the watchlist
to assess which loans have material issues that could impact
performance.

No loans have been liquidated from the pool. Additionally, no
loans are currently in special servicing.

Moody's was provided with full year 2010 and 2011 operating
results for 86% and 94%, respectively, of the pool's non-defeased
loans. Excluding defeased loans, Moody's weighted average LTV is
72% compared to 77% at Moody's prior review. Moody's net cash flow
reflects a weighted average haircut of 14% to the most recently
available net operating income. Moody's value reflects a weighted
average capitalization rate of 9.0%.

Excluding defeased loans, Moody's actual and stressed DSCRs are
1.60X and 1.44X, respectively, compared to 1.53X and 1.33X at last
review. Moody's actual DSCR is based on Moody's net cash flow
(NCF) and the loan's actual debt service. Moody's stressed DSCR is
based on Moody's NCF and a 9.25% stressed rate applied to the loan
balance.

The largest loan with an investment-grade credit assessment is the
EPR Pooled Senior Interest Loan ($34.8 million --11.0% of the
pool), which represents a 50% pari passu interest in a $69.6
million first mortgage. The loan is encumbered with a $22.9
million B-note held outside the trust. The loan is secured by four
separate multiplex anchored retail plazas totaling 985,000 square
feet (SF). All four multiplexes are operated by AMC Cinemas. As of
October 2012, the portfolio's weighted average occupancy was 97%
as compared to 98% at last review. The sponsor, EPR Properties
(Moody's senior unsecured rating - Baa3, stable outlook). The loan
benefits from a 20-year amortization schedule. Moody's credit
assessment and stressed DSCR are Aaa and 4.05X, essentially the
same as at last review.

The second loan with a credit assessment is the RioCan Mega Centre
Notre Dame Loan ($30.3 million -- 9.6% of the pool), which is
secured by a 182,000 SF portion of a 495,000 SF shadow anchored
retail center located in Montreal, Quebec. The loan is full
recourse to RioCan REIT (RioCan), Canada's largest REIT. As of
January 2012, the property was 96% leased compared to 98% at last
review. Moody's credit assessment and stressed DSCR are Baa3 and
1.01X, essentially the same as at last review.

The third loan with a credit assessment is the Calloway St.
Catharines Loan ($26.5 million -- 8.3% of the pool), which is
secured by a Wal-Mart anchored power center located southwest of
Toronto near the U.S. border. Wal-Mart's lease runs through August
2019. As of August 2012, the property was 99% leased compared to
100% at last review. The loan is full recourse to Calloway REIT.
Moody's credit assessment and stressed DSCR are A2 and 1.58X,
essentially the same as at last review.

The fourth loan with a credit assessment is the U-Haul Canada
Portfolio ($9.5 million -- 3.0% of the pool), which consists of
five cross-collateralized loans each secured by a separate self
storage facility. As of March 2012, the portfolio's weighted
average occupancy was 91% leased compared to 93% at last review.
Moody's credit assessment and stressed DSCR are Aa2 and 2.68X,
essentially the same as at last review.

The top three conduit loans represent approximately 24% of the
pool. The largest conduit loan is the Grant Park Shopping Centre
Loan ($28.6 million -- 9.1% of the pool), which is secured by a
392,000 SF anchored community shopping center located in Winnipeg,
Manitoba. As of March 2012 rent roll, the property was 96% leased
compared to 98% at last review. Major tenants include Zellers (30%
of the NRA; lease expiration in 2016), Safeway (15% of the NRA;
lease expiration in 2014) and Empire Theatres Limited (8% of the
NRA; lease expiration in 2013). Furthermore, there were new leases
for 4,200 square feet scheduled to commence in the 3rd quarter of
2012. The loan is benefitting from a 27-year amortization
schedule. Moody's LTV and stressed DSCR are 71% and 1.42X,
respectively, compared to 72% and 1.39X at last review.

The second largest conduit loan is Kitchener Food Basics Loan
($25.2 million -- 8.0% of the pool), which is secured by a 169,000
SF retail center located in Kitchener, Ontario. As of September
2012, the center was 100% leased, the same as at last review.
Major tenants include Winners N' More (31% of the NRA; lease
expiration in 2013 with three extension options), A&P Properties
(24% of the NRA; lease expiration in 2018) and Sport Check (10% of
the NRA; lease expiration in 2015). The loan is partial recourse
to First Capital Realty (Moody's senior unsecured rating Baa2,
stable outlook). Moody's LTV and stressed DSCR are 98% and 0.99X,
respectively, compared to 100% and .97X at last review.

The third largest conduit loan is the Rona Distribution Centre
Loan ($20.4 million -- 6.5% of the pool ), which is secured by a
790,000 SF industrial building located in the Boucherville suburb
of Montreal, Quebec. The property is 100% leased to Rona Inc.
through August 2019. Rona is the largest Canadian distributor and
retailer of hardware, renovation and gardening products. The loan
is full recourse to H&R REIT, the sponsor, and is benefitting from
a 25-year amortization schedule. Moody's LTV and stressed DSCR are
83% and 1.15X, respectively, compared to 86% and 1.10X at last
review.


MERRILL LYNCH 2005-CA 17: Moody's Affirms Caa1 Rating on L Certs
----------------------------------------------------------------
Moody's Investors Service affirmed the ratings of 13 classes of
Merrill Lynch Financial Assets Inc., Commercial Mortgage Pass-
Through Certificates, Series 2005-Canada 17 as follows:

Cl. A-1, Affirmed Aaa (sf); previously on Dec 7, 2005 Definitive
Rating Assigned Aaa (sf)

Cl. A-2, Affirmed Aaa (sf); previously on Dec 7, 2005 Definitive
Rating Assigned Aaa (sf)

Cl. B, Affirmed Aa2 (sf); previously on Dec 7, 2005 Definitive
Rating Assigned Aa2 (sf)

Cl. C, Affirmed A2 (sf); previously on Dec 7, 2005 Definitive
Rating Assigned A2 (sf)

Cl. D, Affirmed Baa2 (sf); previously on Dec 7, 2005 Definitive
Rating Assigned Baa2 (sf)

Cl. E, Affirmed Baa3 (sf); previously on Dec 7, 2005 Definitive
Rating Assigned Baa3 (sf)

Cl. F, Affirmed Ba1 (sf); previously on Dec 7, 2005 Definitive
Rating Assigned Ba1 (sf)

Cl. G, Affirmed Ba2 (sf); previously on Dec 7, 2005 Definitive
Rating Assigned Ba2 (sf)

Cl. H, Affirmed Ba3 (sf); previously on Dec 7, 2005 Definitive
Rating Assigned Ba3 (sf)

Cl. J, Affirmed B2 (sf); previously on Feb 3, 2011 Downgraded to
B2 (sf)

Cl. K, Affirmed B3 (sf); previously on Feb 3, 2011 Downgraded to
B3 (sf)

Cl. L, Affirmed Caa1 (sf); previously on Feb 3, 2011 Downgraded to
Caa1 (sf)

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

Ratings Rationale

The affirmations are due to key parameters, including Moody's loan
to value (LTV) ratio, Moody's stressed debt service coverage ratio
(DSCR) and the Herfindahl Index (Herf), remaining within
acceptable ranges. Based on Moody's current base expected loss,
the credit enhancement levels for the affirmed classes are
sufficient to maintain their current ratings. The rating of the IO
Class, Class XC is consistent with the credit performance of its
respective referenced classes and thus is affirmed.

Moody's rating action reflects a base expected loss of 2.1% of the
current balance. At last review, Moody's base expected loss was
2.2%. Moody's provides a current list of base losses for conduit
and fusion CMBS transactions on moodys.com at
http://v3.moodys.com/viewresearchdoc.aspx?docid=PBS_SF215255
Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels. If future performance materially declines, the
expected level of credit enhancement and the priority in the cash
flow waterfall may be insufficient for the current ratings of
these classes.

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

Primary sources of assumption uncertainty are the extent of growth
in the current macroeconomic environment 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 Fusion U.S. CMBS Transactions" published in April 2005,
"Moody's Approach to Rating Canadian CMBS" published in May 2000,
and "Moody's Approach to Rating Structured Finance Interest-Only
Securities" published in February 2012. The Interest-Only
Methodology was used for the rating of Classes XC.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.62 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) level are
driven by property type, Moody's actual and stressed DSCR, and
Moody's property quality grade (which reflects the capitalization
rate used by Moody's to estimate Moody's value). Conduit model
results at the B2 (sf) level are driven by a paydown analysis
based on the individual loan level Moody's LTV ratio. Moody's
Herfindahl score (Herf), a measure of loan level diversity, is a
primary determinant of pool level diversity and has a greater
impact on senior certificates. Other concentrations and
correlations may be considered in Moody's analysis. Based on the
model pooled credit enhancement levels at Aa2 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade credit assessments is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
credit assessment of the loan which corresponds to a range of
credit enhancement levels. Actual fusion credit enhancement levels
are selected based on loan level diversity, pool leverage and
other concentrations and correlations within the pool. Negative
pooling, or adding credit enhancement at the credit assessment
level, is incorporated for loans with similar credit assessments
in the same transaction.

The conduit model includes an IO calculator, which uses the
following inputs to calculate the proposed IO rating based on the
published methodology: original and current bond ratings and
credit assessments; original and current bond balances grossed up
for losses for all bonds the IO(s) reference(s) within the
transaction; and IO type as defined in the published methodology.
The calculator then returns a calculated IO rating based on both a
target and mid-point. For example, a target rating basis for a
Baa3 (sf) rating is a 610 rating factor. The midpoint rating basis
for a Baa3 (sf) rating is 775 (i.e. the simple average of a Baa3
(sf) rating factor of 610 and a Ba1 (sf) rating factor of 940). If
the calculated IO rating factor is 700, the CMBS IO calculator
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 13, compared to 14 at last review.

In cases where the Herf falls below 20, Moody's employs also the
large loan/single borrower methodology. This methodology uses the
excel-based Large Loan Model v 8.5. The large loan model derives
credit enhancement levels based on an aggregation of adjusted loan
level proceeds derived from Moody's loan level LTV ratios. Major
adjustments to determining proceeds include leverage, loan
structure, property type, and sponsorship. These aggregated
proceeds are then further adjusted for any pooling benefits
associated with loan level diversity, other concentrations and
correlations.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through a review
utilizing MOST(R) (Moody's Surveillance Trends) Reports and a
proprietary program that highlights significant credit changes
that have occurred in the last month as well as cumulative changes
since the last full transaction review. On a periodic basis,
Moody's also performs a full transaction review that involves a
rating committee and a press release. Moody's prior transaction
review is summarized in a press release dated January 26, 2012.

Deal Performance

As of the January 14, 2013 distribution date, the transaction's
aggregate certificate balance has decreased by 43% to $286.1
million from $502.8 million at securitization. The Certificates
are collateralized by 32 mortgage loans ranging in size from less
than 1% to 20% of the pool, with the top ten loans representing
72% of the pool. The pool includes two loans with investment-grade
credit assessments, representing 15% of the pool.

Two loans, representing 4% of the pool, are on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package. As part of its
ongoing monitoring of a transaction, Moody's reviews the watchlist
to assess which loans have material issues that could impact
performance.

One loan has been liquidated from the pool since securitization,
resulting in a realized loss of $189 thousand (11% loss severity).
There are currently no loans in special servicing.

Moody's was provided with a year 2011 operating results for 96% of
the pool. Moody's weighted average LTV is 79% compared to 85% at
Moody's prior review. Moody's net cash flow reflects a weighted
average haircut of 14% to the most recently available net
operating income. Moody's value reflects a weighted average
capitalization rate of 9.0%.

Moody's actual and stressed DSCRs are 1.55X and 1.33X,
respectively, compared to 1.47X and 1.25X at last review. Moody's
actual DSCR is based on Moody's net cash flow (NCF) and the loan's
actual debt service. Moody's stressed DSCR is based on Moody's NCF
and a 9.25% stressed rate applied to the loan balance.

The largest loan with a credit assessment is the College Square
Loan ($22.5 million -- 7.9% of the pool), which is secured by a
386,210 square foot anchored retail centre located in Ottawa,
Ontario. The center has maintained around 100% occupancy since
securitization. The center is anchored by Home Depot and Loblaws.
Performance has been stable. Moody's current credit assessment and
stressed DSCR are Aaa and 2.03X, respectively, compared to Aaa and
1.93X at last review.

The second loan with a credit assessment is the InnVest CMBS
Portfolio II Loan ($20.8 million -- 7.3% of the pool), which is
secured by ten limited service hotels with 781 rooms. The hotels
are located in Quebec, Ontario, New Brunswick, and Nova Scotia. As
of December 2011 occupancy and RevPar were 60.5% and $58.8,
respectively, compared to 62.9% and $58.5 at last review.
Performance has slightly declined since last review but it was
offset by amortization. Moody's current credit assessment and
stressed DSCR are A3 and 2.13X, respectively, compared to A3 and
2.14X at last review.

The top three performing conduit loans represent 38% of the pool
balance. The largest loan is the TransGlobe Pooled Senior Loan
($57.1 million -- 20.0% of the pool) which is secured by 25
multifamily properties containing a total of 2,302 units located
across Ontario and Nova Scotia. The loan represents a 55% interest
in a first mortgage loan of $103.9 million. There is also a $11.0
million B note held outside the trust. The loan previously was in
special servicing because the borrower obtained subordinate
financing without the lender's approval. The loan had been
modified, three properties were released and subordinated debt was
paid in full. In June 2012 one additional property was released
and replaced with Canadian defeasance collateral. The portfolio's
performance has slightly declined since last review due to lower
revenues. As of December 2011 occupancy was 93% compared to 97% at
last review. Moody's LTV and stressed DSCR are 91% and 1.01X,
respectively, compared to 88% and 1.03X at last review.

The second largest loan is the 2020 University Loan ($29.7 million
-- 10.4% of the pool), which is secured by a 446,253 square foot
office property located in Montreal, Quebec. As of August 2012 the
properly was 89% leased, the same as last review. Performance has
been stable. Moody's LTV and stressed DSCR are 83% and 1.24X,
respectively, compared to 87% and 1.18X at last review.

The third largest loan is the Calloway Calgary South East Loan
($21.3 million -- 7.4% of the pool), which is secured by a 215,399
square foot retail property located in Calgary, Alberta. As of
April 2012 the properly was 99% leased, compared to 100% at
securitization . Performance has slightly declined since last
review due to higher expenses. Moody's LTV and stressed DSCR are
78% and 1.14X, respectively, compared to 76% and 1.17X at last
review.


MERRILL LYNCH 2006-CA 18: Moody's Affirms 'B3' Rating on L Certs.
-----------------------------------------------------------------
Moody's Investors Service affirmed the ratings of 15 classes of
Merrill Lynch Financial Assets Inc., Commercial Mortgage Pass-
Through Certificates, Series 2006-Canada 18 as follows:

Cl. A-2, Affirmed Aaa (sf); previously on Mar 13, 2006 Definitive
Rating Assigned Aaa (sf)

Cl. A-3, Affirmed Aaa (sf); previously on Mar 13, 2006 Definitive
Rating Assigned Aaa (sf)

Cl. B, Affirmed Aa1 (sf); previously on Feb 2, 2012 Upgraded to
Aa1 (sf)

Cl. C, Affirmed A1 (sf); previously on Feb 2, 2012 Upgraded to A1
(sf)

Cl. D, Affirmed Baa2 (sf); previously on Mar 13, 2006 Definitive
Rating Assigned Baa2 (sf)

Cl. E, Affirmed Baa3 (sf); previously on Mar 13, 2006 Definitive
Rating Assigned Baa3 (sf)

Cl. F, Affirmed Ba1 (sf); previously on Mar 13, 2006 Definitive
Rating Assigned Ba1 (sf)

Cl. G, Affirmed Ba2 (sf); previously on Mar 13, 2006 Definitive
Rating Assigned Ba2 (sf)

Cl. H, Affirmed Ba3 (sf); previously on Mar 13, 2006 Definitive
Rating Assigned Ba3 (sf)

Cl. J, Affirmed B1 (sf); previously on Mar 13, 2006 Definitive
Rating Assigned B1 (sf)

Cl. K, Affirmed B2 (sf); previously on Mar 13, 2006 Definitive
Rating Assigned B2 (sf)

Cl. L, Affirmed B3 (sf); previously on Mar 13, 2006 Definitive
Rating Assigned B3 (sf)

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

Cl. XP-1, Affirmed Aaa (sf); previously on Mar 13, 2006 Definitive
Rating Assigned Aaa (sf)

Cl. XP-2, Affirmed Aaa (sf); previously on Mar 13, 2006 Definitive
Rating Assigned Aaa (sf)

Ratings Rationale

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

The ratings of the IO Classes, Class XC, XP-1 and XP-2, are
consistent with the expected credit performance of their
referenced classes and thus are affirmed.

Moody's rating action reflects a base expected loss of 2.3% of the
current balance. At last full review, Moody's base expected loss
was 2.0%. Moody's base expected loss plus realized loss is now
1.4% of the original pooled balance compared to 1.6% at last
review. Moody's provides a current list of base expected losses
for conduit and fusion CMBS transactions on moodys.com at
http://v3.moodys.com/viewresearchdoc.aspx?docid=PBS_SF215255
Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels. If future performance materially declines, the
expected level of credit enhancement and the priority in the cash
flow waterfall may be insufficient for the current ratings of
these classes.

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 Canadian CMBS" published in May
2000 and "Moody's Approach to Rating Structured Finance Interest-
Only Securities" published in February 2012. The Interest-Only
Methodology was used for the rating of Classes XC, XP-1 and XP-2.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.62 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) level are
driven by property type, Moody's actual and stressed DSCR, and
Moody's property quality grade (which reflects the capitalization
rate used by Moody's to estimate Moody's value). Conduit model
results at the B2 (sf) level are driven by a paydown analysis
based on the individual loan level Moody's LTV ratio. Moody's
Herfindahl score (Herf), a measure of loan level diversity, is a
primary determinant of pool level diversity and has a greater
impact on senior certificates. Other concentrations and
correlations may be considered in Moody's analysis. Based on the
model pooled credit enhancement levels at Aa2 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade credit assessments is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
credit assessment of the loan which corresponds to a range of
credit enhancement levels. Actual fusion credit enhancement levels
are selected based on loan level diversity, pool leverage and
other concentrations and correlations within the pool. Negative
pooling, or adding credit enhancement at the credit assessment
level, is incorporated for loans with similar credit assessments
in the same transaction.

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

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

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through a review
utilizing MOST(R) (Moody's Surveillance Trends) Reports and a
proprietary program that highlights significant credit changes
that have occurred in the last month as well as cumulative changes
since the last full transaction review. On a periodic basis,
Moody's also performs a full transaction review that involves a
rating committee and a press release. Moody's prior transaction
review is summarized in a press release dated February 6, 2012.

Deal Performance

As of the January 12, 2013 distribution date, the transaction's
aggregate certificate balance has decreased by 38% to $365.4
million from $590.2 million at securitization. The Certificates
are collateralized by 57 mortgage loans which range in size from
less than 1% to 13% of the pool, with the top ten loans
representing 56% of the pool. No loans have credit assessments.
One loan, representing 2% of the pool has defeased and is
collateralized by Canadian Government securities.

Fourteen loans, representing 12% of the pool, are on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package. As part of its
ongoing monitoring of a transaction, Moody's reviews the watchlist
to assess which loans have material issues that could impact
performance. No loans have been liquidated from the pool since
securitization. There are currently no loans in special servicing.

Moody's has assumed a high default probability for six poorly
performing loans representing 5% of the pool and has estimated a
$2.6 million loss (30% expected loss based on a 50% probability
default) from these troubled loans.

Moody's was provided with full year 2011 operating results for 73%
of the pool. Excluding troubled loans, Moody's weighted average
LTV is 76% compared to 80% at Moody's prior review. Moody's net
cash flow reflects a weighted average haircut of 11.1% to the most
recently available net operating income. Moody's value reflects a
weighted average capitalization rate of 9.1%.

Excluding troubled loans, Moody's actual and stressed DSCRs are
1.55X and 1.38X, respectively, compared to 1.49X and 1.28X at last
review. Moody's actual DSCR is based on Moody's net cash flow
(NCF) and the loan's actual debt service. Moody's stressed DSCR is
based on Moody's NCF and a 9.25% stressed rate applied to the loan
balance.

The top three performing loans represent 30% of the pool balance.
The largest loan is the TransGlobe Pooled Senior Loan ($46.7
million -- 12.8% of the pool), which represents a 45% pari-passu
interest in a $103.9 million A note. There is also $10.9 million B
note held outside the trust. The loan is secured by 25 multifamily
properties totaling 2,214 units located in Ontario and Nova
Scotia. The loan was transferred to special servicing in September
2009 because the borrower obtained subordinate financing without
the lender's approval. Prior to transferring back to the master
servicer, the loan was modified, three properties were released
and subordinate debt was repaid in full and a partial prepayment
of $9.0 million was made. The property performance has declined
year-over-year, with the total occupancy decreasing to 93%
compared to 97% at last review. Moody's LTV and stressed DSCR are
91% and 1.01X, respectively, compared to 88% and 1.04X at last
review.

The second largest loan is the Anchored Retail Portfolio Loan
($37.3 million -- 10.2% of the pool), which is secured by 14
retail centers ranging in size from 6,054 SF to 58,343 SF and
totaling 369,618 SF. Thirteen of the properties are located in
Quebec and one is located in Ontario. The largest tenant at each
center is Jean Coutu (34% of net rentable area), a Canadian
pharmacy chain, with leases maturing in 2020. Financial
performance declined slightly between year-end 2011 and 2010 with
occupancy remaining stable at 96% as of December 2011. The loan
has amortized 12% since securitization. Moody's LTV and stressed
DSCR are 91% and 1.07X, respectively, compared to 92% and 1.06X at
last review.

The third largest loan is the Halifax Marriott Center Loan ($25.2
million -- 6.9% of the pool), which is secured by a six-story full
service hotel located on Halifax's waterfront at the northern edge
of the central business district. The property is connected to the
Halifax Casino via a pedestrian walkway. Performance improved
since last review due to increases in occupancy and revenue per
available room (RevPar). The loan has amortized 16% since
securitization. Moody's LTV and stressed DSCR are 55% and 2.16X,
respectively, compared to 57% and 1.98X at last review


ML-CFC 2006-4: Moody's Cuts Ratings on 2 Cert. Classes to 'C'
-------------------------------------------------------------
Moody's Investors Service downgraded the ratings of eight classes
and affirmed 12 classes of ML-CFC Commercial Mortgage Trust 2006-4
Commercial Mortgage Pass-Through Certificates, Series 2006-4 as
follows:

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

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

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

Cl. A-SB, Affirmed Aaa (sf); previously on Jan 3, 2007 Definitive
Rating Assigned Aaa (sf)

Cl. A-1A, Affirmed Aaa (sf); previously on Jan 3, 2007 Definitive
Rating Assigned Aaa (sf)

Cl. AM, Affirmed A1 (sf); previously on Feb 2, 2012 Downgraded to
A1 (sf)

Cl. AJ, Downgraded to B3 (sf); previously on Feb 2, 2012
Downgraded to Ba3 (sf)

Cl. AJ-FL, Downgraded to B3 (sf); previously on Feb 2, 2012
Downgraded to Ba3 (sf)

Cl. B, Downgraded to Caa1 (sf); previously on Feb 2, 2012
Downgraded to B2 (sf)

Cl. C, Downgraded to Caa2 (sf); previously on Feb 2, 2012
Downgraded to Caa1 (sf)

Cl. D, Downgraded to Caa3 (sf); previously on Feb 2, 2012
Downgraded to Caa2 (sf)

Cl. XP, Affirmed Aaa (sf); previously on Jan 3, 2007 Definitive
Rating Assigned Aaa (sf)

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

Cl. E, Downgraded to C (sf); previously on Feb 2, 2012 Downgraded
to Caa3 (sf)

Cl. F, Downgraded to C (sf); previously on Feb 2, 2012 Downgraded
to Caa3 (sf)

Cl. G, Affirmed C (sf); previously on Feb 2, 2012 Downgraded to C
(sf)

Cl. H, Affirmed C (sf); previously on Feb 2, 2012 Downgraded to C
(sf)

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

Cl. A-2FX, Affirmed Aaa (sf); previously on Mar 15, 2010 Assigned
Aaa (sf)

Cl. AJ-FX, Downgraded to B3 (sf); previously on Feb 2, 2012
Downgraded to Ba3 (sf)

Ratings Rationale:

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

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

Moody's rating action reflects a base expected loss of USD350
million or 10.2% of the current balance. At last review, Moody's
base expected loss was USD345 million or 9.4%. 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.

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 Fusion U.S. CMBS Transactions" published in
April 2005. The methodology used in rating Interest-Only
Securities was "Moody's Approach to Rating Structured Finance
Interest-Only Securities" published in February 2012. The
Interest-Only Methodology was used for the rating of Classes XP
and XC.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.62 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) level are
driven by property type, Moody's actual and stressed DSCR, and
Moody's property quality grade (which reflects the capitalization
rate used by Moody's to estimate Moody's value). Conduit model
results at the B2 (sf) level are driven by a paydown analysis
based on the individual loan level Moody's LTV ratio. Moody's
Herfindahl score (Herf), a measure of loan level diversity, is a
primary determinant of pool level diversity and has a greater
impact on senior certificates. Other concentrations and
correlations may be considered in Moody's analysis. Based on the
model pooled credit enhancement levels at Aa2 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade credit assessments is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
credit assessment of the loan which corresponds to a range of
credit enhancement levels. Actual fusion credit enhancement levels
are selected based on loan level diversity, pool leverage and
other concentrations and correlations within the pool. Negative
pooling, or adding credit enhancement at the credit assessment
level, is incorporated for loans with similar credit assessments
in the same transaction.

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

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 46 compared to 48 at Moody's prior review.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through two sets of
quantitative tools -- MOST (Moody's Surveillance Trends) and CMM
(Commercial Mortgage Metrics) on Trepp -- and on a periodic basis
through a comprehensive review. Moody's prior full review is
summarized in a press release dated February 2, 2012.

Deal Performance

As of the January 14, 2013 distribution date, the transaction's
aggregate certificate balance has decreased by 24% to USD3.5
billion from USD4.5 billion at securitization. The Certificates
are collateralized by 236 mortgage loans ranging in size from less
than 1% to 11% of the pool, with the top ten loans representing
31% of the pool. The pool contains one loan with an investment
grade credit assessment that represents 1% of the pool.

Sixty-one loans, representing 23% of the pool, are on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package. As part of
Moody's ongoing monitoring of a transaction, Moody's reviews the
watchlist to assess which loans have material issues that could
impact performance.

Thirty-two loans have been liquidated from the pool, resulting in
an aggregate realized loss of USD182 million (52% loss severity
overall). Twenty-two loans, representing 11% of the pool, are
currently in special servicing. The largest specially-serviced
loan is Konover Hotel Portfolio Loan (USD63 million -- 1.8% of the
pool), which is secured by a portfolio of 15 limited service
hotels totaling 1,103 rooms located in Indiana, Michigan and
Kansas. The loan was transferred to special servicing in October
2009. Six properties located in Michigan are currently real
estate-owned (REO) and the lender and borrower are currently
working on a consensual transition of the remaining nine hotels
back to the lender through a consent foreclosure judgment.

