TCR_Public/130707.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Sunday, July 7, 2013, Vol. 17, No. 186

                            Headlines

ACAS BUSINESS 2006-1: Moody's Lifts Class D Notes' Rating to Ba1
AIRCRAFT FINANCE 1999-1: Moody's Cuts A-1 Secs. Rating to Caa3
AMMC CLO III: S&P Raises Rating on Class D Notes From 'B+'
APIDOS CDO III: S&P Raises Rating on Class D Notes to 'BB'
APIDOS CLO XIV: S&P Assigns Prelim. BB Rating to Class E Notes

AVALON CAPITAL: S&P Raises Rating on Class D Notes From 'BB+'
BANC OF AMERICA 2004-BBA4: Fitch Rates Class K Certs at 'D'
BANC OF AMERICA 2006-BIX1: S&P Cuts Class J Notes Rating to CCC-
BANC OF AMERICA 2009-R14: Moody's Cuts 1-A-1 Secs' Rating to Caa1
BANK OF AMERICA: No Ratings Effect on 671 RMBS Deal Amendments

BEAR STEARNS 2004-PWR3: Fitch Affirms 'C' Rating on Cl. N&P Notes
BEAR STEARNS 2005-TOP18: Moody's Cuts Ratings on 3 Certs to 'C'
BEAR STEARNS 2006-TOP22: Moody's Keeps Ratings on 19 Note Classes
BIRMINGHAM-JEFFERSON 2005-A: Moody's Hikes Bonds Rating to Ba3
BLACKROCK SENIOR V: Moody's Ups Rating on $28MM Notes to Ba2

BUSINESS LOAN: Fitch Cuts Rating on Class M Notes to 'C'
BXG RECEIVABLES 2005-A: Moody's Hikes Cl. F Notes' Rating to Ba1
CALLIDUS DEBT: Note Purchase Deal Changes No Impact on Ratings
CARLYLE GLOBAL 2013-3: S&P Assigns 'BB' Rating on Class D Notes
CITIGROUP 2006-FL2: Fitch Cuts Ratings on 3 Cert. Classes to 'C'

COLORADO EDUCATIONAL: Moody's Cuts 2004 Bonds Rating to Ba2
COMM 2004-LNB3: S&P Lowers Rating on Class F Notes to 'B-'
COMM 2013-THL: Fitch Assigns 'B' Rating to $29MM Class F Certs
COMM 2013-THL: Cl. E and Cl. F Notes Get Moody's Ba3, B1 Ratings
CREDIT SUISSE 1998-C2: Fitch Affirms 'D' Rating on Class I Certs

CREDIT SUISSE 2006-TFL2: Fitch Keeps 'CCC' Ratings on 2 Certs
DLJ COMMERCIAL: Fitch Affirms 'C' Rating on Cl. B-6 Certificates
DRYDEN XXVIII: S&P Assigns 'BB-' Rating to Class B-2L Notes
FAIRWAY LOAN: Moody's Affirms 'Ba2' Rating on $32MM Notes
FFCA SECURED: Fitch Affirms 'D' Rating on Class E Notes

FOUR CORNERS III: Moody's Affirms 'Ba3' Rating on $9.6MM Notes
GMAC COMMERCIAL 2003-C1: S&P Raises Rating on Cl. K Notes From BB-
GS MORTGAGE 2007-GG10: Moody's Cuts Cl. A-M Certs Rating to 'Ba3'
HELLER FINANCIAL 1999-PH1: Fitch Affirms D Rating on Cl. J Certs
HELLER SBA 1998-1: Fitch Affirms 'B' Rating on Class B Certs

JPMBB COMMERCIAL 2013-C12: Moody's Rates 13 CMBS Classes
JP MORGAN 2001-CIBC3: Fitch Affirms D Ratings on 2 Cert. Classes
JP MORGAN 2001-C1: Fitch Affirms D Rating on Class K Certificates
JP MORGAN 2002-C2: Moody's Lowers Ratings on 3 CMBS Classes
JP MORGAN 2004-C2: Fitch Cuts Rating on $3.9MM Class M Certs.

JP MORGAN 2011-CCHP: Moody's Cuts Rating on Cl. E Certs to Ba1
LB-UBS 2000-C3: Fitch Lowers Rating on Class K Certs to 'D'
MAPS CLO II: New Supp. Indenture No Impact on Moody's Ratings
MERRILL LYNCH: Moody's Takes Action on 22 RMBS Tranches
MKP CDO III: Fitch Affirms 'D' Rating on $47.37MM Class B Notes

MONA LISA 2013-2: S&P Assigns 'BB-' Rating on Class A Notes
MORGAN STANLEY 2004-3: Moody's Lowers Ratings on 6 RMBS Tranches
MORGAN STANLEY 2004-IQ8: Fitch Affirms 'D' Rating on Class K Certs
MORGAN STANLEY 2004-TOP13: Fitch Affirms CC Rating on Cl. O Certs
MORGAN STANLEY 2013-C10: Fitch to Rate $16.71MM Class H Notes 'B'

MSIM PECONIC: S&P Raises Rating on Class E Notes to 'B+'
NATIONAL COLLEGIATE: S&P Lowers Rating on Class B Notes to 'D'
NEWMARK CAPITAL 2013-1: S&P Assigns 'BB' Rating on Class E Notes
NOMURA 2007-2: Moody's Affirms Ratings on 16 Note Classes
NYLIM FLATIRON 2006-1: Moody's Affirms Ratings on 4 Note Classes

OBELISK TRUST: S&P Withdraws CCC- Ratings on Class A & B Notes
OCWEN LOAN: Likely the Worst of Principal Forbearance Losses
OHA LOAN 2013-1: S&P Assigns Prelim. BB Rating to Class E Notes
OPTEUM MORTGAGE 2005-3: Moody's Ups Rating on Cl. M-2 Certs to B1
PREFERRED TERM XXI: Moody's Hikes Rating on $105MM Notes to Ba1

PREFERRED TERM XXII: Moody's Hikes Ratings on 3 Notes to 'Caa2'
SANDELMAN REALTY: Fitch Affirms 'C' Ratings on 2 Cert. Classes
SATURN VENTURES: Fitch Affirms 'C' Ratings on 2 Note Classes
SEQUOIA MORTGAGE: Fitch Rates $4.17MM Class B-4 Certs 'BB'
SHELLPOINT ASSET: Fitch Rates $4.30MM Class B-4 Certificates 'BB'

SPRINGLEAF MORTGAGE: S&P Gives Prelim. BB Rating to Cl. B-1 Notes
STRUCTURED ASSET 2005-15: Moody's Cuts Ratings on 6 RMBS Tranches
TACSEE FUNDING: S&P Assigns Prelim. BB+ Rating to Class A Notes
TALMAGE 2006-3: Fitch Affirms 'CC' Ratings on 2 Note Classes
TALMAGE 2006-4: Fitch Affirms 'C' Ratings on 2 Cert. Classes

TRADEWYND RE 2013-1: S&P Assigns Prelim. B+ Rating on $125MM Notes
TROPIC CDO IV: Moody's Hikes Rating on Class A-2L Notes to 'B1'
US CAPITAL: Moody's Affirms TruPS CDO Notes Rating from 2 Issuers
WACHOVIA BANK 2003-C3: Fitch Affirms 'D' Rating on Class L Notes
WACHOVIA BANK 2007-C33: Moody's Keeps Ratings on 22 Cert Classes

WELLS FARGO 2011-C4: Fitch Affirms 'B' Rating on Class G Certs

* Risks Limit Performance of US RMBS Issued from 2005 to 2008
* Fitch Says U.S. Auto ABS Prime Delinquencies at 10-Year Low
* Fitch Says Mid-Year Default Activity Steady with 2012
* Fitch: Special Servicing Transfers Continue to Shrink for U.S.
* Fitch Takes Various Rating Actions on 34 CRE CDOs

* Moody's Withdraws Ratings on Californian Tax Allocation Bonds
* Moody's Lowers Ratings on 74 Prime Jumbo RMBS Tranches
* Moody's Cuts Ratings on $42MM of 19 Scratch & Dent-Backed RMBS
* Moody's Takes Action on $324MM of Scratch and Dent-Backed Loans
* Moody's Takes Action on $274MM of Alt-A RMBS from Two Issuers

* Moody's Takes Action on $9MM Scratch & Dent RMBS From 3 Issuers
* S&P Cuts Ratings on 75 Classes From 42 US RMBS Transactions
* S&P Lowers Rating on 11 Classes From 6 U.S. CMBS Transactions
* S&P Lowers 19 Ratings From 6 U.S. CMBS Transactions
* S&P Takes Actions on 7 Classes From 4 U.S. CMBS Transactions

* S&P Withdraws Ratings on 58 Classes From 24 CDO Transactions


                            *********


ACAS BUSINESS 2006-1: Moody's Lifts Class D Notes' Rating to Ba1
----------------------------------------------------------------
Moody's Investors Service has upgraded the rating of the following
notes issued by ACAS Business Loan Trust 2006-1:

$35,500,000 Class D Floating Rate Deferrable Asset Backed Notes
Due 2019 (current outstanding balance of $26,938,722.47), Upgraded
to Ba1 (sf); previously on May 9, 2013 B1 (sf) Placed Under Review
for Possible Upgrade.

Ratings Rationale:

According to Moody's, the rating action taken on the notes is a
result of deleveraging of the Class D Notes, as well as applying
revised CLO assumptions described in "Moody's Global Approach to
Rating Collateralized Loan Obligations" published in May 2013. In
taking the foregoing actions, Moody's also announced that it had
concluded its review of its ratings on the issuer's Class D Notes
announced on May 9, 2013.

This action is primarily a result of deleveraging of the Class D
Notes and an increase in the transaction's overcollateralization
since the rating action in March 2013. Moody's notes that the
Class C Notes were paid down in full and the Class D Notes have
been paid down by approximately 24% or $8.6 million since the last
rating action. There is currently $52.8 million of performing
assets supporting $26.9 million of Class D Notes.

Moody's analysis took into consideration that the Class D Notes
receive the benefit of excess interest to pay down its' principal
balance in order to reduce the Additional Principal Amount. The
Additional Principal Amount is the excess of the aggregate
outstanding principal balance of the liabilities over the sum of
(1) aggregate outstanding loan balance of the assets plus (2)
principal collections on deposit. This amount decreases as
diversion of excess interest and proceeds from sales of the
defaulted assets are used to amortize the Notes. Since the last
rating action, $6.2 million of excess spread was used to amortize
the notes.

In addition, the action reflects key changes to modeling
assumptions applied by Moody's in its methodology for rating CLOs,
which impact transactions that have material exposure to
collateral other than first-lien loans. As part of the methodology
update, Moody's uses its corporate family rating, when available,
to determine the default probability of both first-lien loans and
other less common instruments, including senior secured, senior
unsecured and subordinated bonds, senior secured floating rate
notes, as well as second-lien and senior unsecured loans. Moody's
also harmonized its recovery rate treatment of senior secured
bonds, second-lien loans and senior secured floating rate notes as
one group, and senior unsecured loans, senior unsecured bonds and
subordinated bonds as another. These changes benefit transactions
with material exposure to collateral other than first-lien loans
through lower WARF and higher WARR assumptions compared to those
in the previous methodology.

Moody's notes that the key model inputs used by Moody's in its
analysis, such as par, weighted average rating factor, diversity
score, and weighted average recovery rate, are based on its
published methodology and 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 $52.8 million, a weighted average default
probability of 25.3% (implying a WARF of 4873), a weighted average
recovery rate upon default of 27.5%, and a diversity score of 3.
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.

ACAS Business Loan Trust 2006-1, issued in July 2006, is a
collateralized loan obligation backed primarily by a portfolio of
non-senior secured middle-market loans. There are currently 4
performing obligors in this transaction.

The principal methodology used in this rating was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
May 2013.

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 Global Approach to Rating Collateralized Loan
Obligations" rating methodology published in May 2013. In
addition, due to the low diversity of the collateral pool, CDOROM
2.8-9 was used to simulate a default distribution that was then
applied as an input in the cash flow model. Moody's also
supplemented its modeling with individual scenario analysis to
assess the ratings impact of jump-to-default by certain large
obligors. Due to the deal's low diversity score and lack of
granularity, Moody's also analyzed the transaction by assessing
the ratings impact of, and the deal's sensitivity to, jump-to-
default by certain large obligors.

Moody's also notes that a material proportion of the collateral
pool includes debt obligations whose credit quality has been
assessed through Moody's Credit Estimates ("CEs"). Moody's
analysis reflects the application of certain adjustments with
respect to the default probabilities associated with CEs.
Specifically, for each CE where the related exposure constitutes
more than 3% of the collateral pool, Moody's applied a 2-notch
equivalent assumed downgrade. This adjustment was applied to
approximately 28% of the pool. This procedure is described in
Moody's Ratings Implementation Guidance "Updated Approach to the
Usage of Credit Estimates in Rated Transactions", October 2009.

The rated notes are subject to a number of idiosyncratic risks
correlated more closely to the performance of specific portfolio
investments. As a result, Moody's did not perform its standard
sensitivity analysis based on portfolio-level credit transitions.
In addition, 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:

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 servicer may create volatility in
the deal's interest proceeds levels. Further, the timing of
recoveries and the manager's decision to work out versus sell
defaulted assets create additional uncertainties.

3) Exposure to credit estimates: The deal is exposed to a large
number of securities whose default probabilities are assessed
through credit estimates. In the event that Moody's is not
provided the necessary information to update the credit estimates
in a timely fashion, the transaction may be impacted by any
default probability adjustments Moody's may assume in lieu of
updated credit estimates. Moody's also conducted tests to assess
the collateral pool's concentration risk in obligors bearing a
credit estimate that constitute more than 3% of the collateral
pool.

4) Lack of portfolio granularity: The performance of the portfolio
depends to a significant extent on the credit conditions of a few
large obligors, especially when they experience jump to default.
In particular, there is a wide range of potential outcomes that
depend on the credit performance of specific obligors of varying
credit quality. Due to the deal's low diversity score and lack of
granularity, Moody's supplemented its typical Binomial Expansion
Technique analysis with a simulated default distribution using
Moody's CDOROMTM software and/or individual scenario analysis.


AIRCRAFT FINANCE 1999-1: Moody's Cuts A-1 Secs. Rating to Caa3
--------------------------------------------------------------
Moody's Investors Service has downgraded the rating of the Class
A-1 Notes issued by Aircraft Finance Trust, Series 1999-1. The
complete rating action is as follows:

Issuer: Aircraft Finance Trust, Series 1999-1

Class A-1, Downgraded to Caa3 (sf); previously on Jan 15, 2009
Downgraded to Caa1 (sf)

Ratings Rationale:

The downgrade action reflects declining lease income generated
from the aircraft portfolio and declining values associated with
the older vintage aircraft backing the transaction. Lease income
for the last 12 months was $35.1 million. This amount of lease
income, which Moody's expects to decline as the aircraft age and
are re-leased, will be insufficient to repay the Class A-1
noteholders in full by the legal maturity of May 15, 2024. In
addition, maintenance adjusted aircraft values experienced a 23%
decline from December 31, 2011 to December 31, 2012, based on
average values from three appraisal firms and excluding aircraft
that were sold during 2012.

Maintenance adjusted aircraft values declined 10% from December
31, 2010 to December 31, 2011, a much smaller decline than 2012 as
a point for comparison. The decline in values suggests that
potential proceeds from aircraft sales would be meaningfully lower
than the outstanding Class A-1 Note Balance. These factors
indicate that, whether the aircraft continue to be leased or a
large portion of the fleet is sold prior to the end of full useful
life, current Class A-1 noteholders will likely sustain a
significant loss.

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

Parameter Sensitivity -- A decline in lease rates in excess of 10%
annually for the remaining life of the deal could result in an
additional one notch downgrade of the rating.


AMMC CLO III: S&P Raises Rating on Class D Notes From 'B+'
----------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on three
classes of notes from AMMC CLO III Ltd., a collateralized loan
obligation (CLO) transaction managed by American Money Management
Corp., and removed them from CreditWatch with positive
implications.  S&P also affirmed its rating on the class B notes
and removed it from CreditWatch.

The upgrades reflect an increase in the level of credit support
available to the notes as the deal continues to amortize and pay
down the class A notes.  Since S&P's rating action in May 2012,
the class A notes have paid down by $169 million as of the June
2013 trustee report.  The senior overcollateralization (O/C) ratio
increased to 158.13% from 118.30% during the same time period,
mainly due to the amortization.  Further, $70 million of the
collateral held is principal cash.

The affirmation reflects S&P's application of its counterparty
criteria.  The transaction has a structural feature that allows it
to draw on the class B notes to address losses arising on account
of defaults and trades.

S&P received a notice of optional redemption for this transaction
dated June 24, 2013.  S&P expects the rated notes to be paid in
full on the scheduled redemption date.

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

          STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

         http://standardandpoorsdisclosure-17g7.com

RATING ACTIONS

AMMC CLO III Ltd.

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


APIDOS CDO III: S&P Raises Rating on Class D Notes to 'BB'
----------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on all rated
notes from Apidos CDO III Ltd., a U.S. collateralized loan
obligation (CLO) transaction managed by Apidos Capital Management
LLC.  S&P also removed these ratings from CreditWatch, where S&P
placed them with positive implications on May 17, 2013.

The upgrades reflect $103.74 million of principal paydowns to the
Class A-1 notes since S&P's January 2012 rating actions.

The rating actions follows S&P's review of the transaction's
performance using data from the trustee report dated May 31, 2013.

Post-reinvestment period principal amortization has resulted in
paydowns to the Class A-1 notes since our last rating action.
Consequently, the transaction's A, B, C, D, and E
overcollateralization ('O/C') ratio tests have improved.

The paydowns to the senior notes have offset the minimal decline
in the underlying quality.

According to the May 2013 trustee report, the transaction held
$1.44 million defaulted obligations.  The transaction held no
defaulted asset noted in the November 2011 trustee report, which
S&P used for its January 2012 rating actions.

The amount of 'CCC' rated collateral held in the transaction's
asset portfolio increased slightly since the time of S&P's last
rating actions.  The transaction held $9.43 million in 'CCC' rated
collateral in May 2013, up from $8.56 million in November 2011.

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

CAPITAL STRUCTURE AND KEY MODEL ASSUMPTIONS COMPARISON

                           May 2013          November 2011
Class                      Notional          Notional
                           (Mil. $)          (Mil. $)
A-1                        108.26            212.00
A-2                        19.00             19.00
B                          15.00             15.00
C                          10.50             10.50
D                          6.00              6.00

Class A O/C                (%)               (%)
                           127.66            119.94
Class B O/C                116.86            112.63
Class C O/C                110.32            108.02
Class D O/C                105.91            105.55

          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

Ratings Raised And Removed From CreditWatch Positive

Apidos CDO III 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)      BBB+ (sf)/Watch Pos
C                  BBB- (sf)    BB+ (sf)/Watch Pos
D                  BB  (sf)     BB- (sf)/Watch Pos


APIDOS CLO XIV: S&P Assigns Prelim. BB Rating to Class E Notes
--------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary
ratings to Apidos CLO XIV/Apidos CLO XIV LLC's $565.00 million
floating- and fixed-rate notes.

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

The preliminary ratings are based on information as of July 3,
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.

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

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

   -- The collateral manager's experienced management team.

   -- S&P's projections regarding the timely interest and ultimate
      principal payments on the preliminary rated notes, which it
      assessed using its cash flow analysis and assumptions
      commensurate with the assigned preliminary ratings under
      various interest-rate scenarios, including LIBOR ranging
      from 0.27%-13.84%.

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

   -- The transaction's interest diversion test, a failure of
      which will lead to the reclassification of up to 50% of
      excess interest proceeds during the reinvestment period that
      are available before paying uncapped administrative expenses
      and fees; subordinated collateral management fees; deposits
      to the supplemental reserve account; collateral manager
      incentive fees; and subordinated note payments into
      principal proceeds to purchase additional collateral assets
      during the reinvestment period.

          STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

        http://standardandpoorsdisclosure-17g7.com/1644.pdf

PRELIMINARY RATINGS ASSIGNED

Apidos CLO XIV/Apidos CLO XIV LLC

Class                      Rating          Amount
                                         (mil. $)
A                          AAA (sf)        375.00
B-1                        AA (sf)          80.00
B-2                        AA (sf)          10.00
C-1 (deferrable)           A (sf)           11.00
C-2 (deferrable)           A (sf)           20.00
D (deferrable)             BBB (sf)         32.00
E (deferrable)             BB (sf)          27.00
F (deferrable)             B (sf)           10.00
Subordinated notes         NR               52.36

NR--Not rated.


AVALON CAPITAL: S&P Raises Rating on Class D Notes From 'BB+'
-------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the Class
B, C Def, and D Def notes from Avalon Capital Ltd. 3, a cash flow
U.S. collateralized loan obligation transaction managed by INVESCO
Senior Secured Management Inc.  At the same time, Standard &
Poor's removed these three ratings from CreditWatch with positive
implications, where they were placed on May 17, 2013.  In
addition, S&P affirmed its ratings on the Class A-1 and A-2 Var Fu
(variable funding) notes.