The second-largest specially-serviced loan is the Sahara Pavilion
North Loan (USD56 million -- 1.6% share of the pool), which is
secured by a 334,000 square-foot (SF) retail property located in
Las Vegas, Nevada. The property became REO in June 2011 and was
50% leased as of December 2012. Decreased occupancy and operating
performance has in part been caused by the departure of Von's as
the property's grocery anchor. The tenant vacated its 50,000
square-foot space upon lease expiration in September 2011.

The third-largest specially-serviced loan is The Parksdale Loan
(USD50 million -- 1.4% share of the pool), which is secured by six
multi-story class B office buildings, totaling of 556,000 SF,
located in St. Louis Park, Minnesota. The property is located
approximately five miles west of downtown Minneapolis, Minnesota.
As of January 2013, the property was 78% leased compared to 83% at
last review. The remaining 19 specially serviced properties are
secured by a mix of property types. Moody's estimates an aggregate
USD163 million loss for the specially serviced loans (42% expected
loss on average).

Moody's has assumed a high default probability for 28 poorly-
performing loans representing 15% of the pool. Moody's analysis
attributes to these troubled loans an aggregate USD120 million
loss (23% expected loss severity based on a 50% probability of
default).

Moody's was provided with full year 2011 and partial year 2012
operating results for 95% and 87% of the pool's non-specially
serviced loans, respectively. Excluding specially serviced and
troubled loans, Moody's weighted average conduit LTV is 112%
compared to 116% at Moody's prior review. Moody's net cash flow
reflects a weighted average haircut of 11% to the most recently
available net operating income. Moody's value reflects a weighted
average capitalization rate of 9.7%.

Excluding specially serviced and troubled loans, Moody's conduit
actual and stressed DSCRs are 1.24X and 0.93X, respectively,
compared to 1.18X and 0.90X at last review. Moody's actual DSCR is
based on Moody's net cash flow (NCF) and the loan's actual debt
service. Moody's stressed DSCR is based on Moody's NCF and a 9.25%
stressed rate applied to the loan balance.

The loan with a credit assessment is the White Oaks Mall Loan
(USD50 million -- 1.4%), which is secured by an 834,000 SF
regional mall located in Springfield, Illinois. The loan is
interest only for its entire 10-year term. The property was 89%
leased as of December 2011, essentially the same at last review.
The center is anchored by Sears, Macy's and Bergner's. Moody's
current credit assessment and stressed DSCR are Baa1 and 1.50X,
respectively, compared to Baa1 and 1.52X at last review.

The top three performing conduit loans represent 19% of the pool
balance. The largest loan is the Park La Brea Apartments Loan
(USD387.5 million -- 11.2%), which represents a pari passu
interest in a USD775 million first mortgage loan. The loan is
secured by a 4,238-unit multifamily complex located in Hollywood,
California. The property was 96% leased as of October 2012,
essentially the same at last review. The loan is interest only for
its entire 10 year term. Moody's LTV and stressed DSCR are 101%
and 0.80X, respectively, compared to 104% and 0.78X at last
review.

The second largest loan is the Pinnacle Hills Promenade Loan
(USD140 million -- 3.8%), which is secured by a 661,071 SF
(425,965 SF of which represents loan collateral) open air retail
center located in Rogers, Arkansas. The mall is anchored by
Dillard's and J.C. Penney and was 94% leased as of September 2012.
The loan was modified to extend the maturity to December 12, 2014.
The loan will remain interest only for its remaining term. Moody's
LTV and stressed DSCR are 184% and 0.57X, respectively, compared
to 157% and 0.67X at last review.

The third largest loan is the Central Park Shopping Center Loan
(USD125 million - 3.6%), which is secured by a retail property
located in Fredericksburg, Virginia. The loan is currently on the
watchlist due to a low DSCR which was caused by continued low
occupancy. The property was 84% leased as of September 2012,
essentially the same at last review. Moody's LTV and stressed DSCR
are 161% and 0.60X, respectively, compared to 162% and 0.60X at
last review.


MORGAN STANLEY 2007-XLC1: Fitch Cuts Rating on Class G Note to 'C'
------------------------------------------------------------------
Fitch Ratings has affirmed five and downgraded two classes of
Morgan Stanley 2007-XLC1, Ltd. and Morgan Stanley 2007-XLC1, LLC,
(Morgan Stanley 2007-XLC1) reflecting Fitch's base case loss
expectation of 45.3%. Fitch's performance expectation incorporates
prospective views regarding commercial real estate market value
and cash flow declines. A detailed list of rating actions follows
at the end of this release.

Sensitivity/Rating Drivers:

The portfolio is very concentrated with only six assets remaining.
Current CDO collateral consists of mezzanine debt (77.6%), an A-
note (15.1%), one REO asset (6.8%), and a B-note (0.5 %). The
current percentage of defaulted assets and loans of concern is
38.2% and 23.2%, respectively, compared to 4.8% and 67.9% at last
review.

Since Fitch's last rating action, the senior class, A-2, has
received additional pay down of $71.5 million due to the full
payoff of four loans, property releases, and partial pay downs.
Further, as of the January 2013 trustee report, the CDO is failing
its C/D/E and F/G/H overcollateralization test resulting in the
diversion of interest payments for classes F and below towards
principal of the senior class. The transaction has also suffered
from recent interest coverage failures, including the October
through December 2012 tests.

Under Fitch's methodology, approximately 80.9% of the portfolio is
modeled to default in the base case stress scenario, defined as
the 'B' stress. Modeled recoveries average 44%.

The largest component of Fitch's base case loss expectation is a
defaulted mezzanine loan (31.4%) secured by interests in a
portfolio of five full-service hotels (1,910 keys) located in
Stamford, CT; Sonoma, CA; Norfolk, VA; Atlanta, GA; and
Southfield, MI. The hotels are under the Marriott, Hilton,
Sheraton, and Westin flags. Due to economic conditions, the
portfolio has not performed up to expectations. The portfolio
matured without repayment in October 2012. Fitch modeled a
substantial loss on this position in its base case scenario.

The next largest component of Fitch's base case loss expectation
is an A-note (15.1%) secured by approximately 60 acres of land
located in Las Vegas, NV. The property, which is in the process of
being master planned and rezoned for development, is currently
comprised of improved land with 457 apartments and 425,000 square
feet (sf) of office/industrial space, and 20 acres of vacant land.
Fitch modeled a term default and significant loss on this position
in its base case scenario.

This transaction was analyzed according to the 'Surveillance
Criteria for U.S. CREL CDOs and CMBS Large Loan Floating-Rate
Transactions', which applies stresses to property cash flows and
debt service coverage ratio (DSCR) tests to project future default
levels for the underlying portfolio. Recoveries for the loan
assets are based on stressed cash flows and Fitch's long-term
capitalization rates. The default levels were then compared to the
breakeven levels generated by Fitch's cash flow model of the CDO
under the various default timing and interest rate stress
scenarios, as described in the report 'Global Criteria for Cash
Flow Analysis in CDOs'. Based on this analysis, the breakeven
rates for classes A-2 through C are generally consistent with the
ratings assigned below. Negative Outlooks were assigned based on
the potential for further negative credit migration of this highly
concentrated portfolio.

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

Fitch affirms these classes, and revises Outlooks as indicated:

-- $18.4 million class A-2 at 'BBBsf'; Outlook to Negative from
    Positive;

-- $58.6 million class B at 'BBsf'; Outlook to Negative from
    Stable;

-- $25.5 million class C at 'Bsf'; Outlook to Negative from
    Stable;

-- $12 million class D at 'CCCsf'; RE 100%;

-- $9.8 million class E at 'CCCsf'; RE 0%.

Fitch downgrades these classes as indicated:

-- $20.3 million class F to 'CCsf' from 'CCCsf'; RE 0%;

-- $14.3 million class G to 'C' from 'CCCsf'; RE 0%.


MORGAN STANLEY 2013-C8: S&P Gives Prelim. B Rating to Cl. G Notes
-----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary
ratings to Morgan Stanley Bank of America Merrill Lynch Trust
2013-C8's $1,137.9 million commercial mortgage pass-through
certificates series 2013-C8.

The note issuance is a commercial mortgage-backed securities
transaction backed by 54 commercial mortgage loans with an
aggregate principal balance of $1,137.9 million, secured by the
fee and leasehold interests in 62 properties across 20 states.

The preliminary ratings are based on information as of Jan. 29,
2013.  Subsequent information may result in the assignment of
final ratings that differ from the preliminary ratings.

The preliminary ratings reflect the credit support provided by the
transaction structure, S&P's view of the underlying collateral's
economics, the trustee-provided liquidity, the collateral pool's
relative diversity, and S&P's overall qualitative assessment 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 Standard & Poor's 17g-7 Disclosure Report included in this
credit rating report is available at:

        http://standardandpoorsdisclosure-17g7.com/1271.pdf

PRELIMINARY RATINGS ASSIGNED

MSBAM Mortgage Securities Trust 2013-GC10

Class    Rating          Amount ($)
A-1      AAA (sf)        75,700,000
A-2      AAA (sf)       145,900,000
A-SB     AAA (sf)        98,964,000
A-3      AAA (sf)       140,000,000
A-4      AAA (sf)       335,996,000
X-A      AAA (sf)       904,665,000(ii)
A-S      AAA (sf)       108,105,000
B        AA- (sf)        68,276,000
PST(iii) A- (sf)        219,054,000
C        A- (sf)         42,673,000
X-B(i)   AA- (sf)        68,276,000(ii)
D(i)     BBB- (sf)       48,363,000
E(i)     BB (sf)         19,914,000
F(i)     BB- (sf)        12,802,000
G(i)     B (sf)          21,336,000
H(i)     NR              19,914,694

  (i)  Non-offered certificates.
(ii)  Notional balance.
(iii)  Exchangeable certificates.
  CE - Credit enhancement.
  NR - Not rated.
  N/A - Not applicable.


MSBAM 2013-C8: Fitch to Rate Class F Certificates at 'Bsf'
----------------------------------------------------------
Fitch Ratings has issued a presale report on the Banc of America
Merrill Lynch Commercial Mortgage Inc. MSBAM 2013-C8 commercial
mortgage pass-through certificates.

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

--$75,700,000 class A-1 'AAAsf'; Outlook Stable;
--$145,900,000 class A-2 'AAAsf'; Outlook Stable;
--$98,964,000 class ASB 'AAAsf'; Outlook Stable;
--$140,000,000 class A-3 'AAAsf'; Outlook Stable;
--$335,996,000 class A-4 'AAAsf'; Outlook Stable;
--$108,105,000b class A-S 'AAAsf'; Outlook Stable;
--$68,276,000b class B 'AA-sf'; Outlook Stable;
--$219,054,000b class PST 'A-sf'; Outlook Stable;
--$42,673,000b class C 'A-sf'; Outlook Stable;
--$904,665,000c class X-A 'AAAsf'; Outlook Stable;
--$68,276,000a,c class X-B 'AA-sf'; Outlook Stable;
--$48,363,000a class D 'BBB-sf'; Outlook Stable;
--$19,914,000a class E 'BBsf'; Outlook Stable;
--$12,802,000a class F 'Bsf'; Outlook Stable;

a Privately placed pursuant to Rule 144A.
b Class A-S, class B, and class C certificates may be exchanged
   for class PST Certificates, and class PST Certificates may be
   exchanged for class A-S, class B and class C certificates.
c Notional amount and interest-only.

The expected ratings are based on information provided by the
issuer as of Jan. 24, 2013. Fitch does not expect to rate the
$21,336,000 class G or the $19,914,694 class H.

The certificates represent the beneficial ownership in the trust,
primary assets of which are 54 loans secured by 62 commercial
properties having an aggregate principal balance of approximately
$1.138 billion as of the cutoff date. The loans were contributed
to the trust by Bank of America, National Association and Morgan
Stanley Mortgage Capital Holdings LLC.

Fitch reviewed a comprehensive sample of the transaction's
collateral, including site inspections on 86.2% of the properties
by balance, cash flow analysis of 87.8%, and asset summary reviews
on 87.8% of the pool.

The transaction has a Fitch stressed debt service coverage ratio
(DSCR) of 1.37x, a Fitch stressed loan-to-value (LTV) of 99.1%,
and a Fitch debt yield of 9.9%. Fitch's aggregate net cash flow
represents a variance of 8.3% to issuer cash flows.

The Master Servicer and Special Servicer will be Wells Fargo Bank,
National Association and NS Servicing II, LLC, National
Association, rated 'CMS2' and 'CSS3+', respectively, by Fitch.


N-45O FIRST: Moody's Affirms 'B1 (sf)' Rating on Cl. F Securities
-----------------------------------------------------------------
Moody's Investors Service affirmed the ratings of seven classes of
N-45o First CMBS Issuer Corporation Series 2003-1 as follows:

Cl. A-2, Affirmed Aaa (sf); previously on Jun 18, 2003 Definitive
Rating Assigned Aaa (sf)

Cl. B, Affirmed Aaa (sf); previously on Dec 21, 2006 Upgraded to
Aaa (sf)

Cl. C, Affirmed Aaa (sf); previously on Mar 4, 2010 Upgraded to
Aaa (sf)

Cl. D, Affirmed Aa2 (sf); previously on Feb 9, 2012 Upgraded to
Aa2 (sf)

Cl. E, Affirmed Baa2 (sf); previously on Feb 9, 2012 Upgraded to
Baa2 (sf)

Cl. F, Affirmed B1 (sf); previously on Feb 9, 2012 Upgraded to B1
(sf)

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

Ratings Rationale

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

Moody's rating action reflects a base expected loss of 1.5% of the
current balance compared to 1.7% at last review. Moody's provides
a current list of base losses for conduit and fusion CMBS
transactions on moodys.com at
http://v3.moodys.com/viewresearchdoc.aspx?docid=PBS_SF215255
Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels. If future performance materially declines, the
expected level of credit enhancement and the priority in the cash
flow waterfall may be insufficient for the current ratings of
these classes.

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

Primary sources of assumption uncertainty are the extent of growth
in the current macroeconomic environment 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 Conduit Transactions" published on September 15, 2000,
"Moody's Approach to Rating Canadian CMBS", published on May 26,
2000, "Moody's Approach to Rating Structured Finance Interest Only
Securities" published on February 22, 2012 and "Moody's Approach
to Rating Large Loan/Single Borrower Transactions" published in
July 2000. The Interest-Only Methodology was used for the rating
of Class IO.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.62 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) level are
driven by property type, Moody's actual and stressed DSCR, and
Moody's property quality grade (which reflects the capitalization
rate used by Moody's to estimate Moody's value). Conduit model
results at the B2 (sf) level are driven by a paydown analysis
based on the individual loan level Moody's LTV ratio. Moody's
Herfindahl score (Herf), a measure of loan level diversity, is a
primary determinant of pool level diversity and has a greater
impact on senior certificates. Other concentrations and
correlations may be considered in Moody's analysis. Based on the
model pooled credit enhancement levels at Aa2 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade credit assessments is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
credit assessment of the loan which corresponds to a range of
credit enhancement levels. Actual fusion credit enhancement levels
are selected based on loan level diversity, pool leverage and
other concentrations and correlations within the pool. Negative
pooling, or adding credit enhancement at the credit assessment
level, is incorporated for loans with similar credit assessments
in the same transaction.

The conduit model includes an IO calculator, which uses the
following inputs to calculate the proposed IO rating based on the
published methodology: original and current bond ratings and
credit assessments; original and current bond balances grossed up
for losses for all bonds the IO(s) reference(s) within the
transaction; and IO type as defined in the published methodology.
The calculator then returns a calculated IO rating based on both a
target and mid-point. For example, a target rating basis for a
Baa3 (sf) rating is a 610 rating factor. The midpoint rating basis
for a Baa3 (sf) rating is 775 (i.e. the simple average of a Baa3
(sf) rating factor of 610 and a Ba1 (sf) rating factor of 940). If
the calculated IO rating factor is 700, the CMBS IO calculator
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 2 compared to 4 at Moody's prior review.

In cases where the Herf falls below 20, Moody's also employs the
large loan/single borrower methodology. This methodology uses the
excel-based Large Loan Model v 8.5 and then reconciles and weights
the results from the two models in formulating a rating
recommendation. The large loan model derives credit enhancement
levels based on an aggregation of adjusted loan level proceeds
derived from Moody's loan level LTV ratios. Major adjustments to
determining proceeds include leverage, loan structure, property
type, and sponsorship. These aggregated proceeds are then further
adjusted for any pooling benefits associated with loan level
diversity, other concentrations and correlations.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through a review
utilizing MOST(R) (Moody's Surveillance Trends) Reports and a
proprietary program that highlights significant credit changes
that have occurred in the last month as well as cumulative changes
since the last full transaction review. On a periodic basis,
Moody's also performs a full transaction review that involves a
rating committee and a press release. Moody's prior transaction
review is summarized in a press release dated February 9, 2012.

Deal Performance

As of the January 15, 2013 distribution date, the transaction's
aggregate certificate balance has decreased by 85% to $85.8
million from $559.7 million at securitization. The Certificates
are collateralized by six mortgage loans ranging in size from 1%
to 68% of the pool. No loans have credit assessments. One loan,
representing 10% of the deal, has defeased and is secured by
Canadian Government securities.

Four loans, representing 85% of the deal, are on the master
servicer's watchlist. The largest loan on the watchlist, State
Street Financial Centre is on the watchlist due to a pending large
lease maturity. This lease has been extended to 2023 and the loan
should be removed from the next monthly watchlist. Another loan on
the watchlist is a defeased loan maturing within 90 days.
Replacement security of this loan is Government of Canada Bonds.
The watchlist includes loans which meet certain portfolio review
guidelines established as part of the CRE Finance Council (CREFC)
monthly reporting package. As part of Moody's ongoing monitoring
of a transaction, Moody's reviews the watchlist to assess which
loans have material issues that could impact performance.

No loans have been liquidated from the pool since securitization.
There are currently no loans in special servicing.

Moody's was provided with full year 2011 operating results for
100% of the pool.

Moody's weighted average LTV is 58% compared to 57% at Moody's
prior review. Moody's net cash flow reflects a weighted average
haircut of 18.9% to the most recently available net operating
income. Moody's value reflects a weighted average capitalization
rate of 8.9%.

Moody's actual and stressed DSCRs are 1.32X and 1.84X,
respectively, compared to 1.47X and 1.95X at last review. Moody's
actual DSCR is based on Moody's net cash flow (NCF) and the loan's
actual debt service. Moody's stressed DSCR is based on Moody's NCF
and a 9.25% stressed rate applied to the loan balance.

The top three conduit loans represent 84% of the pool balance. The
largest loan is the State Street Financial Centre Loan ($52.4
million -- 61.2%), which is secured by a 413,937 square foot Class
A office building located in Toronto, Ontario. The property was
99.9% leased as of April 2012 compared to 94% at last review. This
loan is due to mature on September 15, 2013. Moody's LTV and
stressed DSCR are 58% and 1.72X respectively, compared to 61% and
1.63X at last review.

The second largest loan is Zellers Centre ($11.8 million --
13.8%), which is secured by a 1,092,673 square foot
warehouse/office complex located in Brampton, Ontario. The
property is 100% triple-net leased to the Hudson's Bay Company and
serves as Zellers headquarters and warehouse. Target has acquired
the leasehold and interest of 189 Zellers locations and remaining
stores will either be closed or bought by other retailers. This
property was not acquired by Target. The Borrower has confirmed
that the lease has been extended by virtue of the fact that the
tenant did not give the required notice to not extend. The
property is owner-occupied at a non-arm's length lease expiring on
February 28th, 2023. The tenant is contractually obligated to pay
rent for the entire term, however, Moody's remains concerned about
the borrower's ability to refinance at loan maturity. This loan
matures in February 2014. Moody's LTV and stressed DSCR are 66%
and 1.65X, respectively, compared to 63% and 1.72X at last review.

The third largest loan is Centre Maxi ($7.97 million -- 9.3%),
which is secured by a 121,572 square foot anchored retail property
located in Trois-Rivieres West, QC. 2011 financial statements
reflect a slight decrease in occupancy of 98% from 100% at prior
review. This loan matures on March 15, 2013. The Moody's LTV and
stressed DSCR are 66% and 1.55X, respectively, compared to 67% and
1.52X at last review.


N-STAR IX: S&P Lowers Rating on 9 Note Classes to 'CCC-(sf)'
------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 12
classes from N-Star Real Estate CDO IX Ltd. (N-Star IX), a U.S.
commercial real estate collateralized debt obligation (CRE CDO)
transaction, and removed them from CreditWatch with negative
implications.

The downgrades primarily reflect S&P's analysis of the
transaction's liability structure and the credit characteristics
of the underlying collateral using S&P's criteria for rating
global CDOs backed by pooled structured finance (SF) assets.  S&P
also considered the amount of defaulted assets in the transaction
and their expected recoveries in S&P's analysis.

S&P's CDO of SF criteria include revisions to its assumptions on
correlations, recovery rates, and default patterns and timings of
the collateral.  Specifically, correlations on commercial real
estate assets increased to 70%.  The criteria also incorporate
supplemental stress tests (largest obligor default test and
largest industry default test) in S&P's analysis.

The downgrades also reflect the transaction's exposure to
underlying commercial mortgage-backed securities (CMBS), CRE CDOs,
and resecuritized real estate mortgage investment conduit (re-
REMIC) collateral that has experienced negative rating actions.
The downgraded collateral includes 88 securities from 69
transactions and total $492.3 million (47.5% of the total asset
balance).

According to the Dec. 31, 2012, trustee report, the transaction's
collateral totaled $1.04 billion, and the transaction's
liabilities totaled $767.8 million, which is down from
$800.0 million in liabilities at issuance.  The transaction's
current asset pool included the following:

   -- 156 CMBS tranches ($732.2 million, 70.6% of the collateral
      pool);

   -- 23 CRE CDO or re-REMIC tranches ($210.0 million, 20.3%);

   -- Four senior participation loans ($43.9 million, 4.2%);

   -- Three real estate investment trust (REIT) or real estate
      operating company (REOC) securities ($31.5 million, 3.0%);
      and

   -- Two junior participation loans ($19.0 million, 1.8%).

The trustee report noted 53 defaulted CMBS, CRE CDO, and re-REMIC
securities ($264.6 million, 26.3%) and one defaulted loan, the
Memorial Mall senior participation loan ($12.5 million, 1.2%).
Standard & Poor's estimated a significant loss for the Memorial
Mall loan asset upon resolution.  S&P based the recovery rate on
information from the collateral manager, special servicer, and
third-party data providers.

S&P applied asset-specific recovery rates in its analysis of the
five performing loans ($50.4 million, 4.9%) using its criteria and
property evaluation methodology for U.S. and Canadian CMBS and
S&P's CMBS global property evaluation methodology, both published
Sept. 5, 2012.  S&P also considered qualitative factors such as
the near-term maturities of the loans and refinancing prospects.

S&P's analysis of N-Star IX reflected exposure to the following
certificates that Standard & Poor's has lowered:

   -- Greenwich Capital Commercial Funding Corp. 2007-GG9 (Classes
      AJ, D, G, and H; $27.0 million, 2.6%);

   -- Aphex Capital NSCR 2007-7SR Ltd (classes E and F;
      $22.5 million, 2.2%);

   -- Wachovia Bank Commercial Mortgage Trust 2007-C33 (Classes E,
      G, and J; $21.5 million, 2.1%);

   -- JPMorgan -CIBC Commercial Mortgage-Backed Securities Trust
      2006-RR1 (Class A-1; $18.7 million, 1.8%); and

   -- LB-UBS Commercial Mortgage Trust 2006-C6 (Classes G and H;
      $17.9 million, 1.7%).

According to the Dec. 31, 2012, trustee report, the deal is
passing all overcollateralization coverage tests and interest
coverage tests.

In addition, S&P's analysis considers the prior cancellations of
subordinate notes.  According to the Feb. 1, 2012, trustee report,
as well as a notice from the trustee, U.S. Bank N.A., certain
subordinate notes were canceled before they were repaid through
the transaction's payment waterfall.  S&P's ratings reflect its
assessment of any risks and credit stability considerations
regarding the subordinate note cancellations.

The notes cancelled without payment are as follows:

Tranche            Canceled (US$)

B                       5,280,000
D                       8,000,000
G                       8,500,000
H                       2,200,000

To assess the risks and credit stability considerations regarding
certain subordinate note cancellations, S&P applied the following
stresses it deemed appropriate:

   -- S&P generated a cash-flow analysis using two scenarios.  The
      first scenario used the current balances of the notes,
      including any note cancellations, when modeling the interest
      or principal diversion mechanisms.

   -- The second scenario recognized only the balance of the
      senior notes in the calculation of any interest or principal
      diversion mechanisms.  Using the two scenarios, S&P then
      applied the lower of the rating levels as the starting point
      for its rating analysis for each class of notes.

   -- Finally, S&P reviewed the level of cushion relative to its
      credit stability criteria and made further adjustments to
      the ratings that S&P believed were appropriate.

For additional details on S&P's assessment of the rated
transactions with note cancellations, see "42 Ratings Lowered On
Nine U.S. CLO Transactions That Experienced Note Cancellations;
$4.95 Billion Of Issuance Affected," published April 26, 2010.

Standard & Poor's will continue to review whether, in its view,
the ratings assigned to the notes remain consistent with the
credit enhancement available to support them and take rating
actions 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 Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

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

            http://standardandpoorsdisclosure-17g7.com

RATINGS LOWERED AND REMOVED FROM CREDITWATCH

N-Star Real Estate CDO IX Ltd.

                  Rating
Class     To                   From

A-1       B+ (sf)              A+ (sf)/Watch Neg
A-2       CCC+ (sf)            BBB+ (sf)/Watch Neg
A-3       CCC (sf)             BBB- (sf)/Watch Neg
B         CCC- (sf)            BB+ (sf)/Watch Neg
C         CCC- (sf)            BB+ (sf)/Watch Neg
D         CCC- (sf)            BB (sf)/Watch Neg
E         CCC- (sf)            BB (sf)/Watch Neg
F         CCC- (sf)            BB- (sf)/Watch Neg
G         CCC- (sf)            BB- (sf)/Watch Neg
H         CCC- (sf)            B+ (sf)/Watch Neg
J         CCC- (sf)            B+ (sf)/Watch Neg
K         CCC- (sf)            B (sf)/Watch Neg


NATIONAL COLLEGIATE: S&P Lowers Rating on Class B Notes to 'D(sf)'
------------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on the class
B notes from National Collegiate Student Loan Trust 2006-4 to 'D
(sf)' from 'CC (sf)'.

"We lowered our rating to 'D (sf)' because the affected class did
not receive any interest payment on the Jan. 25, 2013,
distribution date.  The series 2006-4 transaction breached its
class B note interest trigger due to the cumulative default and
parity tests failures.  The cumulative default test failed because
cumulative defaults of 34.39% are above the current required
threshold of 25% as of Jan. 25, 2013.  The parity test failed
because the class
A note aggregate outstanding balance exceeded the sum of the
collateral balance plus the amounts on deposit in the reserve
account.  The aforementioned parity test was 99.74% as of Jan. 25,
2013.  The increase in defaults and declines in parity reflect the
effect that the continuing poor collateral performance has had on
this transaction," S&P said.

The class B note interest trigger was breached because it failed
its cumulative default and parity tests, which prompted the
interest shortfall.  The class B note interest trigger is tested
monthly, and the transaction can cure the breach if it passes the
appropriate performance tests on subsequent distribution dates.
S&P lowered its rating on the class B notes to 'CC (sf)' on April
5, 2012, because of adverse collateral performance leading to
declines in parity.

"We believe this transaction will continue to breach its class B
note interest trigger for the foreseeable future due to the
underlying pool of private student loans' continued adverse
performance trends, including the accelerated pace at which the
transaction has been realizing defaults.  The class B note
interest trigger breach, as well as the resulting interest
reprioritization to pay down senior bonds, resulted in an interest
shortfall to the class B notes on the distribution date.  The
transaction may draw on its reserve account to cover fees to the
servicer, trustee, paying agent, and administrator, as well as
backup administrator fees and expenses, and class A, B, C, and D
note interest when no triggers are in effect.  However, when a
class B notes interest trigger is in effect, the reserve account
cannot be drawn on to cover interest payments to the class B
notes," S&P added.

Standard & Poor's will continue to monitor the performance of the
student loan receivables backing this trust relative to its
cumulative default expectations and available credit enhancement.

          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.


NEWCASTLE CDO VIII: Fitch Affirms CCC Ratings on 7 Note Classes
---------------------------------------------------------------
Fitch Ratings has affirmed all classes of Newcastle CDO VIII 1,
Ltd./Newcastle CDO VIII 2, Ltd./ Newcastle CDO VIII, LLC
(collectively, Newcastle CDO VIII) reflecting Fitch's base case
loss expectation of 32.9%. Fitch's performance expectation
incorporates prospective views regarding commercial real estate
market value and cash flow declines.

Sensitivity/Rating Drivers

Since Fitch's last rating action, classes I-A and I-AR have paid
down by $55.2 million primarily due to the full payoff of one
asset, the discounted sale of another asset, and the amortization
of several other assets in the pool. The transaction has realized
losses of $17 million due to the sale of one commercial real
estate collateralized debt obligation (CRE CDO) bond at a
significant discount to par. Fitch has incorporated this loss into
the ratings assigned.

As of the December 2012 trustee report and per Fitch
categorizations, the CDO was substantially invested as follows:
CRE mezzanine debt (37.5%), real estate bank loans and corporate
debt (22.5%), commercial mortgage-backed securities (CMBS: 16.3%),
residential mortgage-backed securities (RMBS: 8.3%), CRE CDOs
(7.7%), CRE B-notes (6.7%), and principal cash (1%). The CRE loan
portion of the collateral (44.2%) is comprised entirely of
subordinate debt (either mezzanine loans or B-notes). Fitch
modeled significant to full losses upon default of these assets,
since they are generally highly leveraged debt classes. Three
assets (3%) were reported as defaulted, which include two CMBS
bonds (2.4%) and one RMBS bond (0.6%). Fitch classified three
additional assets (7.9%) as Loans of Concern.

Under Fitch's methodology, approximately 55.2% of the portfolio is
modeled to default in the base case stress scenario, defined as
the 'B' stress. In this scenario, the modeled average cash flow
decline is 5% from, generally, trailing 12-month third and fourth
quarter 2012. Modeled recoveries average at 40.3%.

Newcastle CDO VIII is a CRE CDO managed by Newcastle Investment
Corp. The CDO exited its reinvestment period in November 2011. The
CDO was originally issued as a $950 million CRE CDO; however, in
April and September 2009, notes with a face amount totaling $80.19
million were surrendered to the trustee for cancellation, which
has resulted in greater cushion to the overcollateralization (OC)
ratios. As of the December 2012 trustee report, all OC and
interest coverage tests were in compliance.

The largest component of Fitch's base case loss expectation is a
mezzanine loan (4.4%) secured by an interest in a portfolio of 12
full-service hotels totaling 4,718 keys located in Puerto Rico,
Jamaica, and Florida. Performance has continually remained
significantly below underwritten expectations at issuance. The
property cash flow reported by the asset manager as of the
trailing 12 months ended September 2012 still remains greater than
40% below peak property performance. Fitch modeled a term default
and a full loss on this overleveraged position in its base case
scenario.

The next largest component of Fitch's base case loss expectation
is a mezzanine loan (3.9%) secured by an interest in a portfolio
of six office properties totaling greater than 3.5 million square
feet located across four cities: Chicago, Dallas, Denver, and
Atlanta. As of September 2012, the portfolio occupancy was 87%
with a diverse rent roll containing over 200 tenants. Net-
operating income (NOI), as reported by the asset manager, has been
on the decline over the past two years. For the first nine months
of 2012, the annualized NOI declined 4% when compared to year-end
(YE) 2011 and 11% when compared to YE 2010. The annualized NOI for
the first nine months of 2012 is 16% below the budget for 2012.
The CDO holds the second loss position in the loan capital
structure. Fitch modeled a term default and a full loss on this
overleveraged position in its base case scenario.

The third largest component of Fitch's base case loss expectation
is a mezzanine loan (2.9%) secured by an interest in a portfolio
of golf courses located across the United States. The collateral
was initially comprised of more than 170 leased, owned, and
managed golf courses; however, multiple golf courses were released
with the remaining collateral comprising 95 courses, as reported
by the asset manager. The initial loan matured in July 2010 and
the first mortgage was modified and granted forbearance until July
2012, which was subsequently extended further until December 2012.
A cash flow sweep has currently been implemented with no payments
made to the mezzanine debt. The CDO holds the first loss position
in the loan capital structure. The loan remains of concern due to
the unique nature of the collateral. Fitch modeled a term default
and a full loss on this position.

This transaction was analyzed according to the 'Surveillance
Criteria for U.S. CREL CDOs and CMBS Large Loan Floating-Rate
Transactions', which applies stresses to property cash flows and
debt service coverage ratio (DSCR) tests to project future default
levels for the underlying portfolio. Recoveries for the loan
assets are based on stressed cash flows and Fitch's long-term
capitalization rates. The structured finance bonds, real estate
bank loans and corporate debt portion of the collateral were
analyzed in the Portfolio Credit Model according to the 'Global
Rating Criteria for Structured Finance CDOs'. The combined 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'.

Based on this analysis, the breakeven rates for classes I-A
through III are generally consistent with the ratings assigned
below. The Rating Outlooks for classes I-A and I-AR remain Stable
reflecting these classes' senior position in the capital stack.
The Rating Outlook for class I-B through III remains Negative
reflecting Fitch's expectation of further negative credit
migration of the underlying collateral and the concentration of
subordinate CRE loan positions in the portfolio.

The 'CCCsf' ratings on classes V through XII are based upon a
deterministic analysis that considers Fitch's base case expected
loss for the pool and the current percentage of defaulted assets
and Fitch Loans of Concern factoring in anticipated recoveries
relative to each class' credit enhancement.

Fitch affirms the following classes as indicated:

-- $408,422,142 class I-A at 'BBsf'; Outlook Stable;
-- $52,984,494 class I-AR at 'BBsf'; Outlook Stable;
-- $38,000,000 class I-B at 'BBsf'; Outlook Negative;
-- $42,750,000 class II at 'BBsf'; Outlook Negative;
-- $42,750,000 class III at 'Bsf'; Outlook Negative;
-- $28,500,000 class V at 'CCCsf'; RE 0%;
-- $22,562,500 class VIII at 'CCCsf'; RE 0%;
-- $6,000,000 class IX-FL at 'CCCsf'; RE 0%;
-- $7,600,000 class IX-FX at 'CCCsf'; RE 0%;
-- $18,650,000 class X at 'CCCsf'; RE 0%;
-- $24,125,000 class XI at 'CCCsf'; RE 0%;
-- $28,500,000 class XII at 'CCCsf'; RE 0%.

Class S has paid in full. Fitch previously withdrew the ratings on
classes IV, VI, and VII. Fitch does not rate the preferred shares.


NEWCASTLE CDO IX: Fitch Affirms 'CCC' Ratings on 4 Note Classes
---------------------------------------------------------------
Fitch Ratings has affirmed all classes of Newcastle CDO IX
Ltd./Newcastle CDO IX, LLC (collectively, Newcastle CDO IX)
reflecting Fitch's base case loss expectation of 26.7%. Fitch's
performance expectation incorporates prospective views regarding
commercial real estate market value and cash flow declines.

Sensitivity/Rating Drivers

The transaction has exited its reinvestment period in May 2012.
Since Fitch's last rating action, class A-1 has paid down by $79.2
million primarily due to the full payoff of two assets, the
discounted sale of another asset, and the amortization of several
other assets in the pool. The transaction has realized losses of
$4.93 million due to the sale of one commercial real estate
collateralized debt obligation (CRE CDO) bond at a significant
discount to par. In addition, six assets were added resulting in
built par of approximately $2.5 million.

As of the December 2012 trustee report and per Fitch
categorizations, the CDO was substantially invested as follows:
CRE mezzanine debt (38.1%), corporate debt and real estate bank
loans (20%), B-notes (14.8%), whole loans/A-notes (9.4%), CRE CDOs
(7.8%), principal cash (1.2%), commercial mortgage-backed
securities (CMBS; 4%), real estate investment trust debt (REIT;
3.2%),and residential mortgage-backed securities (RMBS; 1.5%). The
CRE loan portion of the collateral is mostly comprised of
subordinate debt (52.9% of the portfolio is either B notes or
mezzanine debt). Fitch modeled significant losses upon default for
these assets since they are generally highly leveraged debt
classes. Two assets (1.8%) were reported as defaulted. The
defaulted assets consist of a CMBS rake bond and mezzanine debt
collateralized by the same asset. Fitch classified six additional
assets (18.2%) as Loans of Concern.

Under Fitch's methodology, approximately 56.1% of the portfolio is
modeled to default in the base case stress scenario, defined as
the 'B' stress. In this scenario, the modeled average cash flow
decline is 5% from, generally, trailing 12-month third and fourth
quarter 2012. Modeled recoveries average 55.9%

Newcastle CDO IX is a CRE CDO managed by Newcastle Investment
Corp. The CDO was originally issued as a $825 million CRE CDO;
however, in April and September 2009, notes with a face amount of
$64.525 million were surrendered to the trustee for cancellation,
which has resulted in greater cushion to the overcollateralization
(OC) ratios. As of the December 2012 trustee report, all OC and
interest coverage tests were in compliance.

The largest component of Fitch's base case loss expectation is a
mezzanine loan (4.7%) secured by an interest in a portfolio of
golf courses located across the United States. The collateral was
initially comprised of more than 170 leased, owned, and managed
golf courses; however, multiple golf courses were released with
the remaining collateral comprising 95 courses, as reported by the
asset manager. The initial loan matured in July 2010 and the first
mortgage was modified and granted forbearance until July 2012,
which was subsequently extended further until December 2012. A
cash flow sweep has currently been implemented with no made
payments to the mezzanine debt. The CDO holds the first loss
position in the loan capital structure. The loan remains of
concern due to the unique nature of the collateral. Fitch modeled
a term default and a full loss on this position.

The next largest component of Fitch's base case loss expectation
is a mezzanine loan (3.3%) secured by an interest in a portfolio
of 12 full service hotels totaling 4,718 keys located in Puerto
Rico, Jamaica, and Florida. Performance has continually remained
significantly below underwritten expectations at issuance. The
property cash flow reported by the asset manager as of the
trailing-12 months ended September 2012 still remains greater than
40% below peak property performance. Fitch modeled a term default
and a full loss on this overleveraged position in its base case
scenario.

The third largest component of Fitch's base case loss expectation
is an A-note (7%) secured by the construction project of a super-
regional mall and entertainment facility located in East
Rutherford, New Jersey. The project's original business plan has
stalled due to the economic downturn. In April 2011, a replacement
developer was selected and negotiations to secure minimum
financing to continue the construction of the project remain in
progress. The loan remains of concern due to the unique nature of
the collateral and the continued delay in completion of the
project. Fitch modeled a term default with a moderate loss in its
base case scenario.

This transaction was analyzed according to the 'Surveillance
Criteria for U.S. CREL CDOs and CMBS Large Loan Floating-Rate
Transactions', which applies stresses to property cash flows and
debt service coverage ratio (DSCR) tests to project future default
levels for the underlying portfolio. Recoveries for the loan
assets are based on stressed cash flows and Fitch's long-term
capitalization rates. The structured finance bonds, real estate
bank loans and corporate debt portion of the collateral were
analyzed in the Portfolio Credit Model according to the 'Global
Rating Criteria for Structured Finance CDOs'. The combined 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'. Based on
this analysis, the breakeven rates for classes A-1 through G are
generally consistent with the ratings assigned below. The Rating
Outlooks for classes A-1 and A-2 remain Stable reflecting the
classes' senior position in the capital stack and positive cushion
in cash flow modeling. The Rating Outlooks for classes B through G
remain reflecting Fitch's expectation of further negative credit
migration of the underlying collateral and the concentration of
subordinate CRE loan positions in the portfolio.

The 'CCCsf' ratings for classes H through L are based upon a
deterministic analysis that considers Fitch's base case expected
loss for the pool and the current percentage of defaulted assets
and Fitch Loans of Concern factoring in anticipated recoveries
relative to each class' credit enhancement.

Fitch affirms the following classes as indicated:

-- $300,313,292 class A-1 affirm at 'BBBsf'; Outlook Stable;
-- $115,500,000 class A-2 affirm at 'BBsf'; Outlook Stable;
-- $37,125,000 class B affirm at 'BBsf'; Outlook Negative;
-- $24,750,000 class E affirm at 'BBsf'; Outlook Negative;
-- $18,562,000 class F affirm at 'Bsf'; Outlook Negative;
-- $11,262,000 class G affirm at 'Bsf'; Outlook Negative;
-- $18,056,000 class H affirm at 'CCC'; RE 100%;
-- $21,656,000 class J affirm at 'CCC'; RE 100%;
-- $19,593,000 class K affirm at 'CCC'; RE 95%;
-- $23,718,000 class L affirm at 'CCC'; RE 0%.

Class S has paid in full. Fitch has previously withdrawn the
ratings on classes C and D. Fitch does not rate class M and the
preferred shares.


OHA CREDIT VI: S&P Affirms 'BB(sf)' Rating on 2 Note Classes
------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on OHA
Credit Partners VI Ltd./OHA Credit Partners VI Inc.'s
$595.50 million fixed- and floating-rate notes following the
transaction's effective date as of Oct. 1, 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").

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

S&P believes 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.

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

"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 added.

On an ongoing basis after S&P issues an effective date rating
affirmation, the ratings agency will periodically review whether,
in its 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 it deem necessary.

          STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

            http://standardandpoorsdisclosure-17g7.com

RATINGS AFFIRMED

OHA Credit Partners VI Ltd./OHA Credit Partners VI Inc.

Class                      Rating                      Amount
                                                      (mil. $)
X                          AAA (sf)                       4.00
A                          AAA (sf)                     399.00
B-1                        AA (sf)                       58.50
B-2                        AA (sf)                       25.00
C-1 (deferrable)           A (sf)                        30.00
C-2 (deferrable)           A (sf)                        13.50
D (deferrable)             BBB (sf)                      33.00
E-1 (deferrable)           BB (sf)                       13.00
E-2 (deferrable)           BB (sf)                       19.50


RBS COMMERCIAL: S&P Assigns Prelim. 'BB+' Rating to Class F Notes
-----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary
ratings to RBS Commercial Funding Inc. 2013-SMV Trust's $295.0
million commercial mortgage pass-through certificates series
2013-SMV.

The note issuance is a commercial mortgage-backed securities
transaction backed by a $295.0 million commercial mortgage loan,
secured by the fee interest in the Shops at Mission Viejo, a 1.16
million-sq.-ft. super-regional shopping mall located in Mission
Viejo, and the accompanying leases, rents, and other income.  Of
the total mall square footage, 931,054 sq. ft. will serve as the
loan's collateral.

The preliminary ratings are based on information as of Jan. 29,
2013.  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 transaction's
structure, the trustee-provided liquidity, the loan's terms, the
underlying collateral's historical and projected performance, and
the sponsor's and manager's experience, among other factors.

           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/1270.pdf

PRELIMINARY RATINGS ASSIGNED

RBSCF 2013-SMV

Class       Rating                Amount
                                (mil. $)

A           AAA (sf)         179,000,000
X-A         AAA (sf)         179,000,000(i)
X-B         A (sf)            56,000,000(i)
B           AA (sf)           28,000,000
C           A (sf)            28,000,000
D           BBB- (sf)         37,000,000
E           BBB- (sf)         13,000,000
F           BB+ (sf)          10,000,000
R           NR                       N/A

(i)  Notional balance.
NR - Not rated.
N/A - Not applicable.


REALT 2006-3: Moody's Affirms 'B3' Rating on Class L Certificates
-----------------------------------------------------------------
Moody's Investors Service affirmed the ratings of 18 classes of
Real Estate Asset Liquidity Trust, Commercial Mortgage Pass-
Through Certificates, Series 2006-3 as follows:

Cl. A-1, Affirmed Aaa (sf); previously on Nov 29, 2006 Definitive
Rating Assigned Aaa (sf)

Cl. A-2, Affirmed Aaa (sf); previously on Nov 29, 2006 Definitive
Rating Assigned Aaa (sf)

Cl. B, Affirmed Aa2 (sf); previously on Nov 29, 2006 Definitive
Rating Assigned Aa2 (sf)

Cl. C, Affirmed A2 (sf); previously on Nov 29, 2006 Definitive
Rating Assigned A2 (sf)

Cl. D-1, Affirmed Baa2 (sf); previously on Nov 29, 2006 Definitive
Rating Assigned Baa2 (sf)

Cl. D-2, Affirmed Baa2 (sf); previously on Nov 29, 2006 Definitive
Rating Assigned Baa2 (sf)

Cl. E-1, Affirmed Baa3 (sf); previously on Nov 29, 2006 Definitive
Rating Assigned Baa3 (sf)

Cl. E-2, Affirmed Baa3 (sf); previously on Nov 29, 2006 Definitive
Rating Assigned Baa3 (sf)

Cl. F, Affirmed Ba1 (sf); previously on Nov 29, 2006 Definitive
Rating Assigned Ba1 (sf)

Cl. G, Affirmed Ba2 (sf); previously on Nov 29, 2006 Definitive
Rating Assigned Ba2 (sf)

Cl. H, Affirmed Ba3 (sf); previously on Nov 29, 2006 Definitive
Rating Assigned Ba3 (sf)

Cl. J, Affirmed B1 (sf); previously on Nov 29, 2006 Definitive
Rating Assigned B1 (sf)

Cl. K, Affirmed B2 (sf); previously on Nov 29, 2006 Definitive
Rating Assigned B2 (sf)

Cl. L, Affirmed B3 (sf); previously on Nov 29, 2006 Definitive
Rating Assigned B3 (sf)

Cl. XP-1, Affirmed Aaa (sf); previously on Nov 29, 2006 Definitive
Rating Assigned Aaa (sf)

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

Cl. XP-2, Affirmed Aaa (sf); previously on Nov 29, 2006 Definitive
Rating Assigned Aaa (sf)

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

Ratings Rationale

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

Moody's rating action reflects a base expected loss of 1.0% of the
current balance. At last review, Moody's base expected loss was
1.1%. Moody's provides a current list of base losses for conduit
and fusion CMBS transactions on moodys.com at
http://v3.moodys.com/viewresearchdoc.aspx?docid=PBS_SF215255
Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels. If future performance materially declines, the
expected level of credit enhancement and the priority in the cash
flow waterfall may be insufficient for the current ratings of
these classes.

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

Primary sources of assumption uncertainty are the extent of growth
in the current macroeconomic environment 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 Fusion U.S. CMBS Transactions" published in April 2005,
"Moody's Approach to Rating Canadian CMBS" published in May 2000,
and "Moody's Approach to Rating Structured Finance Interest-Only
Securities" published in February 2012. The Interest-Only
Methodology was used for the rating of Classes XP-1, XP-2, XC-1
and XC-2.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.62 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) level are
driven by property type, Moody's actual and stressed DSCR, and
Moody's property quality grade (which reflects the capitalization
rate used by Moody's to estimate Moody's value). Conduit model
results at the B2 (sf) level are driven by a paydown analysis
based on the individual loan level Moody's LTV ratio. Moody's
Herfindahl score (Herf), a measure of loan level diversity, is a
primary determinant of pool level diversity and has a greater
impact on senior certificates. Other concentrations and
correlations may be considered in Moody's analysis. Based on the
model pooled credit enhancement levels at Aa2 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade credit assessments is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
credit assessment of the loan which corresponds to a range of
credit enhancement levels. Actual fusion credit enhancement levels
are selected based on loan level diversity, pool leverage and
other concentrations and correlations within the pool. Negative
pooling, or adding credit enhancement at the credit assessment
level, is incorporated for loans with similar credit assessments
in the same transaction.

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

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 25, 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 January 27, 2012.

Deal Performance

As of the January 14, 2013 distribution date, the transaction's
aggregate certificate balance has decreased by 29% to $304.1
million from $426.0 million at securitization. The Certificates
are collateralized by 47 mortgage loans ranging in size from less
than 1% to 9% of the pool, with the top ten non-defeased loans
representing 54% of the pool. The pool includes three loans,
representing 20% of the pool, with investment grade credit
assessments. One loan, representing 0.5% of the pool, has defeased
and is collateralized by Canadian Government securities.

Two loans, representing 6% of the pool, are on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package. As part of its
ongoing monitoring of a transaction, Moody's reviews the watchlist
to assess which loans have material issues that could impact
performance.

No loans have been liquidated from the pool since securitization
and there are currently no loans in special servicing.

Moody's was provided with full-year 2011 operating results for 95%
of the pool. Moody's weighted average LTV is 79% compared to 78%
at last review. Moody's net cash flow reflects a weighted average
haircut of 12% to the most recently available net operating
income. Moody's value reflects a weighted average capitalization
rate of 9.1%.

Moody's actual and stressed DSCRs are 1.42X and 1.36X,
respectively, compared to 1.45X and 1.35X at last review. Moody's
actual DSCR is based on Moody's net cash flow (NCF) and the loan's
actual debt service. Moody's stressed DSCR is based on Moody's NCF
and a 9.25% stressed rate applied to the loan balance.

The largest loan with a credit assessment is the Clearbrook Town
Square Loan ($27.8 million -- 9.1% of the pool), which is secured
by a 188,000 square foot (SF) community shopping center located in
Abbotsford, British Columbia. The center was 100% leased as of
December 2011 compared to 99% at the prior review. The center is
anchored by Canada Safeway, which leases 30% of the premises
through October 2017. Performance has been stable. The loan
sponsors are RioCan REIT and Kimco North Trust 1. Moody's credit
assessment and stressed DSCR are Baa2 and 1.15X, respectively,
compared to Baa2 and 1.13X at last review.

The second largest loan with a credit assessment is the Suncor
Building Loan ($17.9 million -- 5.9% of the pool), which is
secured by a 126,000 SF industrial property located in Fort
McMurray, Alberta. The anchor tenant is Suncor Energy Inc.
(Moody's senior unsecured debt rating -- Baa1, stable outlook),
which leases 97% of the premises through December 2018.
Performance has been stable. Moody's credit assessment and
stressed DSCR are Baa3 and 1.22X, respectively, compared to Baa3
and 1.13X at last review.

The third largest loan with a credit assessment is the Harry Rosen
Building Loan ($15.3 million -- 5.1% of the pool), which is
secured by a 34,000 SF single tenant retail property located in
Toronto, Ontario. The single tenant is Harry Rosen which leases
all of the premises through September 2017. Performance has been
stable. Moody's credit assessment and stressed DSCR are Aa1 and
1.75X, respectively, compared to Aa1 and 1.7X at last review.

The top three conduit loans represent 18% of the pool balance. The
largest loan is the Beedie Group - Langley Loan ($19.8 million --
6.5% of the pool), which is secured by five industrial buildings
located in Langley, British Columbia totaling 306,000 SF. The
properties were 100% leased as of April 2012 compared to 95% at
the last review. Performance has been stable. Moody's LTV and
stressed DSCR are 74% and 1.18X respectively, compared to 75% and
1.16X at the last review.

The second largest loan is the Porter Park Lane Mall & Terraces
Loan ($18.6 million -- 6.1% of the pool), which is secured by a
265,000 SF enclosed retail mall and a 99,000 SF office building
located in Halifax, Nova Scotia. The property was 93% leased as of
December 2011 compared to 95% at the last review. Performance has
been stable. Moody's LTV and stressed DSCR are 65% and 1.49X
respectively, the same as the last review.

The third largest loan is the Opus Hotel Loan ($16.7 million --
5.5% of the pool), which is secured by a 96 room full service
hotel located in Vancouver, British Columbia. As of December 2011
occupancy and RevPar were 72.5% and $165.6, respectively, the same
as last review. The loan is on the servicer watchlist due to
delinquency. Moody's LTV and stressed DSCR are 107% and 1.21X
respectively, compared to 107% and 1.23X at the last review.


REALT 2007-2: Moody's Affirms 'Caa2' Rating on Cl. L Securities
---------------------------------------------------------------
Moody's Investors Service affirmed the ratings of 19 classes of
Real Estate Asset Liquidity Trust 2007-2 as follows:

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

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

Cl. A-J, Affirmed Aaa (sf); previously on Jun 27, 2007 Definitive
Rating Assigned Aaa (sf)

Cl. B, Affirmed Aa2 (sf); previously on Jun 27, 2007 Definitive
Rating Assigned Aa2 (sf)

Cl. C, Affirmed A2 (sf); previously on Jun 27, 2007 Definitive
Rating Assigned A2 (sf)

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

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

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

Cl. E-2, Affirmed Baa3 (sf); previously on Jun 27, 2007 Definitive
Rating Assigned Baa3 (sf)

Cl. F, Affirmed Ba1 (sf); previously on Jun 27, 2007 Definitive
Rating Assigned Ba1 (sf)

Cl. G, Affirmed Ba3 (sf); previously on Feb 3, 2010 Downgraded to
Ba3 (sf)

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

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

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

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

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

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

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

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

Ratings Rationale

The affirmations of the principal classes are due to key
parameters, including Moody's loan to value (LTV) ratio, Moody's
stressed debt service coverage ratio (DSCR) and the Herfindahl
Index (Herf), remaining within acceptable ranges. Based on Moody's
current base expected loss, the credit enhancement levels for the
affirmed classes are sufficient to maintain their current ratings.
The ratings of the IO Classes, Classes XP-1, XP-2, XC-1 and XC-2,
are consistent with the credit performance of their referenced
classes and thus are affirmed.

Moody's rating action reflects a base expected loss of 2.2% of the
current balance. At last review, Moody's cumulative base expected
loss was 1.7%. Moody's provides a current list of base losses for
conduit and fusion CMBS transactions on moodys.com at
http://v3.moodys.com/viewresearchdoc.aspx?docid=PBS_SF215255
Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level for investment grade classes could decline below
the current levels. If future performance materially declines, the
expected level of credit enhancement and the priority in the cash
flow waterfall may be insufficient for the current ratings of
these classes.