The transaction is in its amortization phase and continues to pay
down the Class A-1 and A-2 Var Fu (variable funding) notes, which
are pro rata.  After the May 24, 2013, payment, the Class A-1 and
A-2 Var Fun notes balances are $90.54 million and $11.32 million,
respectively, which is about 23% of their original balance.  This
is down from $234.8 million and $29.35 million, respectively
(about 59% of their original balance), in September 2012, when S&P
raised the ratings on all the classes in the transaction.

The paydowns increased the credit support to the notes, as the
improvement in all the overcollateralization (O/C) ratios
demonstrates.  As per the June 2013 monthly trustee report:

   -- The Class A/B O/C ratio was 180.63%, up from a reported
      ratio of 131.16% in August 2012, which S&P used for its
      September 2012 rating actions.

   -- The Class C O/C ratio was 136.88% compared with a reported
      ratio of 116.56% in August 2012.

   -- The Class D O/C ratio was 114.41% compared with a reported
      ratio of 106.91% in August 2012.

In addition, the defaults have remained stable at about
$5.4 million as of the June 2013 monthly trustee report, slightly
up from $5.3 million as of the August 2012 monthly trustee report.

The Class D note balance is about 78% of its original balance due
to paydowns in the past following failure of the Class D coverage
tests.  The transaction is structured such that all available
interest proceeds after payment of the Class D deferred interest,
if any, would be used to pay down the Class D notes upon failure
of the Class D coverage test.  All coverage tests are passing as
of the June 7, 2013, monthly trustee report, and there has been no
change in the balance of the Class D note since S&P's last rating
action.

S&P raised the B, C Def, and D Def note ratings due to the
increase in their credit support and affirmed the 'AAA' ratings on
the Class A notes to reflect the availability of credit support at
the current rating.

S&P 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 S&P will take further
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

Ratings Raised

Avalon Capital Ltd. 3
                  Rating
Class         To           From
B             AAA (sf)     AA+ (sf)/Watch Pos
C Def         AA+ (sf)     A- (sf)/Watch Pos
D Def         BBB (sf)     BB+ (sf)/Watch Pos

Ratings Affirmed

Avalon Capital Ltd. 3

Class         Rating
A-1           AAA (sf)
A-2 Var Fu    AAA (sf)

TRANSACTION INFORMATION

Issuer:             Avalon Capital Ltd. 3
Coissuer:           Avalon Capital LLC 3
Collateral manager: INVESCO Senior Secured Management Inc.
Underwriter:        Lehman Brothers Inc.
Trustee:            The Bank of New York Mellon
Transaction type:   Cash flow CLO

CLO - Collateralized loan obligation.


BANC OF AMERICA 2004-BBA4: Fitch Rates Class K Certs at 'D'
-----------------------------------------------------------
Fitch Ratings has affirmed the two remaining classes of Banc of
America Large Loan, Inc. (BALL) 2004-BBA4.

Key Rating Drivers

Affirmations are warranted as class J has sufficient credit
enhancement in light of the concentrated nature of the pool as
only two loans remain, both of which are in special servicing and
past their extended maturity dates. Class K has already incurred
principal losses. Fitch analyzed servicer reported operating
statements, updated tenant information and the performance of the
remaining loans.

Rating Sensitivities

The Negative Outlook on class J reflects the potential uncertainty
regarding final recoveries on the remaining assets as both are in
special servicing.

The transaction is collateralized by two specially-serviced loans:
one loan (60.5%) is secured by an office property while the other
loan (39.5%) is secured by an industrial-flex property.

The Heritage Square I & II interest-only loan is secured by two
office buildings consisting of 349,503 square feet (sf) located in
Dallas, TX. Occupancy continues to remain significantly below the
underwritten occupancy of 91%. As of the March 2013 rent roll, the
property was 56.6% occupied with additional rollover possible in
the near-term. The prior modification included a maturity date
extension to June 2013 and the loan recently returned to special
servicing due to maturity default. The property is impacted by
nearby freeway construction.

The Arapaho Business Park interest-only loan is secured by 16
industrial flex buildings consisting of 388,761 sf located in
Richardson, TX. Approximately 62% of the total square footage
consists of office space, while 38% consists of warehouse space.
Occupancy remains below the underwritten occupancy of 89%. The
property is currently 66.5% occupied. The loan transferred to
special servicing in October 2008. The loan's maturity date was
further extended until February 2013. The most recent remittance
report indicated a note or portfolio sale is anticipated.

Fitch affirms and revises the Rating Outlook for the following
pooled classes as indicated:

-- $7.8 million class J at 'AA+sf'; Outlook to Negative from
    Stable;

-- $18.7 million class K at 'Dsf', RE 65%.

Classes A-1, A-2, B, C, D, E, F, G, H and interest-only classes X-
1A and X-5 have paid in full. The ratings of the interest-only
classes X-1B, X-2, X-3 and X-4 have been previously withdrawn.


BANC OF AMERICA 2006-BIX1: S&P Cuts Class J Notes Rating to CCC-
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on the class
J commercial mortgage pass-through certificates from Banc of
America Large Loan Inc.'s series 2006-BIX1, a U.S. commercial
mortgage-backed securities (CMBS) transaction, to 'CCC- (sf)' from
'CCC+ (sf)'.

The lowered rating follows S&P's analysis of the transaction,
which included a review of the remaining real estate owned (REO)
Ballantyne Village asset's credit characteristics, the transaction
structure, the interest shortfalls, and the liquidity available to
the trust.

The downgrade on class J reflects accumulated interest shortfalls
that S&P believes will remain outstanding in the near term.  Class
J has accumulated interest shortfalls outstanding for eight
consecutive months.  In addition, based on S&P's revaluation of
the REO asset and information provided to S&P by the special
servicer, it anticipates a moderate loss upon the eventual
resolution of this asset.

As of the June 17, 2013, trustee remittance report, the trust
incurred monthly interest shortfalls totaling $39,010, primarily
because of an appraisal subordinate entitlement reduction (ASER)
amount.  In addition, the June 2013 trustee remittance report
reflected interest not advanced of $35,672 on the non-trust B
note.  The current interest shortfalls affected all of the classes
in the trust subordinated to and including class J.  S&P
previously lowered the ratings on classes K and L to 'D (sf)'
because of ongoing interest shortfalls.  If class J continues to
experience interest shortfalls for an extended period of time, S&P
may further lower its rating on this class to 'D (sf)'.

As of the June 2013 trustee remittance report, the trust consisted
of the REO Ballantyne Village asset, a 166,041-sq.-ft. class A
lifestyle center in Charlotte, N.C . The asset has a trust balance
of $31.5 million.  In addition, there is a subordinate B note
totaling $18.5 million held outside the trust.  The loan was
transferred on July 9, 2009 to Bank of America N.A. (BofA), the
special servicer at that time, after the borrower submitted a
request to restructure the loan as a result of a decline in cash
flow at the property because two of the largest tenants stopped
paying rent.  According to BofA, the loan was performing under a
forbearance agreement effective March 15, 2011.  Among other
things, the forbearance agreement stipulated that the borrower pay
interest on $14.0 million of the $31.5 million trust balance, and
for interest on the remaining $17.5 million balance to be
deferred.  In addition, the borrower had until Oct. 1, 2012 (end
of the forbearance period) to make the release payment as defined
in the forbearance agreement or turn over title of the property to
the trust.  The trust acquired the property via a deed-in-lieu of
foreclosure on Nov. 1, 2012.  BofA indicated to S&P that an
interested party has signed a letter of intent to purchase the
property for an amount slightly below the 2013 appraisal value;
however, the potential sale was declined by the controlling class
certificateholder, Highland Park CDO I Ltd.  BofA indicated that
special servicing was recently transferred to KeyBank Real Estate
Capital on June 24, 2013.  The most recent appraisal dated as of
Jan. 1, 2013 valued the property at $29.1 million.

S&P expects a moderate loss upon the eventual resolution of this
asset.  S&P partly based its analysis on a review of the
borrower's operating statements for the year ended Dec. 31, 2012,
2011, and 2010, the 2013 budgets, and April 30, 2013 rent roll.
The property was 78.9% occupied according to the April 30, 2013
rent roll.  S&P's adjusted valuation, using a 7.25% capitalization
rate, yielded an in-trust stressed loan-to-value ratio of 159.9%.

          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


BANC OF AMERICA 2009-R14: Moody's Cuts 1-A-1 Secs' Rating to Caa1
-----------------------------------------------------------------
Moody's Investors Service has downgraded the rating of Cl. 1-A-1
issued by Banc of America Funding 2009-R14 Trust to Caa1 (sf) from
Baa3 (sf).

Complete rating action is as follows:

Issuer: Banc of America Funding 2009-R14 Trust

Cl. 1-A-1, Downgraded to Caa1 (sf); previously on Aug 6, 2012
Downgraded to Baa3 (sf)

Ratings Rationale:

The rating action on the resecuritization bond follows the rating
action on the underlying bond, which was downgraded on 10 June
2013. The resecuritization bond is backed by Class AF-1 from
Renaissance 2007-3, which is backed by subprime loans.

The principal methodology used in this rating was "Moody's
Approach to Rating US Resecuritized Residential Mortgage-Backed
Securities" published in February 2011.

The methodology used in determining the rating of the underlying
bond was "US RMBS Surveillance Methodology" published in June
2013.

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
8.2% in May 2012 to 7.6% in May 2013. Moody's forecasts an
unemployment central range of 7.0% to 8.0% for the 2013 year.
Moody's expects house prices to continue to rise in 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.


BANK OF AMERICA: No Ratings Effect on 671 RMBS Deal Amendments
--------------------------------------------------------------
Moody's Investors Service reports that proposed amendments to
servicing agreements of the affected transactions will not, in and
of themselves and at this time, result in a reduction or
withdrawal of Moody's current ratings of the securities issued by
the affected transactions.

Bank of America N.A. (BANA), the servicer for the affected
transactions, requested that Moody's provide its opinion on
whether the ratings of the securities issued by the affected
transactions, would be downgraded or withdrawn as a result of
three amendments that are being made to the servicing agreements
for the affected transactions.

The first series of amendments will allow servicing advances in
the affected transactions to be funded by an advance facility. The
second amendment will require that the account used by the
servicer to hold monthly collections from borrowers be held at a
depository institution whose long-term unsecured debt obligations
are rated at least A2 by Moody's and whose commercial paper,
short-term debt obligations, demand deposits or other short-term
deposits are rated at least P-1 by Moody's. The final amendment
modifies a servicer replacement event in several of the affected
transactions. Currently, the master servicer and the trustee have
the option to terminate the servicer if its servicer rating falls
below the servicer rating as of deal closing. The amendment
changes the reference date from closing date to a servicing
transfer date should there be a transfer of servicing.

Moody's view is based primarily on its opinion that a) including
an option to fund the advances in the transaction through an
advance facility will not have a negative impact on servicer's
ability to perform its servicing duties and therefore will not
affect the affected transactions' performance b) the new ratings
requirements for depository institutions are consistent with
Moody's guidelines "The Temporary Use of Cash in Structured
Finance Transactions: Eligible Investment and Bank Guidelines"
published in March 18, 2013 and c) changing the reference date for
the servicer termination event does not have a negative credit
impact because it is a conforming change in the event servicing
transfers.

Moody's believed that the amendments did not have an adverse
effect on the credit quality of the securities such that the
Moody's ratings were impacted. Moody's did not express an opinion
as to whether the amendments could have other, non-credit-related
effects.

Deals with amendments for advance facility, depository institution
rating, and servicer termination event:

CSFB Mortgage-Backed Pass-Through Certificates, Series 2005-1
CSFB Mortgage-Backed Pass-Through Certificates, Series 2005-4
CSFB Mortgage-Backed Pass-Through Certificates, Series 2005-9
Morgan Stanley ABS Capital I Inc. Trust 2004-HE5
Morgan Stanley ABS Capital I Inc. Trust 2005-HE3
Morgan Stanley ABS Capital I Inc. Trust 2005-HE6
Morgan Stanley ABS Capital I Inc. Trust 2005-HE7
Morgan Stanley ABS Capital I Inc. Trust 2006-HE4
New Century Home Equity Loan Trust, Series 2004-A
Structured Asset Investment Loan Trust 2003-BC4
Structured Asset Investment Loan Trust 2003-BC6
Structured Asset Investment Loan Trust 2003-BC7
Structured Asset Investment Loan Trust 2003-BC8
Structured Asset Investment Loan Trust 2003-BC9

Deals with amendments for advance facility and depository
institution rating:

ABFC Asset-Backed Certificates, Series 2005-HE1
Ace Securities Corp. Home Equity Loan Trust, Series 2002-HE2
ACE Securities Corp. Home Equity Loan Trust, Series 2005-HE7
ACE Securities Corp. Home Equity Loan Trust, Series 2006-CW1
Aames Mortgage Trust 2001-1
Aames Mortgage Trust 2001-2
Aames Mortgage Trust 2001-3
Aames Mortgage Trust 2001-4

SASCO Amortizing Residential Collateral Trust Mortgage Pass-
Through Certificates, Series 2001-BC5

Amortizing Residential Collateral Trust Mortgage Pass-Through
Certificates, Series 2001-BC6

CSFB Adjustable Rate Mortgage Trust 2004-1
CSFB Adjustable Rate Mortgage Trust 2005-3
CSFB Adjustable Rate Mortgage Trust 2005-5
CSFB Adjustable Rate Mortgage Trust 2005-7
CSFB Adjustable Rate Mortgage Trust 2005-9
CSFB Adjustable Rate Mortgage Trust 2006-1
CSFB Adjustable Rate Mortgage Trust 2006-2
CSFB Adjustable Rate Mortgage Trust 2006-3
CSFB Adjustable Rate Mortgage Trust 2007-1
CSFB Adjustable Rate Mortgage Trust 2007-2

Banc of America Funding Corporation, Mortgage Pass-Through
Certificates, Series 2002-2

Banc of America Funding 2004-B Trust
Banc of America Funding 2004-C Trust
Banc of America Funding 2004-D Trust
Banc of America Funding 2005-3 Trust

Banc of America Funding Corporation, Mortgage Pass-Through
Certificates, Series 2005-4

Banc of America Funding 2005-A Trust
Banc of America Funding 2005-B Trust

Banc of America Funding Corporation, Mortgage Pass-Through
Certificates, Series 2005-E

Banc of America Funding Corporation, Mortgage Pass-Through
Certificates, Series 2005-F

Banc of America Funding 2006-1 Trust, Mortgage Pass-Through
Certificates, Series 2006-1

Banc of America Funding 2006-2 Trust
Banc of America Funding 2006-3 Trust
Banc of America Funding 2006-4 Trust

Banc of America Funding 2006-5 Trust, Mortgage Pass-Through
Certificates, Series 2006-5

Banc of America Funding 2006-7 Trust, Mortgage Pass-Through
Certificates, Series 2006-7

Banc of America Funding 2006-B Trust
Banc of America Funding 2006-H Trust
Banc of America Funding 2006-I Trust

Banc of America Funding 2007-1 Trust, Mortgage Pass-Through
Certificates, Series 2007-1

Banc of America Funding 2007--2 Trust
Banc of America Funding 2007-3 Trust
Banc of America Funding 2007-4 Trust
Banc of America Funding 2007--5 Trust
Banc of America Funding Corporation 2007-6
Banc of America Funding 2007-A Trust
Banc of America Funding 2007-B Trust
Banc of America Funding 2007-C Trust
Banc of America Funding 2007-D Trust
Bear Stearns ALT-A Trust 2003-6
Bear Stearns ALT-A Trust 2004-10
Bear Stearns ALT-A Trust 2004-11
Bear Stearns ALT-A Trust 2004-12
Bear Stearns ALT-A Trust 2004-2
Bear Stearns ALT-A Trust 2004-4
Bear Stearns ALT-A Trust 2004-5
Bear Stearns ALT-A Trust 2004-7
Bear Stearns ALT-A Trust 2004-8
Bear Stearns ALT-A Trust 2004-9
Bear Stearns Alt-A Trust 2005-10
Bear Stearns ALT-A Trust 2005-2
Bear Stearns ALT-A Trust 2005-4
Bear Stearns ALT-A Trust 2005-5
Bear Stearns ALT-A Trust 2005-7
Bear Stearns ALT-A Trust 2005-9
Bear Stearns Alt-A 2006-1
Bear Stearns Alt-A Trust 2006-2
Bear Stearns Alt-A Trust 2006-3
Bear Stearns Alt-A Trust 2006-4
Bear Stearns Alt-A Trust 2006-5
Bear Stearns Alt-A Trust 2006-6
Bear Stearns Alt-A Trust 2006-7
Bear Stearns Alt-A Trust 2006-8
Bear Stearns Alt-A Trust 2007-1
Bear Stearns ALT-A Trust 2007-3

Bayview Financial Mortgage Pass-Through Certificates, Series 2004-
C

Bayview Financial Mortgage Pass-Through Certificates, Series 2004-
D

Bayview Financial Mortgage Pass-Through Trust 2005-C
Bayview Financial Mortgage Pass-Through Trust 2005-D
Bayview Financial Mortgage Pass-Through Trust 2007-B
BCAP LLC Trust 2006-AA1
BCAP LLC Trust 2006-AA2
BCAP LLC Trust 2007-AA1
BCAP LLC Trust 2007-AA2
BCAP LLC Trust 2007-AA3
BCAP LLC Trust 2007-AA4
BCAP LLC Trust 2007-AA5
Banc of America Alternative Loan Trust 2003-1
Banc of America Alternative Loan Trust 2003-10
Banc of America Alternative Loan Trust 2003-11
Banc of America Alternative Loan Trust 2003-2
Banc of America Alternative Loan Trust 2003-3
Banc of America Alternative Loan Trust 2003-4
Banc of America Alternative Loan Trust 2003-5
Banc of America Alternative Loan Trust 2003-6
Banc of America Alternative Loan Trust 2003-7
Banc of America Alternative Loan Trust 2003-8
Banc of America Alternative Loan Trust 2003-9
Banc of America Alternative Loan Trust 2004-1
Banc of America Alternative Loan Trust 2004-10
Banc of America Alternative Loan Trust 2004-11
Banc of America Alternative Loan Trust 2004-12
Banc of America Alternative Loan Trust 2004-2
Banc of America Alternative Loan Trust 2004-3
Banc of America Alternative Loan Trust 2004-4
Banc of America Alternative Loan Trust 2004-5
Banc of America Alternative Loan Trust 2004-6
Banc of America Alternative Loan Trust 2004-8
Banc of America Alternative Loan Trust 2004-9
Banc of America Alternative Loan Trust 2005-1
Banc of America Alternative Loan Trust 2005-10
Banc of America Alternative Loan Trust 2005-11
Banc of America Alternative Loan Trust 2005-12
Banc of America Alternative Loan Trust 2005-2
Banc of America Alternative Loan Trust 2005-3
Banc of America Alternative Loan Trust 2005-4
Banc of America Alternative Loan Trust 2005-5
Banc of America Alternative Loan Trust 2005-6
Banc of America Alternative Loan Trust 2005-7

Banc of America Alternative Loan Trust, Mortgage Pass-Through
Certificates, Series 2005-8

Banc of America Alternative Loan Trust 2005-9
Banc of America Alternative Loan Trust 2006-1
Banc of America Alternative Loan Trust 2006-2
Banc of America Alternative Loan Trust 2006-3
Banc of America Alternative Loan Trust 2006-4
Banc of America Alternative Loan Trust 2006-5
Banc of America Alternative Loan Trust 2006-6
Banc of America Alternative Loan Trust 2006-7
Banc of America Alternative Loan Trust 2006-8
Banc of America Alternative Loan Trust 2006-9
Banc of America Alternative Loan Trust 2007-1
Banc of America Mortgage 2003-10 Trust
Banc of America Mortgage 2003-5 Trust
Banc of America Mortgage 2003-9 Trust
Banc of America Mortgage 2003-C Trust
Banc of America Mortgage 2003-D Trust
Banc of America Mortgage 2003-E Trust
Banc of America Mortgage 2003-G Trust
Banc of America Mortgage 2003-H Trust
Banc of America Mortgage 2003-I Trust
Banc of America Mortgage 2003-J Trust
Banc of America Mortgage 2003-K Trust
Banc of America Mortgage 2003-L Trust
Banc of America Mortgage 2004-10 Trust
Banc of America Mortgage 2004-2 Trust
Banc of America Mortgage 2004-B Trust
Banc of America Mortgage 2004-D Trust
Banc of America Mortgage 2004-F Trust
Banc of America Mortgage 2004-G Trust
Banc of America Mortgage 2004-H Trust
Banc of America Mortgage 2004-I Trust
Banc of America Mortgage 2004-J Trust
Banc of America Mortgage 2004-K Trust
Banc of America Mortgage 2004-L Trust
Banc of America Mortgage 2005-1 Trust

Banc of America Mortgage Securities, Inc., Mortgage Pass-Through
Certificates, Series 2005-10

Banc of America Mortgage Securities, Inc., Mortgage Pass-Through
Certificates, Series 2005-11

Banc of America Mortgage 2005-3 Trust

Banc of America Mortgage Securities, Inc., Mortgage Pass-Through
Certificates, Series 2005-6

Banc of America Mortgage Securities, Pass-Through Certificates,
Series 2005-7

Banc of America Mortgage Securities, Inc., Mortgage Pass-Through
Certificates, Series 2005-8

Banc of America Mortgage Securities, Inc. Mortgage Pass-Through
Certificates, Series 2005-9

Banc of America Mortgage 2005-A Trust
Banc of America Mortgage 2005-B Trust
Banc of America Mortgage 2005-C Trust
Banc of America Mortgage 2005-D Trust
Banc of America Mortgage 2005-E Trust

Banc of America Mortgage Securities, Inc., Mortgage Pass-Through
Certificates, Series 2005-F

Banc of America Mortgage 2006-1 Trust
Banc of America Mortgage 2006-2 Trust
Banc of America Mortgage 2006-3 Trust
Banc of America Mortgage 2007-1 Trust
Banc of America Mortgage 2007-2 Trust
Banc of America Mortgage 2008-A Trust
Bear Stearns Asset Backed Securities Trust 2003-SD2
Bear Stearns Asset-Backed Securities Trust 2003-SD3
Bear Stearns Asset-Backed Securities I Trust 2004-AC2
Bear Stearns Asset Backed Securities I Trust 2004-AC6
Bear Stearns Asset-Backed Securities Trust 2004-SD1
Bear Stearns Asset-Backed Securities Trust 2004-SD2
Bear Stearns Asset Backed Securities I Trust 2007-AC4
Bear Stearns Asset Backed Securities I Trust 2007-AC5
Bear Stearns Asset Backed Securities Trust 2007-SD3
Bear Stearns Structured Products Trust 2007-EMX1
Bella Vista Mortgage Trust 2004-1
Bella Vista Mortgage Trust 2004-2
Bella Vista Mortgage Trust 2005-1
Bella Vista Mortgage Trust 2005-2
CDC Mortgage Capital Trust 2004-HE1
CDC Mortgage Capital Trust 2004-HE2
CDC Mortgage Capital Trust 2004-HE3
Citigroup Mortgage Loan Trust Inc. Series 2004-2
Citigroup Mortgage Loan Trust, Series 2004-HYB1
Citigroup Mortgage Loan Trust, Series 2004-HYB2
Citigroup Mortgage Loan Trust, Series 2004-HYB3
Citigroup Mortgage Loan Trust, Series 2004-HYB4
Citigroup Mortgage Loan Trust, Series 2005-1
Citigroup Mortgage Loan Trust Series 2005-10
Citigroup Mortgage Loan Trust, Series 2005-2
Citigroup Mortgage Loan Trust, Series 2005-3
Citigroup Mortgage Loan Trust Inc. 2005-7
Citigroup Mortgage Loan Trust Series 2005-8
Citigroup Mortgage Loan Trust 2006-AR3
Citigroup Mortgage Loan Trust 2006-AR6
Citigroup Mortgage Loan Trust 2006-HE3
Citigroup Mortgage Loan Trust 2007-AMC2
Citigroup Mortgage Loan Trust 2007-AR1
Citigroup Mortgage Loan Trust 2007-AR4
Citigroup Mortgage Loan Trust 2007-AR7
Citigroup Mortgage Loan Trust 2007-AR8

CS First Boston Mortgage Securities Corp, CSFB ABS Trust Series
2001-HE8

Credit Suisse First Boston Mortgage Acceptance Corp. Series 2002-
HI23

CSFB Mortgage-Backed Pass-Through Certificates, Series 2003-AR18
CSFB Mortgage-Backed Pass-Through Certificates, Series 2004-4
CSFB Mortgage-Backed Pass-Through Certificates, Series 2004-AR5
CSFB Mortgage Pass-Through Certificates, Series 2004-CF1
CSFB Mortgage Pass-Through Certificates, Series 2004-CF2
CSFB Mortgage-Backed Pass-Through Certificates, Series 2005-11
CSFB Mortgage-Backed Pass-Through Certificates, Series 2005-5
CSFB Mortgage-Backed Pass-Through Certificates, Series 2005-6
CSFB Mortgage-Backed Pass-Through Certificates, Series 2005-8
Delta Funding Home Equity Loan Trust 2000-3

Deutsche Mortgage Securities, Inc. Mortgage Loan Trust, Series
2004-4

Ellington Loan Acquisition Trust 2007-1
Ellington Loan Acquisition Trust 2007-2
Merrill Lynch First Franklin Mortgage Loan Trust, Series 2007-1
Merrill Lynch First Franklin Mortgage Loan Trust, Series 2007-2
Merrill Lynch First Franklin Mortgage Loan Trust, Series 2007-3
Merrill Lynch First Franklin Mortgage Loan Trust, Series 2007-4
Merrill Lynch First Franklin Mortgage Loan Trust, Series 2007-5
Merrill Lynch First Franklin Mortgage Loan Trust, Series 2007-A
Merrill Lynch First Franklin Mortgage Loan Trust, Series 2007-H1
CWMBS Re-Performing Loan REMIC Trust Certificates, Series 2002-1

Freddie Mac Structured Pass-Through Certificates (SPCs), Series T-
048

GSAA Home Equity Trust 2004-10
GSAA Home Equity Trust 2004-11
GSAA Trust 2004-3
GSAA Home Equity Trust 2004-5
GSAA Home Equity Trust 2004-7
GSAA Home Equity Trust 2004-8
GSAA Home Equity Trust 2004-9
GSAA Trust 2004-CW1
GSAA Home Equity Trust 2005-10
GSAA Home Equity Trust 2005-11
GSAA Home Equity Trust 2005-14
GSAA Home Equity Trust 2005-15
GSAA Home Equity Trust 2005-2
GSAA Home Equity Trust 2005-4
GSAA Home Equity Trust 2005-6
GSAA Home Equity Trust 2005-7
GSAA Home Equity Trust 2005-8
GSAA Home Equity Trust 2005-9
GSAA Home Equity Trust 2006-1
GSAA Home Equity Trust 2006-11
GSAA Home Equity Trust 2006-12
GSAA Home Equity Trust 2006-14

GSAA Home Equity Trust 2006-16, Asset-Backed Certificates, Series
2006-16

GSAA Home Equity Trust 2006-17
GSAA Home Equity Trust 2006-19
GSAA Home Equity Trust 2006-20
GSAA Home Equity Trust 2006-3
GSAA Home Equity Trust 2006-4
GSAA Home Equity Trust 2006-5
GSAA Home Equity Trust 2006-8
GSAA Home Equity Trust 2006-9
GSAA Home Equity Trust 2006-S1
GSAA Home Equity Trust 2007-1
GSAA Home Equity Trust 2007-3
GSAA Home Equity Trust 2007-5
GSAA Home Equity Trust 2007-6
GSAMP Trust 2003-SEA2
GSAMP Trust 2004-SEA2
GSAMP Trust 2005-S1
GSAMP Trust 2005-SEA2
GSAMP Trust 2006-SD2
GSAMP Trust 2007-SEA1
GSR Mortgage Loan Trust 2004-11
GSR Mortgage Loan Trust 2004-12
GSR Mortgage Loan Trust 2004-14
GSR Mortgage Loan Trust 2004-15F
GSR Mortgage Loan Trust 2004-5
GSR Mortgage Loan Trust 2004-7
GSR Mortgage Loan Trust 2004-9
GSR Mortgage Loan Trust 2005-3F
GSR Mortgage Loan Trust 2005-4F
GSR Mortgage Loan Trust 2005-5F
GSR Mortgage Loan Trust 2005-6F
GSR Mortgage Loan Trust 2005-7F
GSR Mortgage Loan Trust 2005-AR2
GSR Mortgage Loan Trust 2005-AR3
GSR Mortgage Loan Trust 2006-1F
GSR Mortgage Loan Trust 2006-6F
GSR Mortgage Loan Trust 2006-7F
GSR Mortgage Loan Trust 2006-8F
GSR Mortgage Loan Trust 2006-9F
GSR Mortgage Loan Trust 2006-OA1
GSR Mortgage Loan Trust 2007-OA1
GSRPM Mortgage Loan Trust 2003-1
GSRPM Mortgage Loan Trust 2003-2
GSRPM Mortgage Loan Trust 2004-1
GSRPM Mortgage Loan Trust 2006-2
GSRPM Mortgage Loan Trust 2007-1
HSI Asset Securitization Corporation Trust 2005-I1
HSI Asset Securitization Corporation Trust 2006-HE1
HSI Asset Securitization Corporation Trust 2006-HE2
HarborView Mortgage Loan Trust 2003-2
HarborView Mortgage Loan Trust 2003-3
HarborView Mortgage Loan Trust 2004-10
HarborView Mortgage Loan Trust 2004-11
HarborView Mortgage Loan Trust 2004-2
HarborView Mortgage Loan Trust 2004-5
HarborView Mortgage Loan Trust 2004-6
HarborView Mortgage Loan Trust 2004-7
HarborView Mortgage Loan Trust 2004-8
HarborView Mortgage Loan Trust 2004-9
HarborView Mortgage Loan Trust 2005-1
HarborView Mortgage Loan Trust 2005-10
HarborView Mortgage Loan Trust 2005-12
HarborView Mortgage Loan Trust 2005-13
HarborView Mortgage Loan Trust 2005-14
HarborView Mortgage Loan Trust 2005-16
HarborView Mortgage Loan Trust 2005-2
HarborView Mortgage Loan Trust 2005-3
HarborView Mortgage Loan Trust 2005-4
HarborView Mortgage Loan Trust 2005-7
HarborView Mortgage Loan Trust 2005-8
HarborView Mortgage Loan Trust 2006-11
HarborView Mortgage Loan Trust 2006-2
HarborView Mortgage Loan Trust 2006-3
HarborView Mortgage Loan Trust 2006-4
HarborView Mortgage Loan Trust 2006-5
HarborView Mortgage Loan Trust 2006-9
HarborView Mortgage Loan Trust 2006-CB1
HarborView Mortgage Loan Trust 2007-4
HarborView Mortgage Loan Trust 2007-6
HarborView Mortgage Loan Trust 2007-7

Impac Secured Assets Corp. Mortgage Pass-Through Certificates,
Series 2006-3

Impac Secured Assets Corp. Mortgage Pass-Through Certificates,
Series 2006-4

Impac Secured Assets Corp. Mortgage Pass-Through Certificates,
Series 2006-5

Impac Real Estate Asset Trust 2006-SD1

Impac Secured Assets Corp. Mortgage Pass-Through Certificates,
Series 2007-1

Impac Secured Assets Corp. Mortgage Pass-Through Certificates,
Series 2007-2

Impac Secured Assets Corp. Mortgage Pass-Through Certificates,
Series 2007-3

Luminent Mortgage Trust 2005-1
Luminent Mortgage Trust 2006-5
Luminent Mortgage Trust 2006-6
Lehman XS Trust Series 2005-2
Lehman XS Trust Series 2005-3
Lehman XS Trust Series 2005-5N
Lehman XS Trust Series 2005-7N
Lehman XS Trust Series 2005-9N
Lehman XS Trust Series 2006-10N
Lehman XS Trust Series 2006-12N

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

Lehman XS Trust 2006-17
Lehman XS Trust Series 2006-18N
Lehman XS Trust 2006-19
Lehman XS Trust Series 2006-20
Lehman XS Trust Series 2006-2N
Lehman XS Trust Series 2006-3
Lehman XS Trust Series 2006-4N
Lehman XS Trust Series 2007-1
Lehman XS Trust 2007-10H
Lehman XS Trust Series 2007-12N
Lehman XS Trust Series 2007-15N
Lehman XS Trust, Series 2007-16N
Lehman XS Trust Series 2007-2N
Lehman XS Trust Series 2007-4N
Lehman XS Trust 2007-6
Lehman XS Trust Series 2007-7N
Lehman XS Trust Series 2007-9
MASTR Alternative Loan Trust 2002-3
MASTR Alternative Loan Trust 2003-1
MASTR Alternative Loan Trust 2003-2
MASTR Alternative Loan Trust 2003-5
MASTR Alternative Loan Trust 2004-3
MASTR Alternative Loan Trust 2004-4
MASTR Alternative Loan Trust 2004-7
MASTR Alternative Loan Trust 2004-9
MASTR Alternative Loan Trust 2005-2
MASTR Alternative Loan Trust 2005-3
MASTR Alternative Loan Trust 2005-5
MASTR Alternative Loan Trust 2005-6
MASTR Alternative Loan Trust 2007-1
Merrill Lynch Alternative Note Asset Trust, Series 2007-AF1
Merrill Lynch Alternative Note Asset Trust, Series 2007-OAR2
MASTR Adjustable Rate Mortgages Trust 2003-2
MASTR Adjustable Rate Mortgages Trust 2003-3
MASTR Adjustable Rate Mortgages Trust 2003-6
MASTR Adjustable Rate Mortgages Trust 2004-1
MASTR Adjustable Rate Mortgages Trust 2004-2
MASTR Adjustable Rate Mortgages Trust 2004-7
MASTR Adjustable Rate Mortgages Trust 2004-8
MASTR Adjustable Rate Mortgages Trust 2004-9
MASTR Adjustable Rate Mortgages Trust 2005-2
MASTR Adjustable Rate Mortgages Trust 2005-6
MASTR Adjustable Rate Mortgages Trust 2005-7
MASTR Adjustable Rate Mortgages Trust 2005-8
MASTR Adjustable Rate Mortgages Trust 2006-OA2
MASTR Adjustable Rate Mortgages Trust 2007-2
MASTR Adjustable Rate Mortgages Trust 2007-3
MASTR Reperforming Loan Trust 2005-2
MASTR Reperforming Loan Trust 2006-1
MASTR Asset Securitization Trust 2002-7
MASTR Asset Securitization Trust 2003-10
MASTR Asset Securitization Trust 2003-4
MASTR Asset Securitization Trust 2004-1
MASTR Asset Securitization Trust 2005-2
Merrill Lynch Mortgage Investors Trust, Series 2002-HE1
Mortgage Pass-Through Certificates, MLMI Series 2003-A4
Merrill Lynch Mortgage Investors Trust, Series 2004-FM1
Merrill Lynch Mortgage Investors Trust Series 2004-SL1
Merrill Lynch Mortgage Investors Trust Series 2004-SL2
Merrill Lynch Mortgage Investors Trust 2005-A10
Merrill Lynch Mortgage Investors Trust MLMI Series 2005-A4
Merrill Lynch Mortgage Investors Trust 2005-AR1
Merrill Lynch Mortgage Investors Trust 2005-FM1
Merrill Lynch Mortgage Investors Trust Series 2005-HE1
Merrill Lynch Mortgage Investors, Inc. 2005-NC1
Merrill Lynch Mortgage Investors Trust 2005-NCA
Merrill Lynch Mortgage Investors Trust Series 2005-NCB
Merrill Lynch Mortgage Investors Trust Series 2005-SL1
Merrill Lynch Mortgage Investors Trust 2005-SL2
Merrill Lynch Mortgage Investors Trust Series 2005-SL3
Merrill Lynch Mortgage Investors, Inc. 2005-WMC1
Merrill Lynch Mortgage Investors, Inc. 2005-WMC2
Merrill Lynch Mortgage Investors Trust 2006-A1
Merrill Lynch Mortgage Investors Trust 2006-A2
Merrill Lynch Mortgage Investors Trust 2006-A3
Merrill Lynch Mortgage Investors Trust 2006-A4
Merrill Lynch Mortgage Investors Trust 2006-AHL1
Merrill Lynch Mortgage Investors Trust 2006-AR1
Merrill Lynch Mortgage Investors Trust 2006-FF1
Merrill Lynch Mortgage Investors Trust 2006-FM1
Merrill Lynch Mortgage Investors Trust Series 2006-HE1
Merrill Lynch Mortgage Investors Trust Series 2006-HE2
Merrill Lynch Mortgage Investors Trust Series 2006-HE3
Merrill Lynch Mortgage Investors Trust Series 2006-HE4
Merrill Lynch Mortgage Investors Trust Series 2006-HE5
Merrill Lynch Mortgage Investors Trust Series 2006-HE6
Merrill Lynch Mortgage Investors Trust 2006-MLN1
Merrill Lynch Mortgage Investors Trust 2006-RM1
Merrill Lynch Mortgage Investors Trust 2006-RM2
Merrill Lynch Mortgage Investors Trust 2006-RM4
Merrill Lynch Mortgage Investors Trust 2006-RM5
Merrill Lynch Mortgage Investors Trust Series 2006-SD1
Merrill Lynch Mortgage Investors Trust 2006-SL1
Merrill Lynch Mortgage Investors Trust 2006-SL2
Merrill Lynch Mortgage Investors Trust 2006-WMC1
Merrill Lynch Mortgage Investors Trust 2006-WMC2
Merrill Lynch Mortgage Investors Trust, Series 2007-HE1
Merrill Lynch Mortgage Investors Trust Series 2007-HE2
Merrill Lynch Mortgage Investors Trust Series 2007-HE3
Merrill Lynch Mortgage Investors Trust 2007-MLN1
Merrill Lynch Mortgage Investors Trust, Series 2007-SL1
Morgan Stanley ABS Capital I Inc. Trust 2003-SD1
Morgan Stanley ABS Capital I Inc. Trust 2004-SD1
Morgan Stanley ABS Capital I Inc. Trust 2004-SD2
Morgan Stanley ABS Capital I Inc. Trust 2004-SD3
Morgan Stanley ABS Capital I Inc. Trust 2007-NC3
Morgan Stanley IXIS Real Estate Capital Trust 2006-1
Morgan Stanley IXIS Real Estate Capital Trust 2006-2
Morgan Stanley Mortgage Loan Trust 2004-5AR
Morgan Stanley Mortgage Loan Trust 2004-6AR
Morgan Stanley Mortgage Loan Trust 2004-7AR
Morgan Stanley Mortgage Loan Trust 2005-5AR
Morgan Stanley Mortgage Loan Trust 2005-6AR
Morgan Stanley Mortgage Loan Trust 2006-1AR
NAAC Reperforming Loan Remic Trust Certificates, Series 2004-R1
Nomura Home Equity Loan Trust 2005-FM1
Nomura Home Equity Loan Trust 2005-HE1
Structured Asset Investment Loan Trust 2003-BC2
Structured Asset Investment Loan Trust 2005-1
Structured Asset Investment Loan Trust 2006-3
Structured Asset Mortgage Investments Trust 2003-AR1
Structured Asset Mortgage Investments II Trust 2003-AR4
Structured Asset Mortgage Investments II Trust 2004-AR2
Structured Asset Mortgage Investments II Trust 2004-AR3
Structured Asset Mortgage Investments II Trust 2004-AR4
Structured Asset Mortgage Investments II Trust 2004-AR5
Structured Asset Mortgage Investments II Trust 2004-AR6
Structured Asset Mortgage Investments II Trust 2004-AR7
Structured Asset Mortgage Investments II Trust 2004-AR8
Structured Asset Mortgage Investments II Trust 2005-AR2
Structured Asset Mortgage Investments II Trust 2005-AR4
Structured Asset Mortgage Investments II Trust 2005-AR6
Structured Asset Mortgage Investments II Trust 2005-AR7
Structured Asset Mortgage Investments II Trust 2005-AR8
Structured Asset Mortgage Investments II Trust 2006-AR1
Structured Asset Mortgage Investments II Trust 2006-AR2
Structured Asset Mortgage Investments II Trust 2006-AR3
Structured Asset Mortgage Investments II Trust 2006-AR4
Structured Asset Mortgage Investments II Trust 2006-AR6
Structured Asset Mortgage Investments II Trust 2006-AR7
Structured Asset Mortgage Investments II Trust 2006-AR8
Structured Asset Mortgage Investments II Trust 2007-AR1
Structured Asset Mortgage Investments II Trust 2007-AR2
Structured Asset Mortgage Investments II Trust 2007-AR3
Structured Adjustable Rate Mortgage Loan Trust 2004-1
Structured Adjustable Rate Mortgage Loan Trust 2004-11
Structured Adjustable Rate Mortgage Loan Trust 2004-12
Structured Adjustable Rate Mortgage Loan Trust 2004-13
Structured Adjustable Rate Mortgage Loan Trust 2004-14
Structured Adjustable Rate Mortgage Loan Trust 2004-16
Structured Adjustable Rate Mortgage Loan Trust 2004-18
Structured Adjustable Rate Mortgage Loan Trust 2004-19
Structured Adjustable Rate Mortgage Loan Trust 2004-20
Structured Adjustable Rate Mortgage Loan Trust 2005-1
Structured Adjustable Rate Mortgage Loan Trust 2005-12
Structured Adjustable Rate Mortgage Loan Trust 2005-14
Structured Adjustable Rate Mortgage Loan Trust 2005-15
Structured Adjustable Rate Mortgage Loan Trust 2005-16XS
Structured Adjustable Rate Mortgage Loan Trust 2005-17
Structured Adjustable Rate Mortgage Loan Trust 2005-18
Structured Adjustable Rate Mortgage Loan Trust 2005-19XS
Structured Adjustable Rate Mortgage Loan Trust 2005-20
Structured Adjustable Rate Mortgage Loan Trust 2005-21
Structured Adjustable Rate Mortgage Loan Trust 2005-5
Structured Adjustable Rate Mortgage Loan Trust 2005-7
Structured Adjustable Rate Mortgage Loan Trust 2005-9