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

Primary sources of assumption uncertainty are the extent of growth
in the current macroeconomic environment 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 Fusion U.S. CMBS Transactions" published in April 2005,
"Moody's Approach to Rating Structured Finance Interest-Only
Securities" published in February 2012, "Moody's Approach to
Rating CMBS Large Loan/Single Borrower Transactions" published in
July 2000 and "Moody's Approach to Rating Canadian CMBS" published
in May 2000. The Interest-Only Methodology was used for the rating
of Classes XP-1, XP-2, XC-1 & XC-2.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.62 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) level are
driven by property type, Moody's actual and stressed DSCR, and
Moody's property quality grade (which reflects the capitalization
rate used by Moody's to estimate Moody's value). Conduit model
results at the B2 (sf) level are driven by a paydown analysis
based on the individual loan level Moody's LTV ratio. Moody's
Herfindahl score (Herf), a measure of loan level diversity, is a
primary determinant of pool level diversity and has a greater
impact on senior certificates. Other concentrations and
correlations may be considered in Moody's analysis. Based on the
model pooled credit enhancement levels at Aa2 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade credit assessments is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
credit assessment of the loan which corresponds to a range of
credit enhancement levels. Actual fusion credit enhancement levels
are selected based on loan level diversity, pool leverage and
other concentrations and correlations within the pool. Negative
pooling, or adding credit enhancement at the credit assessment
level, is incorporated for loans with similar credit assessments
in the same transaction.

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

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 17 compared to 22 at Moody's prior review.

In cases where the Herf falls below 20, Moody's also employs the
large loan/single borrower methodology. This methodology uses the
excel-based Large Loan Model v 8.5 and then reconciles and weights
the results from the two models in formulating a rating
recommendation. The large loan model derives credit enhancement
levels based on an aggregation of adjusted loan level proceeds
derived from Moody's loan level LTV ratios. Major adjustments to
determining proceeds include leverage, loan structure, property
type, and sponsorship. These aggregated proceeds are then further
adjusted for any pooling benefits associated with loan level
diversity, other concentrations and correlations.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through a review
utilizing MOST(R) (Moody's Surveillance Trends) Reports and a
proprietary program that highlights significant credit changes
that have occurred in the last month as well as cumulative changes
since the last full transaction review. On a periodic basis,
Moody's also performs a full transaction review that involves a
rating committee and a press release. Moody's prior transaction
review is summarized in a press release dated February 16, 2012.

Deal Performance

As of the January 14, 2013 distribution date, the transaction's
aggregate certificate balance has decreased by 22% to $295 million
from $377.3 million at securitization. The Certificates are
collateralized by 34 mortgage loans ranging in size from less than
1% to 13% of the pool, with the top ten loans representing 67% of
the pool. One loan, representing 2% of the pool, has defeased and
is secured by Canadian Government securities. The pool contains
one loan with investment grade credit assessments, representing
13% of the pool.

There are currently no loans 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.

To date, no loans have liquidated from the pool. There is one loan
in special servicing which represents the sole troubled loan in
the pool. The specially serviced loan is the 3007 57th Avenue Loan
($2.5 million --0.9% of the pool). The loan is secured by an
industrial property in Calgary, Alberta. The servicer is pursue a
judicial sale. A recent third-party report indicates a property
value in excess of the outstanding loan balance. Moody's analysis
attributes no losses to the trust from this loan.

Moody's was provided with full year 2011 operating results for 72%
of the pool's non-specially serviced and non-defeased loans.
Moody's weighted average LTV is 98% compared to 95% at Moody's
prior review. Moody's net cash flow reflects a weighted average
haircut of 11% to the most recently available net operating
income. Moody's value reflects a weighted average capitalization
rate of 9.3%.

Moody's actual and stressed DSCRs are 1.27X and 1.08X,
respectively, compared to 1.31X and 1.10X at last review. Moody's
actual DSCR is based on Moody's net cash flow (NCF) and the loan's
actual debt service. Moody's stressed DSCR is based on Moody's NCF
and a 9.25% stressed rate applied to the loan balance.

The loan with a credit assessment is Atrium Pooled Interest Loan
($38.7 million -- 13.1% of the pool), which represents a
participation interest in the senior component of a $190 million
mortgage loan. There is a subordinate B Note held outside the
trust. The loan is secured by a Class A retail and office complex
in the Downtown North submarket of Toronto, Ontario. The property
enjoys a prime location and a direct connection to the TTC subway
network. The property was 99% leased as of February 2012, the same
at the last review. The lead tenant is the Canadian Imperial Bank
of Commerce (CIBC). The loan sponsor is H&R REIT, of Canada.
Moody's credit assessment and stressed DSCR are A2 and 1.78X,
respectively, compared to A2 and 1.73X at last review.

The top three conduit loans represent 21% of the pool. The largest
loan is the Sundance Pooled Interest Loan ($25.1 million -- 8.5%
of the pool), which represents a participation interest in a $50.1
million loan. The loan is secured by a 180,000 square-foot, four-
story, Class A office property in Calgary, Alberta. WorleyParsons
Canada Services, Ltd. is the lead tenant at the property,
occupying approximately 94% of NRA. The property is 98% leased
compared to 100% at last Moody's review and at securitization.
Moody's current LTV and stressed DSCR are 99% and 0.96X,
respectively, compared to 100% and 0.98X at last review.

The second-largest loan is the 55 St. Clair Pooled Interest Loan
($18.7.0 million -- 6.4% of the pool), which represents a
participation interest in a $37.5 million mortgage loan. The loan
is secured by two multi-tenant office buildings in the Midtown
business district of Toronto, Ontario. The sponsor is GE Real
Estate. The property was 79% leased at year-end 2011 compared to
89% at year-end 2010. Moody's current LTV and stressed DSCR are
114% and 0.85X, respectively, compared to 93% and 1.04X at last
review.

The third-largest loan is the Place Louis Riel Loan ($18.4 million
-- 6.2% of the pool). The loan is secured by a 22-story apartment
suite-style boutique hotel in downtown Winnipeg, Manitoba. The
hotel is currently undergoing a floor-by-floor renovation which
began in 2007. ADR was $103 for Fiscal Year 2010-2011, ending in
July, which was similar to prior year performance. Fiscal Year
2010-2011 occupancy was 54%, down from 58% in the preceding year.
Moody's current LTV and stressed DSCR are 122% and, 0.93X
respectively, compared to 116% and 0.97X at last review.


ROCKWALL CDO: S&P Raises Rating on Class B-1L Notes to 'BB+'
------------------------------------------------------------
Standard & Poor's Ratings Services said that it raised its ratings
on the class A-1LA, A-1LB, A-2L, A-3L, A-4L, and B-1L notes from
Rockwall CDO Ltd. and removed them from CreditWatch, where they
were placed with positive implications on Oct. 29, 2012.  At the
same time, S&P affirmed its ratings on the class X notes from the
same transaction.  Rockwall CDO Ltd. is a U.S. collateralized loan
obligation (CLO) transaction managed by Highland Capital
Management L.P.

"We raised our ratings of the tranche 1 and tranche 2 notes from
Claris III Ltd. Series 16 and removed them from CreditWatch
positive.  Rockwall CDO Ltd. ended its reinvestment in August of
2011 and is amortizing.  The underlying collateral for this
transaction is about 60% leveraged loans and over 38% structured
finance securities, mostly tranches from other collateralized loan
obligations (CLOs).  The upgrades mainly reflect paydowns to the
class A-1LA notes.  Since the Jan. 23, 2012 trustee report, which
we used for our March 2012 rating actions, the A-1LA notes have
paid down over $94 million, reducing their outstanding note
balances to 64.45% of the original balance at issuance.  The class
X notes have paid down $1.75 million since our rating action in
March 2012 and are currently only 12.5% of the original balance at
issuance," S&P said.

The upgrades also reflect an improvement, primarily because of the
paydowns, in the overcollateralization (O/C) available to support
the notes.  According to the Dec. 10, 2012 monthly trustee report,
the o/c ratios in the transaction have improved on average about
3.9%.  The defaulted assets held as per the Dec. 2012 report are
about $32 million, lower than the $39 million noted in the
Jan. 2012 report.

As a result of the paydowns and other improvements, S&P raised the
ratings on all notes of Rockwall CDO Ltd. and affirmed the 'AAA
(sf)' rating on the class X notes.

The Tranche 1 and Tranche 2 notes of Claris III Ltd., Series 16
are retranched off of the class A-1LA notes of Rockwall CDO Ltd.
and constitute 53.5% of the A-LA notes.  The senior notes of the
retranche have paid down over $50 million on account of paydowns
to the class A-1LA notes of the parent deal, and are currently
about 57% of the original balance at issuance.  S&P raised the
ratings on both the senior and junior notes to reflect the
increased support available.

S&P will continue to review whether, in its view, the ratings on
the notes remain consistent with the credit enhancement available
to support them, and S&P will take further rating actions as it
deem necessary.

          STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

            http://standardandpoorsdisclosure-17g7.com

RATINGS LIST

Rockwall CDO Ltd

Class         To           From

X             AAA (sf)     AAA (sf)
A-1LA         AA- (sf)     A+ (sf)/Watch Pos
A-1LB         A+ (sf)      BBB+ (sf)/Watch Pos
A-2L          BBB+ (sf)    BBB- (sf)/Watch Pos
A-3L          BBB (sf)     BB+ (sf)/Watch Pos
A-4L          BBB- (sf)    BB+ (sf)/Watch Pos
B-1L          BB+ (sf)     B- (sf)/Watch Pos

Claris III Ltd Series 16

Class         To           From

Tranche 1     AAA (sf)     AA (sf)/Watch Pos
Tranche 2     AA- (sf)     A+ (sf)/Watch Pos

TRANSACTION INFORMATION

Issuer:             Rockwall CDO Ltd.
Coissuer:           Rockwall CDO (Delaware) Corp.
Collateral manager: Highland Capital Management L.P.
Trustee:            Bank of New York Mellon
Transaction type:   Cash flow CDO

TRANSACTION INFORMATION

Issuer:             Claris III Ltd. Series 16
Transaction type:   Cash flow CDO Retranching


SACO I: Moody's Raises Rating on Cl. 1-B-2 Tranche to 'Caa2'
------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of two tranches
and affirmed the ratings of two tranches from SACO I Inc. Series
2000-3. The transaction is backed by re-performing Scratch and
Dent Loans.

Ratings Rationale

The action is a result of the recent performance review of Scratch
and Dent pools and reflect Moody's updated loss expectations on
this pool. This transaction has had an improvement in delinquency
level and is currently stepping down.

The methodologies used in this rating 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.

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 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 8.5% in December 2011 to 7.8% in December 2012.
Moody's expects housing prices to gradually rise 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 transaction performance.

Complete rating actions are as follows:

Issuer: SACO I Inc. Series 2000-3

Cl. 1-A, Affirmed Aaa (sf); previously on Sep 1, 2000 Assigned Aaa
(sf)

Cl. 1-B-1, Upgraded to Ba1 (sf); previously on Apr 1, 2011
Downgraded to Ba3 (sf)

Cl. 1-B-2, Upgraded to Caa2 (sf); previously on Apr 1, 2011
Downgraded to Ca (sf)

Cl. 1-B-3, Affirmed Ca (sf); previously on Apr 1, 2011 Downgraded
to Ca (sf)

A list of these actions including CUSIP identifiers may be found
at http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF315160

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


SALOMON BROTHERS 2000-C1: Moody's Hikes L Certs. Rating to 'Caa1'
-----------------------------------------------------------------
Moody's Investors Service upgraded the ratings of four classes and
affirmed three classes of Salomon Brothers Securities VII, Inc.,
Commercial Mortgage Pass-Through Certificates, Series
2000-C1 as follows:

Cl. G, Affirmed Aaa (sf); previously on Mar 31, 2011 Upgraded to
Aaa (sf)

Cl. H, Upgraded to Aa3 (sf); previously on Feb 23, 2012 Upgraded
to A3 (sf)

Cl. J, Upgraded to Ba1 (sf); previously on Jul 30, 2010 Downgraded
to Ba3 (sf)

Cl. K, Upgraded to B1 (sf); previously on Mar 31, 2011 Upgraded to
Caa1 (sf)

Cl. L, Upgraded to Caa1 (sf); previously on Mar 31, 2011 Upgraded
to Caa3 (sf)

Cl. M, Affirmed C (sf); previously on Jul 30, 2010 Downgraded to C
(sf)

Cl. X, Affirmed Caa2 (sf); previously on Feb 22, 2012 Downgraded
to Caa2 (sf)

Ratings Rationale:

The upgrades are due to overall improved pool financial
performance and increased credit support due to loan payoffs and
amortization.

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

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

Moody's rating action reflects a base expected loss of 4.9% of the
current balance compared to 8.6% at last review. Depending on the
timing of loan payoffs and the severity and timing of losses from
specially serviced loans, the credit enhancement level for
investment grade classes could decline below the current levels.
If future performance materially declines, the expected level of
credit enhancement and the priority in the cash flow waterfall may
be insufficient for the current ratings of these classes.

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

Primary sources of assumption uncertainty are the 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 CMBS Large Loan/Single Borrower
Transactions" published in July 2000. The methodology used in
rating the interest-Only class was "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 2.62 which is used for both conduit and fusion
transactions. Conduit model results at the Aa2 (sf) level are
driven by property type, Moody's actual and stressed DSCR, and
Moody's property quality grade (which reflects the capitalization
rate used by Moody's to estimate Moody's value). Conduit model
results at the B2 (sf) level are driven by a paydown analysis
based on the individual loan level Moody's LTV ratio. Moody's
Herfindahl score (Herf), a measure of loan level diversity, is a
primary determinant of pool level diversity and has a greater
impact on senior certificates. Other concentrations and
correlations may be considered in Moody's analysis. Based on the
model pooled credit enhancement levels at Aa2 (sf) and B2 (sf),
the remaining conduit classes are either interpolated between
these two data points or determined based on a multiple or ratio
of either of these two data points. For fusion deals, the credit
enhancement for loans with investment-grade credit assessments is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
credit assessment of the loan which corresponds to a range of
credit enhancement levels. Actual fusion credit enhancement levels
are selected based on loan level diversity, pool leverage and
other concentrations and correlations within the pool. Negative
pooling, or adding credit enhancement at the credit assessment
level, is incorporated for loans with similar credit assessments
in the same transaction.

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

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 2 compared to 4 at Moody's prior review.

In cases where the Herf falls below 20, Moody's also employs the
large loan/single borrower methodology. This methodology uses the
excel-based Large Loan Model v 8.5 and then reconciles and weights
the results from the two models in formulating a rating
recommendation. The large loan model derives credit enhancement
levels based on an aggregation of adjusted loan level proceeds
derived from Moody's loan level LTV ratios. Major adjustments to
determining proceeds include leverage, loan structure, property
type, and sponsorship. These aggregated proceeds are then further
adjusted for any pooling benefits associated with loan level
diversity, other concentrations and correlations.

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

The rating action is a result of Moody's on-going surveillance of
commercial mortgage backed securities (CMBS) transactions. Moody's
monitors transactions on a monthly basis through a review
utilizing MOST (Moody's Surveillance Trends) Reports and a
proprietary program that highlights significant credit changes
that have occurred in the last month as well as cumulative changes
since the last full transaction review. On a periodic basis,
Moody's also performs a full transaction review that involves a
rating committee and a press release. Moody's prior transaction
review is summarized in a press release dated February 23, 2012.

Deal Performance

As of the January 18, 2013 distribution date, the transaction's
aggregate certificate balance has decreased by 94% to USD45.6
million from USD713.3 million at securitization. The Certificates
are collateralized by 16 mortgage loans ranging in size from less
than 1% to 51% of the pool, with the top ten non-defeased loans
representing 84% of the pool. Six loans, representing 16% of the
pool, have defeased and are secured by U.S. Government securities.

Twenty-six loans have been liquidated from the pool, resulting in
a realized loss of USD27 million (39.5% loss severity overall).
There are currently no loans in special servicing or on the
watchlist.

Moody's was provided with full year 2011 operating results for
100% of the pool. Moody's weighted average LTV is 67% compared to
74% at Moody's prior review. Moody's net cash flow reflects a
weighted average haircut of 29% to the most recently available net
operating income. Moody's value reflects a weighted average
capitalization rate of 8.3%.

Moody's conduit actual and stressed DSCRs are 0.98X and 1.68X,
respectively, compared to 1.12X and 1.69X at last review. Moody's
actual DSCR is based on Moody's net cash flow (NCF) and the loan's
actual debt service. Moody's stressed DSCR is based on Moody's NCF
and a 9.25% stressed rate applied to the loan balance.

The top three loans represent 72% of the pool. The largest loan is
the Putnam Building Loan (USD23.2 million -- 51% of the pool),
which is secured by a 242,000 square foot office building located
in Norwood, Massachusetts, approximately 13 miles southwest of
Boston. Built in 1978, the property is 100% triple net leased to
Mercer (US) Inc., a subsidiary of Marsh & McLennan Companies, Inc.
(Moody's senior unsecured rating Baa2, stable outlook). Mercer
recently negotiated a new 10 year lease with the borrower,
extending through 2023. Given current market conditions and the
near term maturity of the loan, Moody's anticipates full repayment
of the outstanding balance by the scheduled maturity date in July
2013. Moody's LTV and stressed DSCR are 80% and 0.95X,
respectively, compared to 92% and 1.12X at last review.

The second largest loan is the Sports Arena Village Loan (USD6.1
million -- 13.4% of the pool), which is secured by a 255,000
square foot retail and office property located in San Diego,
California. As of October 2012, the retail portion was 92% leased
while the office component was 100% leased, compared to 89% and
93% at last review. The largest tenant is Science Applications
Corp. (24% of the net rentable area (NRA); lease expires in August
2015). The loan is fully amortizing and has amortized 53% since
securitization. The loan matures in June 2018. Moody's LTV and
stressed DSCR are 32% and 3.77X, respectively, compared to 37% and
3.18X, respectively, at last review.

The third largest loan is The Sports Authority Loan (USD3.7
million -- 8.1% of the pool), which is secured by a 46,000 square
foot retail property located along the Northern Boulevard retail
corridor in the Woodside neighborhood of Queens, New York. The
property is 100% leased to The Sports Authority on a triple net
basis through February 2015. Performance has remained in line with
last review, although due to the single tenant nature of this
building, Moody's value reflects and stressed cash derived from a
dark/lit analysis. The loan matures in February 2015 and has
amortized 17% since securitization. Moody's LTV and stressed DSCR
are 73% and 1.37X compared to 57% and 1.75X, respectively, at last
review.


SATURN CLO: S&P Affirms 'B+(sf)' Rating on Class D Notes
--------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on the
class A-1, A-1S, A-1J, A-2, B, C, and D notes from Saturn CLO
Ltd., a collateralized loan obligation (CLO) transaction managed
by PineBridge Investment LLC.

The transaction's reinvestment period is scheduled to end in May
2014.  Its legal maturity is in May 2022.

This transaction has a pro rata sequential pay feature in which
two classes receive payments pro rata, while within the two notes,
subclasses receive payments in a sequential manner.  As a result,
some classes can be paid down in full ahead of the other classes
and hence can support higher ratings.  In this transaction, the
class A-1 notes receive payments pro rata with the class A-1S
and A-1J notes.  The class A-1S and A-1J notes are paid
sequentially.  As a result, class A-1S could be paid in full prior
to classes A-1 and A-1J.

According to the January 2013 monthly trustee report, the
transaction is passing all coverage tests and portfolio profile
tests.  The current overcollateralization ratios remain steady and
are around the same levels as January 2011, which S&P referenced
for its last rating actions in February 2011.  The level of
defaults in the underlying portfolio remains below 1% of the pool
and the credit quality of the portfolio has not changed
significantly since January 2011.

The affirmations reflect the availability of adequate credit
support at their current rating levels.

The rating on the class D notes is driven by the application of
the largest obligor default test, a supplemental stress test S&P
introduced as part of its 2009 corporate criteria update.

S&P 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 deem necessary.

             STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

            http://standardandpoorsdisclosure-17g7.com

RATINGS AFFIRMED

Saturn CLO Ltd.

Class        Rating
A-1          AA+ (sf)
A-1S         AAA (sf)
A-1J         AA+ (sf)
A-2          AA (sf)
B            A (sf)
C            BBB (sf)
D            B+ (sf)


SENIOR ABS 2002-1: Fitch Alters Outlook on $1.8MM Certs From 'Bsf'
------------------------------------------------------------------
Fitch Ratings has upgraded and revised the Outlook of the
certificates issued by Senior ABS Repack Trust, series 2002-1
(Senior ABS Repack Trust 2002-1) as:

-- $1,800,000 certificates to 'BBsf' from 'Bsf'; Outlook revised
    to Stable from Negative.

Sensitivity/Rating Drivers

The rating on the certificates, which addresses timely payment of
interest and ultimate payment of principal is based on the
anticipated cash flow from the E*TRADE ABS CDO I, Ltd. (E*Trade I)
class A-2 notes held as collateral by the Senior ABS Repack Trust
2002-1. The rating on the certificates correlates directly with
the rating on the class A-2 notes of E*TRADE I. The E*TRADE I
class A-2 notes were upgraded to 'BBsf' from 'Bsf' and the Outlook
was revised to Stable from Negative by Fitch.


SEQUOIA MORTGAGE 2013-2: Fitch Assigns 'BB' Rating to B-4 Certs
---------------------------------------------------------------
Fitch Ratings assigns these ratings to Sequoia Mortgage Trust
2013-2, mortgage pass-through certificates, series 2013-2:

-- $619,163,000 class A-1 certificates 'AAAsf'; Outlook Stable;

-- $619,163,000 notional class A-IO1 certificates 'AAAsf';
    Outlook Stable;

-- $619,163,000 notional class A-IO2 certificates 'AAAsf';
    Outlook Stable;

-- $14,654,000 class B-1 certificates 'AAsf'; Outlook Stable;

-- $12,657,000 class B-2 certificates 'Asf'; Outlook Stable;

-- $6,661,000 class B-3 certificates 'BBBsf'; Outlook Stable;

-- $5,662,000 class B-4 certificates 'BBsf'; Outlook Stable.

The 'AAAsf' rating on the senior certificates reflects the 7.05%
subordination provided by the 2.20% class B-1, 1.90% class B-2,
1.00% class B-3, 0.85% non-offered class B-4 and 1.10% non-offered
class B-5. The class B-5 is not rated by Fitch.

Fitch's ratings reflect the high quality of the underlying
collateral, the clear capital structure and the high percentage of
loans reviewed by third party underwriters. In addition, Wells
Fargo Bank, N.A. will act as the master servicer and Christiana
Trust will act as the Trustee for the transaction. For federal
income tax purposes, elections will be made to treat the trust as
one or more real estate mortgage investment conduits (REMICs).

SEMT 2013-2 will be Redwood Residential Acquisition Corporation's
second transaction of prime residential mortgages in 2013. The
certificates are supported by a pool of prime fixed rate mortgage
loans. The loans are predominantly fully amortizing; however, 8%
have a 10-year interest-only (IO) period. The aggregate pool
included loans originated from First Republic Bank (51%), United
Shore Financial Services (6%), and PrimeLending(5%). The remainder
of the mortgage loans was originated by various mortgage lending
institutions, each of which contributed less than 5% to the
transaction.

As of the cut-off date, the aggregate pool consisted of 777 loans
with a total balance of $666,125,405; an average balance of
$857,304; a weighted average original combined loan-to-value ratio
(CLTV) of 65.3%, and a weighted average coupon (WAC) of 3.947%.
Rate/Term and cash out refinances account for 47.7% and 12.4% of
the loans, respectively. The weighted average original FICO credit
score of the pool is 776. Owner-occupied properties comprise 92.5%
of the loans. The states that represent the largest geographic
concentration are California (48.8%), Massachusetts (16.6%), and
Texas (5.7%)

Additional detail on the transaction is described in the new issue
report 'Sequoia Mortgage Trust 2013-2'.


SILVERADO CLO 2006-I: Moody's Affirms 'Ba3' Rating on $9MM Notes
----------------------------------------------------------------
Moody's Investors Service upgraded the ratings of the following
notes issued by Silverado CLO 2006-I Limited:

USD7,500,000 Class A-1-J Senior Secured Floating Rate Notes Due
April 11, 2020, Upgraded to Aaa (sf); previously on August 25,
2011 Upgraded to Aa1 (sf)

USD15,000,000 Class A-2 Senior Secured Floating Rate Notes Due
April 11, 2020, Upgraded to Aa1 (sf); previously on August 25,
2011 Upgraded to Aa3 (sf)

USD16,500,000 Class B Senior Secured Deferrable Floating Rate
Notes Due April 11, 2020, Upgraded to A1 (sf); previously on
August 25, 2011 Upgraded to A3 (sf)

USD15,000,000 Class C Senior Secured Deferrable Floating Rate
Notes Due April 11, 2020, Upgraded to Baa3 (sf); previously on
August 25, 2011 Upgraded to Ba1 (sf)

USD6,3750,00 Type I Composite Notes Due April 11, 2020 (current
rated balance of USD3,582,490), Upgraded to Aaa (sf); previously
on August 25, 2011 Upgraded to Aa2 (sf)

Moody's also affirmed the ratings of the following notes:

USD144,000,000 Class A-1 Senior Secured Floating Rate Notes Due
April 11, 2020, Affirmed Aaa (sf); previously on August 25, 2011
Upgraded to Aaa (sf)

USD67,500,000 Class A-1-S Senior Secured Floating Rate Notes Due
April 11, 2020, Affirmed Aaa (sf); previously on May 8, 2006
Assigned Aaa (sf)

USD9,000,000 Class D Secured Deferrable Floating Rate Notes Due
April 11, 2020, Affirmed Ba3 (sf); previously on August 25, 2011
Upgraded to Ba3 (sf)

Ratings Rationale

According to Moody's, the rating actions taken on the notes
reflect the benefit of the short period of time remaining before
the end of the deal's reinvestment period in April 2013. In
consideration of the reinvestment restrictions applicable during
the amortization period, and therefore limited ability to effect
significant changes to the current collateral pool, Moody's
analyzed the deal assuming a higher likelihood that the collateral
pool characteristics will continue to maintain a positive buffer
relative to certain covenant requirements. In particular, the deal
is assumed to benefit from lower WARF and higher spread levels
compared to the levels assumed at the last rating action in August
2011. Moody's modeled a WARF of 2581 compared to 2705 at the time
of the last rating action. Moody's also modeled a WAS of 3.16%
compared to 2.44% at the time of 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 USD290 million,
no defaulted par, a weighted average default probability of 17.00%
(implying a WARF of 2581), a weighted average recovery rate upon
default of 52.68%, and a diversity score of 42. 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.

Silverado CLO 2006-I Limited, issued in April 2006, is a
collateralized loan obligation backed primarily by a portfolio of
senior secured loans.

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

Moody's modeled the transaction using a cash flow model based on
the Binomial Expansion Technique, as described in Section 2.3 of
the "Moody's Approach to Rating Collateralized Loan Obligations"
rating methodology published in June 2011.

In addition to the base case analysis described above, Moody's
also performed sensitivity analyses to test the impact on all
rated notes of various default probabilities. Below is a summary
of the impact of different default probabilities (expressed in
terms of WARF levels) on all rated notes (shown in terms of the
number of notches' difference versus the current model output,
where a positive difference corresponds to lower expected loss),
assuming that all other factors are held equal:

Moody's Adjusted WARF -- 20% (2065)

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

Type I Composite Notes: 0

Moody's Adjusted WARF + 20% (3097)

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

Type I Composite Notes: -1

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

Sources of additional performance uncertainties are described
below:

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


SONOMA VALLEY: Moody's Cuts Ratings on 2 Trust Units to 'Caa3'
--------------------------------------------------------------
Moody's downgraded the ratings of two trust units issued by Sonoma
Valley 2007-4 Synthetic CDO of CMBS Variable Rate Notes Due 2051.
The downgrades are due to deterioration in underlying reference
obligation performance as evidenced by negative transitions 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.