Structured Adjustable Rate Mortgage Loan Trust, Mortgage Pass-
Through Certificates, Series 2006-11

Structured Adjustable Rate Mortgage Loan Trust 2006-12
Structured Adjustable Rate Mortgage Loan Trust, Series 2007-1
Structured Adjustable Rate Mortgage Loan Trust 2007-2
Structured Adjustable Rate Mortgage Loan Trust 2007-3
Structured Adjustable Rate Mortgage Loan Trust 2007-4
Structured Adjustable Rate Mortgage Loan Trust 2007-5
Structured Adjustable Rate Mortgage Loan Trust 2007-7

Structured Asset Securities Corporation Mortgage Pass-Through
Certificates, Series 2001-16H

Structured Asset Securities Corp 2002-21A
Structured Asset Securities Corp 2002-22H
Structured Asset Securities Corp 2002-23XS

Structured Asset Securities Corporation Mortgage Pass-Through
Certificates, Series 2002-4H

Structured Asset Securities Corp 2002-5A

Structured Asset Securities Corporation Mortgage Loan Trust 2002-9

Structured Asset Securities Corp 2003-8
Structured Asset Securities Corp 2003-AM1
SASCO Mortgage Loan Trust 2003-GEL1
Structured Asset Securities Corp Trust 2004-12H
Structured Asset Securities Corp Trust 2004-16XS
Structured Asset Securities Corp Trust 2004-18H
Structured Asset Securities Corp Trust 2004-5H
Structured Asset Securities Corp Trust 2004-S2
Structured Asset Securities Corp Trust 2004-S3
Structured Asset Securities Corp Trust 2004-S4
Structured Asset Securities Corporation, Series 2005-10
Structured Asset Securities Corp Trust 2005-11H
Structured Asset Securities Corp Trust 2005-14
Structured Asset Securities Corp Trust 2005-15
Structured Asset Securities Corp Trust 2005-16
Structured Asset Securities Corp Trust 2005-2XS
Structured Asset Securities Corp Trust 2005-4XS
Structured Asset Securities Corp Trust 2005-6
Structured Asset Securities Corp Trust 2005-9XS
Structured Asset Securities Corp 2005-RF1
Structured Asset Securities Corp. 2005-RF2
Structured Asset Securities Corp. 2005-RF5
Structured Asset Securities Corp. 2005-RF6
Structured Asset Securities Corporation 2005-S1
Structured Asset Securities Corp Trust 2006-3H
Structured Asset Securities Corp Trust 2006-BC2

Structured Asset Securities Corp, Mortgage Pass-Through
Certificates, Series 2006-BC3

Structured Asset Securities Corporation Mortgage Pass-Through
Certificates, Series 2006-BC4

Structured Asset Securities Corporation Trust 2006-BC5
Structured Asset Securities Corp Trust 2007-BC4
Structured Asset Securities Corp Trust 2007-TC1

SBMS VII 1997-HUD2

Salomon Brothers Mortgage Securities VII, Inc. Union Planters
Mortgage Loan Trust 2003-UP1

Sequoia Mortgage Trust 2003-5
Sequoia Mortgage Trust 2003-8
Sequoia Mortgage Trust 2004-1
Sequoia Mortgage Trust 2004-10
Sequoia Mortgage Trust 2004-11
Sequoia Mortgage Trust 2004-12
Sequoia Mortgage Trust 2004-3
Sequoia Mortgage Trust 2004-4
Sequoia Mortgage Trust 2004-5
Sequoia Mortgage Trust 2004-6
Sequoia Mortgage Trust 2004-7
Sequoia Mortgage Trust 2004-8
Sequoia Mortgage Trust 2004-9
Sequoia Mortgage Trust 2005-1
Sequoia Mortgage Trust 2005-2
Sequoia Mortgage Trust 2005-3
Sequoia Mortgage Trust 2005-4

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

Sequoia Mortgage Trust 2007-3, Mortgage Pass-Through Certificates,
Series 2007-3

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

Sequoia Alternative Loan Trust 2006-1

Specialty Underwriting and Residential Finance Series 2005-AB1
Specialty Underwriting and Residential Finance Series 2005-AB2
Speciality Underwriting and Residential Finance 2005-AB3

Specialty Underwriting and Residential Finance Trust, Series 2005-
BC2

Specialty Underwriting and Residential Finance Series 2005-BC4
Specialty Underwriting and Residential Finance Series 2006-AB1
Specialty Underwriting and Residential Finance Series 2006-AB2
Speciality Underwriting and Residential Finance 2006-AB3
Specialty Underwriting and Residential Finance Series 2006-BC1
Speciality Underwriting and Residential Finance 2006-BC2
Specialty Underwriting and Residential Finance Series 2006-BC3
Specialty Underwriting and Residential Finance Series 2006-BC4
Specialty Underwriting and Residential Finance Series 2006-BC5

Speciality Underwriting and Residential Finance Trust, Series
2007-AB1

Specialty Underwriting and Residential Finance Series 2007-BC1

Specialty Underwriting and Residential Finance Trust, Series 2007-
BC2

Soundview Home Loan Trust 2005-4
Soundview Home Loan Trust 2005-A
Soundview Home Loan Trust 2005-B
Soundview Home Loan Trust 2007-1
Terwin Mortgage Trust 2003-5SL
Terwin Mortgage Trust, Series TMTS 2003-6HE
Terwin Mortgage Trust 2004-18SL
Terwin Mortgage Trust, Series TMTS 2004-1HE
Terwin Mortgage Trust, Series TMTS 2004-3HE
Terwin Mortgage Trust, Series TMTS 2004-5HE
Terwin Mortgage Trust 2005-11

Wilshire Funding Corporation Mortgage-Backed Certificates, Series
1996-3

Wilshire Mortgage Funding Company VI, Inc., Series 1998-WFC2
Wilshire Mortgage Loan Trust 1997-02

WaMu Mortgage Pass-Through Certificates, WMALT Series 2006-AR1
Trust

WaMu Mortgage Pass-Through Certificates, WMALT Series 2006-AR4
Trust

WaMu Mortgage Pass-Through Certificates, WMALT Series 2006-AR5
Trust

WaMu Mortgage Pass-Through Certificates, WMALT Series 2006-AR7
Trust

WaMu Mortgage Pass-Through Certificates, WMALT Series 2006-AR8

WaMu Mortgage Pass-Through Certificates, WMALT Series 2006-AR9
Trust

WaMu Mortgage Pass-Through Certificates, WMALT Series 2007-OA1
Trust

WaMu Mortgage Pass-Through Certificates, WMALT Series 2007-OA2
Trust

WaMu Mortgage Pass-Through Certificates, WMALT Series 2007-OA3
Trust

WaMu Mortgage Pass-Through Certificates, WMALT Series 2007-OA4
Trust

Zuni Mortgage Loan Trust 2006-OA1, Mortgage Loan Pass-Through
Certificates, Series 2006-OA1

CSFB Adjustable Rate Mortgage Trust 2007-3
Banc of America Mortgage 2004-E Trust

Banc of America Mortgage Securities, Inc., Mortgage Pass-Through
Certificates, Series 2005-J

CSFB Mortgage-Backed Pass-Through Certificates, Series 2005-10
CSFB Mortgage-Backed Pass-Through Securities, Series 2005-12
CWHEQ Home Equity Loan Trust, Series 2007-S2
CWHEQ Home Equity Loan Trust, Series 2007-S3
Fannie Mae REMIC Trust 2001-W3
Fannie Mae REMIC Trust 2002-W1
Fannie Mae REMIC Trust 2002-W6
Fannie Mae REMIC Trust 2003-W1
Fannie Mae REMIC Trust 2003-W10
Fannie Mae REMIC Trust 2003-W4
Fannie Mae REMIC Trust 2004-W13
Merrill Lynch Alternative Note Asset Trust, Series 2007-OAR5
Structured Asset Investment Loan Trust 2003-BC11
Terwin Mortgage Trust, Series TMTS 2004-9HE
CWHEQ Home Equity Loan Trust, Series 2006-S1
CWHEQ Home Equity Loan Trust, Series 2006-S2
CWHEQ Home Equity Loan Trust, Series 2006-S3
CWHEQ Home Equity Loan Trust, Series 2006-S4
CWHEQ Home Equity Loan Trust, Series 2006-S5
CWHEQ Home Equity Loan Trust, Series 2006-S6
CWHEQ Home Equity Loan Trust, Series 2006-S7
CWHEQ Home Equity Loan Trust, Series 2006-S8
CWHEQ Home Equity Loan Trust, Series 2006-S9
CWHEQ Home Equity Loan Trust, Series 2007-S1


BEAR STEARNS 2004-PWR3: Fitch Affirms 'C' Rating on Cl. N&P Notes
-----------------------------------------------------------------
Fitch Ratings has affirmed all classes of Bear Stearns Commercial
Mortgage Securities Trust's commercial mortgage pass-through
certificates, series 2004-PWR3 (BS 2004-PWR3).

Key Rating Drivers

The affirmations are a result of stable performance since Fitch's
last rating action. Fitch modeled losses of 2.9% of the remaining
pool; modeled losses of the original pool are 1.4%, including
losses already incurred to date. There are currently three
specially serviced loans (4.4%) in the pool.

As of the June 2013 distribution date, the pool's aggregate
principal balance has been reduced by 53.8% to $511.8 million from
$1.1 billion at issuance. In addition 12 loans (11.7%) are fully
defeased. Interest shortfalls totaling $3.7 million are currently
affecting classes L through T.

The largest contributor to modeled losses is a six-building office
complex located in Orlando, FL (1.3%). The loan transferred to the
special servicer in April 2012 due to imminent payment default.
The property is now real estate owned (REO).

The second contributor to modeled losses is a 104,693 square foot
(sf) shopping center (2%) located in Albertville, MN. The loan was
transferred to the special servicer in January 2012 due to
imminent default; the property is now REO. The special servicer is
expected to begin marketing the property in the next few months.

Rating Sensitivities

Classes A-4 through F have Stable Outlooks as no rating changes
are expected. Although credit enhancement has increased due to
amortization, loan pay-offs and defeasance, the pool is becoming
more concentrated. In addition, over 90% of the pool matures in
2013 or 2014 and maturity defaults are possible.

Classes G through J have Negative Outlooks as downgrades are
possible if expected losses increase. Fitch has concerns with
several loans in the top 15 with upcoming lease roll. The second
largest loan in the pool is the Great Northern Mall in Clay, NY
(7%). The mall is not the dominant mall in its market and
approximately 24% of its leases roll in the next year. The mall is
owned and operated by Macerich Co. which has plans to sell three
of its malls.

Fitch affirms the following classes as indicated:

-- $379.3 million class A-4 at 'AAAsf'; Outlook Stable;
-- $26.3 million class B at 'AAAsf'; Outlook Stable;
-- $12.5 million class C at 'AAAsf'; Outlook Stable;
-- $16.6 million class D at 'AAsf'; Outlook Stable
-- $9.7 million class E at 'A+sf''; Outlook Stable;
-- $15.2 million class F at 'A-sf'; Outlook Stable;
-- $11.1 million class G at 'BBB-sf'; Outlook Negative;
-- $13.9 million class H at 'Bsf'; Outlook Negative;
-- $2.8 million class J at 'Bsf'; Outlook Negative;
-- $5.5 million class K at 'CCCsf'; RE 100%;
-- $6.9 million class L at 'CCCsf'; RE 55%;
-- $5.5 million class M at 'CCsf'; RE 0%;
-- $2.8 million class N at 'Csf'; RE 0%;
-- $2.8 million class P at 'Csf'; RE 0%.

Fitch does not rate class Q and classes A-1 through A-3 have paid
in full.

Fitch has previously withdrawn the rating on the interest-only
class X-1 and X-2.


BEAR STEARNS 2005-TOP18: Moody's Cuts Ratings on 3 Certs to 'C'
---------------------------------------------------------------
Moody's Investors Service downgraded the ratings of six classes
and affirmed eight classes of Bear Stearns Commercial Mortgage
Securities Trust Commercial Mortgage Pass-Through Certificates,
Series 2005-TOP18 as follows:

Cl. A-4, Affirmed Aaa (sf); previously on May 3, 2005 Definitive
Rating Assigned Aaa (sf)

Cl. A-4FL, Affirmed Aaa (sf); previously on May 3, 2005 Definitive
Rating Assigned Aaa (sf)

Cl. A-J, Affirmed Aa2 (sf); previously on Oct 15, 2009 Downgraded
to Aa2 (sf)

Cl. B, Affirmed A2 (sf); previously on Oct 15, 2009 Downgraded to
A2 (sf)

Cl. C, Affirmed A3 (sf); previously on Oct 15, 2009 Downgraded to
A3 (sf)

Cl. D, Affirmed Baa2 (sf); previously on Oct 15, 2009 Downgraded
to Baa2 (sf)

Cl. E, Affirmed Baa3 (sf); previously on Oct 15, 2009 Downgraded
to Baa3 (sf)

Cl. F, Downgraded to Ba3 (sf); previously on Oct 15, 2009
Downgraded to Ba1 (sf)

Cl. G, Downgraded to Caa2 (sf); previously on Jun 28, 2012
Downgraded to B3 (sf)

Cl. H, Downgraded to Caa3 (sf); previously on Jun 28, 2012
Downgraded to Caa1 (sf)

Cl. J, Downgraded to C (sf); previously on Feb 16, 2011 Downgraded
to Caa2 (sf)

Cl. K, Downgraded to C (sf); previously on Feb 16, 2011 Downgraded
to Caa3 (sf)

Cl. L, Downgraded to C (sf); previously on Feb 16, 2011 Downgraded
to Ca (sf)

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

Ratings Rationale:

The downgrades are due to greater realized and expected losses
from specially serviced and troubled loans in special servicing.

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 levels for the affirmed
classes are sufficient to maintain their current ratings.
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 ratings of the IO Class, Class 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 3.2% of the
current balance, the same as at last review. Moody's base expected
loss plus realized losses is now 3.8% of the original pool balance
compared to 3.1% at last review.

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 in the 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 principal methodology used in this rating was "Moody's
Approach to Rating Fusion U.S. CMBS Transactions" published in
April 2005.

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.

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 28 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.

Deal Performance:

As of the June 13, 2013 distribution date, the transaction's
aggregate certificate balance has decreased by 33% to $751.0
million from $1.12 billion at securitization. The Certificates are
collateralized by 125 mortgage loans ranging in size from less
than 1% to 11% of the pool, with the top ten loans representing
40% of the pool. Six loans, representing 14% of the pool, have
defeased and are collateralized with U.S. Government securities.
At last review the pool contained five defeased loans representing
0.5% of the pool. One loan, representing 2% of the pool, has an
investment grade credit assessment.

Twenty-nine loans, representing 19% of the pool, are on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package. As part of its
ongoing monitoring of a transaction, Moody's reviews the watchlist
to assess which loans have material issues that could impact
performance.

Eleven loans have been liquidated from the pool since
securitization, resulting in an aggregate $18.8 million loss (14%
loss severity on average). Currently two loans, representing 1% of
the pool, are in special servicing. The master servicer has
recognized an aggregate $4.7 million appraisal reduction for the
specially serviced loans. The largest loan in special servicing is
the 101 & 111 North La Brea Loan ($9.1 million -- 1.2% of the
pool), which is secured by a seven-story, two building office
property located in Inglewood, California. The loan transferred to
special servicing in June 2012 for payment default and the Trust
took title to the property in February 2013. The servicer has
appointed NAI Capital out of Los Angeles to handle property
management and leasing. The property is currently 19% leased as of
March 2013.

The remaining loan in special servicing is an anchored retail
center in Denver, Colorado. Moody's has estimated an aggregate
loss of $6.4 million (64% expected loss on average) for the two
specially serviced loans.

Moody's has assumed a high default probability for ten poorly
performing loans representing 5% of the pool and has estimated a
$7.4 million loss (22% expected loss based on a 54% probability
default) from these troubled loans.

Moody's was provided with full year 2011 and 2012 operating
results for 84% and 95% of the performing pool, respectively.
Excluding specially serviced and troubled loans, Moody's weighted
average LTV is 76% compared to 81% at last full review. Moody's
net cash flow reflects a weighted average haircut of 12% to the
most recently available net operating income. Moody's value
reflects a weighted average capitalization rate of 9.1%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.72X and 1.43X, respectively, compared to
1.67X and 1.34X 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 340 East 93rd
Street Co-op Loan ($15.0 million -- 2.0% of the pool), which is
secured by a 358-unit residential co-op located in the Upper East
Side neighborhood of Manhattan on 93 Street between 1st and 2nd
Avenue. Performance has remained stable, increasing slightly from
2011 to 2012 due to increases in base rents. Moody's current
credit assessment and stressed DSCR are Aaa and 4.32X,
respectively, compared to Aaa and 3.97X at last review.

The top three performing conduit loans represent 24% of the pool
balance. The largest loan is the 95-97 Horatio Street Apartment
Loan ($85.0 million -- 10.2%), which is secured by a 325-unit
multi-family complex located in the West Village neighborhood of
New York City. The property was 89% leased as of February 2013
compared to 96% at last review. Performance has increased due to a
13% increase in base rents and increases in other income. The
property is currently on the watchlist due property damage from
Hurricane Sandy, estimated between $1-2 million. Moody's LTV and
stressed DSCR are 84% and 1.03X, respectively, compared to 90% and
0.96X at last review.

The second largest loan is the Waikele Center Loan ($63.3 million
-- 8.4% of the pool), which represents a 45% pari-passu interest
in a $140.7 million loan. The collateral is a 521,300 SF community
shopping center located in Waipahu, Hawaii. The center is anchored
by Lowe's (30% of the NRA -- lease expires May 2018), Kmart (23%
of the NRA -- lease expires June 2018) and Sports Authority (10%
of the NRA -- lease expires July 2018). The property was 95%
leased as of March 2013, compared to 91% at last review. The loan
is expected to mature in November 2014. Moody's LTV and stressed
DSCR are 83% and 1.11X, respectively, compared to 84% and 1.09X at
last review.

The third largest loan is the Janus World Headquarters Loan ($35.0
million -- 4.2%), which is secured by a 160,000 SF office property
located in Denver, Colorado. The property is 99% leased to Janus
Capital group through January 2019. Moody's stressed the cash flow
with a lit/dark analysis given the single tenant occupancy and
lease renewal uncertainty at this time. Moody's LTV and stressed
DSCR are 97% and 0.97X, respectively, compared to 100% and 0.94X
at last review.


BEAR STEARNS 2006-TOP22: Moody's Keeps Ratings on 19 Note Classes
-----------------------------------------------------------------
Moody's Investors Service affirmed the ratings of 19 classes of
Bear Stearns Commercial Mortgage Securities Trust, Series 2006-
TOP22 as follows:

Cl A-AB, Affirmed Aaa (sf); previously on Apr 24, 2006 Definitive
Rating Assigned Aaa (sf)

Cl. A-4, Affirmed Aaa (sf); previously on Apr 24, 2006 Definitive
Rating Assigned Aaa (sf)

Cl. A-1A, Affirmed Aaa (sf); previously on Apr 24, 2006 Definitive
Rating Assigned Aaa (sf)

Cl. A-M, Affirmed Aaa (sf); previously on Apr 24, 2006 Definitive
Rating Assigned Aaa (sf)

Cl. A-J, Affirmed Aa3 (sf); previously on Feb 9, 2009 Downgraded
to Aa3 (sf)

Cl. B, Affirmed A3 (sf); previously on Dec 17, 2010 Downgraded to
A3 (sf)

Cl. C, Affirmed Baa1 (sf); previously on Dec 17, 2010 Downgraded
to Baa1 (sf)

Cl. D, Affirmed Ba1 (sf); previously on Dec 17, 2010 Downgraded to
Ba1 (sf)

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

Cl. F, Affirmed B2 (sf); previously on Jun 28, 2012 Downgraded to
B2 (sf)

Cl. G, Affirmed Caa1 (sf); previously on Jun 28, 2012 Downgraded
to Caa1 (sf)

Cl. H, Affirmed Caa2 (sf); previously on Jun 28, 2012 Downgraded
to Caa2 (sf)

Cl. J, Affirmed Caa3 (sf); previously on Jun 28, 2012 Downgraded
to Caa3 (sf)

Cl. K, Affirmed Caa3 (sf); previously on Jun 28, 2012 Downgraded
to Caa3 (sf)

Cl. L, Affirmed Ca (sf); previously on Jun 28, 2012 Downgraded to
Ca (sf)

Cl. M, Affirmed C (sf); previously on Jun 28, 2012 Downgraded to C
(sf)

Cl. N, Affirmed C (sf); previously on Jun 28, 2012 Downgraded to C
(sf)

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

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

Ratings Rationale:

The affirmations of the investment grade 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. Depending on the timing of loan payoffs and the
severity and timing of losses from specially serviced loans, the
credit enhancement level for rated 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 ratings of the below-investment grade classes are consistent
with Moody's expected loss and thus are affirmed.