Moody's rating action is as follows:

  Series 114/2007, Downgraded to Caa3 (sf); previously on Feb 8,
  2012 Downgraded to Caa1 (sf)

  Series 115/2007, Downgraded to Caa3 (sf); previously on Feb 8,
  2012 Downgraded to B3 (sf)

Ratings Rationale:

Sonoma Valley 2007-4 Synthetic CDO of CMBS Variable Rate Notes Due
2051 is a static synthetic transaction backed by a portfolio of
credit default swaps referencing 100% commercial mortgage backed
securities (CMBS). All of the CMBS reference obligations were
securitized in 2006 (45.2%) and 2007 (54.8%). Currently, all of
the reference obligations are rated by Moody's.

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 collateral pool. Moody's
modeled a bottom-dollar WARF of 252 compared to 105 at last
review. The current distribution is as follows: Aaa (21.7%
compared to 31.3% at last review), Aa1-Aa3 (28.7% compared to
33.0% at last review), A1-A3 (20.9% compared to 17.4% at last
review), Baa1-Baa3 (16.5%, the same as at last review), Ba1-Ba3
(10.4% compared to 1.8% at last review), and B1-B3 (1.8% compared
to 0.0% at last review).

Moody's modeled to a WAL of 3.9 years, compared to 4.9 years at
last review.

Moody's modeled a variable WARR with a mean of 54.0%, compared to
58.8% at last review.

Moody's modeled a MAC of 35.9%, compared to 40.8% at last review.

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

Moody's analysis encompasses the assessment of stress scenarios.

Changes in any one or combination of the key parameters may have
rating implications on certain classes of rated notes. However, in
many instances, a change in key parameter assumptions in certain
stress scenarios may be offset by a change in one or more of the
other key parameters. In general, the rated notes are particularly
sensitive to credit changes within the reference obligations.
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 notch negatively and 1 notch positively,
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.


SSB RV 2001-1: Moody's Affirms 'Ca(sf)' Rating on Class D Tranche
-----------------------------------------------------------------
Moody's Investors Service downgraded one tranche and affirmed
another from SSB RV Trust 2001, serviced by Vericrest Financial,
Inc. Vericrest Financial, Inc., formerly known as CIT Group/Sales
Financing, Inc., was acquired by Lone Star Funds in 2009.

Complete rating actions as follow:

Issuer: SSB RV Trust 2001-1

Cl. C, Downgraded to Baa2 (sf); previously on Nov 13, 2012 Baa1
(sf) Placed Under Review for Possible Downgrade

Cl. D, Affirmed Ca (sf); previously on Nov 14, 2008 Downgraded to
Ca (sf)

Ratings Rationale

The action on the downgraded tranche is the result of updated pool
cumulative net loss expectations which are higher than prior
assumptions. Losses on the underlying pool have depleted the
reserve account and the transaction is currently under-
collateralized by approximately USD15 million, which is
approximately 67% of the Class-D principal balance, which provides
protection to the Class-C. The Class-D rating is affirmed at Ca
(sf) since Moody's expects the tranche to recover approximately
48% of its current effective tranche balance (which is the current
tranche principal balance minus the under-collateralization) based
on Moody's current expected remaining loss.

Unlike other vehicle-backed ABS, the impact of the weakened
economy on a RV and marine transaction has been more severe and
long lasting due to the non-essential nature of the underlying
collateral, and the longer financing terms, which on average range
between 170 and 185 months at closing. As a result, the
transaction has experienced more than one economic downturn during
its life.

Below are key performance metrics and credit assumptions for the
affected transaction. Credit assumptions includes Moody's expected
lifetime CNL expectation which is expressed as a percentage of the
original pool balance; Moody's lifetime remaining CNL expectation
and Moody's Aaa levels which are expressed as a percentage of the
current pool balance. The Aaa level is the level of credit
enhancement that would be consistent with an Aaa (sf) rating for
the given asset pool. Performance metrics include pool factor;
total credit enhancement (expressed as a percentage of the
outstanding collateral pool balance) which typically consists of
subordination, overcollateralization, and a reserve fund; and per
annum excess spread.

Issuer: SSB RV Trust 2001-1

  Lifetime CNL expectation -- 9.60%; prior expected range
  (November 2012) was 9.50% - 9.75%

  Remaining CNL expectation - 20.50%

  Aaa level - 60.00%

  Pool factor -- 2.95%

  Total credit enhancement (excluding excess spread): Class C --
  39.14%

  Excess spread per annum -- Approximately 0.8%

Ratings on the affected securities may be downgraded if the
lifetime CNLs are higher by 5%.

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 principal methodology used in these ratings was "Moody's
Approach to Rating U.S. Auto Loan Backed Securities" published in
May 2011.


STONE TOWER III: S&P Affirms 'B+' Rating on 2 Note Classes
-----------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-3, B, C-1, and C-2 notes from Stone Tower CLO III Ltd., a U.S.
collateralized loan obligation (CLO) managed by Stone Tower Debt
Advisors LLC.  At the same time, S&P affirmed its ratings on the
class A-1, A-2, D-1, and D-2 notes, and it removed its ratings on
the class A-3, B, C-1, C-2, D-1, and D-2 notes from CreditWatch
with positive implications, where it placed them on Oct. 29, 2012.

The upgrades reflect large paydowns on the class A-1 and A-2 notes
since S&P's February 2012 rating actions.  The affirmed ratings
reflect S&P's belief that the credit support available to the
transaction is commensurate with the current rating levels.

The rating actions follow S&P's review of the transaction's
performance using data from the trustee report dated Dec. 24,
2012.

The par balance of underlying collateral obligations considered by
the transaction as defaulted has remained stable since S&P's last
rating actions.  According to the Dec. 24, 2012, trustee report,
the transaction held $2.04 million in defaulted assets, compared
with $2.05 million noted in the Dec. 27, 2011, trustee report,
which S&P used for its February 2012 rating actions.

The amount of 'CCC' rated collateral held in the transaction's
asset portfolio declined since the last rating action.  According
to the December 2012 trustee report, the transaction held
$27.97 million in 'CCC' rated collateral, down from $30.87 million
noted in the December 2011 trustee report.

Post-reinvestment period principal amortization has resulted in
$187.30 million in paydowns to the class A-1 notes and $31.18
million in paydowns to the class A-2 notes since S&P's last rating
action.  Consequently, the transaction's class A, B, C, and D
overcollateralization ratio tests have improved.  In addition, the
transaction has seen the weighted average spread generated off of
the underlying collateral increase by 0.22%.

The ratings on the class C-1 and C-2 notes are currently
constrained at 'BBB+ (sf)' and the ratings on the class D-1 and D-
2 notes are currently constrained at 'B+ (sf)' by the application
of the largest obligor default test, a supplemental stress test
S&P introduced as part of its 2009 corporate criteria update.

S&P notes that the transaction has significant exposure to long-
dated assets, (i.e. assets maturing after the stated maturity of
the CLO).  According to the December 2012 trustee report, the
balance of collateral with a maturity date after the transaction's
stated maturity totaled $35.83 million, representing 10.73% of the
portfolio.  S&P's analysis considered the potential market value
and/or settlement-related risk arising from the potential
liquidation of the remaining securities on the transaction's legal
final maturity.

"Our review of this transaction included a cash flow analysis,
based on the portfolio and transaction as reflected in the
aforementioned trustee report, to estimate future performance.  In
line with our criteria, our cash flow scenarios applied forward-
looking assumptions on the expected timing and pattern of
defaults, and recoveries upon default, under various interest rate
and macroeconomic scenarios.  In addition, our analysis considered
the transaction's ability to pay timely interest and ultimate
principal to each of the rated tranches.  The results
demonstrated, in our view, that all of the rated outstanding
classes have adequate credit enhancement available at the rating
levels associated with this rating action," S&P said.

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

CAPITAL STRUCTURE AND KEY MODEL ASSUMPTIONS COMPARISON

Class                December 2011       December 2012
Notional balance (mil. $)

A-1                         347.18              159.88
A-2                          57.80               26.62
A-3                          33.50               33.50
B                            36.00               36.00
C-1                          18.00               18.00
C-2                          11.50               11.50
D-1                           9.25                9.25
D-2                          10.00               10.00

Coverage Tests,             WAS (%)
Weighted average spread       3.27                3.49
A O/C                       125.99              149.87
B O/C                       116.43              128.79
C O/C                       109.62              115.48
D O/C                       105.59              108.19
A I/C                       570.33             1375.30
B I/C                       504.08             1061.87
C I/C                       390.87              635.47
D I/C                       306.50              422.81

O/C - Overcollateralization test.
I/C - Interest coverage test.

          STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

            http://standardandpoorsdisclosure-17g7.com

RATING AND CREDITWATCH ACTIONS

Stone Tower CLO III Ltd.

                       Rating
Class              To           From

A-1                AAA (sf)     AAA (sf)
A-2                AAA (sf)     AAA (sf)
A-3                AAA (sf)     AA+ (sf)/Watch Pos
B                  AA+ (sf)     A+ (sf)/Watch Pos
C-1                BBB+ (sf)    BBB- (sf)/Watch Pos
C-2                BBB+ (sf)    BBB- (sf)/Watch Pos
D-1                B+ (sf)      B+ (sf)/Watch Pos
D-2                B+ (sf)      B+ (sf)/Watch Pos


STONE TOWER IV: S&P Raises Rating on Class D Notes to 'B+'
----------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-1, A-2, B, C-1, C-2, and D notes from Stone Tower CLO IV Ltd., a
U.S. collateralized loan obligation (CLO) transaction managed by
Stone Tower Debt Advisors LLC.  In addition, S&P removed its
ratings on these classes from CreditWatch, where it placed them
with positive implications on Oct. 29, 2012.

The upgrades reflect a large paydown to the class A-1 notes since
S&P's February 2012 rating actions.

The rating actions follow S&P's review of the transaction's
performance using data from the trustee report dated Jan. 4, 2013.

The amount of 'CCC' rated collateral held in the transaction's
asset portfolio declined since the time of S&P's last rating
action.  According to the January 2013, trustee report, the
transaction held $17.78 million in 'CCC' rated collateral, down
from $23.52 million noted in the Jan. 4, 2012, trustee report,
which S&P used for its February 2012 rating actions.

The balance of defaulted collateral has remained steady since
S&P's last rating action.  According to the January 2013 trustee
report, the transaction held $5.24 million (representing 1.00% of
total collateral) in defaulted assets, a slight increase from
$2.06 million (representing 0.28% of total collateral) noted in
the January 2012 trustee report.

Post-reinvestment period principal amortization has resulted in
$198.82 million in paydowns to the class A-1 notes since S&P's
last rating action.  Consequently, the transaction's class A, B,
C, and D overcollateralization (O/C) ratio tests have improved.
In addition, the transaction has seen the weighted average spread
generated off of the underlying collateral increase by 0.35%.

S&P notes that the transaction currently holds a large
concentration of underlying assets in the healthcare industry.
Due to this concentration, S&P's rating on the class B notes is
currently constrained at 'A+ (sf)' by the application of the
largest industry default test, a supplemental stress test S&P
introduced as part of its 2009 corporate criteria update.

S&P also notes that the transaction has exposure to long-dated
assets (assets maturing after the stated maturity of the CLO).
According to the January 2013 trustee report, the balance of
collateral with a maturity date after the stated maturity of the
transaction totaled $14.27 million, representing 2.75% of the
portfolio.  S&P's analysis took into account the potential market
value and/or settlement related risk arising from the potential
liquidation of the remaining securities on the legal final
maturity date of the transaction.

"Our review of this transaction included a cash flow analysis,
based on the portfolio and transaction as reflected in the
aforementioned trustee report, to estimate future performance.  In
line with our criteria, our cash flow scenarios applied forward-
looking assumptions on the expected timing and pattern of defaults
and recoveries upon default, under various interest rate and
macroeconomic scenarios.  In addition, our analysis considered the
transaction's ability to pay timely interest and/or ultimate
principal to each of the rated tranches.  The results of the cash
flow analysis demonstrated, in our view, that all of the rated
outstanding classes have adequate credit enhancement available at
the rating levels associated with this rating action," S&P said.

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

CAPITAL STRUCTURE AND KEY MODEL ASSUMPTIONS COMPARISON

                           Jan 2012          Jan 2013
Class                  Notional(mil. $)    Notional(mil. $)

A-1                        567.00            368.18
A-2                         42.50             42.50
B                           33.50             33.50
C-1                         29.00             29.00
C-2                          2.00              2.00
D                           16.00             16.00

Weighted Average Margin      3.49%             3.84%
Class A O/C                118.48%           122.80%
Class B O/C                112.30%           114.82%
Class C O/C                107.14%           108.32%
Class D O/C                104.65%           105.24%
Class A Int. Cov. Test     648.87%           819.99%
Class B Int. Cov. Test     594.26%           720.79%
Class C Int. Cov. Test     512.10%           577.01%
Class D Int. Cov. Test     448.74%           477.07%

            STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

            http://standardandpoorsdisclosure-17g7.com

RATING AND CREDITWATCH ACTIONS

Stone Tower CLO IV Ltd.

                   Rating       Rating
Class              To           From

A-1                AAA (sf)     AA+ (sf)/Watch Pos
A-2                AA+ (sf)     AA (sf)/Watch Pos
B                  A+ (sf)      A (sf)/Watch Pos
C-1                BBB+ (sf)    BB+ (sf)/Watch Pos
C-2                BBB+ (sf)    BB+ (sf)/Watch Pos
D                  B+ (sf)      CCC+ (sf)/Watch Pos


STONE TOWER VI: S&P Assigns 'B+(sf)' Rating to Class D Notes
------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-2a, A-3, B, C, and D notes from Stone Tower CLO VI Ltd., a U.S.
collateralized loan obligation (CLO) managed by Stone Tower Debt
Advisors LLC.  In addition, S&P affirmed its ratings on the class
A-1 and A-2b notes, and it removed its ratings on all classes of
rated notes from CreditWatch, where it placed them with positive
implications on Oct. 29, 2012.

The upgrades reflect a marginal increase in the balance of total
collateral backing the rated notes since S&P's December 2011
rating affirmations.  The affirmed ratings reflect S&P's belief
that the credit support available is commensurate with the current
rating levels.

The rating actions follow S&P's review of the transaction's
performance using data from the trustee report dated Jan. 7, 2013.

The total collateral balance -- designated by the combined
principal proceeds and total par value of the collateral pool --
backing the rated liabilities has increased $5.99 million since
the Nov. 7, 2011, trustee report, which S&P used for its last
rating affirmations.  The increased collateral balance improved
the credit support available to the rated notes, and potentially
increases the available interest proceeds generated from the
underlying collateral.

Over the same time period, the transaction's class A, B, C, and D
overcollateralization ('O/C') ratio tests have improved, and the
weighted average spread of the underlying collateral has also
increased by 1.05%.

The balance of defaulted collateral and underlying collateral
rated in the 'CCC'' range has remained steady since S&P's last
rating action.  According to the January 2013 trustee report, the
transaction held $3.88 million (0.40% of total collateral balance)
in defaulted assets, compared with $1.56 million (0.16% of total
collateral balance) noted in the November 2011 trustee report.
The balance of underlying collateral rated in the 'CCC' range
increased to 2.25% of total collateral balance from 2.24% over
this same time period.

Standard & Poor's notes that the transaction is currently passing
its supplemental diversion test -- which is the class D O/C ratio
measured at a higher level than the class D O/C test in the
interest section of the waterfall.  The transaction is structured
such that if it fails this test during the reinvestment period,
which is scheduled to end April 2014, the collateral manager may
reinvest an amount, equal to the lesser of 50.00% of the available
interest proceeds and the amount necessary to cure the test,
into additional collateral.  The transaction has not failed this
test since the December 2011 rating affirmations.  According to
the January 2013 trustee report, the supplemental diversion test
result was 105.35%, compared with a required minimum of 101.96%.

The ratings on the class D notes are currently constrained at 'B+
(sf)' by the application of the largest obligor default test, a
supplemental stress test S&P introduced as part of its 2009
corporate criteria update.

"Our review of this transaction included a cash flow analysis,
based on the portfolio and transaction as reflected in the
aforementioned trustee report, to estimate future performance.  In
line with our criteria, our cash flow scenarios applied forward-
looking assumptions on the expected timing and default patterns,
and recoveries upon default, under various interest rate and
macroeconomic scenarios.  In addition, our analysis considered the
transaction's ability to pay timely interest and/or ultimate
principal to each of the rated tranches.  The results of the cash
flow analysis demonstrated, in our view, that all of the rated
outstanding classes have adequate credit enhancement available at
the rating levels associated with this rating action," S&P said.

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

CAPITAL STRUCTURE AND KEY MODEL ASSUMPTIONS COMPARISON

                           Nov 2011              Jan 2013
Class                  Notional (mil. $)     Notional (mil. $)

A-1                         140.00                140.00
A-2a                        550.00                550.00
A-2b                         61.00                 61.00
A-3                          56.00                 56.00
B                            47.00                 47.00
C                            37.00                 37.00
D                            31.00                 31.00

Weighted Average Margin       3.63%                 4.68%
Class A O/C                 119.68%               120.36%
Class B O/C                 113.10%               113.74%
Class C O/C                 108.40%               109.02%
Class D O/C                 104.76%               105.35%
Class A I/C                 725.15%              1018.00%
Class B I/C                 664.51%               924.42%
Class C I/C                 600.61%               821.92%
Class D I/C                 509.30%               674.68%

O/C-Overcollateralization ratio.
I/C-Interest coverage ratio.

           STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

          http://standardandpoorsdisclosure-17g7.com

RATING AND CREDITWATCH ACTIONS

Stone Tower CLO VI Ltd.

                   Rating       Rating
Class              To           From

A-1                AA+ (sf)     AA+ (sf)/Watch Pos
A-2a               AAA (sf)     AA+ (sf)/Watch Pos
A-2b               AA+ (sf)     AA+ (sf)/Watch Pos
A-3                AA (sf)      A+ (sf)/Watch Pos
B                  A (sf)       BBB+ (sf)/Watch Pos
C                  BBB (sf)     BB+ (sf)/Watch Pos
D                  B+ (sf)      CCC+ (sf)/Watch Pos


STRATFORD CLO: S&P Assigns 'B+(sf)' Rating on Class E Notes
-----------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-1, A-2, B, C, D, and E notes from Stratford CLO Ltd., a
collateralized loan obligation (CLO) transaction managed by
Highland Capital Management L.P.  S&P removed its ratings on all
the notes from CreditWatch, where it placed them with positive
implications on Oct. 29, 2012.

Stratford CLO Ltd. is still reinvesting and will continue to
invest principal proceeds in new collateral until Nov. 1, 2014.

The transaction has benefited from an improvement in the
performance of the transaction's underlying asset portfolio.  As
of the Dec. 31, 2012, trustee report, the transaction had
$33 million of defaulted assets.  This was down from the
$64 million defaulted assets noted in the Jan. 2011 trustee
report, which S&P referenced for its March 2011 rating actions.
Furthermore, the trustee reported $46.8 million in assets from
obligors rated in the 'CCC' category in December 2012, compared
with $54 million in January 2011.

The upgrades also reflect an improvement in the
overcollateralization (O/C) available to support the notes since
March 24, 2011.  The transaction currently has no haircut being
applied in the calculation of O/C ratios on account of excess
'CCC' obligations, compared with more than $4.25 million in
January 2011.  On average, the O/C ratios have increased by about
4% as of the Dec. 31, 2012, monthly report over the January 2011
values.

There have been no paydowns since January 2011 because all the O/C
ratios are passing their trigger values and the transaction is
still in its reinvestment period.

The ratings on the class D and E notes are capped by the top
obligor test, part of the supplemental tests S&P introduced in
September 2009.

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

          STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

            http://standardandpoorsdisclosure-17g7.com

RATINGS LIST

Stratford CLO Ltd.

              Rating
Class     To           From

A-1       AAA (sf)     AA+ (sf)/Watch Pos
A-2       AA (sf)      A+ (sf)/Watch Pos
B         A+ (sf)      BBB+ (sf)/Watch Pos
C         BBB+ (sf)    BB+ (sf)/Watch Pos
D         BB+ (sf)     CCC- (sf)/Watch Pos
E         B+ (sf)      CCC- (sf)/Watch Pos

TRANSACTION INFORMATION

Issuer:             Stratford CLO Ltd.
Coissuer:           Stratford CLO LLC.
Collateral manager: Highland Capital Management L.P.
Underwriter:        Credit Agricole
Trustee:            State Street Bank and Trust Co.
Transaction type:   Cash flow CLO


SUGAR CREEK: S&P Affirms 'BB+(sf)' Rating on Class E Notes
----------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on Sugar
Creek CLO Ltd./Sugar Creek CLO LLC's $250.25 million floating-rate
notes following the transaction's effective date as of July 31,
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").

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

S&P believes 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.

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

"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 added.

On an ongoing basis after S&P issues an effective date rating
affirmation, it will periodically review whether, in S&P's 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 it deems necessary.

          STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

            http://standardandpoorsdisclosure-17g7.com

RATINGS AFFIRMED

Sugar Creek CLO Ltd./Sugar Creek CLO LLC

Class                   Rating           Amount (mil. $)

A                       AAA (sf)               180.00
B (deferrable)          AA+ (sf)                28.00
C (deferrable)          A+ (sf)                 19.50
D (deferrable)          BBB+ (sf)               12.50
E (deferrable)          BB+ (sf)                10.25


SUMMIT LAKE: Moody's Upgrades Rating on Cl. B-2L Notes to 'Ba2'
---------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of the
following notes issued by Summit Lake CLO Ltd.:

U.S.$16,500,000 Class A-2L Floating Rate Notes Due February 24,
2018, Upgraded to Aaa (sf); previously on August 24, 2011 Upgraded
to Aa1 (sf)

U.S.$18,000,000 Class A-3L Floating Rate Notes Due February 24,
2018, Upgraded to Aa1 (sf); previously on August 24, 2011 Upgraded
to A2 (sf)

U.S.$15,500,000 Class B-1L Floating Rate Notes Due February 24,
2018, Upgraded to Baa1 (sf); previously on August 24, 2011
Upgraded to Baa3 (sf)

U.S.$14,500,000 Class B-2L Floating Rate Notes Due February 24,
2018 (current outstanding balance of $13,948,395), Upgraded to Ba2
(sf); previously on August 24, 2011 Upgraded to Ba3 (sf)

Moody's also affirmed the ratings of the following notes:

U.S.$144,000,000 Class A-1LA Floating Rate Notes Due February 24,
2018 (current outstanding balance of $79,093,201), Affirmed Aaa
(sf); previously on December 13, 2005 Assigned Aaa (sf)

U.S.$35,520,000 Class A-1LB Floating Rate Notes Due February 24,
2018, Affirmed Aaa (sf); previously on August 24, 2011 Upgraded to
Aaa (sf)

U.S.$44,880,000 Class A-1LR Floating Rate Revolving Notes Due
February 24, 2018 (current outstanding balance of $28,653,300),
Affirmed Aaa (sf); previously on August 24, 2011 Upgraded to Aaa
(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 August 2011. Moody's notes that the Class A-
1LA and Class A-1LR Notes have been paid down by approximately 45%
or $64.9 million and 36% or $16.2 million, respectively, since the
last rating action. Based on the latest trustee report dated
December 17, 2012, the Senior Class A, Class A, Class B-1L and
Class B-2L overcollateralization ratios are reported at 137.2%,
123.3%, 113.4% and 105.8%, respectively, versus July 2011 levels
of 124.8%, 116.1%, 109.6% and 104.3%, respectively.

Moody's notes that the deal also benefited from improvements in
the weighted average spread and recovery rate of the underlying
portfolio since the last rating action in August 2011. Moody's
modeled a weighted average spread and recovery rate of 3.79% and
51.40%, respectively, versus 2.80% and 49.99% in August 2011.

Notwithstanding benefits of the deleveraging, Moody's notes that
the credit quality of the underlying portfolio has deteriorated
since the last rating action. Based on Moody's calculations, the
weighted average rating factor is currently 2789 compared to 2697
in August 2011.

Due to the impact of revised and updated key assumptions
referenced in "Moody's Approach to Rating Collateralized Loan
Obligations" published in June 2011, key model inputs used by
Moody's in its analysis, such as par, weighted average rating
factor, diversity score, and weighted average recovery rate, may
be different from the trustee's reported numbers. In its base
case, Moody's analyzed the underlying collateral pool to have a
performing par and principal proceeds balance of $209.8 million,
defaulted par of $7.3 million, a weighted average default
probability of 17.82% (implying a WARF of 2789), a weighted
average recovery rate upon default of 51.40%, and a diversity
score of 46. 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.

Summit Lake CLO Ltd., issued in December 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% (2231)

Class A-1LA: 0

Class A-1LB: 0

Class A-1LR: 0

Class A-2L: 0

Class A-3L: +1

Class B-1L: +2

Class B-2L: 0

Moody's Adjusted WARF + 20% (3347)

Class A-1LA: 0

Class A-1LB: 0

Class A-1LR: 0

Class A-2L: 0

Class A-3L: -2

Class B-1L: -2

Class B-2L: -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
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.


SUMMIT LAKE: S&P Retains 'B+(sf)' Rating on Class B-2L Notes
------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-1LB, A-1LR, A-2L, A-3L, and B-1L notes from Summit Lake CLO
Ltd., a U.S. collateralized loan obligation (CLO) transaction
managed by Babson Capital Management LLC.  At the same time, S&P
affirmed its ratings on the class A-1LA and B-2L notes.
Additionally, S&P removed its ratings on the class A-1LB, A-1LR,
A-2L, A-3L, B-1L, and B-2L notes from CreditWatch with positive
implications, where S&P placed them on Oct. 29, 2012.

The upgrades mainly reflect paydowns to the class A-1LA and A-1LR
notes and a subsequent improvement in the credit support available
to the notes since March 2012, when S&P last upgraded some of the
notes.  Since that time, the transaction has paid down the class
A-1LA and A-1LR notes by $64.9 million and $16.2 million,
respectively.  These paydowns have left the class A-1LA and
A-1LR notes at 54.93% and 63.84% of their original balances,
respectively.

The upgrades also reflect an improvement in the
overcollateralization (O/C) available to support the notes,
primarily as a result of the aforementioned paydowns.  The trustee
reported the following O/C ratios in the December 2012 monthly
report:

   -- The class A-2L O/C ratio was 137.16%, compared with a
      reported ratio of 124.95% in February 2012;

   -- The class A-3L O/C ratio was 123.27%, compared with a
      reported ratio of 116.26% in February 2012;

   -- The class B-1L O/C ratio was 113.39%, compared with a
      reported ratio of 109.69% in February 2012; and

   -- The class B-2L O/C ratio was 105.75%, compared with a
      reported ratio of 104.38% in February 2012.

S&P affirmed its ratings on the class A-1LA and B-2L notes to
reflect the availability of credit support at the current rating
levels.  Furthermore, S&P's ratings on the class B-1L and B-2L
notes were driven by its application of the largest obligor
default test, a supplemental stress test S&P introduced as part
of its 2009 corporate criteria update.

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

          STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

            http://standardandpoorsdisclosure-17g7.com

RATING AND CREDITWATCH ACTIONS

Summit Lake CLO Ltd.

                   Rating
Class         To           From

A-1LA          AAA (sf)     AAA (sf)
A-1LB          AAA (sf)     AA+ (sf)/Watch Pos
A-1LR          AAA (sf)     AA+ (sf)/Watch Pos
A-2L           AAA (sf)     AA (sf)/Watch Pos
A-3L           AA+ (sf)     A (sf)/Watch Pos
B-1L           BBB+ (sf)    BBB (sf)/Watch Pos
B-2L           B+ (sf)      B+ (sf)/Watch Pos

TRANSACTION INFORMATION

Issuer:             Summit Lake CLO Ltd.
Coissuer:           Summit Lake CLO (Delaware) Corp.
Collateral manager: Babson Capital Management LLC
Underwriter:        Bear Stearns Cos. LLC
Trustee:            Wells Fargo Bank N.A.
Transaction type:   Cash flow CDO


SYMPHONY CLO XI: S&P Assigns Prelim 'BB' Rating on Class E Notes
----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary
ratings to Symphony CLO XI L.P./Symphony CLO XI LLC's
$737.0 million floating-rate notes.

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

The preliminary ratings are based on information as of Jan. 29,
2013.  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 (see "Update
      To Global Methodologies And Assumptions For Corporate Cash
      Flow And Synthetic CDOs," published Sept. 17, 2009).

   -- 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.

   -- Our projections regarding the timely interest and ultimate
      principal payments on the preliminary rated notes, which we
      assessed using our cash flow analysis and assumptions
      commensurate with the assigned preliminary ratings under
      various interest rate scenarios, including LIBOR ranging
      from 0.3439%-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/1268.pdf

PRELIMINARY RATINGS ASSIGNED

Symphony CLO XI L.P./Symphony CLO XI LLC

Class                  Rating        Amount (mil. $)

A                      AAA (sf)               494.50
B-1                    AA (sf)                 72.00
B-2                    AA (sf)                 24.00
C (deferrable)         A (sf)                  64.00
D (deferrable)         BBB (sf)                42.50
E (deferrable)         BB (sf)                 40.00
Subordinated notes     NR                      90.50

NR--Not rated.


TIERS DERBY: S&P Hikes Rating on Class 2007-17 Notes to 'CCC-'
--------------------------------------------------------------
Standard & Poor's Ratings Services corrected its rating on the
notes issued by TIERS Derby Synthetic CDO Floating Rate Credit
Linked Trust, Series 2007-17 by raising it to CCC- (sf) from D
(sf).  The transaction is an investment-grade corporate-backed
synthetic collateralized debt obligation (CDO) transaction.

Due to information provided by the trustee that stated the note
had incurred principal losses, S&P lowered the rating to D (sf)
from CCC- (sf) on Dec. 14, 2012.  S&P subsequently received
confirmation from the trustee that the information provided was
incorrect.   S&P is correcting the rating by raising it back to
CCC- (sf) from D (sf).

          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 CORRECTED

TIERS Derby Synthetic CDO Floating Rate Credit Linked Trust,
Series 2007-17

                         Rating
Class               To                  From

2007-17             CCC- (sf)           D (sf)


TRIBECA PARK: Moody's Raises Rating on Class D Notes From 'Ba2'
---------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of the
following notes issued by Tribeca Park CLO:

  U.S.$25,000,000 Class A-2 Floating Rate Notes Due April 15,
  2020, Upgraded to Aa1 (sf); previously on September 9, 2011
  Upgraded to Aa2 (sf);

  U.S.$15,000,000 Class B Floating Rate Notes Due April 15, 2020,
  Upgraded to A1 (sf); previously on September 9, 2011 Upgraded
  to A3 (sf);

  U.S.$12,500,000 Class C Floating Rate Notes Due April 15, 2020,
  Upgraded to Baa1 (sf); previously on September 9, 2011 Upgraded
  to Baa3 (sf);

  U.S.$10,000,000 Class D Floating Rate Notes Due April 15, 2020,
  Upgraded to Baa3 (sf); previously on September 9, 2011 Upgraded
  to Ba2 (sf).

Moody's also affirmed the rating of the following notes:

  U.S.$285,700,000 Class A-1 Floating Rate Notes Due April 15,
  2020 (current outstanding balance of $283,906,253), Affirmed
  Aaa (sf); previously on May 8, 2008, Assigned Aaa (sf).

Ratings Rationale

According to Moody's, the rating actions taken on the notes
reflect the benefit of the short period of time remaining before
the end of the deal's reinvestment period in April 2013. In
consideration of the reinvestment restrictions applicable during
the amortization period, and therefore limited ability to effect
significant changes to the current collateral pool, Moody's
analyzed the deal assuming a higher likelihood that the collateral
pool characteristics will continue to maintain a positive buffer
relative to certain covenant requirements. In particular, the deal
is assumed to benefit from a lower weighted average rating factor
("WARF") and a higher weighted average spread ("WAS") compared to
the levels assumed at the last rating action in September 2011.
Moody's modeled a WARF of 2629 compared to 3019 at the time of the
last rating action. In addition, Moody's modeled a WAS of 3.94%
compared to 3.23% at the time of 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 $384 million,
defaulted par of $10.7 million, a weighted average default
probability of 19.81% (implying a WARF of 2629), a weighted
average recovery rate upon default of 50.64%, and a diversity
score of 60. 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.

Tribeca Park CLO, issued in May 2008, 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% (2103)

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

Moody's Adjusted WARF + 20% (3155)

Class A-1: 0
Class A-2: -2
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 commence and at what pace. Deleveraging may
accelerate due to high prepayment levels in the loan market and/or
collateral sales by the manager, which may have significant impact
on the notes' ratings.

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


VERITAS CLO II: S&P Assigns 'BB+(sf)' Rating on Class E Notes
-------------------------------------------------------------
Standard & Poor's Ratings Services said that it raised and removed
from CreditWatch its ratings on six classes of notes from Veritas
CLO II Ltd., a collateralized loan obligation (CLO) transaction
managed by Alcentra NY LLC.  S&P affirmed and removed from
CreditWatch its rating on the class A-2 note.

The ratings on all seven classes of Veritas CLO II Ltd. were
affirmed at their current ratings in July 2011, and have not
changed since March 2010.  The transaction has since exited its
reinvestment period and, as of the January 2013 trustee report,
the class A-1 notes have been paid down by $40 million to 77% of
their initial issuance amounts.

S&P did note that the balance of defaulted assets increased since
July 2011 to $7.0 million from $3.8 million, while the balance of
'CCC' rated assets decreased to $10.3 million from $19.4 million.
Despite the increase in defaults, the overcollateralization ratios
remain well above their threshold limits, and are expected to
increase as the A-1 notes pay down.

The affirmation on the class A-2 note rating reflects the
availability of sufficient credit support at the current rating
levels.  S&P will continue to review its ratings on the notes to
assess whether, in its view, the ratings remain consistent with
the credit enhancement available.

RATING ACTIONS

Veritas CLO II Ltd.

             Rating           Rating
             To               From

A-1R         AAA (sf)         AA+ (sf)/Watch Pos
A-1T         AAA (sf)         AA+ (sf)/Watch Pos
A-2          AA+ (sf)         AA+ (sf)/Watch Pos
B            AA+ (sf)         AA- (sf)/Watch Pos
C            A+ (sf)          BBB+ (sf)/Watch Pos
D            BBB+ (sf)        BBB- (sf)/Watch Pos
E            BB+ (sf)         BB- (sf)/Watch Pos


WACHOVIA BANK 2006-WHALE 7: Fitch Affirms 'Csf' Rating on CM Certs
------------------------------------------------------------------
Fitch Ratings has affirmed Wachovia Bank Commercial Mortgage Trust
2006-WHALE 7, and revised Rating Outlooks on two classes.

Sensitivity/Key Rating Drivers

The transaction has benefited from significant paydown, most
recently from the pay off of the Kyo Ya Hotel Portfolio. However,
due to the increased concentration, the fact that all of the
remaining loans are in special servicing and the high likelihood
of interest shortfalls occurring on all of the remaining pooled
classes, the ratings on classes A-2 and B were affirmed and
outlooks revised to Stable from Positive. The revision of Outlooks
reflects that while principal recovery is probable, due to the
probability of interest shortfalls, future affirmations are
likely. Any class with anticipated or previous interest shortfalls
will be capped at 'A' or below. See 'Criteria for Rating Caps in
Global Structured Finance', dated Aug. 2, 2012, for more details.

Under Fitch's methodology, all of the pooled and non-pooled loans
were modeled to default in the base case stress scenario, defined
as the 'B' stress, as all the loans in the pool are currently in
special servicing. Expected losses to the pooled portion are 14.8%
of the remaining pool, or 4.5% of the original pooled balance. In
this scenario, the modeled average cash flow decline is 5% from
either year end 2011 or 2012 servicer-reported financial data, or
to the recent appraised values. To determine sustainable Fitch
cash flow and stressed value, Fitch analyzed servicer-reported
operating statements and rent rolls, updated property valuations,
STR reports and recent lease and sales comparisons.

The transaction is collateralized by five loans, three of which
are hotels (93.1%), one office (3.5%), and one retail (3.4%). All
of the original final maturity dates including all extension
options have passed; all of the remaining loans have been further
extended through modifications and / or forbearance.

The three pooled contributors to losses (by unpaid principal
balance) in the 'B' stress scenario are: Boca Resorts Hotel Pool
(66%), Westin Aruba (10.6%), and Colonial Mall - Myrtle Beach
(3.4%).

The largest remaining loan in the transaction is the Boca Hotel
Portfolio. The portfolio consists of five hotels in Florida with a
total of 2,318 rooms and a separate golf course. The properties,
located in Boca Raton, Ft. Lauderdale and Naples, are the Boca
Raton Resort & Club and Marina, Bahia Mar Beach Resort & Marina,
Hyatt Regency Pier 66 & Marina, Naples Grand Resort, Edgewater
Beach Hotel and Naples Grand Golf Club. The loan is currently
performing according to terms of a forbearance / modification that
include $45 million of paydown, a full cash trap and an extension
through August 2013. Performance of the portfolio has improved
since year end 2010; net operating income (NOI) as of trailing 12
month June 2012 has improved 23%. However, the NOI remains 60%
below issuance expectations. As of June 2012, portfolio occupancy
was 62% with a RevPAR of $131 compared to 60% and $127 in April
2011 and 67% and $153 at issuance, respectively. While the assets
are considered high quality with land value and other income from
areas such as marinas and golf courses, value calculated based on
current cash flow indicates losses are possible.

The Westin Aruba is a 478 room, real estate owned (REO) hotel
property located in Palm Beach, Aruba. The property has beachfront
access, retail and meeting space, as well as a nightclub and a
12,000 square foot (sf) casino. The loan transferred to special
servicing in November 2008 when the borrower failed to make
operating advances to the hotel operator as specified in the loan
agreement. The property has been REO since May 2009, when the
special servicer foreclosed on the mezzanine lender, Petra Realty
Advisors, who foreclosed on the original sponsor, Belfonti Capital
Partners. Starwood initiated an 'all inclusive' option in 2009
which resulted in increased income. The casino operator ceased
paying rent in April 2010, was evicted in October 2010 and the
former casino operator's bank repossessed the casino equipment
which resulted in a six week shut down. The casino reopened in
December 2010 with new equipment and a new name, the Palm Beach
Casino. Aruba Casino Management currently operates the casino. The
property is currently being marketed for sale with purchase offers
anticipated through Feb. 1, 2013. Fitch considers both principal
and interest losses to be possible on the final disposition of
this loan due to the amount of advances, expenses and fees
outstanding.

The Colonial Mall - Myrtle Beach is collateralized by a 524,767 sf
regional mall located in Myrtle Beach, SC. Anchors include J.C.
Penney, two Belk stores, Bass Pro Shops, and Carmike Cinemas; in-
line tenants are a typical mix of national retailers, with some
local tenants. The anchors, with the exception of the cinema and
the improvements to the Belk #2 store, are part of the collateral.
The Belk #2 store pays ground rent. In 2004, a new super-regional
mall opened 15 miles from the subject, resulting in declines in
occupancy and sales. Issuance expectations assumed some level of
performance stabilization; however, improved performance
expectations have not been realized and occupancy has declined. At
issuance, the total mall was 90.6% occupied, which was lower than
historical rates in excess of 95%. Per the December 2009 rent
roll, the total mall and in-line occupancy had declined to 84.2%
and 66.5%, respectively. As of the December 2011 rent roll, total
mall and in-line occupancy were 80.3% and 42.9%, respectively.
J.C. Penney and both Belk store's (60% of the total anchor space)
leases expire in 2014. As of June 2012, total mall occupancy
remained at 80%.

Fitch affirms and revises Rating Outlooks as indicated:

--$573.5 million class A-2 at 'Asf'; Outlook revised to Stable
   from Positive;
--$98.6 million class B at 'BBBsf'; Outlook revised to Stable
   from Positive;
--$95 million class C at 'BBBsf'; Outlook Stable;
--$76.8 million class D at 'BBBsf'; Outlook Stable;
--$75.2 million class E at 'BBsf'; Outlook Stable;
--$70.4 million class F at 'BBsf'; Outlook Stable;
--$71.8 million class G at 'Bsf'; Outlook Stable.
--$64.9 million class H at 'CCCsf'; RE 100%;
--$21.9 million class J at 'CCCsf'; RE 50%;
--$25.4 million class K at 'CCsf'; RE 0%';
--$28.3 million class L at 'Dsf'; RE 0%';
--$18 million class BH-1 at 'CCCsf'; RE 100%;
--$28 million class BH-2 at 'CCCsf'; RE 50%;
--$56 million class BH-3 at 'CCsf'; RE 0%;
--$46 million class BH-4 at 'CCsf'; RE 0%;
--$3.3 million class WA at 'Csf'', RE 0%;
--$2.3 million class MB-1 at 'CCsf', RE 100%;
--$2.6 million class MB-2 at 'CCsf'; RE 100%;
--$2.6 million class MB-3 at 'CCsf'; RE 10%;
--$2.5 million class MB-4 at 'CCsf', RE 0%;
--$1.1 million class CM at 'Csf'; RE 0%'.

Class A-1, interest-only class X-1A and rake classes KH-1, KH-2,
BP-1, UV and WB have paid in full and class X-1B was previously
withdrawn. Class BP-2 is affirmed at 'Dsf/RE 0%' as realized
losses were incurred.


WACHOVIA BANK 2006-C28: Fitch Cuts Rating on Cl. O Notes to 'Dsf'
-----------------------------------------------------------------
Fitch Ratings has downgraded five classes and affirmed 17 classes
of Wachovia Bank Commercial Mortgage Trust (WBCMT 2006-C28)
commercial mortgage pass-through certificates series 2006-C28 due
to an increase in expected losses on specially serviced loans and
deterioration in collateral performance. A detailed list of rating
actions follows at the end of this press release.

Sensitivity/Rating Drivers

Fitch modeled losses of 16% of the remaining pool; expected losses
on the original pool balance including losses realized to date
total 15.8%. The pool has experienced 1.63% in realized losses to
date. Fitch has designated 56 loans (28.1%) as Fitch Loans of
Concern, which includes 25 specially serviced assets (20.2%), 15
of which are real estate owned (REO) assets comprising 16.9% of
the pool.

As of the January 2013 distribution date, the pool's aggregate
principal balance has been reduced by 11.3% to $3.2 billion from
$3.6 billion at issuance. One loan have defeased since issuance.
Interest shortfalls are currently affecting classes H through Q.

The largest contributor to expected losses is the REO asset,
Montclair Plaza (5.9% of the pool), which is a 1.4 million square
foot regional mall located in Montclair, CA, approximately 30
miles east of Los Angeles anchored by Nordstrom, Macy's, JC Penney
and Sears. As of year-end (YE) 2012, the property was 80.8%
occupied with debt service coverage ratio (DSCR) of 1.19x. The
asset is REO and the servicer is holding the asset until market
conditions improve prior to sale.

The next largest contributor to expected losses is the REO asset,
Four Seasons Resort and Club - Dallas, TX (5.5%), which is a full-
service hotel property located in Irving, TX. Property performance
has declined as NOI decreased 21% from YE2011 to YE2012. DSCR has
also decreased to 0.55x at YE2012 from 0.67x at YE2011. The
strategy for resolution is to hold the asset until property
renovations are complete and market conditions improve.

The third largest contributor to expected losses is The Gas
Company Tower loan (7.2%), which is secured by a 1.3 million sf
class A office building located in downtown Los Angeles, CA.
Performance of the property declined with the 5th largest tenant
(7.9%) vacating at lease expiration in November 2011 and the
largest tenant, Southern California Gas (31.4%), downsizing its
space and renewing at a reduced rate. As of June 2012, occupancy
for the property was 81% with DSCR of 0.92x.

In total, there are currently 25 loans (20.2%) in special
servicing which consists of five loans (1.7%) in foreclosure, two
loans (0.4%) that are 60 days delinquent, 15 loans (16.9%) that
are REO, 1 loan (0.8%) that is current and two loans (0.4%) that
are non-performing matured balloon loans.

At Fitch's last review there were 33 loans (21.5%) in special
servicing which consists of seven loans (2.6%) in foreclosure, two
loans (0.2%) that were 90 days delinquent, 21 loans (16.9%) that
were REO, two loans (1.4%) that were current and one loan (0.2%)
that was a non-performing matured balloon loan.

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

-- $359.5 million class A-M to 'BBB-sf' from 'AAAsf', Outlook
    Negative;
-- $278.6 million class A-J to 'CCCsf' from 'Bsf', RE 55%;
-- $58.4 million class C to 'CCsf' from 'CCCsf', RE 0%;
-- $31.5 million class D to 'Csf' from 'CCsf', RE 0%;
-- $6.1 million class O to 'Dsf' from 'Csf', RE 0%.

Fitch affirms the following classes as indicated:

-- $241.6 million class A-2 at 'AAAsf', Outlook Stable;
-- $140.2 million class A-PB at 'AAAsf', Outlook Stable;
-- $215 million class A-3 at 'AAAsf', Outlook Stable;
-- $802.2 million class A-4 at 'AAAsf', Outlook Stable;
-- $522.5 million class A-1A at 'AAAsf', Outlook Stable;
-- $250 million class A-4FL at 'AAAsf', Outlook Stable;
-- $22.5 million class B at 'CCCsf', RE 0%;
-- $49.4 million class E at 'Csf', RE 0%;
-- $40.4 million class F at 'Csf', RE 0%;
-- $40.4 million class G at 'Csf', RE 0%;
-- $40.4 million class H at 'Csf', RE 0%;
-- $44.9 million class J at 'Csf', RE 0%;
-- $18 million class K at 'Csf', RE 0%;
-- $9 million class L at 'Csf', RE 0%;
-- $13.5 million class M at 'Csf', RE 0%;
-- $4.5 million class N at 'Csf', RE 0%;
-- Class P at 'Dsf', RE 0%.

The class A-1 certificates have paid in full. Fitch does not rate
the class Q and FS certificates. Fitch previously withdrew the
rating on the interest-only class IO certificate.

The FS class is associated with the Four Seasons Resort & Club -
Dallas loan which is not rated by Fitch.


WESTWOOD CDO I: S&P Assigns 'BB(sf)' Rating on Class D Notes
------------------------------------------------------------
Standard & Poor's Ratings Services raised and removed from
CreditWatch its ratings on five classes of notes from Westwood CDO
I Ltd., a collateralized loan obligation (CLO) transaction managed
by Alcentra NY LLC.  S&P affirmed and removed from CreditWatch its
rating on the class A-1 note.

"We last took rating actions on this transaction in January 2012,
when we upgraded various notes.  This transaction remains in its
reinvestment phase until March 2014.  As of the December 2012
trustee report, the deal has no exposure to any defaults compared
with $5.1 million that it held in December 2011 referred to in our
last rating action.  Further, there is a decline in the balance of
CCC rated assets to $16.5 million currently from $27.0 million,
last December.  The class A overcollateralization ratio increased
to 124% from 122.9%.  Additionally, there is a significant balance
of loans with LIBOR floor base rates, bolstering the interest
available to the CLO in the  current low interest rate
environment," S&P said.

As of the January 2012 rating action, the rating on the class D
note was constrained by the Top Obligor Test.  With the
improvement in portfolio credit quality and the increase in
performing collateral, the rating is no longer affected by this
test.

The affirmation of the class A-1 note rating reflects the
availability of sufficient credit support at the current rating
level.  Although there has been a notable increase in credit
enhancement since S&P's rating action last year, the improvements
were not sufficient to support a AAA rating at this time.

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

          STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

            http://standardandpoorsdisclosure-17g7.com

RATING ACTIONS

Westwood CDO I Ltd.
                   Rating       Rating
Class              To           From

A-1                AA+ (sf)     AA+ (sf)/Watch Pos
A-2                AA (sf)      AA- (sf)/Watch Pos
B                  A (sf)       A- (sf)/Watch Pos
C-1                BBB (sf)     BB+ (sf)/Watch Pos
C-2                BBB (sf)     BB+ (sf)/Watch Pos
D                  BB (sf)      CCC+ (sf)/Watch Pos


* CREL CDO Delinquiencies Rate for December at 13.4%, Fitch Says
----------------------------------------------------------------
Though a decline since December 2013, late-pays for U.S. CREL CDOs
finished the year higher than at year-end 2011, according to the
latest index results from Fitch Ratings.

CREL CDO delinquencies for December came in at 13.4%, down from
13.7% in November. However, they are higher than the 12.5%
observed in December 2011. The historical high-water mark for CREL
CDO delinquencies remains 14.8% in April 2011.

As of year-end 2012, only two Fitch rated CREL CDOs were still in
their reinvestment periods, both of which are currently failing
overcollateralization (OC) tests. Total CREL CDO collateral is
down by $2.9 billion since 2011.

Loans secured by land remained the property type with the highest
delinquency rate at 43% to close out 2012. However, hotel loans
now have the second highest delinquency rate at 20%. The most
significant decline is attributable to multifamily properties,
which have dropped to a 7% delinquency rate from 14% in 2011.


* U.S. Bank TruPS CDOs Combined Default Drop, Fitch Reports
-----------------------------------------------------------
According to latest index results from Fitch Ratings, combined
defaults and deferrals for U.S. bank TruPS CDOs has further
decreased to 30.2% at the end of the fourth quarter of 2012
(4Q'12).

Two deferring bank issuers totaling $28.5 million of collateral in
three CDOs defaulted on their TruPS CDOs in 4Q'12, fewer than the
five banks that defaulted in 3Q'12.

Furthermore, five banks representing $69.7 million of collateral
in 11 CDOs began deferring interest on their TruPS in 4Q'12,
comparable to the amount seen in 3Q'12. Three were re-deferrals
from banks that had previously cured.

Moreover, 14 banks representing $270.8 million of collateral in 28
CDOs resumed interest payments and repaid cumulative deferred
interest on their TruPS. The number of cured banks in 4Q'12 was
similar to that of 3Q'12, however, the notional amount was
considerably lower than the previous quarter's $492.7 million.


* Fitch Responds to Investor Concerns of U.S. CMBS Loans Revision
-----------------------------------------------------------------
The rising volume of loan modifications over the past two years,
especially for the largest U.S. CMBS loans, is making investors
increasingly vocal that additional information is needed to assess
the modification's impact on their investment, according to Fitch
Ratings.

Detailed disclosure of the modification terms is of primary
importance. However, the absence of reported financial statements
challenges investors' ability to assess the health of the property
and calls into question the basis for a modification. To address
these concerns, Fitch focused on modification disclosure during
its 2012 review of special and master servicers.

During its servicer review process, Fitch reviewed the adequacy of
information reported by special servicers on loans that have been
returned to the master servicer as corrected mortgage loans. Fitch
selected modified loans at random using information provided by
special servicers and information from Trepp. This was done to
assess the availability and adequacy of information on the new
loan terms, as well as if financial information was appropriately
disclosed.

Fitch observed a marked improvement in 2012 of special servicer's
disclosure of modified loan terms. Fitch also noted that special
servicers increasingly made use of loan comment fields to
communicate modification terms, and that the terms of the
modification were more detailed and sufficient for investors to
model modified terms of the loan.

While Fitch observed improved disclosure of modification terms,
financial reporting of the underlying properties has not followed
suit. Fitch found more than 50% of the loans it sampled did not
have properly reported current or historical financial statements.

Fitch discussed these loans with management and requested copies
of business plans to assess if financial statements had been
obtained. In all instances Fitch found that special servicers had
in fact collected current and historical financial statements and
were documented in their business plans. This trend was observed
among nearly all Fitch rated servicers. The only consistent
difference observed was when the same servicer acted as both
master and special servicer financial statements were often
reported.

In discussions with senior management, Fitch found that the lack
of financial statement reporting was typically the result of a
breakdown in communication between master and special servicers.
Generally, asset managers either neglected to forward the
financial statements to the master servicer to be reported, or the
statements were sent to a master servicer contact that was not
responsible for financial statement analysis and reporting.

The response from special servicers to the lack of disclosure
highlighted by Fitch has been proactive. Many servicers have
instituted new policies and procedures for reporting financial
statements to the master servicer. Fitch will continue to monitor
the disclosure of financial statements for modified loans in 2013
turning its attention to master servicers. It is Fitch's view that
in all instances where a loan is being returned to the master
servicer as a corrected loan (with the same borrower), the master
servicer should receive and report current and delinquent
financial statements as a requirement for accepting the loan as a
corrected mortgage loan.


* Fitch Downgrades 209 Distressed Bonds to 'Dsf'
------------------------------------------------
Fitch Ratings has downgraded 209 distressed bonds in 126 U.S. RMBS
transactions to 'Dsf'. The downgrades indicate that the bonds have
incurred a principal write-down. Of the bonds downgraded to 'Dsf',
all classes were previously rated 'Csf' or 'CCsf'. All ratings
below 'Bsf' indicate a default is expected.

As part of this review, the Recovery Estimates of the defaulted
bonds were not revised. Additionally, the review only focused on
the bonds which defaulted and did not include any other bonds in
the affected transactions.

Of the 209 classes affected by these downgrades, 94 are Alt-A, 82
are Prime, and 21 are Subprime. The remaining transaction types
are other sectors. The majority of the bonds (44.3%) have a
Recovery Estimate of 50%-100%, which indicates that the bonds will
recover 50%-100% of the current outstanding balance, while 20.5%
have a Recovery Estimate of 0%.

A spreadsheet detailing Fitch's rating actions can be found at
'www.fitchratings.com' by performing a title search for 'Fitch
Downgrades 209 Distressed Bonds to 'Dsf' in 126 U.S. RMBS
Transactions'. These actions were reviewed by a committee of Fitch
analysts. The spreadsheet provides the contact information for the
performance analyst.

The spreadsheet also details Fitch's assignment of Recovery
Estimates (REs) to the transactions. The Recovery Estimate scale
is based upon the expected relative recovery characteristics of an
obligation. For structured finance, Recovery Estimates are
designed to estimate recoveries on a forward-looking basis.


* Moody's Takes Rating Actions on $195MM US Scratch & Dent RMBS
---------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 25
tranches, affirmed the ratings of 52 tranches and confirmed the
rating of one tranche from 12 RMBS transactions, backed by Scratch
and Dent loans issued by Ocwen, BlackRock, SACO and Salomon
Brothers.