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

Moody's rating action reflects a base expected loss of 3.8% of the
current balance compared to 4.4% at last review. Moody's base
expected loss plus realized losses is 3.2% of the original
securitized balance, down from 3.8% at last review.

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 Fusion U.S. CMBS Transactions" published in
April 2005.

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 credit assessments is
melded with the conduit model credit enhancement into an overall
model result. Fusion loan credit enhancement is based on the
credit assessment of the loan which corresponds to a range of
credit enhancement levels. Actual fusion credit enhancement levels
are selected based on loan level diversity, pool leverage and
other concentrations and correlations within the pool. Negative
pooling, or adding credit enhancement at the credit assessment
level, is incorporated for loans with similar credit assessments
in the same transaction.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 52 compared to 57 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.

Deal Performance:

As of the June 15, 2013 distribution date, the transaction's
aggregate certificate balance has decreased by 29% to $1.20
billion from $1.70 billion at securitization. The Certificates are
collateralized by 185 mortgage loans ranging in size from less
than 1% to 10% of the pool, with the top ten representing 29% of
the pool. The pool contains eight loans with investment grade
credit assessments, representing 13% of the pool. Four loans
representing less than 1% of the pool have defeased and are
secured by U.S. Government securities.

There are 61 loans, representing 26% of the pool, on the Master
Servicer's Watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package. As part of its
ongoing monitoring of a transaction, Moody's reviews the watchlist
to assess which loans have material issues that could impact
performance.

Nine loans have been liquidated from the pool, resulting in an
aggregate $9.5 million loss (21% loss severity overall). Five
loans, representing 4% of the pool are in special servicing. The
largest specially serviced loan is Killian Hill Center ($14
million -- 1.1 % of the pool), which is secured by a retail
property located in Lilburn, Georgia. The loan transferred to the
special servicer in November 2011 due to imminent default. The
loan is included in the most recent remittance statement but it
paid off effective June 12, 2013.

The remaining specially serviced loans are secured by a mixture of
property types. Moody's has estimated an aggregate $16.1 million
loss (49% expected loss on average) for four of the specially
serviced loans. Moody's has assumed a high default probability for
12 poorly performing loans representing 5% of the pool and has
estimated an aggregate $9.9 million loss (17% expected loss based
on a 50% probability default) from these troubled loans.

Moody's was provided with full year 2011 and full or partial year
2012 operating results for 98% and 94% of the pool, respectively.
Excluding specially serviced and troubled loans, Moody's weighted
average LTV is 81% compared to 87% 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 9.5%.

Excluding special serviced and troubled loans, Moody's actual and
stressed DSCRs are 1.63X and 1.35X, respectively, compared to
1.63X 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 largest loan with a credit assessment is the
Chesterbrook/Glenhardie Portfolio ($120.0 million -- 9.9% of the
pool), which is secured by 17 office properties located in
suburban Philadelphia, Pennsylvania. Occupancy as of year-end 2012
was 75% compared to 83% at last review. The portfolio has
experienced a decline in performance due to a decline in
occupancy. Moody's credit assessment and stressed DSCR are Baa3
and 1.47X, respectively, compared to Baa1 and 1.53X at last
review.

The second largest loan with a credit assessment is Oak Ridge
Estates Loan ($11.0 million -- 0.9% of the pool), which is secured
by a manufactured housing community in Monroe, Michigan. Occupancy
as of December 2012 was 95%, compared to 97% at last review.
Moody's credit assessment and stressed DSCR are A3 and 1.57X,
respectively, compared to A3 and 1.61X at last review.

The remaining credit assessments ($21.5 million --1.8% of the
pool) are secured by six cross collateralized and cross defaulted
loans which are secured by six multifamily co-op buildings in the
New York City area. Performance has remained stable. Moody's
credit assessment and stressed DSCR are Aaa and >4.0X,
respectively, the same as at last review.

The top three performing conduit loans represent 8% of the pool.
The largest conduit loan is the Olympic Plaza Loan ($35.6 million
-- 3.0% of the pool), which is secured by a 244,448 square foot
(SF) Class B office building located in Los Angeles, California.
The property was 91% leased as of March 2013 compared to 81% at
last review. Moody's LTV and stressed DSCR are 86% and 1.13X,
respectively, compared to 75% and 1.32X at last review.

The second largest loan is 234 West 48th Street Loan ($30.0
million -- 2.5% of the pool), which is secured by the fee interest
in a land parcel located in Manhattan's Time Square area that is
improved with a Best Western Hotel. The hotel contains 334-guest
rooms. Moody's LTV and stressed DSCR are 94% and 0.80X,
respectively, the same as at last review.

The third largest loan is 60 Thompson Street Loan ($27.9 million -
- 2.3% of the pool), which is secured by a 98-key hotel located in
New York City's Soho neighborhood. The rooms are considered to be
larger than average for Manhattan, with areas ranging between 325
SF to 600 SF. Performance has improved with a reported occupancy
of 93% compared to 91% at last review. Moody's LTV and stressed
DSCR are 88% and 1.42X, respectively, compared to 97% and 1.28X at
last review.


BIRMINGHAM-JEFFERSON 2005-A: Moody's Hikes Bonds Rating to Ba3
--------------------------------------------------------------
Moody's Investors Service has upgraded to Ba3 from B3 the rating
on the Birmingham-Jefferson Civic Center Authority's (BJCCA) $30.8
million Special Tax Bonds, Series 2005-A; the outlook is
developing.

Rating Rationale:

The upgrade to Ba3 reflects the fact that to date, the BJCC Series
2005-A bonds have not been adversely affected by Jefferson
County's bankruptcy, including the Plan of Adjustment filed by the
County earlier this week. While the risk of default and loss for
bondholders have declined materially given the county's material
progress toward exiting from bankruptcy, the Ba3 rating and
developing outlook reflect the slim but remaining possibility that
a participant in the bankruptcy case could challenge the flow of
pledged revenues to the bonds.

Although BJCC is a separate entity from Jefferson County, the
special lodging and beverage taxes that secure the bonds are
collected by the Jefferson County Director of Revenues. Per the
bond documents the County holds pledged tax revenue in a
segregated account and remits funds to BJCCA on or before the 20th
of each month. Any redirection of the pledged taxes to other
County purposes would violate Alabama state law. To date, all
revenues have been collected and remitted to BJCCA without any
interruption or delay and all debt service payments have been made
in full and on time. The Board of Directors of the BJCCA is made
up of nine members which include the Mayor of Birmingham, the
President of the County Commission and seven members elected by
the incumbent members of the State Senate from Jefferson County
and the incumbent members of the State House of Representatives
from Jefferson County. The Chairman and other officers are elected
by the full Board membership.

Moody's expects the revenues securing the bonds to remain stable
over the near term and continue to provide adequate debt service
coverage going forward. The bonds are paid by revenues from a 3%
countywide lodging tax, 3% countywide beverage tax and certain
PILOT payments received from BJCCA properties. Debt service
coverage since the bonds were issued has been adequate, with
coverage in fiscal 2012 of 2.23 times, not including PILOT
payments. Taking into consideration PILOT payments, debt service
coverage was 3.23 times.

Over the last two years, special lodging tax (dedicated 3%
countywide tax) receipts have grown by an average of 8.79%
annually after two years of declines (2009 and 2010) due in large
part to the economic recession. Special beverage tax (dedicated 3%
countywide tax) receipts have shown a similar trend with revenues
growing by an average of 5.77% annually.

The third pledged revenue is PILOT payments, which represent fees
paid in lieu of taxes on facilities owned by the authority. The
constitutionality of the PILOT payments was challenged by the city
and county, but eventually upheld by the Alabama Supreme Court.
However, the litigation is still pending as to which revenues
should be included in the PILOTs. A settlement with the City of
Birmingham was reached in which the city acceded to the position
of BJCCA; discussions with the county remain ongoing. As of August
31, 2012, the BJCCA had escrowed approximately $8.07 million of
PILOTs collected should it have to pay the county (the challenged
amount is approximately $4.38 million).

On Nov. 9, 2011, the Jefferson County Commission filed a petition
seeking bankruptcy protection under Chapter 9, which was approved
on March 4, 2012, allowing the county to continue its efforts to
restructure its debt. On June 30, 2013, Jefferson County filed its
Plan of Adjustment and Disclosure Statement, which discusses the
process involved in an eventual exit from bankruptcy. Moody's will
continue to monitor the county's progress towards exiting
bankruptcy and its effect, if any, on the BJCC Series 2005-A
bonds.

Outlook:

The developing outlook reflects the low but nonzero probability
that the 2005-A bonds could experience a default or loss as a
result of Jefferson County's ongoing bankruptcy case and
restructuring process. Conclusion of bankruptcy proceedings
without impairment of the bonds, would likely lead to a multi-
notch upgrade.

What could make the rating go up?

  - Exit of Jefferson County from bankruptcy without impairment of
    the bonds.

What could make the rating go down?

  - A disruption of the revenue flow to pay debt service on the
    bonds, or an indication that the bonds could be brought into
    the county's bankruptcy proceedings.

The principal methodology used in this rating was US Public
Finance Special Tax Methodology published in March 2012.


BLACKROCK SENIOR V: Moody's Ups Rating on $28MM Notes to Ba2
------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of the
following notes issued by BlackRock Senior Income Series V,
Limited:

$75,000,000 Class A-1 Senior Multi-Currency Revolving Notes Due
August 2019 (current outstanding balance of EUR 11,616,274, GBP
3,516,677, and USD 46,306,625), Upgraded to Aaa (sf); previously
on August 17, 2011 Upgraded to Aa1 (sf)

$20,000,000 Class A-2b Senior Notes Due August 2019, Upgraded to
Aaa (sf); previously on August 17, 2011 Upgraded to Aa2 (sf)

$110,000,000 Class A-3 Senior Notes Due August 2019 (current
outstanding balance of USD 104,108,286), Upgraded to Aaa (sf);
previously on August 17, 2011 Upgraded to Aa1 (sf)

$17,000,000 Class B Senior Notes Due August 2019, Upgraded to Aa1
(sf); previously on August 17, 2011 Upgraded to A1 (sf)

$30,000,000 Class C Mezzanine Notes Due August 2019, Upgraded to
A2 (sf); previously on August 17, 2011 Upgraded to Baa1 (sf)

$28,000,000 Class D Mezzanine Notes Due August 2019, Upgraded to
Ba2 (sf); previously on August 17, 2011 Upgraded to Ba3 (sf)

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

$180,000,000 Class A-2a Senior Notes Due August 2019 (current
outstanding balance of $169,287,624), Affirmed Aaa (sf);
previously on August 17, 2011 Upgraded to 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 August 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 WARF of 2639 and higher spread
of 3.39%, compared to the levels assumed at the time of the last
rating review. The overcollateralization ratios of the rated notes
have also improved.

Moody's notes that the key model inputs used by Moody's in its
analysis, such as par, weighted average rating factor, diversity
score, and weighted average recovery rate, are based on its
published methodology and 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 $461.5 million (including conversion of non-
USD denominated assets to USD at spot rates reported in the May
2013 trustee report), defaulted par of $1.3 million, a weighted
average default probability of 18.81% (implying a WARF of 2639), a
weighted average recovery rate upon default of 51.33%, and a
diversity score of 71. The default and recovery properties of the
collateral pool are incorporated in cash flow model analysis where
they are subject to stresses as a function of the target rating of
each CLO liability being reviewed. The default probability is
derived from the credit quality of the collateral pool and Moody's
expectation of the remaining life of the collateral pool. The
average recovery rate to be realized on future defaults is based
primarily on the seniority of the assets in the collateral pool.
In each case, historical and market performance trends and
collateral manager latitude for trading the collateral are also
factors.

BlackRock Senior Income Series V, Limited, issued in July 2007, is
a collateralized loan obligation backed primarily by a portfolio
of senior secured loans that are denominated in U.S. Dollars, with
small exposures to assets denominated in Euros and Pounds
Sterling.

The principal methodology used in this rating was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
May 2013.

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 Global Approach to Rating Collateralized Loan
Obligations" rating methodology published in May 2013.

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

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% (WARF 2111)

Class A-1: 0

Class A-2a: 0

Class A-2b: 0

Class A-3: 0

Class B: +1

Class C: +2

Class D: +1

Moody's Adjusted WARF + 20% (WARF 3167)

Class A-1: 0

Class A-2a: 0

Class A-2b: -1

Class A-3: 0

Class B: -2

Class C: -2

Class D: -1

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

1) Deleveraging: The main source of uncertainty in this
transaction is whether deleveraging from unscheduled principal
proceeds will commence in the amortization period 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) Foreign exchange risk: The deal has a small exposure to non-USD
denominated assets. Volatilities in foreign exchange rate may have
a direct impact on interest and principal proceeds available to
the transaction, which may affect the expected losses of rated
tranches. Moody's assessed the transaction's sensitivity to
foreign exchange risk by modeling additional scenarios, which
apply haircuts to performing par based on historical foreign
exchange volatilities.


BUSINESS LOAN: Fitch Cuts Rating on Class M Notes to 'C'
--------------------------------------------------------
Fitch Ratings has taken rating actions on two Business Loan
Express (BLX) transactions as follows:

Business Loan Express SBA loan-backed adjustable-rate notes,
series 2001-2

-- Class A affirmed at CCsf, RE 75%;
-- Class M downgraded to Csf from CCsf, RE 0%.

Business Loan Express SBA loan-backed adjustable-rate notes,
series 2002-1

-- Class A affirmed at 'BBBsf'; Outlook Negative;
-- Class M affirmed at 'BBsf'; Outlook Negative.

Key Rating Drivers

The downgrade for the Class M note in the 2001-2 series reflects
the current undercollateralized position of the note. Since
Fitch's last review, charged-off loans have resulted in a decline
in available collateral compared to the outstanding note balance.
The rating affirmation of the Class A note reflects a fully
collateralized position despite continued delinquency performance
within the transaction. As of the most current reporting period,
total delinquencies for the transaction represented 18.31%, and
cumulative net losses totaled 11.37%.

The rating affirmations for the 2002-1 notes reflect stable
performance within the transaction. As of June 2013 reporting,
total delinquencies represented 8.08%, and cumulative net losses
totaled 6.68%. The Negative Outlook designation for the 2002-1
transaction reflects Fitch's continued concern for growing
concentrations within the pool which may ultimately impact the
ratings on the outstanding notes.

Fitch remains concerned with the historically high delinquency
rates within the pools, particularly in 2001-2. The 2001-2
transaction continues to experience high delinquency roll rates
which may lead to further reduction of credit support for the
notes as losses realized. Furthermore, under Fitch's stress
assumptions, recovery expectations are expected to be limited for
the notes.

Fitch will continue to monitor the series 2001-2 and 2002-1 as the
transactions continue to amortize. As obligor counts for the pools
continue to decline and tail risk increases, Fitch will review the
transactions for potential ratings action or withdrawals.

In reviewing the transactions, Fitch took into account analytical
considerations outlined in Fitch's 'Global Structured Finance
Rating Criteria', dated May 24, 2013, including asset quality,
credit enhancement, financial structure, legal structure, and
originator and servicer quality.

Fitch's analysis incorporated a review of collateral
characteristics, in particular, focusing on delinquent and
defaulted loans within the pool. All loans over 60 days delinquent
were deemed defaulted loans. The defaulted loans were applied loss
and recovery expectations based on collateral type and historical
recovery performance to establish an expected net loss assumption
for the transaction. Fitch stressed the cashflows generated by the
underlying assets by applying its expected net loss assumption.
Furthermore, Fitch applied a loss multiplier to evaluate break-
even cash flow runs to determine the level of expected cumulative
losses the structure can withstand at a given rating level. The
loss multiplier scale utilized is consistent with that of other
commercial ABS transactions.

Additionally, to review possible concentration risks within the
pool, Fitch evaluated the impact of the default of the largest
performing obligors. Similar to the analysis detailed above, Fitch
applied loss and recovery expectations to the performing obligors
based on collateral type and historical recovery performance. The
expected loss assumption was then compared to the credit support
available to the outstanding notes given Fitch's expected losses
on the currently defaulted loans. Consistent with the obligor
approach detailed in 'Rating U.S. Equipment Lease and Loan
Securitizations', dated Dec. 28, 2012, Fitch applied losses from
the largest performing obligors commensurate with the individual
rating category. The number of obligors ranges from 20 at 'AAA' to
five at 'B'.

Fitch will continue to closely monitor these transactions and may
take additional rating action in the event of changes in
performance and credit enhancement measures.

Rating Sensitivity

Unanticipated increases in frequency of defaults and loss severity
could have an impact on loss coverage levels. Additional charge-
offs could negatively impact ratings as it would further reduce
the credit enhancement available to the notes, most notably for
the Class A note in the 2001-2 series.


BXG RECEIVABLES 2005-A: Moody's Hikes Cl. F Notes' Rating to Ba1
----------------------------------------------------------------
Moody's has upgraded Class B, Class C, Class D, Class E and Class
F Notes of BXG Receivables Note Trust 2005-A. The underlying
collateral consists of timeshare loan receivables issued and
serviced by Bluegreen Corporation, with Concord Servicing
Corporation as the back-up servicer.

The completed rating actions are as follows:

Issuer: BXG Receivables Note Trust 2005-A

Cl. B, Upgraded to Aaa (sf); previously on Apr 10, 2013 Aa3 (sf)
Placed Under Review for Possible Upgrade

Cl. C, Upgraded to Aa2 (sf); previously on Apr 10, 2013 A3 (sf)
Placed Under Review for Possible Upgrade

Cl. D, Upgraded to Baa1 (sf); previously on Apr 10, 2013 Ba2 (sf)
Placed Under Review for Possible Upgrade

Cl. E, Upgraded to Baa3 (sf); previously on Apr 10, 2013 B1 (sf)
Placed Under Review for Possible Upgrade

Cl. F, Upgraded to Ba1 (sf); previously on Apr 10, 2013 B2 (sf)
Placed Under Review for Possible Upgrade

Ratings Rationale:

The upgrade of the notes issued by BXG 2005-A was prompted by a
build-up in credit enhancement in the deal along with decreased
future loss projections relative to the outstanding pool balance.
The trust is currently at its overcollateralization target of 10%
of the outstanding pool balance. In addition, the non-declining
cash reserve is at 15% of the outstanding pool balance. Credit
enhancement from subordination, overcollateralization and cash
reserves for Class B, Class C, Class D, Class E and Class F is
67%, 52%, 36%, 29% and 25%, respectively.

Pool performance continues to stabilize from recessionary levels
as the rate of gross charge-offs as a percentage of pool reduction
continues its downward trajectory. Rolling twelve-month charge-
offs as a percentage of pool reduction has steadily declined from
its peak level of 50% as of December 2009 to 17% as of May 2013.
Moody's new expected gross charge-offs for the remaining life of
the transaction is 19% of the outstanding pool balance.

The principal methodology used in this rating was "Moody's
Approach to Rating Vacation Timeshare Loan Securitizations",
published in September 2011.

Parameter sensitivities: Based on current deal characteristics,
the ratings on the notes from these actions may be downgraded if
the expected remaining gross charge-offs as a percent of the
current balance increases from 19% to 24%.


CALLIDUS DEBT: Note Purchase Deal Changes No Impact on Ratings
--------------------------------------------------------------
Moody's Investors Service has determined that entry by Callidus
Debt Partners CLO Fund V, Ltd. (the "Issuer"), a CLO, into an
amended and restated Class A-1A note purchase agreement the (the
"Agreement") and a second supplemental indenture (the
"Supplemental Indenture"), each dated as of June 28, 2013
(collectively, the "Amendments") by and among the Issuer, Callidus
Debt Partners CLO Fund V Inc.. as Co-Issuer and The Bank of New
York Mellon Trust Company, National Association as Trustee and as
Class A-1A Agent, and performance of the activities contemplated
therein, will not in and of themselves and at this time cause the
immediate withdrawal or reduction with respect to the current
ratings of any Class of Rated Notes. Moody's does not express an
opinion as to whether the Amendments could have non-credit-related
effects.

The Amendments are intended to permanently remove the reliance of
the Issuer on the capacity of the Class A-1A Noteholder to fund a
borrowing request by the Issuer under the Note Purchase Agreement.
Rather than providing for collateralization upon certain rating
downgrades of the Noteholder, the Amendments instead require the
Noteholder to deposit an amount equal to the undrawn amount of the
Noteholder's Commitment (which is currently $1.5mm) into an
account in the name of the Trustee and require that such account
always holds an amount not less than the amount of the undrawn
Noteholder's commitment by receiving into the account any proceeds
of the payment of the Notes that is not in permanent reduction of
the Noteholder's Commitment. The Amendments also remove any
minimum ratings requirement applicable to the Noteholder.