Ratings Rationale

The actions are a result of the recent performance review of these
deals and reflect Moody's updated loss expectations on these
pools. The rating action constitute of a number of downgrades. The
downgrades are primarily due to deteriorating collateral
performance and prior misallocation of funds to certain tranches.
The affected transactions are backed by small balance re-
performing distressed loans. In addition, these transactions have
a shifting interest structure whereby the subordinate certificates
are receiving a portion of principal thereby depleting the dollar
enhancement available to the most senior certificates in the
structure.

In the rating actions, eleven A-WAC and Class A-P tranches were
also downgraded. These tranches have separate principal-only (PO)
and interest-only (IO) components. The PO components are linked to
the arrearage pool; they receive principal from the arrearage
pools and receive a share from the senior distribution amount
along with the other senior certificates. In most of these
transactions, based on the reported arrearage pool balance, the PO
components are under-collateralized. Based on the transactions
documents, the PO tranches should not be under-collateralized. In
other words, the bond balances should be equal to or less than the
arrearage amount. Moody's has confirmed the misallocation of
principal by the prior trustee, and the prior trustee has agreed
that there was a misallocation of funds. The current trustee for
the affected transactions has been making accurate distributions
since the misallocation was realized. The IO components reference
either multiple bonds or a pool.

The final ratings on the A-P and A-WAC tranches reflect a combined
assessment of both components. The PO component is relatively
strong as it benefits from the credit enhancement provided by
subordination and payment priority of the tranche relative to the
subordinate tranches. The IO component rating considers the risk
to future cashflows associated with the IO component in accordance
with "Moody's Approach to Rating Structured Finance Interest-Only
Securities" published in February 2012.

At this time, Moody's ratings on the A-WAC and A-P bonds assume a
higher weight to the PO component rating to give benefit to the
strength of the PO component. As the PO components in the affected
transactions pay off, the IO component rating will be the rating
outstanding.

The methodologies used in these ratings were "Moody's Approach to
Rating US Residential Mortgage-Backed Securities" published in
December 2008, and "US RMBS Surveillance Methodology for Scratch
and Dent" published in May 2011. The methodology used in rating
Interest-Only Securities was "Moody's Approach to Rating
Structured Finance Interest-Only Securities" published in February
2012.

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

Loan Modifications

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

Small Pool Volatility

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

To project losses on scratch and dent pools with fewer than 100
loans, Moody's first calculates an annualized delinquency rate
based on strength of the collateral, number of loans remaining in
the pool and the level of current delinquencies in the pool. For
scratch and dent, Moody's first applies a baseline delinquency
rate of 11% for standard transactions and 3% for strongest prime-
like deals. Once the loan count in a pool falls below 76, this
rate of delinquency is increased by 1% for every loan fewer than
76. For example, for a standard pool with 75 loans, the adjusted
rate of new delinquency is 11.1%. Further, to account for the
actual rate of delinquencies in a small pool, Moody's multiplies
the rate calculated above by a factor ranging from 0.75 to 2.5 for
current delinquencies that range from less than 2.5% to greater
than 30% respectively. Moody's then uses this final adjusted rate
of new delinquency to project delinquencies and losses for the
remaining life of the pool under the approach described in the
methodology publication.

The primary source of assumption uncertainty is the uncertainty in
Moody's central macroeconomic forecast and performance volatility
due to servicer-related issues. The unemployment rate fell from
9.0% in September 2011 to 7.8% in December 2012. Moody's forecasts
a further drop to 7.5% by 2014. Moody's expects house prices to
drop another 1% from their 4Q2011 levels before gradually rising
towards the end of 2013. Performance of RMBS continues to remain
highly dependent on servicer procedures. Any change resulting from
servicing transfers or other policy or regulatory change can
impact the performance of these transactions.

Complete rating actions are as follows:

Issuer: Salomon Brothers Mortgage Securities VII, Inc., Series
1997-HUD1

A-4, Affirmed Caa3 (sf); previously on Aug 22, 2012 Downgraded to
Caa3 (sf)

A-WAC, Downgraded to Caa3 (sf); previously on Apr 19, 2012 B1 (sf)
Placed Under Review for Possible Downgrade

B-1, Downgraded to Ca (sf); previously on Sep 10, 2010 Downgraded
to Caa3 (sf)

B-2, Affirmed Ca (sf); previously on Sep 10, 2010 Downgraded to Ca
(sf)

B-3, Affirmed C (sf); previously on Sep 10, 2010 Downgraded to C
(sf)

B-4, Affirmed C (sf); previously on Jun 18, 2010 Downgraded to C
(sf)

IO, Affirmed Ca (sf); previously on Aug 22, 2012 Downgraded to Ca
(sf)

Issuer: BlackRock Capital Fiance L.L.C. Series 1997-R3

A-WAC, Downgraded to Ba2 (sf); previously on Apr 19, 2012 Aaa (sf)
Placed Under Review for Possible Downgrade

B-1, Affirmed Caa3 (sf); previously on Jul 2, 2010 Downgraded to
Caa3 (sf)

B-2, Affirmed C (sf); previously on Jul 2, 2010 Downgraded to C
(sf)

B-3, Affirmed C (sf); previously on Jun 30, 2003 Downgraded to C
(sf)

Issuer: BlackRock Capital Finance L.L.C. Series 1997-R1

A-4, Affirmed Baa1 (sf); previously on Aug 22, 2012 Downgraded to
Baa1 (sf)

WAC, Downgraded to Ba3 (sf); previously on Apr 19, 2012 A1 (sf)
Placed Under Review for Possible Downgrade

B-1, Affirmed Ca (sf); previously on Jul 2, 2010 Downgraded to Ca
(sf)

B-2, Affirmed C (sf); previously on Jul 2, 2010 Downgraded to C
(sf)

B-3, Affirmed C (sf); previously on Jul 2, 2010 Downgraded to C
(sf)

Issuer: BlackRock Capital Finance L.L.C. Series 1997-R2

1-B1, Downgraded to Caa2 (sf); previously on Aug 22, 2012
Downgraded to Caa1 (sf)

1-B2, Affirmed Ca (sf); previously on Jul 18, 2011 Downgraded to
Ca (sf)

1-B3, Affirmed Ca (sf); previously on Jul 18, 2011 Downgraded to
Ca (sf)

2-B1, Downgraded to Caa2 (sf); previously on Apr 19, 2012 B3 (sf)
Placed Under Review for Possible Downgrade

2-B2, Affirmed Ca (sf); previously on Jul 18, 2011 Downgraded to
Ca (sf)

2-B3, Affirmed Ca (sf); previously on Jul 18, 2011 Downgraded to
Ca (sf)

3-AX, Affirmed Ca (sf); previously on Feb 22, 2012 Downgraded to
Ca (sf)

3-PO, Affirmed B2 (sf); previously on Aug 22, 2012 Confirmed at B2
(sf)

3-B1, Downgraded to Caa2 (sf); previously on Apr 19, 2012 B2 (sf)
Placed Under Review for Possible Downgrade

3-B2, Affirmed Ca (sf); previously on Jul 18, 2011 Downgraded to
Ca (sf)

3-B3, Affirmed Ca (sf); previously on Jul 18, 2011 Downgraded to
Ca (sf)

B-4, Affirmed C (sf); previously on Jul 18, 2011 Downgraded to C
(sf)

B-5, Affirmed C (sf); previously on Jul 18, 2011 Downgraded to C
(sf)

A-P, Downgraded to B3 (sf); previously on Apr 19, 2012 B1 (sf)
Placed Under Review for Possible Downgrade

Issuer: BlackRock Capital Finance L.L.C., Series 1996-R1

A-4, Affirmed Aaa (sf); previously on Aug 2, 2011 Confirmed at Aaa
(sf)

Financial Guarantor: Federal Home Loan Mortgage Corp. (Aaa,
Outlook negative on Aug 2, 2011)

A-WAC, Affirmed Aaa (sf); previously on Aug 2, 2011 Confirmed at
Aaa (sf)

Financial Guarantor: Federal Home Loan Mortgage Corp. (Aaa,
Outlook negative on Aug 2, 2011)

B-1, Affirmed Ca (sf); previously on Aug 22, 2012 Confirmed at Ca
(sf)

B-1X, Affirmed Ca (sf); previously on Aug 22, 2012 Upgraded to Ca
(sf)

B-2, Affirmed C (sf); previously on Jul 2, 2010 Downgraded to C
(sf)

B-2X, Affirmed C (sf); previously on Jul 2, 2010 Downgraded to C
(sf)

Issuer: Ocwen Residential MBS Corporation Mortgage Pass-Through
Certificates, Series 1998-R3

A-WAC, Downgraded to Caa2 (sf); previously on Aug 22, 2012 B3 (sf)
Placed Under Review for Possible Downgrade

B-1, Affirmed C (sf); previously on May 24, 2011 Downgraded to C
(sf)

B-2, Affirmed C (sf); previously on May 24, 2011 Downgraded to C
(sf)

A-1, Affirmed Caa1 (sf); previously on Aug 22, 2012 Downgraded to
Caa1 (sf)

Issuer: Ocwen Residential MBS Corporation Series 1998-R1

A-WAC, Downgraded to Ba2 (sf); previously on Aug 22, 2012 Aaa (sf)
Placed Under Review for Possible Downgrade

B-1, Downgraded to B3 (sf); previously on Aug 22, 2012 B1 (sf)
Placed Under Review for Possible Downgrade

B-2, Affirmed Ca (sf); previously on Sep 10, 2010 Downgraded to Ca
(sf)

B-3, Affirmed C (sf); previously on Sep 10, 2010 Downgraded to C
(sf)

Issuer: Ocwen Residential MBS Corporation Series 1998-R2

P-F, Downgraded to Baa3 (sf); previously on Aug 22, 2012
Downgraded to A3 (sf)

AP, Downgraded to B1 (sf); previously on Aug 22, 2012 Aaa (sf)
Placed Under Review for Possible Downgrade

B1-A, Downgraded to Caa2 (sf); previously on Aug 22, 2012
Downgraded to Caa1 (sf)

B1-F, Downgraded to Caa2 (sf); previously on Aug 22, 2012
Downgraded to Caa1 (sf)

X-F, Affirmed Ca (sf); previously on Aug 22, 2012 Downgraded to Ca
(sf)

B2-F, Affirmed Ca (sf); previously on Apr 23, 2009 Downgraded to
Ca (sf)

B3-F, Affirmed Ca (sf); previously on Apr 23, 2009 Downgraded to
Ca (sf)

B4-F, Affirmed Ca (sf); previously on Apr 23, 2009 Downgraded to
Ca (sf)

B5-F, Affirmed C (sf); previously on Apr 23, 2009 Downgraded to C
(sf)

B3-A, Affirmed Ca (sf); previously on Apr 23, 2009 Downgraded to
Ca (sf)

B4-A, Affirmed C (sf); previously on Apr 23, 2009 Downgraded to C
(sf)

B5-A, Affirmed C (sf); previously on Apr 23, 2009 Downgraded to C
(sf)

B2-A, Affirmed Caa3 (sf); previously on Aug 22, 2012 Confirmed at
Caa3 (sf)

Issuer: Ocwen Residential MBS Corporation Series 1999-R1

B2-F, Downgraded to B2 (sf); previously on Aug 22, 2012 Downgraded
to Ba2 (sf) and Remained On Review for Possible Downgrade

B1-A, Downgraded to Baa2 (sf); previously on Aug 22, 2012 A1 (sf)
Placed Under Review for Possible Downgrade

B1-F, Confirmed at Aa2 (sf); previously on Aug 22, 2012 Aa2 (sf)
Placed Under Review for Possible Downgrade

B2-A, Affirmed Caa3 (sf); previously on May 24, 2011 Downgraded to
Caa3 (sf)

B3-A, Affirmed Ca (sf); previously on May 24, 2011 Downgraded to
Ca (sf)

B4-A, Affirmed C (sf); previously on May 24, 2011 Downgraded to C
(sf)

B3-F, Affirmed Ca (sf); previously on May 24, 2011 Downgraded to
Ca (sf)

B4-F, Affirmed C (sf); previously on May 24, 2011 Downgraded to C
(sf)

Issuer: Ocwen residential MBS Corporation, Series 1999-R2

AP, Downgraded to Caa1 (sf); previously on Apr 19, 2012 B2 (sf)
Placed Under Review for Possible Downgrade

B1, Affirmed C (sf); previously on May 24, 2011 Downgraded to C
(sf)

B2, Affirmed C (sf); previously on Apr 23, 2009 Downgraded to C
(sf)

Issuer: SACO I Inc. Series 1999-3

1-B-1, Downgraded to Ba3 (sf); previously on Aug 22, 2012
Downgraded to Ba1 (sf) and Placed Under Review for Possible
Downgrade

1-B-2, Downgraded to Caa2 (sf); previously on Aug 22, 2012
Downgraded to Caa1 (sf)

1-B-3, Affirmed Ca (sf); previously on May 26, 2011 Downgraded to
Ca (sf)

2-B-1, Downgraded to A2 (sf); previously on May 14, 1999 Assigned
Aa2 (sf)

2-B-2, Downgraded to B2 (sf); previously on Aug 22, 2012
Downgraded to Ba3 (sf)

2-B-3, Downgraded to Caa3 (sf); previously on Aug 22, 2012
Downgraded to Caa2 (sf)

A-WAC, Downgraded to Ba2 (sf); previously on Aug 22, 2012 Aaa (sf)
Placed Under Review for Possible Downgrade

Issuer: Salomon Brothers Mortgage Securities VII, Inc. Series
1997-HUD2

A-WAC, Downgraded to Ba3 (sf); previously on Apr 19, 2012 Aaa (sf)
Placed Under Review for Possible Downgrade

IO, Affirmed Ca (sf); previously on Aug 22, 2012 Downgraded to Ca
(sf)

A-4, Affirmed A2 (sf); previously on Aug 22, 2012 Downgraded to A2
(sf)

A list of these actions including CUSIP identifiers may be found
at http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF315232

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

http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF247004


* Moody's Corrects Jan. 28 Rating Release on $195 Million RMBS
--------------------------------------------------------------
Moody's Investors Service issued a correction to the January 28,
2013 rating release on $195 million of US Scratch and Dent RMBS
issued from 1996 to 1999.

Moody's downgraded the ratings of 25 tranches, affirmed the
ratings of 52 tranches and confirmed the rating of one tranche
from 12 RMBS transactions, backed by Scratch and Dent loans issued
by Ocwen, BlackRock, SACO and Salomon Brothers.

Ratings Rationale

The actions are a result of the recent performance review of these
deals and reflect Moody's updated loss expectations on these
pools. The rating action constitute of a number of downgrades. The
downgrades are primarily due to deteriorating collateral
performance and prior misallocation of funds to certain tranches.
The affected transactions are backed by small balance re-
performing distressed loans. In addition, these transactions have
a shifting interest structure whereby the subordinate certificates
are receiving a portion of principal thereby depleting the dollar
enhancement available to the most senior certificates in the
structure.

In the rating actions, eleven A-WAC and Class A-P tranches were
also downgraded. These tranches have separate principal-only (PO)
and interest-only (IO) components. The PO components are linked to
the arrearage pool; they receive principal from the arrearage
pools and receive a share from the senior distribution amount
along with the other senior certificates. In most of these
transactions, based on the reported arrearage pool balance, the PO
components are under-collateralized. Based on the transactions
documents, the PO tranches should not be under-collateralized. In
other words, the bond balances should be equal to or less than the
arrearage amount. Moody's has confirmed the misallocation of
principal by the prior trustee, and the prior trustee has agreed
that there was a misallocation of funds. The current trustee for
the affected transactions has been making accurate distributions
since the misallocation was realized. The IO components reference
either multiple bonds or a pool.

The final ratings on the A-P and A-WAC tranches reflect a combined
assessment of both components. The PO component is relatively
strong as it benefits from the credit enhancement provided by
subordination and payment priority of the tranche relative to the
subordinate tranches. The IO component rating considers the risk
to future cashflows associated with the IO component in accordance
with "Moody's Approach to Rating Structured Finance Interest-Only
Securities" published in February 2012.

At this time, Moody's ratings on the A-WAC and A-P bonds assume a
higher weight to the PO component rating to give benefit to the
strength of the PO component. As the PO components in the affected
transactions pay off, the IO component rating will be the rating
outstanding.

The methodologies used in these ratings were "Moody's Approach to
Rating US Residential Mortgage-Backed Securities" published in
December 2008, and "US RMBS Surveillance Methodology for Scratch
and Dent" published in May 2011. The methodology used in rating
Interest-Only Securities was "Moody's Approach to Rating
Structured Finance Interest-Only Securities" published in February
2012.

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

Loan Modifications

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

Small Pool Volatility

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

To project losses on scratch and dent pools with fewer than 100
loans, Moody's first calculates an annualized delinquency rate
based on strength of the collateral, number of loans remaining in
the pool and the level of current delinquencies in the pool. For
scratch and dent, Moody's first applies a baseline delinquency
rate of 11% for standard transactions and 3% for strongest prime-
like deals. Once the loan count in a pool falls below 76, this
rate of delinquency is increased by 1% for every loan fewer than
76. For example, for a standard pool with 75 loans, the adjusted
rate of new delinquency is 11.1%. Further, to account for the
actual rate of delinquencies in a small pool, Moody's multiplies
the rate calculated above by a factor ranging from 0.75 to 2.5 for
current delinquencies that range from less than 2.5% to greater
than 30% respectively. Moody's then uses this final adjusted rate
of new delinquency to project delinquencies and losses for the
remaining life of the pool under the approach described in the
methodology publication.

The primary source of assumption uncertainty is the uncertainty in
Moody's central macroeconomic forecast and performance volatility
due to servicer-related issues. The unemployment rate fell from
9.0% in September 2011 to 7.8% in December 2012. Moody's forecasts
a further drop to 7.5% by 2014. Moody's expects house prices to
drop another 1% from their 4Q2011 levels before gradually rising
towards the end of 2013. Performance of RMBS continues to remain
highly dependent on servicer procedures. Any change resulting from
servicing transfers or other policy or regulatory change can
impact the performance of these transactions.

Complete rating actions are as follows:

Issuer: Salomon Brothers Mortgage Securities VII, Inc., Series
1997-HUD1

A-4, Affirmed Caa3 (sf); previously on Aug 22, 2012 Downgraded to
Caa3 (sf)

A-WAC, Downgraded to Caa3 (sf); previously on Apr 19, 2012 B1 (sf)
Placed Under Review for Possible Downgrade

B-1, Downgraded to Ca (sf); previously on Sep 10, 2010 Downgraded
to Caa3 (sf)

B-2, Affirmed Ca (sf); previously on Sep 10, 2010 Downgraded to Ca
(sf)

B-3, Affirmed C (sf); previously on Sep 10, 2010 Downgraded to C
(sf)

B-4, Affirmed C (sf); previously on Jun 18, 2010 Downgraded to C
(sf)

IO, Affirmed Ca (sf); previously on Aug 22, 2012 Downgraded to Ca
(sf)

Issuer: BlackRock Capital Fiance L.L.C. Series 1997-R3

A-WAC, Downgraded to Ba2 (sf); previously on Apr 19, 2012 Aaa (sf)
Placed Under Review for Possible Downgrade

B-1, Affirmed Caa3 (sf); previously on Jul 2, 2010 Downgraded to
Caa3 (sf)

B-2, Affirmed C (sf); previously on Jul 2, 2010 Downgraded to C
(sf)

B-3, Affirmed C (sf); previously on Jun 30, 2003 Downgraded to C
(sf)

Issuer: BlackRock Capital Finance L.L.C. Series 1997-R1

A-4, Affirmed Baa1 (sf); previously on Aug 22, 2012 Downgraded to
Baa1 (sf)

WAC, Downgraded to Ba3 (sf); previously on Apr 19, 2012 A1 (sf)
Placed Under Review for Possible Downgrade

B-1, Affirmed Ca (sf); previously on Jul 2, 2010 Downgraded to Ca
(sf)

B-2, Affirmed C (sf); previously on Jul 2, 2010 Downgraded to C
(sf)

B-3, Affirmed C (sf); previously on Jul 2, 2010 Downgraded to C
(sf)

Issuer: BlackRock Capital Finance L.L.C. Series 1997-R2

1-B1, Downgraded to Caa2 (sf); previously on Aug 22, 2012
Downgraded to Caa1 (sf)

1-B2, Affirmed Ca (sf); previously on Jul 18, 2011 Downgraded to
Ca (sf)

1-B3, Affirmed Ca (sf); previously on Jul 18, 2011 Downgraded to
Ca (sf)

2-B1, Downgraded to Caa2 (sf); previously on Apr 19, 2012 B3 (sf)
Placed Under Review for Possible Downgrade

2-B2, Affirmed Ca (sf); previously on Jul 18, 2011 Downgraded to
Ca (sf)

2-B3, Affirmed Ca (sf); previously on Jul 18, 2011 Downgraded to
Ca (sf)

3-AX, Affirmed Ca (sf); previously on Feb 22, 2012 Downgraded to
Ca (sf)

3-PO, Affirmed B2 (sf); previously on Aug 22, 2012 Confirmed at B2
(sf)

3-B1, Downgraded to Caa2 (sf); previously on Apr 19, 2012 B2 (sf)
Placed Under Review for Possible Downgrade

3-B2, Affirmed Ca (sf); previously on Jul 18, 2011 Downgraded to
Ca (sf)

3-B3, Affirmed Ca (sf); previously on Jul 18, 2011 Downgraded to
Ca (sf)

B-4, Affirmed C (sf); previously on Jul 18, 2011 Downgraded to C
(sf)

B-5, Affirmed C (sf); previously on Jul 18, 2011 Downgraded to C
(sf)

A-P, Downgraded to B3 (sf); previously on Apr 19, 2012 B1 (sf)
Placed Under Review for Possible Downgrade

Issuer: BlackRock Capital Finance L.L.C., Series 1996-R1

A-4, Affirmed Aaa (sf); previously on Aug 2, 2011 Confirmed at Aaa
(sf)

Financial Guarantor: Federal Home Loan Mortgage Corp. (Aaa,
Outlook negative on Aug 2, 2011)

A-WAC, Affirmed Aaa (sf); previously on Aug 2, 2011 Confirmed at
Aaa (sf)

Financial Guarantor: Federal Home Loan Mortgage Corp. (Aaa,
Outlook negative on Aug 2, 2011)

B-1, Affirmed Ca (sf); previously on Aug 22, 2012 Confirmed at Ca
(sf)

B-1X, Affirmed Ca (sf); previously on Aug 22, 2012 Upgraded to Ca
(sf)

B-2, Affirmed C (sf); previously on Jul 2, 2010 Downgraded to C
(sf)

B-2X, Affirmed C (sf); previously on Jul 2, 2010 Downgraded to C
(sf)

Issuer: Ocwen Residential MBS Corporation Mortgage Pass-Through
Certificates, Series 1998-R3

A-WAC, Downgraded to Caa2 (sf); previously on Aug 22, 2012 B3 (sf)
Placed Under Review for Possible Downgrade

B-1, Affirmed C (sf); previously on May 24, 2011 Downgraded to C
(sf)

B-2, Affirmed C (sf); previously on May 24, 2011 Downgraded to C
(sf)

A-1, Affirmed Caa1 (sf); previously on Aug 22, 2012 Downgraded to
Caa1 (sf)

Issuer: Ocwen Residential MBS Corporation Series 1998-R1

A-WAC, Downgraded to Ba2 (sf); previously on Aug 22, 2012 Aaa (sf)
Placed Under Review for Possible Downgrade

B-1, Downgraded to B3 (sf); previously on Aug 22, 2012 B1 (sf)
Placed Under Review for Possible Downgrade

B-2, Affirmed Ca (sf); previously on Sep 10, 2010 Downgraded to Ca
(sf)

B-3, Affirmed C (sf); previously on Sep 10, 2010 Downgraded to C
(sf)

Issuer: Ocwen Residential MBS Corporation Series 1998-R2

P-F, Downgraded to Baa3 (sf); previously on Aug 22, 2012
Downgraded to A3 (sf)

AP, Downgraded to B1 (sf); previously on Aug 22, 2012 Aaa (sf)
Placed Under Review for Possible Downgrade

B1-A, Downgraded to Caa2 (sf); previously on Aug 22, 2012
Downgraded to Caa1 (sf)

B1-F, Downgraded to Caa2 (sf); previously on Aug 22, 2012
Downgraded to Caa1 (sf)

X-F, Affirmed Ca (sf); previously on Aug 22, 2012 Downgraded to Ca
(sf)

B2-F, Affirmed Ca (sf); previously on Apr 23, 2009 Downgraded to
Ca (sf)

B3-F, Affirmed Ca (sf); previously on Apr 23, 2009 Downgraded to
Ca (sf)

B4-F, Affirmed Ca (sf); previously on Apr 23, 2009 Downgraded to
Ca (sf)

B5-F, Affirmed C (sf); previously on Apr 23, 2009 Downgraded to C
(sf)

B3-A, Affirmed Ca (sf); previously on Apr 23, 2009 Downgraded to
Ca (sf)

B4-A, Affirmed C (sf); previously on Apr 23, 2009 Downgraded to C
(sf)

B5-A, Affirmed C (sf); previously on Apr 23, 2009 Downgraded to C
(sf)

B2-A, Affirmed Caa3 (sf); previously on Aug 22, 2012 Confirmed at
Caa3 (sf)

Issuer: Ocwen Residential MBS Corporation Series 1999-R1

B2-F, Downgraded to B2 (sf); previously on Aug 22, 2012 Downgraded
to Ba2 (sf) and Remained On Review for Possible Downgrade

B1-A, Downgraded to Baa2 (sf); previously on Aug 22, 2012 A1 (sf)
Placed Under Review for Possible Downgrade

B1-F, Confirmed at Aa2 (sf); previously on Aug 22, 2012 Aa2 (sf)
Placed Under Review for Possible Downgrade

B2-A, Affirmed Caa3 (sf); previously on May 24, 2011 Downgraded to
Caa3 (sf)

B3-A, Affirmed Ca (sf); previously on May 24, 2011 Downgraded to
Ca (sf)

B4-A, Affirmed C (sf); previously on May 24, 2011 Downgraded to C
(sf)

B3-F, Affirmed Ca (sf); previously on May 24, 2011 Downgraded to
Ca (sf)

B4-F, Affirmed C (sf); previously on May 24, 2011 Downgraded to C
(sf)

AP, Downgraded to Ba2 (sf); previously on Apr 19, 2012 Aaa (sf)
Placed Under Review for Possible Downgrade

Issuer: Ocwen residential MBS Corporation, Series 1999-R2

AP, Downgraded to Caa1 (sf); previously on Apr 19, 2012 B2 (sf)
Placed Under Review for Possible Downgrade

B1, Affirmed C (sf); previously on May 24, 2011 Downgraded to C
(sf)

B2, Affirmed C (sf); previously on Apr 23, 2009 Downgraded to C
(sf)

Issuer: SACO I Inc. Series 1999-3

1-B-1, Downgraded to Ba3 (sf); previously on Aug 22, 2012
Downgraded to Ba1 (sf) and Placed Under Review for Possible
Downgrade

1-B-2, Downgraded to Caa2 (sf); previously on Aug 22, 2012
Downgraded to Caa1 (sf)

1-B-3, Affirmed Ca (sf); previously on May 26, 2011 Downgraded to
Ca (sf)

2-B-1, Downgraded to A2 (sf); previously on May 14, 1999 Assigned
Aa2 (sf)

2-B-2, Downgraded to B2 (sf); previously on Aug 22, 2012
Downgraded to Ba3 (sf)

2-B-3, Downgraded to Caa3 (sf); previously on Aug 22, 2012
Downgraded to Caa2 (sf)

A-WAC, Downgraded to Ba2 (sf); previously on Aug 22, 2012 Aaa (sf)
Placed Under Review for Possible Downgrade

Issuer: Salomon Brothers Mortgage Securities VII, Inc. Series
1997-HUD2

A-WAC, Downgraded to Ba3 (sf); previously on Apr 19, 2012 Aaa (sf)
Placed Under Review for Possible Downgrade

IO, Affirmed Ca (sf); previously on Aug 22, 2012 Downgraded to Ca
(sf)

A-4, Affirmed A2 (sf); previously on Aug 22, 2012 Downgraded to A2
(sf)

A list of these actions including CUSIP identifiers may be found
at http://www.moodys.com/viewresearchdoc.aspx?docid=PBS_SF315232

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


* S&P Takes Various Rating Actions on 50 Tranches from 40 CDO
-------------------------------------------------------------
Standard & Poor's Ratings Services placed its ratings on 51
tranches from 40 corporate-backed synthetic collateralized debt
obligation (CDO) transactions on CreditWatch positive and two
tranches from one additional synthetic CDO transaction backed by
commercial mortgage-backed securities on CreditWatch negative.  At
the same time, S&P affirmed its ratings on two tranches from two
corporate-backed synthetic CDO transactions, removing one from
CreditWatch negative and one from CreditWatch positive.  The
rating actions follow S&P's s monthly review of synthetic CDO
transactions.

The CreditWatch positive placements 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 that rose
above 100% at the next highest rating level.  The CreditWatch
negative placements reflect a deterioration of the underlying
reference portfolio that 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%.

          STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

            http://standardandpoorsdisclosure-17g7.com

RATING ACTIONS

Archstone Synthetic CDO II SPC
                                 Rating
Class                    To                  From
D-2                      A- (sf)/Watch Pos   A- (sf)

Credit Default Swap
Series CA1119131
                                 Rating
Class                    To                  From
Tranche                  BB+srb (sf)/Watch PoBB+srb (sf)

Credit Default Swap
Series SDB506551435
                                 Rating
Class                To                      From
Notes                BB-srp (sf)/Watch Pos   BB-srp (sf)

Credit Default Swap
Series SDB506551423
                                 Rating
Class                To                      From
Notes                BB-srp (sf)/Watch Pos   BB-srp (sf)

Credit Default Swap
Series SDB506494096
                                 Rating
Class                To                      From
Notes                BB-srp (sf)/Watch Pos   BB-srp (sf)

Credit Default Swap
Series SDB506497004
                                 Rating
Class                To                      From
Notes                BBB-srp (sf)/Watch Pos  BBB-srp (sf)

Credit Default Swap
Series SDB506546906
                                 Rating
Class                To                      From
Notes                BBB-srp (sf)/Watch Pos  BBB-srp (sf)

Credit Default Swap
Series SDB506546943
                                 Rating
Class                To                      From
Notes                BBB-srp (sf)/Watch Pos  BBB-srp (sf)

Credit Default Swap
Series SDB506546935
                                 Rating
Class                To                      From
Notes                BBB-srp (sf)/Watch Pos  BBB-srp (sf)

Credit Default Swap
Series SDB506546950
                                 Rating
Class                To                      From
Notes                BBB-srp (sf)/Watch Pos  BBB-srp (sf)

Credit Default Swap
Series SDB506546955
                                 Rating
Class                To                      From
Notes                BBB-srp (sf)/Watch Pos  BBB-srp (sf)

Credit Default Swap
Series SDB506494104
                                 Rating
Class                To                      From
Notes                BBB-srp (sf)/Watch Pos  BBB-srp (sf)

Credit Default Swap
Series SDB506551442
                                 Rating
Class                To                      From
Notes                BB-srp (sf)/Watch Pos   BB-srp (sf)

Credit Default Swap
Series SDB506551445
                                 Rating
Class                To                      From
Notes                BB-srp (sf)/Watch Pos   BB-srp (sf)

Credit Default Swap
Series SDB506550851
                                 Rating
Class                To                      From
Notes                BB-srp (sf)/Watch Pos   BB-srp (sf)

Credit Default Swap
Series SDB506551383
                                 Rating
Class                To                      From
Notes                BB-srp (sf)/Watch Pos   BB-srp (sf)

Credit Default Swap
Series SDB506551403
                                 Rating
Class                To                      From
Notes                BB-srp (sf)/Watch Pos   BB-srp (sf)

Credit Default Swap
Series SDB506551406
                                 Rating
Class                To                      From
Notes                BB-srp (sf)/Watch Pos   BB-srp (sf)

Credit Default Swap
Series SDB506551414
                                 Rating
Class                To                      From
Notes                BB-srp (sf)/Watch Pos   BB-srp (sf)

Greylock Synthetic CDO 2006
Series 1
                                 Rating
Class                    To                   From
A3-$LMS                  BBB- (sf)/Watch Pos  BBB- (sf)

Greylock Synthetic CDO 2006
Series 5
                                 Rating
Class                    To                  From
A1-$LMS                  BB+ (sf)/Watch Pos  BB+ (sf)

Infiniti SPC Ltd.
US$31 mil Infiniti SPC Limited Acting on Behalf of and for the
Account of the
Potomac Synthetic CDO 2007-1 Segregated Portfolio
Series 10B-1
                                 Rating
Class                    To                  From
10B-1                    B (sf)/Watch Pos    B (sf)

Landgrove Synthetic CDO SPC
Series 2007-2
                                 Rating
Class                    To                  From
7A2 Sr                   BB- (sf)/Watch Pos  BB- (sf)
A                        B+ (sf)/Watch Pos   B+ (sf)

Morgan Stanley ACES SPC
US$1 bil Morgan Stanley ACES SPC 2007-6
Series NF8BK
                                 Rating
Class                    To                    From
Notes                    A+srp (sf)/Watch Pos  A+srp (sf)

Morgan Stanley ACES SPC
US$500 mil Morgan Stanley ACES SPC 2007-6
Series NF8T1
                                 Rating
Class                    To                    From
Notes                    A+srp (sf)/Watch Pos  A+srp (sf)

Morgan Stanley ACES SPC
US$500 mil Morgan Stanley ACES SPC 2007-6
Series NF8BM
                                 Rating
Class                    To                    From
Notes                    A+srp (sf)/Watch Pos  A+srp (sf)

Morgan Stanley ACES SPC
US$500 mil Morgan Stanley ACES SPC 2007-6
Series NF8T4
                                 Rating
Class                    To                    From
Notes                    A+srp (sf)/Watch Pos  A+srp (sf)

Morgan Stanley Managed ACES SPC
US$75 mil Morgan Stanley Managed ACES SPC (Aviva) Series 2007-12
                                 Rating
Class                    To                  From
IIIA                     B (sf)/Watch Pos    B (sf)

Newport Waves CDO
Series 1
                                 Rating
Class                    To                  From
A1-$LS                   BB+ (sf)/Watch Pos  BB+ (sf)

Newport Waves CDO
Series 2
                                 Rating
Class                    To                   From
A1-$FMS                  BBB- (sf)/Watch Pos  BBB- (sf)
A1-$LS                   BB+ (sf)/Watch Pos   BB+ (sf)
A1A-$LS                  BB+ (sf)/Watch Pos   BB+ (sf)
A1B-$LS                  BB (sf)/Watch Pos    BB (sf)
A3-$LMS                  BB- (sf)/Watch Pos   BB- (sf)
A3A-$LMS                 BB- (sf)/Watch Pos   BB- (sf)
A7-$LS                   CCC- (sf)/Watch Pos  CCC- (sf)

Newport Waves CDO
Series 5
                                 Rating
Class                    To                   From
A1-$LMS                  BBB+ (sf)/Watch Pos  BBB+ (sf)

Newport Waves CDO
Series 8
                                 Rating
Class                    To                  From
A3-ELS                   BB- (sf)/Watch Pos  BB- (sf)

Newport Waves CDO
7
                                 Rating
Class                    To                  From
A1-ELS                   BB+ (sf)/Watch Pos  BB+ (sf)

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

Omega Capital Investments PLC
EUR274 mil, 20 mil, US$160 mil Palladium CDO I Secured Floating
Rate Notes
Series 19
                                 Rating
Class                    To                   From
S-1E                     BBB- (sf)/Watch Pos  BBB- (sf)

Prelude Europe CDO Ltd.
Series 2006-1
                                 Rating
Class                    To                  From
Notes                    B+ (sf)/Watch Pos   B+ (sf)

Prism Colgate Orso Trust
                                 Rating
Class                    To                  From
CL                       AA+ (sf)/Watch Pos  AA+ (sf)

REVE SPC
EUR15 mil, 3 bil, US$81 mil REVE SPC Segregated Portfolio of
Dryden XVII
Notes
Series 34, 36, 37, 38, 39, & 40
                                 Rating
Class                    To               From
Series 40                B (sf)           B (sf)/Watch Neg

REVE SPC
EUR5 mil Series 26 Dryden XVII Notes of Series 2008-1 Class B
                                 Rating
Class                    To                  From
B                        B (sf)/Watch Pos    B (sf)

REVE SPC
EUR50 mil, 3 bil, US$154 mil REVE SPC Dryden XVII Notes Series
2007-1
                                 Rating
Class                    To                   From
A Series 4               BB (sf)/Watch Pos    BB (sf)
A Series 7               BB (sf)/Watch Pos    BB (sf)
A Series 9               BB (sf)/Watch Pos    BB (sf)
A Series18               B+ (sf)/Watch Pos    B+ (sf)
JSS Ser23                BBB- (sf)/Watch Pos  BBB- (sf)

Rutland Rated Investments
EUR5 mil, US$197 mil Dryden XII - IG Synthetic CDO 2006-1
                                 Rating
Class                    To              From
A1A-$LS                  A+ (sf)         A+ (sf)/Watch Pos

Rutland Rated Investments
US$105 mil Dryden XII - IG Synthetic CDO 2006-2
                                 Rating
Class                    To                  From
A1-$LS                   BBB (sf)/Watch Pos  BBB (sf)

STARTS (Cayman) Ltd.
Series 2007-5
                                 Rating
Class                    To                  From
Notes                    BB- (sf)/Watch Pos  BB- (sf)


* S&P Downgrades Rating on 313 Classes from 206 RMBS to 'D'
-----------------------------------------------------------
Standard & Poor's Ratings Services lowered to 'D (sf)' its ratings
on 313 classes of mortgage pass-through certificates from 216 U.S.
residential mortgage-backed securities (RMBS) transactions issued
between 2001 and 2009.

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

Approximately 57.64% of the defaulted classes were from
transactions backed by Alternative-A (Alt-A) or prime jumbo
mortgage loan collateral.  The 313 defaulted classes consist of
the following:

   -- 109 classes from prime jumbo transactions (34.71% of all
      defaults);

   -- 71 classes from Alt-A transactions (22.93%);

   -- 61 from subprime transactions (19.43%);

   -- 31 from RMBS negative amortization transactions (9.87%);

   -- 25 from resecuritized real estate mortgage investment
      conduit (re-REMIC) transactions (7.96%);

   -- Six from re-performing transactions;

   -- Four from outside the guidelines transactions;

   -- Three from RMBS Federal Housing Administration/Veterans
      Affairs transactions;

   -- Two from small balance commercial transactions; and

   -- One from a document deficit transaction.

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

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

          STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

            http://standardandpoorsdisclosure-17g7.com


* S&P Takes Various Rating Actions on 357 Classes From 88 US RMBS
-----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 357
classes from 88 U.S. residential mortgage-backed securities (RMBS)
transactions and removed 246 of them from CreditWatch with
negative implications and 50 of them from CreditWatch with
developing implications.  S&P also raised its ratings on 35
classes from 20 transactions and removed four of them from
CreditWatch with positive implications, 12 of them from
CreditWatch developing, and three of them from CreditWatch
negative.  S&P also affirmed its ratings on 310 classes from 97
transactions and removed 39 of them from CreditWatch negative, six
from CreditWatch developing, and one from CreditWatch positive.
S&P also withdrew its ratings on 621 classes from 66 transactions.
Of the withdrawn ratings, 44 were on CreditWatch negative, one was
on CreditWatch developing, and one was on CreditWatch positive.
S&P lowered its ratings on 10 of the classes prior to withdrawal.

The transactions in this review were issued between 1998 and 2007
and are backed primarily by adjustable- and fixed-rate Alt-A, high
LTV, and Neg-am mortgage loans secured primarily by first liens on
one- to four-family residential properties.

On Aug. 15, 2012, S&P placed its ratings on 407 classes from 84
transactions within this review on CreditWatch negative, positive,
or developing, along with ratings from a group of other RMBS
securities after implementing its recently revised criteria for
surveilling pre-2009 U.S. RMBS ratings. CreditWatch negative
accounted for approximately 57% of the actions, CreditWatch
developing accounted for approximately 36%, and CreditWatch
positive accounted for approximately 7%.  S&P completed its review
using the new methodology and assumptions and today's rating
actions resolve some of the CreditWatch placements.  An overview
of the directional change of the CreditWatch resolutions is as
follows:

                              3 or fewer     More than 3
From        Affirmations       notches         notches
                               Up   Down      Up   Down
Watch Pos        1             0      0       4       0
Watch Neg       39             3     87       0     159
Watch Dev        6             6     19       6      31

The high number of CreditWatch negative placements reflected S&P's
projection that remaining losses for most of the transactions in
this review will increase.  S&P may have also placed its 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 S&P's
revised criteria.

Increases in projected losses resulted from one or more of the
following factors:

   -- An increase in S&P's default and loss multiples at higher
      investment-grade rating levels;

   -- A substantial portion of nondelinquent loans now categorized
      as reperforming (many of these loans have been modified) and
      having a default frequency of between 30% and 45%;

   -- Increased roll-rates for 30- and 60-day delinquent loans;
       and

   -- An overall continued elevated level of observed loss
      severities.  S&P used deal- or shelf-specific loss
      severities for the majority of the transactions within this
      review: 51% of the Alt-A and 42% of the Neg-am structures
      had loss severities that were greater than the default loss
      severity for its respective cohort.

Shelf                                                    No.deals/
                                                        structures
Name                                                      reviewed
Adjustable Rate Mortgage Trust  (ARMT)                         2/3
Alternative Loan Trust  (CWA0/CWA9)                            7/7
American Home Mortgage Investment Trust                        1/1
Banc of America Funding Trust (BAF0)                           1/1
BCAP LLC Trust  (BCP0)                                         1/2
Bear Stearns ALT-A Trust  (BSAA)                               3/5
Chevy Chase Funding LLC (CCF0)                                 3/3
CHL Mortgage Pass-Through Trust  (CWF0)                        1/1
Citigroup Mortgage Loan Trust  (CML0)                          1/2
CMALT (CitiMortgage Alternative Loan Trust)                    2/2
Credit Suisse First Boston Mtg Sec. Corp.                    13/29
Deutsche Mortgage Securities Inc Mtg Loan Tr                   1/2
First Horizon Alternative Mtg Pass-Thr Tr                      7/7
FNBA Mortgage Loan Trust  (FNBA)                               1/1
GMACM Mortgage Loan Trust  (GMM0)                              1/1
GSAA Home Equity Trust  (GSAA)                                 7/7
HarborView Mortgage Loan Trust  (HVML)                         4/4
Impac CMB Trust  (IMHE)                                       7/16
Impac Secured Assets Corp. (ISC0)                              1/1
IndyMac IMSC Mortgage Loan Trust  (IMSC)                       1/1
IndyMac INDA Mortage Loan Trust  (INA0)                        5/5
IndyMac INDX Mortgage Loan Trust  (INX0)                       3/4
JPMorgan Alternative Loan Trust  (JMA0)                        4/7
Lehman XS Trust (LXS0)                                        8/11
Luminent Mortgage Trust  (LUM0)                                1/2
Manufacturers and Traders Trust Co. Mtg Tr                     1/1
MASTR Adjustable Rate Mortgages Trust  (MARM)                  4/5
MASTR Alternative Loan Trust  (MALT)                           3/3
Merrill Lynch Alternative Note Asset Trust                     4/4
Morgan Stanley Mortgage Loan Trust  (MSM0)                     8/9
MortgageIT Securities Corp. Mortgage Loan Tr                   4/5
Nomura Asset Acceptance Corporation (NAA0)                     2/3
NovaStar Mortgage Funding Trust (NSM0)                         1/1
PPT Asset-Backed Certificates  (PPT0)                          1/1
Prime Mortgage Trust  (PRT0)                                   1/1
RALI Trust (RFC0)                                            10/10
Residential Asset Sec. Tr  (RAS0/RAS9)                       12/13
Structured Adjustable Rate Mortgage Loan Tr                    5/9
Structured Asset Mortgage Investments II Tr                    2/2
Structured Asset Securities Corp. (SAS0)                      8/10
Terwin Mortgage Trust  (TWM0)                                  2/2
Wachovia Mortgage Loan Trust  (WML0)                           1/1
WaMu Mortgage Pass-Through Certificates                        2/2
Washington Mutual Mtg Pass-Thr Cert WMALT                      3/3
Wells Fargo Alternative Loan Trust (WFA0)                      1/1

Shelf          # IG          # Non-IG     # IG to        # Down/Up
Name           Affirmed      Affirmed     Non-IG         >3notches
AHA0            0            3            0               1/0
BAA0            0            4            0               0/0
BAF0            0            24           2               7/1
BCP0            0            2            0               0/1
BSF0            0            4            0               0/0
BVM0            0            1            0               0/0
CCF0            0            2            3               3/0
CFX0            0            2            0               0/0
CMA0            0            4            0               0/1
CML0            0            34           0               0/0
CSAB            0            5            1               0/0
CSF0            0            43           0               0/6
CWA0            0            65           7              12/4
CWF0            0            24           6              25/0
DAA0            0            6            0               2/1
DSLA            0            2            1               2/0
FHA0            0            5            0               0/1
FHAT            0            32           1               1/4
GMM0            0            0            0               0/0
GMT0            0            1            0               1/0
HMS0            5            2            0               0/3
HVML            0            33           2               6/0
IMHE            0            2            0               3/0
INX0            0            3            7               7/0
JMA0            0            25           0               0/3
LMT0            0            15           0               1/0
LXS0            1            62           0               0/4
MARM            1            3            0               0/0
MIT0            0            0            0               0/0
MLA0            0            3            0               0/0
MSM0            0            11           0               0/0
NAA0            0            3            2               0/0
RAS0            0            10           1               3/0
RFC0            0            45           7               8/3
SAMI            0            30           0               0/0
SAR0            0            6            0               0/0
SAS0            1            7            0              10/2
WAL0            0            27           0               0/0
WMS0            0            13           0               0/0
ZUN0            0            1            0               0/0

IG -- Investment Grade

The tables below detail information by vintage and on each
reviewed shelf as of November 2012.

Structure Count

Vintage          Alt-A        Neg-Am        High-LTV
Pre-2005         91           0             2
2005             25           3             0
2006             39           9             0
2007             33           9             0

Total DQ (%)

Vintage          Alt-A   Neg-Am   High LTV
1998             14.57
1999             12.37
2001             26.46
2002             18.37
2003             10.75            6.68
2004             15.12
2005             19.33           31.34
2006             32.81           39.39
2007             36.86           37.83

Severe DQ (%)

Vintage    Alt-A      Neg-Am     High LTV
1998        5.48
1999        5.76
2001       18.10
2002       12.14
2003        7.99                 5.21
2004       11.80
2005       14.77      26.56
2006       28.27      33.76
2007       32.60      31.86

Losses and Delinquencies*

Shelf     Avg. Pool      Cum. Loss     Serious DQ      TotalDQ
Name      Factor(%)      Avg.(%)       Avg.(%)         Avg.(%)
AHM0      25.60          8.64          16.95           20.29
ARMT       8.63           3.77          24.64           24.64
BAF0      37.50          15.36          35.84           42.76
BCP0      41.52          15.95          32.61           40.36
BSAA      26.31          18.08          34.95           37.30
CCF0      41.63          19.00          24.99           33.39
CMA0      43.25         14.53           16.58           22.03
CML0      33.02         11.68           19.36           21.95
CSF0       3.46          0.78           15.22           19.02
CWA0      29.54         15.19           35.82           41.21
CWF0      39.65         20.84           38.01           41.34
CWF9       1.71          0.43            5.48           14.57
DMS0      11.28          1.74           20.70           23.93
FHAT      26.07          5.68           12.04           15.56
FNBA      18.58          2.23           11.68           18.16
GMM0      36.99          3.96           10.35           19.42
GSAA      29.01         15.11           28.44           32.03
HVML      20.83         11.96           22.29           27.07
IMHE      11.84          1.14            8.19           11.41
IMSC      41.90         24.49           31.49           36.34
INA0      40.43          8.01           12.23           16.03
INX0      20.09         12.30           22.92           29.72
ISC0      14.19          1.01            8.56           10.99
JMA0      31.42         13.16           29.66           35.14
LUM0      39.31         24.75           38.55           43.24
LXS0      31.72         23.72           33.82           37.77
MALT      15.78          2.77           14.07           21.95
MARM      13.69          3.09           22.49           28.09
MIT0      30.75         11.40           15.71           19.58
MLA0      48.78         20.06           36.77           40.54
MSM0      40.27         17.52           29.34           33.81
MTTC      19.01          0.08            2.39            5.58
NAA0      10.79          1.52           21.26           25.55
NSM0      22.37         19.91           21.23           26.07
PPT0      23.76          9.61            8.73           10.76
PRT0      54.06          0.00           15.36           22.24
RAS0      12.46          2.54           10.16           18.37
RAS9       2.59          0.36            5.76           12.37
RFC0      20.67         13.76           17.64           23.62
SAMI      27.28         15.81           40.82           47.49

* Cumulative losses represent the percentage of the original pool
   balance, and total and severe delinquencies represent the
   percentage of the current pool balance.

In line with the factors described above, S&P's revised its
remaining loss projections for all of the transactions in this
review from its previous projections.  Because a majority of these
transactions have increased loss projections, 40% of the rating
actions in this review were downgrades and most of the remaining
actions were affirmations.

Despite the increase in remaining projected losses for a majority
of the transactions, S&P's raised its ratings on 35 classes from
20 transactions and removed four of them from CreditWatch
positive, 12 of them from CreditWatch developing, and three of
them from CreditWatch negative.  The three classes with ratings
removed from CreditWatch negative were previously placed on
CreditWatch negative due to tail risk associated with the related
structures having a small amount of loans remaining.  The upgrades
reflect sufficient credit enhancement to support projected losses
at the respective rating level.  Some of these classes are the
most senior tranches outstanding in their respective transactions.
S&P's decisions on these classes primarily reflected the
structural mechanics of these transactions, namely situations
where cumulative loss triggers embedded in the deals have failed,
causing principal to be distributed sequentially, which helps
prevent credit support erosion and increases the likelihood that
these tranches will receive their full share of principal payments
prior to the realization of S&P's projected losses.  Other classes
have been upgraded due to an extended loss curve that increases
the amount of excess spread available for credit support in S&P's
projections.  Lastly, the upgrades of some senior classes that
receive principal and interest from a particular loan group were
as a result of better projected group level performance.

S&P affirmed its ratings on 310 classes from 97 transactions and
removed 39 of them from CreditWatch negative, six of them from
CreditWatch developing, and one of them from CreditWatch positive.
Of these, 255 classes are rated 'CCC (sf)' or 'CC (sf)'.  S&P
believes that the projected credit support for these classes will
remain insufficient to cover the revised projected losses.
Conversely, the affirmations for classes with ratings above 'CCC'
reflect S&P's opinion that the credit support for these classes
will remain sufficient to cover the revised projected losses.

S&P lowered its ratings on 357 classes from 88 transactions and
removed 246 of them from CreditWatch with negative implications
and 50 of them from CreditWatch with developing implications.  Of
the lowered ratings, S&P downgraded 75 classes out of investment-
grade, including 24 ratings that S&P lowered to 'CCC (sf)'.
Another 193 ratings remain at investment-grade after being
lowered.  The remaining downgraded classes already had
speculative-grade ratings prior to the actions.  S&P lowered its
ratings on five classes to 'D (sf)' due to observed principal
write-downs and 44 classes to 'D (sf)' due to interest shortfalls
in accordance with our interest shortfall criteria.

Senior tranches accounted for the bulk of the lowered ratings
(286); the remaining downgrades affected mezzanine classes.
Contrary to the characteristics that distinguished the upgrades
and affirmations highlighted above, these downgraded tranches
generally did not exhibit either a high priority in payment or a
short projected life.

The downgrades were primarily due to significantly greater
lifetime loss projections driven by increased loss severities and
loans classified as reperforming, which caused an increase in
S&P's projected default rates on non-delinquent loans.  Also,
ratings that S&P lowered but remain at investment-grade were
primarily driven by S&P's increased stress multiples applied to
ratings 'A (sf)' and above.

S&P withdrew one rating from one transaction because the class was
paid in full.  S&P withdrew its ratings on 32 classes from 18
transactions in accordance with its interest-only criteria because
the referenced classes no longer sustained ratings above 'A+
(sf)'.  In addition, S&P withdrew its ratings on the outstanding
classes from Credit Suisse First Boston Mortgage Securities Corp.
Series 2001-33, Credit Suisse First Boston Mortgage Securities
Corp. Series 2002-AR2, Credit Suisse First Boston Mortgage
Securities Corp. Series 2003-AR22, Credit Suisse First Boston
Mortgage Securities Corp. Series 2003-AR26, Impac CMB Trust Series
2003-1, Impac CMB Trust Series 2003-4, Impac CMB Trust Series
2003-8, Impac CMB Trust Series 2003-11, Impac CMB Trust 2004-5,
and MASTR Adjustable Rate Mortgages Trust 2003-7 because the
related structures had less than 20 loans outstanding.  S&P
lowered its ratings on 10 classes from six of these transactions
prior to withdrawing them due to tail risk associated with the
loan group of the respective class.  S&P addresses tail risk in
transactions by conducting additional loan-level analysis that
stresses the loan concentration risk within the applicable
transactions.  S&P also withdrew its ratings on 563 classes from
41 transactions in which all of the classes within each of the
transactions previously carried a rating of 'D (sf)'.  Each of
these classes have taken a writedown and/or not received timely
interest or principal when due.  The rating withdrawal follows the
application of S&P's policy for withdrawal of ratings.

In accordance with S&P's counterparty criteria, it considered any
applicable hedges related to these securities when performing
these rating actions and resolving the CreditWatch placements.

Subordination, overcollateralization (when available), and excess
interest as applicable generally provide credit support for these
Alt-A, Neg-am, and high LTV transactions.  Some classes may also
benefit from bond insurance.  In these cases, the long-term rating
on the class reflects the higher of the rating on the bond insurer
and the underlying credit rating on the security without the
benefit of such bond insurance.

          STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

            http://standardandpoorsdisclosure-17g7.com



                            *********

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

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
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On Thursdays, the TCR delivers a list of recently filed
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liabilities delivered to nation's bankruptcy courts.  The list
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Each Friday's edition of the TCR includes a review about a book of
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available at your local bookstore or through Amazon.com.  Go to
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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
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Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
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