The principal methodology used in reaching its conclusion and in
monitoring the ratings of the Notes issued by the Issuer is
"Moody's Global Approach to Rating Collateralized Loan
Obligations", published in May 2013.

Other methodologies and factors that may have been considered in
the process of rating the Notes issued by the Issuer can also be
found in the Rating Methodologies sub-directory on Moody's
website.

Moody's will continue monitoring the ratings of the notes issued
by the Issuer. Any change in the ratings will be publicly
disseminated by Moody's through appropriate media.

On August 5, 2011, Moody's upgraded the ratings of the following
notes issued by Callidus Debt:

$23,000,000 Class A-2 Senior Secured Floating Rate Notes Due 2020,
Upgraded to Aa3 (sf); previously on June 22, 2011 A1 (sf) Placed
Under Review for Possible Upgrade;

$21,000,000 Class B Senior Secured Deferrable Floating Rate Notes
due 2020, Upgraded to Baa1 (sf); previously on June 22, 2011 Ba1
(sf) Placed Under Review for Possible Upgrade;

$20,600,000 Class C Senior Secured Deferrable Floating Rate Notes
due 2020, Upgraded to Ba1 (sf); previously on June 22, 2011 B1
(sf) Placed Under Review for Possible Upgrade;

$13,000,000 Class D Senior Secured Deferrable Floating Rate Notes
due 2020, Upgraded at B1 (sf); previously on June 22, 2011 Caa2
(sf) Placed Under Review for Possible Upgrade; and

$10,000,000 Class Q-1 Securities Due 2020 (current rated balance
of $6,070,107), Upgraded to Baa3 (sf); previously on June 22, 2011
Ba3 (sf) Placed Under Review for Possible Upgrade.


CARLYLE GLOBAL 2013-3: S&P Assigns 'BB' Rating on Class D Notes
---------------------------------------------------------------
Standard & Poor's Ratings Services assigned its ratings to Carlyle
Global Market Strategies CLO 2013-3 Ltd./Carlyle Global Market
Strategies CLO 2013-3 LLC's $481.5 million floating-rate notes.

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

The ratings reflect S&P's view of:

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

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

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

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

   -- The collateral manager's experienced management team.

   -- S&P's projections regarding the timely interest and ultimate
      principal payments on the rated notes, which it assessed
      using its cash flow analysis and assumptions commensurate
      with the assigned ratings under various interest-rate
      scenarios, including LIBOR ranging from 0.27%-12.81%.

   -- The transaction's overcollateralization and interest
      coverage tests, a failure of which would 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/1626.pdf

RATINGS ASSIGNED

Carlyle Global Market Strategies CLO 2013-3 Ltd./Carlyle Global
Market Strategies CLO 2013-3 LLC

Class                 Rating                     Amount
                                                 (mil $)
A-1A                  AAA (sf)                   249.00
A-1B                  AAA (sf)                    75.00
A-2A                  AA (sf)                     31.00
A-2B                  AA (sf)                     15.00
B (deferrable)        A (sf)                      43.00
C (deferrable)        BBB (sf)                    24.00
D (deferrable)        BB (sf)                     24.50
E (deferrable)        B (sf)                      10.00
P (i)                 A- pNRi (sf)                10.00
Subordinated notes    NR                          45.40

  (i) The class P securities consist of approximately $1.50
      million in subordinated notes and zero-coupon note issued by
      Citigroup Inc. due July 20, 2020, with a total face value of
      $10 million. The 'p' subscript indicates that the rating
      addresses only the principal portion of the obligation.
'NRi' indicates that the interest is not rated.
NR - Not rated.


CITIGROUP 2006-FL2: Fitch Cuts Ratings on 3 Cert. Classes to 'C'
----------------------------------------------------------------
Fitch Ratings has downgraded one pooled class and two non-pooled
classes of Citigroup Commercial Mortgage Trust (CGCMT) commercial
mortgage pass-through certificates, series 2006-FL2 due to an
increase Fitch's expected losses.

Key Rating Drivers

The downgrades are the result of increased certainty of losses on
the Radisson Ambassador Plaza Hotel & Casino as the forbearance
agreement terminates in July 2013 and performance continues to
decline. An updated appraisal indicates losses are likely and
ultimate disposition remains uncertain.

The transaction is collateralized by two loans, which includes one
secured by the Radisson Ambassador hotel (76.1% of the pooled
trust balance) and one by a mixed-use (hotel/office) property
(23.9%).

Since Fitch's last rating action, the pool has paid down by
approximately $23.6 million (25%) due primarily to the full payoff
of the CarrAmerica National Pool Portfolio and Snake River Lodge &
Spa loans.

The specially-serviced Radisson Ambassador Plaza Hotel & Casino
loan is secured by a 233-room, full-service hotel and
approximately 15,000 square foot (sf) casino located in San Juan,
Puerto Rico. The loan transferred to special servicing in June
2011 for imminent maturity default. The borrower had exercised its
third and final extension option, which expired on July 9, 2011.
In January 2012, a forbearance agreement was executed, which
terminates upon the earlier of another default or July 2013. An
approximately $5 million-$6 million product improvement plan (PIP)
has begun to update the lobby (convert it from open-air to
enclosed) and update all rooms and hallways. The plan, scheduled
to take three to five years, will begin with the lobby and then
address the rooms and hallways on a floor-by-floor basis. The NOI
has decreased approximately 97% since underwriting and 83% since
year-end 2011. Fitch continues to model significant losses to the
senior pooled loan based on a Fitch adjustment to the most recent
appraisal. The nonpooled RAM-1 and RAM-2 classes associated with
the loan continue to be modeled with no recoveries in the base
case.

The Doubletree Modesto and Centre Plaza Office Tower is secured by
a mixed use facility consisting of 258 hotel rooms, 58,697 sf of
office space, and 2,757 sf of retail space located in Modesto, CA.
Adjacent to the property and connected to the hotel is the Modesto
Centre Plaza Conference Center. The loan was modified in December
2011 and extended two years until July 2013 with an option for an
additional one year through July 2014. As of the March 2013 rent
roll, the office property was approximately 81% occupied with
additional rollover possible in the near term. The occupancy, ADR,
and RevPAR for the hotel are 69%, $107.3, and $74 respectively.
NOI as of year-end 2012 was $2.82 million and has increased every
year since 2009. No losses are currently modeled for this
property.

Rating Sensitivities

The rating on class J is expected to remain stable, as credit
enhancement remains high, which offsets the increased
concentration of the pool. Additional downgrades to the distressed
classes (those rated below 'B') are expected as losses are
realized.

Fitch downgrades the following classes as indicated:

-- $23.9 million class L to 'Csf' from 'CCsf'; RE 0%;

-- $2 million class RAM-1 to 'Csf' from 'CCsf'; RE 0%;

-- $2.4 million class RAM-2 to 'Csf' from 'CCsf'; RE 0%.

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

-- $18.1 million class J at 'BBB+sf'; Outlook to Stable from
    Positive;

-- $22.4 million class K at 'CCCsf'; RE 80%.

The following classes originally rated by Fitch have paid in full:
A-1, A-2, X-1, B, C, D, E, F, G, H, CAN-1, CAN-2, CAN-3, CAC-1,
CAC-2, CAC-3, CNP-1, CNP-2, CNP-3, DSG-1, HFL, HGI-1, HGI-2, HMP-
1, HMP-2, HMP-3, MVP, WBD-1, and WBD-2. In addition, Fitch
previously withdrew the ratings on the interest-only classes X-2
and X-3.

Fitch does not rate the non-pooled classes DHC-1, DHC-2, DHC-3,
DSG-2, PHH-1, PHH-2, SRL, and WPP.


COLORADO EDUCATIONAL: Moody's Cuts 2004 Bonds Rating to Ba2
-----------------------------------------------------------
Moody's Investors Service has completed its review and downgraded
to Ba2 from Baa3 the rating on the Colorado Educational and
Cultural Facilities Authority, Colorado's Charter School Revenue
Refunding and Improvement Bonds (University Lab School Project),
Series 2004 outstanding in the amount of approximately $17.3
million. At this time, Moody's also assigns a negative outlook and
removes the rating from watchlist. The revenue bonds are secured
by annual appropriations made from charter school revenues
(primarily composed of state per pupil allotment) that are paid
directly to the trustee by the Colorado State Treasurer pursuant
to the Charter Intercept Statute.

Rating Rationale

The removal from watchlist reflects receipt of current financial
information and budgeted expectations from school management. The
downgrade to Ba2 reflects lackluster coverage of debt service
calculated on a net basis combined with a sizeable increase in
non-parity debt, a long operating history and strong structural
features including direct payment of per-pupil revenues to the
trustee for debt service with the remaining revenues going to the
school for operations.

The assignment of a negative outlook primarily reflects the
school's recent issuance of non-parity revenue bonds that are
expected to be paid from per-pupil revenues generated solely from
a new middle school currently under construction. Moody's notes
the speculative nature of the repayment of those bonds given the
school is still under construction and the refinancing risk
associated with a large balloon payment in 2017 as well as the
potential for dilution of future improvements to coverage of
annual debt service as the new facility is brought on-line and
students are placed at either of the facilities presents new
pressures for the school over the medium-term.

Strengths

- Strong demand as reflected in the school's growing enrollment
and substantial waitlist

- Direct payment of debt service to trustee

- Long, established history providing education to students

Challenges

- Issuance of non-parity debt introduces refinancing risk and
increased administrative burden

- Somewhat low levels of cash

- Declining coverage levels

Outlook

Moody's has assigned a negative outlook to the Ba2 rating based
upon the recent issuance of non-parity debt, a flat trend of debt
service coverage and although improved a still relatively low
level of cash.

What Could Make The Rating Move Up

- Trend of significant growth in enrollment at the existing
facility

- Maintenance of healthy liquidity levels and strong coverage of
debt service by net revenues

What Could Make The Rating Move Down

-Trend of declining student enrollment or state-level per-pupil
funding

- Significant deterioration in the school's available cash and
coverage of debt service by net revenues

The principal methodology used in this rating was Charter Schools
published in November 2006.


COMM 2004-LNB3: S&P Lowers Rating on Class F Notes to 'B-'
----------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on two
classes of commercial mortgage pass-through certificates from COMM
2004-LNB3, a U.S. commercial mortgage-backed securities (CMBS)
transaction.  S&P lowered its rating on the class G certificates
to 'D(sf)' because of accumulated interest shortfalls outstanding
for 11 months, which S&P expects will continue in the near term.
Concurrently, S&P affirmed its ratings on eight other classes from
the same transaction.

S&P's rating actions follows its analysis of the transaction,
primarily using its criteria for rating U.S. and Canadian CMBS.
S&P's analysis included a review of the credit characteristics of
all of the remaining assets in the pool, the transaction
structure, and the liquidity available to the trust.

The downgrades reflect credit support erosion that S&P anticipates
will occur upon the eventual resolution of the transaction's two
specially serviced assets ($37.0 million, 4.3%) and three loans
($8.3 million, 1.0%) that S&P determined to be credit-impaired.
S&P estimated losses on the specially serviced assets based
primarily on the most recent appraisals, arriving at a weighted-
average loss severity of 74.7%.  Additionally, S&P's analysis
considered the current interest shortfalls affecting the trust, as
well as the susceptibility to additional interest shortfalls
should the nondefeased performing loans scheduled to mature prior
to year-end 2014 (56 loans, $586.3 million, 67.5%) not be able to
be repaid at maturity.

As of the June 10, 2013 remittance report date, the transaction
experienced interest shortfalls totaling $217,818.  The interest
shortfalls primarily reflect:

   -- Monthly appraisal subordinate entitlement reduction (ASER)
      amounts ($172,461);

   -- Loan modification-related interest deferrals ($37,311) on
      three ($8.3 million, 1.0%) modified mortgage loans; and

   -- Monthly special servicing and workout fees ($8,044).

The interest shortfalls affected class G and all classes
subordinate to it, and reduced the liquidity support available to
the classes senior to this class.  S&P lowered its rating on class
G to 'D(sf)' due to accumulated interest shortfalls outstanding
for 11 months, which S&P expects will continue in the near term.

The affirmations of the principal and interest certificates
reflect S&P's expectation that the available credit enhancement
for these classes will be within its estimate of the necessary
credit enhancement for the current outstanding ratings.  The
affirmed ratings also reflect our review of the credit
characteristics and performance of the remaining assets, as well
as the ransaction-level changes.

The affirmation of the Class X interest-only (IO) certificates
reflects S&P's current criteria for rating IO securities.

          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 17-g7 Disclosure Reports
included in this credit rating report are available at:

            http://standardandpoorsdisclosure-17g7.com

RATINGS LOWERED

COMM 2004-LNB3
Commercial mortgage pass-through certificates

             Rating
Class    To           From           Credit enhancement (%)

F        B- (sf)      BB- (sf)                         6.67
G        D (sf)       CCC- (sf)                        5.13

RATINGS AFFIRMED

COMM 2004-LNB3
Commercial mortgage pass-through certificates

Class    Rating        Credit enhancement (%)

A-4      AAA (sf)                       21.07
A-5      AAA (sf)                       21.07
A-1A     AAA (sf)                       21.07
B        AA+ (sf)                       16.46
C        AA (sf)                        14.54
D        BBB+ (sf)                      11.27
E        BB+ (sf)                        8.39
X        AAA (sf)                         N/A

N/A-Not applicable.


COMM 2013-THL: Fitch Assigns 'B' Rating to $29MM Class F Certs
--------------------------------------------------------------
Fitch Ratings has assigned the following ratings and Rating
Outlooks to the COMM 2013-THL Mortgage Trust Commercial Mortgage
Pass Through Certificates, Series 2013-THL:

-- $77,500,000 class A-1 'AAAsf'; Outlook Stable;
-- $280,337,000 class A-2 'AAAsf'; Outlook Stable;
-- $545,955,000* class X-CP 'BBB-sf'; Outlook Stable;
-- $545,955,000* class X-EXT 'BBB-sf'; Outlook Stable;
-- $108,148,000 class B 'AAsf'; Outlook Stable;
-- $79,033,000 class C 'A-sf'; Outlook Stable;
-- $78,437,000 class D 'BBB-sf; Outlook Stable;
-- $122,545,000 class E 'BB-sf'; Outlook Stable;
-- $29,000,000 class F 'Bsf'; Outlook Stable.

* Interest only and notional amount

The certificates in this transaction represent the beneficial
interests in a trust that holds a $775 million mortgage loan
secured by 153 hotel properties located in 32 states across the
U.S. The loan is sponsored by Whitehall Street Global Real Estate
Limited Partnership 2005 and Whitehall Street Global Employee Fund
2005.

Key Rating Drivers

Portfolio Performance: After experiencing more than two years of
year-over-year revenue per available room (RevPAR) declines, the
portfolio's year-over-year RevPAR performance turned positive
beginning in May 2010. Subsequently, RevPAR grew 6.8% in 2011 and
4.9% in 2012.

Diverse and Granular Portfolio: The portfolio exhibits significant
geographic diversity across secondary markets in 32 states. The
largest state exposure is California with 23 hotels representing
15.1% by number of properties. No single hotel contributes more
than 3.2% of net cash flow (NCF). The portfolio is comprised of
six different franchises that are split up among 18 different
flags, with Fairfield Inn, at 21.1% of the flags, the largest.

Experienced Sponsorship: The transaction is sponsored by Whitehall
Street Global Real Estate Limited Partnership 2005 and Whitehall
Street Global Employee Fund 2005 (Whitehall). The Whitehall funds
are a family of opportunistic real estate funds managed by Goldman
Sachs. The funds invest in real estate companies, projects, loan
portfolios, debt recapitalizations and direct property. The
sponsors have more than $432 million in net worth and $154 million
in liquidity as of year-end 2012.

Structural Features: The loan has strong structural features,
including a hard lock box for credit card receipts, up-front
reserves for deferred maintenance, monthly reserves for taxes,
insurance (springing), ground leases, and capital expenditures
(CapEx). If the debt yield falls below 8.0% for two consecutive
quarters, a low cash flow trigger will occur and all excess cash
flow will be trapped in the cash collateral account and held as
additional collateral for the loan.

Rating Sensitivities

Fitch found that the pool could withstand a 61.3% decline in value
and an approximately 62.3% decrease in the most recent actual cash
flow prior to experiencing $1 of loss to any 'AAAsf' rated class.

Fitch evaluated the sensitivity of the ratings of classes A-1 and
A-2 (rated 'AAAsf' by Fitch) and found that a 27.3% decline in
Fitch NCF would result in a one category downgrade, while a 45.6%
decline would result in a downgrade to below investment grade. The
Rating Sensitivity section in the presale report includes a
detailed explanation of additional stresses and sensitivities.


COMM 2013-THL: Cl. E and Cl. F Notes Get Moody's Ba3, B1 Ratings
----------------------------------------------------------------
Moody's Investors Service has assigned ratings to eight classes of
CMBS securities, issued by COMM 2013-THL, Commercial Mortgage
Pass-Through Certificates

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

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

Cl. X-CP*, Definitive Rating Assigned A2 (sf)

Cl. B, Definitive Rating Assigned Aa3 (sf)

Cl. C, Definitive Rating Assigned A3 (sf)

Cl. D, Definitive Rating Assigned Baa3 (sf)

Cl. E, Definitive Rating Assigned Ba3 (sf)

Cl. F, Definitive Rating Assigned B1 (sf)

* Interest Only Class

Ratings Rationale:

The Certificates are collateralized by a single commercial
mortgage loan backed by first liens relating to 154 hotel
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 82.4%, and has been assigned a bottom dollar credit assessment
of B1 by Moody's. Moody's Total LTV ratio (inclusive of mezzanine
financing) of 142% is also considered when analyzing various
stress scenarios for the rated debt. The Moody's Trust Stressed
DSCR at a 9.25% constant is 1.48X and the Moody's Total Stressed
DSCR (inclusive of mezzanine financing) is 0.85X.

The loan is solely collateralized by hotel properties that are
cross-collateralized and cross-defaulted. In assessing the benefit
due to "crossing" for this transaction, Moody's examined
underlying diversity that resulted from asset pooling. Moody's
considered the Herfindahl score of the portfolio by allocated loan
amounts, as well as the diversity of property locations. The
properties underlying the loan are geographically diverse and
benefit from a Herfindahl score of 97. However, significant
correlations exist due to pooling within a single property type.
Lodging properties are more correlated than properties of other
commercial real estate sectors. Moody's expect the underlying
property performance to be more correlated than most single
borrower, multi-property transactions previously rated by Moody's.

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 Class X-CP
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 level based on an 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.

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 believes that strong organizational documents at the SPE
level serve as a significant deterrent against SPE bankruptcy
filings, although certain provisions within these documents have
not been tested in court.

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 was decreased by
5%, 14%, or 22%, the model-indicated rating for the currently
rated Aaa classes would be Aa1, Aa3, 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.


CREDIT SUISSE 1998-C2: Fitch Affirms 'D' Rating on Class I Certs
----------------------------------------------------------------
Fitch Ratings has affirmed the ratings of Credit Suisse First
Boston Mortgage Securities Corp (CSFB) commercial mortgage pass-
through certificates, series 1998-C2.

KEY RATING DRIVERS

The affirmations are due to sufficient credit enhancement to
offset increasing loan concentrations and adverse selection with
only 31 nondefeased loans (63% of the pool) remaining.

Fitch modeled losses of 7.39% of the remaining pool; expected
losses of the original pool balance total 3.43%, including losses
of $49.6 million (2.58% of the original pool balance). Fitch has
designated five loans (22.11%) as Fitch Loans of Concern, which
includes two specially serviced loans (6.22%).

As of the June 2013 distribution date, the pool's aggregate
principal balance has been reduced by 88.58% to $219.2 million
from $1.92 billion at issuance. There are 46 of the original 222
loans remaining in the transaction. Per the servicer reporting,
fifteen loans (36.88%) are defeased. Interest shortfalls are
currently affecting classes H, I and J.

RATING SENSITIVITIES

The Rating Outlooks of the investment grade classes remain stable
due to the amount of defeasance and continued paydown.

The largest specially serviced loan, which is the second largest
loan in the pool (14.04%), is secured by two retail properties and
one industrial property located in Irving and North Richland, TX.
The loan had transferred to special servicing in December 2009 due
to imminent default. The loan was modified in November 2010, which
included an interest rate reduction and a modification of the
loans maturity date to April 2013. The borrower was unable to pay
off the loan at the new maturity date.

Fitch affirms the following classes:

-- $9.64 million class D at 'AAAsf'; Outlook Stable;
-- $28.8 million class E at 'AAAsf'; Outlook Stable;
-- $105.6 million class F at 'AAAsf'; Outlook Stable;
-- $19.2 million class G at 'A+sf'; Outlook Stable;
-- $8.1 million class I at 'Dsf'; RE 0%.

The class A-1, A-2, B, and C certificates have paid in full. Fitch
does not rate the class H or J certificates. Fitch previously
withdrew the rating on the interest-only class AX certificate.


CREDIT SUISSE 2006-TFL2: Fitch Keeps 'CCC' Ratings on 2 Certs
-------------------------------------------------------------
Fitch Ratings has affirmed all classes of Credit Suisse First
Boston Mortgage Securities Corp., series 2006-TFL2. Fitch's
performance expectation incorporates prospective views regarding
commercial real estate market value and cash flow declines.

Key Rating Drivers

The affirmations are the result of overall stable performance
since Fitch's last rating action. Under Fitch's methodology,
approximately 58.4% of the pool is modeled to default in the base
case stress scenario, defined as the 'B' stress. In this scenario,
the modeled average cash flow decline is 5%. To determine a
sustainable Fitch cash flow and stressed value, Fitch analyzed
servicer-reported operating statements and rent rolls, updated
property valuations, and recent sales comparisons. Based on
improving loan performance as well as greater stability in
commercial real estate fundamentals (as compared to the
recessionary years), Fitch estimates the average recoveries on the
pooled loans will be greater than 80% in the base case.

The transaction on a pooled level is collateralized by three
loans, all of which are hospitality assets. The Kerzner Portfolio
(75.1%) and NH Krystal Hotel portfolio (8.2%) have loan extensions
through 2014. The JW Marriott Starr Pass (16.7%) remains in
maturity default. The transaction's final rated maturity date is
October 2021.

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

As of year-end (YE) 2012 the portfolio reported an NCF DSCR of
6.02x for the pooled debt. While operating cash flow for the
collateral is below expectations from issuance, YE 2012 net
operating income (NOI) had increased 14% from YE 2011. A recent
value estimate indicates the collective value of the collateral
would result in full repayment of the rated debt. A recent
modification of the loan included an extension of the loan's final
maturity for three years through September 2014.

The JW Marriott Starr Pass consists of a 575-room full-service
hotel and a 27-hole Arnold Palmer-designed championship golf
course, located in Tucson, AZ. The loan has remained in special
servicing since its initial transfer for imminent default in April
2010. The loan has underperformed expectations from issuance, and
the Tucson hotel market remains soft relative to the recovery
experienced by the greater U.S. lodging market. A receiver remains
in place at the property after the appointment in late 2011. The
special servicer continues to explore a number of avenues in
resolution strategy.

The CSFB 2006-TFL2 trust also includes the non-pooled
Sava/Fundamental Portfolio. The loan is secured by two portfolios
of health care facilities: the Sava Portfolio (86% of allocated
loan amount) and the Fundamental Portfolio (14%). The collateral
is comprised of over 150 skilled nursing facilities; mixed-use
facilities, long-term care hospitals, and assisted living. The
properties are located in over 20 states, the largest
concentration of which lies in Texas. The loan, which has
demonstrated stable performance since issuance, has been in the
process of extension, which is expected to close in June. The
master servicer is processing the extension.

Rating Sensitivities

The Negative Outlooks on the Sava rake classes SV-H, SV-J, and SV-
K are due to uncertainties surrounding federal health care policy
and the potential changes that may take place under the current
administration. Downgrades are possible with a decline in
collateral performance.

No rating changes are anticipated on the classes with stable
outlooks. Downgrades to classes rated 'CCCsf' are possible with an
increase in expected losses.

Fitch affirms the following classes:

-- $211.3 million class A-2 at 'AAAsf'; Outlook Stable;
-- $41 million class B at 'AAAsf'; Outlook Stable;
-- $41 million class C at 'AAAsf'; Outlook Stable;
-- $33 million class D at 'AAsf'; Outlook Stable;
-- $25 million class E at 'Asf'; Outlook Stable;
-- $19 million class F at 'BBB-sf'; Outlook Stable;
-- $19 million class G at 'BBsf'; Outlooks Stable;
-- $19 million class H at 'CCCsf'; RE 100%;
-- $20 million class J at 'CCCsf'; RE 100%;
-- $22 million class K at 'CCCsf'; RE 100%;
-- $16.1 million class L at 'Dsf'; RE 95%;
-- $56.2 million class KER-A at 'A-sf'; Outlook Stable;
-- $40 million class KER-B at 'BBBsf'; Outlook Stable;
-- $35 million class KER-C at 'BBBsf'; Outlook Stable;
-- $43.1 million class KER-D at 'BBB-sf'; Outlook Stable;
-- $43.5 million class KER-E at 'BBsf'; Outlook Stable;
-- $57.8 million class KER-F at 'CCCsf'; RE 100%;
-- $3.1 million class NHK-A at 'CCCsf'; RE 100%.

Fitch affirms the following classes, which are non-pooled
components of the trust, revises Outlooks as indicated:

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


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

Key Rating Drivers

The affirmations are due to the pool's stable performance since
Fitch's last rating action. Fitch modeled losses of 1.28%of the
original pool balance including $19.9 million in losses incurred
to date.

As of the June 2013 distribution date, the pool's certificate
balance has been reduced by 94.9% to $56.3 million from $1.1
billion. There are 25 loans remaining in the pool, of which two
are specially serviced loans (32.3% of the pool). Interest
shortfalls totaling $6.9 million are currently affecting classes
B-5 through C.

The largest contributor to Fitch-modeled losses (22.4%) is a hotel
property located in Louisville, KY. The loan transferred to
special servicing in October 2009. The property is now REO and the
special servicer is pursuing a sale of the property.
The second largest contributor to Fitch-modeled losses (9.9%) a
93,691 square foot (sf) office park located in Flint Township, MI.
The loan transferred to special servicing in January 2009 and the
asset is real estate owned (REO). The asset was sold in June 2013
and the proceeds will be reported in the next remittance report.

Rating Sensitivities

Classes B-3 and B-4 have stable rating outlooks as no rating
actions are expected. Class B-5 could be downgraded if expected
losses increase.

Fitch affirms the classes as follows:

-- $35 million class B-3 at 'AAAsf'; Outlook Stable;
-- $11.1 million class B-4 at 'AAsf'; Outlook Stable;
-- $22.2 million class B-5 at 'BB+sf'; Outlook Negative;
-- $13.8 million class B-6 at 'Csf'; RE 15%.

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


DRYDEN XXVIII: S&P Assigns 'BB-' Rating to Class B-2L Notes
-----------------------------------------------------------
Standard & Poor's Ratings Services assigned its ratings to Dryden
XXVIII Senior Loan Fund/Dryden XXVIII Senior Loan Fund LLC's
$379.00 million floating-rate notes.

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

The ratings reflect S&P's view of:

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

   -- The transaction's credit enhancement, which is sufficient to
      withstand the defaults applicable for the supplemental tests
      (not including excess spread).

   -- The cashflow structure, which can withstand the default rate
      projected by Standard & Poor's CDO Evaluator model, assessed
      using the assumptions and methods outlined in its corporate
      collateralized debt obligation (CDO) criteria.

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

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

   -- The collateral manager's experienced management team.

   -- S&P's projections of the timely interest and ultimate
      principal payments on the rated notes, which it assessed
      using its cash flow analysis and assumptions commensurate
      with the assigned ratings under various interest-rate
      scenarios, including LIBOR ranging from 0.2739% to 12.8655%.

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

   -- The transaction's interest diversion test, a failure of
      which during or after the end of the reinvestment period
      will lead to the reclassification of up to 50.00% of
      available excess interest proceeds (before paying certain
      uncapped administrative expenses, subordinate and incentive
      management fees, hedge amounts, deposits to the supplemental
      reserve account, and subordinated note payments) into
      principal proceeds to purchase additional collateral assets
      or, after the end of the reinvestment period, to pay
      principal on the notes sequentially, at the option of the
      collateral manager.

          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/1621.pdf

RATINGS ASSIGNED

Dryden XXVIII Senior Loan Fund/Dryden XXVIII Senior Loan Fund LLC

Class                 Rating                 Amount
                                           (mil. $)
X                      AAA (sf)                2.50
A-1L                   AAA (sf)              249.00
A-2L                   AA (sf)                49.00
A-3L (deferrable)      A (sf)                 34.50
B-1L (deferrable)      BBB (sf)               21.00
B-2L (deferrable)      BB- (sf)               19.00
B-3L (deferrable)      B (sf)                  4.00
Subordinated notes     NR                     36.80

NR--Not rated.


FAIRWAY LOAN: Moody's Affirms 'Ba2' Rating on $32MM Notes
---------------------------------------------------------
Moody's Investors Service has upgraded the ratings of the
following notes issued by Fairway Loan Funding Company:

$52,000,000 Class A-2L Notes Due October 17, 2018, Upgraded to Aaa
(sf); previously on September 7, 2012 Upgraded to Aa1 (sf);

$49,000,000 Class A-3L Notes Due October 17, 2018, Upgraded to Aa2
(sf); previously on September 7, 2012 Upgraded to A2 (sf);

$32,000,000 Class B-1L Notes Due October 17, 2018, Upgraded to
Baa1 (sf); previously on September 7, 2012 Upgraded to Baa3 (sf).

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

$510,000,000 Class A-1L Notes Due October 17, 2018 (current
outstanding balance of $291,232,242.76), Affirmed Aaa (sf);
previously on August 26, 2011 Upgraded to Aaa (sf);

$75,000,000 Class A-1LV Notes Due October 17, 2018 (current
outstanding balance of $28,219,890.70), Affirmed Aaa (sf);
previously on August 26, 2011 Upgraded to Aaa (sf);

$32,000,000 Class B-2L Notes Due October 17, 2018, Affirmed Ba2
(sf); previously on September 7, 2012 Upgraded to Ba2 (sf).

Ratings Rationale:

According to Moody's, the rating actions taken on the notes are
primarily a result of deleveraging of the senior notes and an
increase in the transaction's overcollateralization ratios since
the rating action in September 2012. Moody's notes that the Class
A-1L Notes and Class A-1LV Notes have been paid down by
approximately 40.6% or $207.2 million and 26.8% or $20.1 million,
respectively since the last rating action. Based on the latest
trustee report dated May 07, 2013, the Senior Class A, Class A,
Class B-1 and Class B-2 overcollateralization ratios are reported
at 137.0%, 121.0%, 112.5% and 105.0% respectively, versus August
2012 levels of 122.3%, 113.4%, 108.2%, 103.5%, respectively.

Moody's notes that the key model inputs used by Moody's in its
analysis, such as par, weighted average rating factor, diversity
score, and weighted average recovery rate, are based on its
published methodology and may be different from the trustee's
reported numbers. In its base case, Moody's analyzed the
underlying collateral pool to have a performing par and principal
proceeds balance of $494 million, defaulted par of $19.7 million,
a weighted average default probability of 15.85% (implying a WARF
of 2475), a weighted average recovery rate upon default of 50.86%,
and a diversity score of 38. 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.

Fairway Loan Funding Company, issued in July 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 Global
Approach to Rating Collateralized Loan Obligations" published in
May 2013.

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 Global Approach to Rating Collateralized Loan
Obligations" rating methodology published in May 2013.

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

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% (1980)

Class A-1L: 0

Class A-1LV: 0

Class A-2L: 0

Class A-3L: +1

Class B-1L: +2

Class B-2L: +1

Moody's Adjusted WARF + 20% (2970)

Class A-1L: 0

Class A-1LV: 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:

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) Industry concentration: High concentration of 26.5% in a single
industry could cause a large portion of the portfolio to behave in
a highly correlated manner. This could put additional stress on
the portfolio should the industry outlook deteriorate. Below
average prepayments in the industry would cause the concentration
to continue to grow as other assets prepay and mature.


FFCA SECURED: Fitch Affirms 'D' Rating on Class E Notes
-------------------------------------------------------
Fitch Ratings has affirmed and subsequently withdraws ratings on
the outstanding classes of FFCA Secured Lending Corporation 2000-1
as follows:

-- Class B at 'Bsf'; Outlook Stable;
-- Class C at 'CCCsf'. Recovery Estimate set at 100%;
-- Class D at 'Csf';Recovery Estimate set at 0%;
-- Class E at 'Dsf'; Recovery Estimate set at 0%.

Key Rating Drivers

The affirmation of the notes at their respective ratings reflects
the levels of credit enhancement providing net loss coverage to
the notes commensurate with their ratings. The recovery estimates
for classes C, D, and E of 100%, 0% and 0%, respectively, reflect
Fitch's expectation of principal payments to the notes.

Additionally, Fitch has withdrawn its ratings due to the
significant exposure to one specific obligor that is expected to
further increase as the transaction continues to amortize. The
performance of the transaction has become too reliant on the
performance of these loans associated with the specific obligor
for Fitch to effectively maintain the ratings.

Rating Sensitivities

The performance of the transaction will be affected by the
performance of the largest obligor. Any prepayments will have a
positive impact on the performance and future net loss coverage.
Conversely, delinquencies and defaults from the loans to the
largest obligor will have a negative impact on the remaining life
of the transaction. The withdrawal of the notes reflects the wide
range of possibilities the performance of the largest obligor will
have on the transaction.


FOUR CORNERS III: Moody's Affirms 'Ba3' Rating on $9.6MM Notes
--------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of the
following notes issued by Four Corners CLO III, Ltd.:

$9,000,000 Class B Floating Rate Notes Due July 22, 2020, Upgraded
to Aaa (sf); previously on August 9, 2012 Upgraded to Aa1 (sf);

$18,000,000 Class C Deferrable Floating Rate Notes Due July 22,
2020, Upgraded to Aa3 (sf); previously on August 9, 2012 Upgraded
to A3 (sf);

$9,000,000 Class D Deferrable Floating Rate Notes Due July 22,
2020, Upgraded to Baa2 (sf); previously on August 9, 2012 Upgraded
to Ba1 (sf).

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

$230,400,000 Class A Floating Rate Notes Due 2020 (current
outstanding balance of $98,361,048), Affirmed Aaa (sf); previously
on August 5, 2011 Upgraded to Aaa (sf);

$9,600,000 Class E Deferrable Floating Rate Notes Due 2020,
Affirmed Ba3 (sf); previously on August 9, 2012 Upgraded to Ba3
(sf).

Ratings Rationale:

According to Moody's, the rating actions taken on the notes are
primarily a result of deleveraging of the senior notes and an
increase in the transaction's overcollateralization ratios since
the rating action in August 2012. Moody's notes that the Class A
Notes have been paid down by approximately 47.7% or $89.8 million
since the last rating action. In particular, paydowns of $40.8
million, $31.1 million and $17.9 million have occurred on the
October 2012, January 2013 and April 2013 payment dates,
respectively. Based on the latest trustee report dated May 24,
2013, the Class A/B, Class C, Class D and Class E
overcollateralization ratios are reported at 140.7%, 120.5%,
112.4% and 104.9%, respectively, versus July 2012 levels of
122.5%, 112.2%, 107.7% and 103.3%, respectively.

Moody's notes that the key model inputs used by Moody's in its
analysis, such as par, weighted average rating factor, diversity
score, and weighted average recovery rate, are based on its
published methodology and 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 $151.1 million, no defaulted assets, a
weighted average default probability of 16.80% (implying a WARF of
2470), a weighted average recovery rate upon default of 50.84%,
and a diversity score of 35. 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.

Four Corners CLO III, Ltd., issued in September 2006, is a
collateralized loan obligation backed primarily by a portfolio of
senior secured loans.

The principal methodology used in this rating was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
May 2013.

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

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% (1976)

Class A: 0

Class B: 0

Class C: +2

Class D: +2

Class E: +1

Moody's Adjusted WARF + 20% (2964)

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:

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.


GMAC COMMERCIAL 2003-C1: S&P Raises Rating on Cl. K Notes From BB-
------------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
G, H, J, and K commercial mortgage pass-through certificates from
GMAC Commercial Mortgage Securities Inc.'s series 2003-C1, a U.S.
commercial mortgage-backed securities (CMBS) transaction.  S&P
also affirmed its ratings on the class L and M certificates.

S&P's rating actions follows its analysis of the transaction,
primarily using its criteria for rating U.S. and Canadian CMBS
transactions.  S&P's analysis included a review of the credit
characteristics and performance of all of the remaining loans in
the pool, the transaction structure, and the liquidity available
to the trust.

"The upgrades reflect our expected available credit enhancement
for the affected tranches, which we believe is greater than our
most recent estimate of necessary credit enhancement for the
respective rating levels.  The upgrades also reflect our views
regarding the current and future performance of the transaction's
collateral, as well as the deleveraging of the trust balance.  We
also considered two matured loans ($19.8 million, 27.3%) on the
master servicer's watchlist that, according to the master
servicer, have been paid off subsequent to the June 2013 trustee
remittance report (details further below)," S&P said.

The affirmations reflect S&P's expectation that the available
credit enhancement for these classes will be within its estimate
of the necessary credit enhancement required for the current
outstanding ratings.  The affirmed ratings also reflect S&P's
review of the credit characteristics and performance of the
remaining loans as well as the transaction-level changes.

In addition, S&P's analysis considered the current and potential
additional interest shortfalls related to three ($9.8 million,
13.5%) of the remaining 13 loans ($72.7 million) that are
currently with the special servicer.  S&P also considered the
potential for additional interest shortfalls related to three
($9.6 million, 13.2%) of the eight loans ($47.3 million, 65.1%)
that appear on the master servicer's watchlist that have matured,
but have not yet been paid off.

As of the June 10, 2013, trustee remittance report, the trust
experienced monthly interest shortfalls totaling $10,902,
primarily related to appraisal subordinate entitlement reduction
(ASER) amounts of $5,084, special servicing fees of $2,112, and
other interest losses of $3,744.  The interest shortfalls affected
classes subordinate to and including class O.

As of the June 10, 2013, trustee remittance report, the collateral
pool had an aggregate pooled trust balance of $72.7 million, down
from $1.05 billion at issuance.  The pool includes 13 loans, down
from 103 loans at issuance.  There are currently three loans
($9.8 million, 13.5%) with the special servicer, CWCapital Asset
Management LLC (CWCapital).  There are also eight loans on the
master servicer's watchlist ($47.3 million, 65.1%).  To date, the
transaction has experienced losses totaling $15.9 million (1.5% of
the transaction's original pooled certificate balance).

Details on the three specially serviced loans and two loans on the
master servicer's watchlist are as follows:

                     SPECIALLY SERVICED LOANS

The Flushing Estates loan ($4.3 million, 5.9%), the largest loan
with CWCapital, is secured by a 279-pad manufactured housing
community in Flushing, Mich.  The reported total exposure was
$4.4 million, which includes servicer advances.  The loan was
transferred to CWCapital on March 21, 2013, due to imminent
maturity default.  The loan matured on May 10, 2013.  The reported
occupancy and debt service coverage (DSC) were 67.4% and 1.05x,
respectively, for the year ended Dec. 31, 2012.  According to
CWCapital, the property is in good overall condition, and they are
working on a workout strategy.  S&P expects a minimal loss upon
the eventual resolution of the loan.

The Horizon Ridge Medical & Corporate Center loan ($3.8 million,
5.2%) is secured by a 28,990-sq.-ft. office building in Henderson,
Nev.  The reported total exposure was $4.4 million, which includes
servicer advances.  The loan was transferred to CWCapital on
April 1, 2011, due to monetary default.  The loan matured on
March 1, 2013.  The reported occupancy and DSC were 91.0% and
0.81x, respectively, for the year ended Dec. 31, 2012.  CWCapital
indicated that the borrower has filed for bankruptcy.  An
appraisal reduction amount of $959,987 is in effect against this
loan. We expect a minimal loss upon the eventual resolution of the
loan.

The Christopher Downs Apartment loan ($1.7 million, 2.4%) is
secured by a 40-unit multifamily complex in Havelock, N.C.  The
reported total exposure was $1.8 million.  The loan was
transferred to the special servicer on April 15, 2012, due to
payment default.  The loan matured on Jan. 10, 2013.  The reported
occupancy and DSC were 90.0% and 1.54x, respectively, for the year
ended Dec. 31, 2012.  CWCapital stated that they are evaluating
workout strategies for this loan.  S&P expects a minimal loss upon
the eventual resolution of the loan.

As it relates to the above asset resolutions, S&P considered
minimal loss to be less than 25%, moderate loss to be between 26%
and 59%, and significant loss to be 60% or greater.

                         WATCHLIST LOANS

As of the June 2013 trustee remittance report, eight loans
($47.3 million, 65.1%) appeared on the master servicer's
watchlist.  According to the master servicer, Berkadia Commercial
Mortgage LLC (Berkadia), two of these loans, the Bucks County
Industrial Portfolio loan ($18.3 million, 25.2%) and the Dean
Apartments loan ($1.5 million, 2.1%), have been paid off
subsequent to the June 2013 trustee remittance report.  Details of
the two largest loans that currently remain on the master
servicer's watchlist are as follows:

The Chatsworth Business Center loan ($9.2 million, 12.7%), is
secured by a 130,064-sq.-ft. office building in Chatsworth, Calif.
The loan is on the master servicer's watchlist due to a low
reported DSC.  The most recent DSC reported by the master servicer
was 0.57x for the year ended Dec. 31, 2012.  The reported
occupancy was 8.3% for the same reporting period.  The Deville
Plaza Shopping Center loan ($7.2 million, 9.9%) is secured by a
150,671-sq.-ft. retail center in Jackson, Miss.  The loan is on
the master servicer's watchlist due to a maturity default.  The
loan matured on March 10, 2013.  Berkadia stated that the borrower
expects the sale of the property to close on July 2, 2013.  The
most recent DSC reported by the master servicer was 1.15x for the
year ended Dec. 31, 2012.  The reported occupancy was 88.0% for
the same reporting period.

          STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

If applicable, the Standard & Poor's 17-g7 Disclosure Reports
included in this credit rating report are available at:

            http://standardandpoorsdisclosure-17g7.com

RATINGS RAISED

GMAC Commercial Mortgage Securities Inc.
Commercial mortgage pass-through certificates series 2003-C1

                 Rating                   Credit enhancement
Class      To             From                     (%)
G          AAA (sf)       A (sf)                 97.41
H          AAA (sf)       BBB+ (sf)              81.15
J          AA (sf)        BB+ (sf)               50.45
K          BBB (sf)       BB- (sf)               36.00

RATINGS AFFIRMED

GMAC Commercial Mortgage Securities Inc.
Commercial mortgage pass-through certificates series 2003-C1

Class      Rating           Credit enhancement (%)
L          B+ (sf)                           25.16
M          B (sf)                            17.94


GS MORTGAGE 2007-GG10: Moody's Cuts Cl. A-M Certs Rating to 'Ba3'
-----------------------------------------------------------------
Moody's Investors Service downgraded the ratings of three classes
and affirmed 17 CMBS classes of GS Mortgage Securities Corporation
II, Commercial Mortgage Pass-Through Certificates, Series 2007-
GG10 as follows:

Cl. A-2, Affirmed Aaa (sf); previously on Oct 26, 2007 Definitive
Rating Assigned Aaa (sf)

Cl. A-3, Affirmed Aaa (sf); previously on Oct 26, 2007 Definitive
Rating Assigned Aaa (sf)

Cl. A-AB, Affirmed Aaa (sf); previously on Oct 26, 2007 Definitive
Rating Assigned Aaa (sf)

Cl. A-4, Downgraded to A3 (sf); previously on Oct 5, 2010
Downgraded to A1 (sf)

Cl. A-1A, Downgraded to A3 (sf); previously on Oct 5, 2010
Downgraded to A1 (sf)

Cl. A-M, Downgraded to Ba3 (sf); previously on Jun 28, 2012
Downgraded to Ba1 (sf)

Cl. A-J, Affirmed Caa1 (sf); previously on Jun 28, 2012 Downgraded
to Caa1 (sf)

Cl. B, Affirmed Caa2 (sf); previously on Jun 28, 2012 Downgraded
to Caa2 (sf)

Cl. C, Affirmed Caa3 (sf); previously on Jun 28, 2012 Downgraded
to Caa3 (sf)

Cl. D, Affirmed Ca (sf); previously on Jun 28, 2012 Downgraded to
Ca (sf)

Cl. E, Affirmed C (sf); previously on Oct 5, 2010 Downgraded to C
(sf)

Cl. F, Affirmed C (sf); previously on Oct 5, 2010 Downgraded to C
(sf)

Cl. G, Affirmed C (sf); previously on Oct 5, 2010 Downgraded to C
(sf)

Cl. H, Affirmed C (sf); previously on Oct 5, 2010 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. N, Affirmed C (sf); previously on Nov 19, 2009 Downgraded to C
(sf)

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

Ratings Rationale:

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

The affirmations of the A-2, A-3, and A-AB 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.

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 ratings of the below investment-grade classes are consistent
with Moody's expected loss and thus are affirmed.

The rating of the IO Class, Class 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 18% of the current deal balance. At last review,
Moody's base expected loss was approximately 15%. Moody's base
expected loss plus realized losses is approximately 19% of the
original, securitized deal balance, compared to approximately 16%
at Moody's last review.

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 in the 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.

Moody's central global macroeconomic outlook indicates the global
economy has lost momentum over the past quarter as it tries to
recover. US GDP growth for 2013 is likely to remain close to 2%,
however US sequestration cuts that came into effect in March may
create a drag on the positive growth in the US private sector.
While the broad economic impact in unclear, the direct effect is
likely to shave 0.4% off US GDP growth in 2013. Continuing from
the previous quarter, Moody's believes that the three most
immediate risks are: i) the risk of an even deeper than currently
expected recession in the euro area, accompanied by deeper credit
contraction, potentially triggered by a further intensification of
the sovereign debt crisis; ii) slower-than-expected recovery in
major emerging markets following the recent slowdown; and iii) an
escalation of geopolitical tensions, resulting in adverse economic
developments.

The principal methodology used in this rating was "Moody's
Approach to Rating U.S. CMBS Conduit Transactions" published in
September 2000.

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.

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 31 compared to a Herf of 32 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.

Deal Performance:

As of the June 12, 2013 distribution date, the transaction's
aggregate certificate balance has decreased by 10% to $6.78
billion from $7.56 billion at securitization. The Certificates are
collateralized by 179 mortgage loans ranging in size from less
than 1% to 10% of the pool, with the top ten loans representing
46% of the pool. The pool contains no loans with investment-grade
credit assessments and no defeased loans.

Forty-two loans, representing 41% 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 liquidated from the pool, resulting in an
aggregate realized loss of $196 million (39% average loan loss
severity). Total trust losses as of the most recent reporting date
were approximately $203 million. Thirty-three loans, representing
22% of the pool, are in special servicing. The largest specially
serviced loan is the Two California Plaza Loan ($470 million -- 7%
of the pool), which is secured by a 1.3 million square foot trophy
office tower in downtown Los Angeles, California. The loan
transferred to special servicing in December 2010, and foreclosure
occurred in October 2012. The property is now real estate owned
(REO). Cushman and Wakefield has been engaged as the leasing
agent. As of year-end 2012 reporting, the property was 73% leased.
Since that time, the second largest tenant,
PricewaterhouseCoopers, has vacated the property. The accounting
and business services firm had occupied approximately 12% of the
property's net rentable area (NRA) under a lease with an
expiration date of May 31, 2013. The property is also subject to a
ground lease with expiration in 2082.

The second-largest loan in special servicing is the 119 West 40th
Street Loan ($160 million -- 2% of the pool). The loan is secured
by a 22-story Class B office building in Midtown Manhattan. The
loan transferred to special-servicing in June 2009 due to imminent
monetary default. The property was approximately 75% leased as of
May 2013, similar to Moody's last review, but down significantly
from 91% reported in 2009. The second-largest tenant recently
renewed its lease for 48,000 square feet (14% of property NRA)
through February 2022. In connection with the new lease agreement,
the tenant and loan sponsor resolved a long-running dispute that
had involved withheld rental payments. While a loan modification
appeared likely at Moody's last review, the special servicer
reports this is no longer the case. Moody's analysis considers the
positive impact of new leasing activity at the subject property in
addition to rising values for office properties in Midtown
Manhattan, however, extraordinarily high advances and ASERs
(totaling approximately 30% of the outstanding loan balance) could
result in a loan loss severity much higher than what Moody's
typically sees for this type of New York City property.

The remaining 30 specially serviced loans are secured by a mix of
commercial, retail and hotel property types. Moody's estimates an
aggregate $725 million loss (50% expected loss) for all specially
serviced loans.

Moody's has assumed a high default probability for 37 poorly-
performing loans representing 24% of the pool. Moody's analysis
attributes to these troubled loans an aggregate $311 million loss
(19% expected loss severity based on a 53% probability default).

Moody's was provided with full year 2012 and partial year 2013
operating results for 92% and 32% of the performing pool,
respectively. Excluding troubled and specially serviced loans,
Moody's weighted average LTV is 120%, the same as at Moody's last
full review. Moody's net cash flow reflects a weighted average
haircut of 2.5% to the most recently available net operating
income. Moody's value reflects a weighted average capitalization
rate of 9.2%

Excluding troubled and specially serviced loans, Moody's actual
and stressed DSCRs are 1.63X and 0.86X, respectively, compared to
1.34X and 0.84X at last review. Moody's actual DSCR is based on
Moody's net cash flow (NCF) and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.

The top three performing conduit loans represent 22% of the pool.
The largest loan is the Shorenstein Portland Portfolio Loan ($697
million -- 10% of the pool), which is secured by a portfolio of 16
office properties in and around Portland, Oregon. The portfolio is
occupied by a diverse roster of tenants, with the average lease
covering just 4,000 square feet. The loan is on the watchlist
following several years of declining DSCR, after the leases for a
number of tenants expired in recent years were and renewed at
lower base rents. There are strong signs that financial
performance has bottomed: Portfolio occupancy was up to 82% as of
year-end 2012, up from 74% the prior year. The Q1 2013 NOI of over
$10 million combined with increased leasing activity suggests the
portfolio will perform at or above 2012 levels. CBRE projects
Portland rents will increase approximately 30% from current levels
by the time the loan matures in 2017. Moody's current LTV and
stressed DSCR are 145% and 0.67X, respectively, compared to 149%
and 0.65X at last review.

The second largest loan is the Wells Fargo Tower Loan ($550
million -- 8% of the pool). The loan is secured by a 1.4 million
square foot office skyscraper in downtown Los Angeles, California.
The loan transferred to special servicing in April 2011 for
imminent default, and was returned to the master servicer in June
2011 after the borrower made timely debt payments. The property
was 87% leased as of December 31, 2012, down from 94% at Moody's
last review. The lead tenant, Wells Fargo, recently signed a new
lease, extending its tenancy at the property for ten years,
through June 2023. As part of the agreement, Wells Fargo will give
back approximately 40,000 square feet of the 302,000 square feet
it formerly occupied, and the new lease will be triple-net instead
of modified gross. The loan sponsor is currently MPG Office Trust,
which according to news reports has agreed to be acquired by
Brookfield Properties. Moody's has identified this as a troubled
loan. Moody's current LTV and stressed DSCR are 158% and 0.58X,
respectively, compared to 159% and 0.58X at last review.

The third largest loan is the TIAA-RexCorp New Jersey Portfolio
Loan ($270 million -- 4% of the pool). The loan is secured by a
six-building portfolio of Class A suburban office property in the
northern New Jersey towns of Madison, Morristown, and Short Hills.
Tenants include Dun & Bradstreet, The Bank of New York / Mellon,
Quest Diagnostics, and Bausch & Lomb. Portfolio occupancy was 77%
at year-end 2012 reporting, down from the 87% reported at Moody's
second-prior review in 2011. The properties have seen a flurry of
new leasing activity in recent months, which should restore
occupancy to near 2011 levels. The pharmaceuticals giant Pfizer
has taken approximately 113,000 square feet (7% of property NRA;
lease expiration April 2024) in a new lease which commenced on
April 15, 2013, and insurer AON signed a new lease for
approximately 30,000 square feet (3% of property NRA). Moody's
current LTV and stressed DSCR are 138% and, 0.71X respectively,
compared to 141% and 0.69X at last review.


HELLER FINANCIAL 1999-PH1: Fitch Affirms D Rating on Cl. J Certs
----------------------------------------------------------------
Fitch Ratings has upgraded one class and affirmed four classes of
Heller Financial Commercial Mortgage Asset Corp. commercial
mortgage pass through certificates, series 1999-PH1.

KEY RATING DRIVERS

The upgrade is due to the recent paydown of more senior classes in
the pool and the amount of defeased collateral in the pool, which
more than pays off the balance of class H. Five loans (63.2%) of
the pool are defeased.

As of the June 2013 distribution date, the pool's aggregate
principal balance has been reduced by 97.3% to $27.6 million from
$1.01 billion at issuance. Interest shortfalls are currently
affecting classes L through N.

Fitch modeled losses of 8.2% of the remaining pool; expected
losses on the original pool balance total 5.6%, including losses
already incurred. The pool has experienced $54.3 million (5.4% of
the original pool balance) in realized losses to date. Fitch has
designated two loans (33.4% of the pool) as Fitch Loans of
Concern. Currently, there are no specially serviced loans.

The largest contributor to expected losses (23.7% of the pool) is
a Fitch Loan of Concern secured by a country club that includes
two 18-hole golf courses located in Plano and Dallas, TX. Revenue
is generated via membership fees and dues as a private country
club. The borrower has indicated that market conditions are
improving; however, property is still struggling as there are
numerous competing clubs in the area.

RATING SENSITIVITY

The Rating Outlook on class H is expected to remain Stable.

Fitch upgrades the following class as indicated:

-- $11.2 million class H to 'AAAsf' from 'A-sf', Outlook Stable.

Fitch affirms the following classes as indicated:

-- $16.4 million class J at 'Dsf', RE 85%;
-- $0 class K at 'Dsf', RE 0%;
-- $0 class L at 'Dsf', RE 0%;
-- $0 class M at 'Dsf', RE 0%.

The class A-1, A-2, B, C, D, E, F and G certificates have paid in
full. Fitch does not rate the class N certificates. Fitch
previously withdrew the rating on the interest-only class X
certificates.


HELLER SBA 1998-1: Fitch Affirms 'B' Rating on Class B Certs
------------------------------------------------------------
Fitch Ratings affirms Heller SBA Corp. pass-through adjustable-
rate certificates, series 1998-1 as follows:

-- Class A at 'AAsf'; Outlook Negative;
-- Class M-1 at 'Asf'; Outlook Negative;
-- Class M-2 at 'BBBsf'; Outlook Negative;
-- Class M-3 at 'BBsf'; Outlook Negative;
-- Class B at 'Bsf'; Outlook Negative.

Key Rating Drivers

The affirmations reflect increasing credit enhancement and strong
obligor loss coverage, despite high levels of delinquencies. As of
the June 2013 reporting period, 29.90% of the pool is currently
delinquent. Cumulative net losses to date are 3.45%. Due to
delinquency performance and the resulting loss expectation on the
delinquent loans, the transaction continues to experience multiple
compression under Fitch's cash flow modeling analysis. However,
obligor concentration coverage is significantly strong with
coverage exceeding the obligor thresholds for the current ratings,
as detailed below.

The Negative Rating Outlooks are a result of the higher
delinquency roll rate the transaction continues to experience. As
late-stage delinquencies continue through the liquidation process,
credit enhancement may be materially affected if ultimate
recoveries are lower than expected. Furthermore, Fitch will
continue to monitor the series as the transaction amortizes to
assess the impact of increasing obligor concentrations. As obligor
counts for the pools continue to decline and tail risk increases,
Fitch will review the transaction for potential ratings action or
withdrawals.

In reviewing the transactions, Fitch took into account analytical
considerations outlined in Fitch's 'Global Structured Finance
Rating Criteria', issued May 24, 2013, including asset quality,
credit enhancement, financial structure, legal structure, and
originator and servicer quality.

Fitch's analysis incorporated a review of collateral
characteristics, in particular, focusing on delinquent and
defaulted loans within the pool. All loans over 60 days delinquent
were deemed defaulted loans. The defaulted loans were applied loss
and recovery expectations based on collateral type and historical
recovery performance to establish an expected net loss assumption
for the transaction. Fitch stressed the cash flows generated by
the underlying assets by applying its expected net loss
assumption. Furthermore, Fitch applied a loss multiplier to
evaluate break-even cash flow runs to determine the level of
expected cumulative losses the structure can withstand at a given
rating level. The loss multiplier scale utilized is consistent
with that of other commercial ABS transactions.

Additionally, to review possible concentration risks within the
pool, Fitch evaluated the impact of the default of the largest
performing obligors. Similar to the analysis detailed above, Fitch
applied loss and recovery expectations to the performing obligors
based on collateral type and historical recovery performance. The
expected loss assumption was then compared to the credit support
available to the outstanding notes given Fitch's expected losses
on the currently defaulted loans. Consistent with the obligor
approach detailed in 'Rating US Equipment Lease and Loan
Securitizations', dated Dec. 28, 2012, Fitch applied losses from
the largest performing obligors commensurate with the individual
rating category. The number of obligors ranges from 20 at 'AAA' to
five at 'B'.

Fitch will continue to closely monitor these transactions and may
take additional rating action in the event of changes in
performance and credit enhancement measures.

Rating Sensitivity

Unanticipated increases in frequency of defaults and loss severity
could have an impact on loss coverage levels. With increasing
delinquency performance, coverage can be limited for the notes
resulting in a negative impact on ratings.


JPMBB COMMERCIAL 2013-C12: Moody's Rates 13 CMBS Classes
--------------------------------------------------------
Moody's Investors Service has assigned definitive ratings to
thirteen classes of CMBS securities, issued by JPMBB Commercial
Mortgage Securities Trust 2013-C12.

Cl. A-1, Definitive Rating Assigned Aaa (sf)
Cl. A-2, Definitive Rating Assigned Aaa (sf)
Cl. A-3, Definitive Rating Assigned Aaa (sf)
Cl. A-4, Definitive Rating Assigned Aaa (sf)
Cl. A-5, Definitive Rating Assigned Aaa (sf)
Cl. A-SB, Definitive Rating Assigned Aaa (sf)
Cl. A-S, Definitive Rating Assigned Aaa (sf)
Cl. B, Definitive Rating Assigned Aa3 (sf)
Cl. C, Definitive Rating Assigned A3 (sf)
Cl. D, Definitive Rating Assigned Baa3 (sf)
Cl. E, Definitive Rating Assigned Ba2 (sf)
Cl. F, Definitive Rating Assigned B2 (sf)
Cl. X-A*, Definitive Rating Assigned Aaa (sf)

* Class X-A is an interest-only class.

Ratings Rationale:

The Certificates are collateralized by 77 fixed rate loans secured
by 107 properties. The ratings are based on the collateral and the
structure of the transaction.

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

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

The Moody's Actual DSCR of 1.68X is higher than the 2007
conduit/fusion transaction average of 1.31X. The Moody's Stressed
DSCR of 1.07X is higher than the 2007 conduit/fusion transaction
average of 0.92X.

The pooled Trust loan balance of $1.34 billion represents a
Moody's LTV ratio of 100.2%, which is lower than the 2007
conduit/fusion transaction average of 110.6%.

Moody's considers subordinate financing outside of the Trust when
assigning ratings. Six loans are structured with $129.0 million of
additional financing in the form of unsecured debt, raising
Moody's Total LTV ratio of 105.0%. Two of the loans are cross-
collateralized with a single mezzanine loan secured by the equity
interest in the collateral of both loans.

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 Herfindahl score is
31.0, which is above the average score calculated from multi-
borrower pools by Moody's since 2009. With respect to property
level diversity, the pool's property level Herfindahl score is
40.0. The transaction's property diversity profile is above
indices calculated in most multi-borrower transactions issued
since 2009.

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

Moody's 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 2.22, which is in-line with the
indices calculated in most multi-borrower transactions since 2009.

The principal methodology used in this rating was "Moody's
Approach to Rating U.S. CMBS Conduit Transactions" published in
September 2000. The methodology used in rating Class X-A was
"Moody's Approach to Rating Structured Finance Interest-Only
Securities" published in February 2012.

Moody's analysis employs the excel-based CMBS Conduit Model v2.62
which derives credit enhancement levels based on an aggregation of
adjusted loan level proceeds derived from Moody's loan level DSCR
and LTV ratios. Major adjustments to determining proceeds include
loan structure, property type, sponsorship, and diversity. Moody's
analysis also uses the CMBS IO calculator ver_1.1, which
references the following inputs to calculate the proposed IO
rating based on the published methodology: original and current
bond ratings and credit estimates; original and current bond
balances grossed up for losses for all bonds the IO(s)
reference(s) within the transaction; and IO type corresponding to
an IO type as defined in the published methodology.

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

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

Moody's Parameter Sensitivities: If Moody's value of the
collateral used in determining the initial rating were decreased
by 5%, 14%, and 22%, the model-indicated rating for the currently
rated Aaa Super Senior class would be (Aaa (sf)), (Aaa (sf)), and
(Aa1(sf)), respectively; for the most junior Aaa rated class A-S
would be (Aaa (sf)), (Aa2 (sf)), and (Aa3(sf)), respectively.
Parameter Sensitivities are not intended to measure how the rating
of the security might migrate over time; rather they are designed
to provide a quantitative calculation of how the initial rating
might change if key input parameters used in the initial rating
process differed. The analysis assumes that the deal has not aged.
Parameter Sensitivities only reflect the ratings impact of each
scenario from a quantitative/model-indicated standpoint.
Qualitative factors are also taken into consideration in the
ratings process, so the actual ratings that would be assigned in
each case could vary from the information presented in the
Parameter Sensitivity analysis.


JP MORGAN 2001-CIBC3: Fitch Affirms D Ratings on 2 Cert. Classes
----------------------------------------------------------------
Fitch Ratings has affirmed six classes of J.P. Morgan Chase
Commercial Mortgage Securities Corp. 2001-CIBC3 commercial
mortgage pass-through certificates.

Key Rating Drivers

The affirmations are due to increased credit enhancement from
significant paydowns and stable performance of the pool.

Fitch modeled losses of 33.2% of the remaining pool; expected
losses on the original pool balance total 4%, including $22.8
million (2.6% of the original pool balance) in realized losses to
date. Fitch has designated six loans (67.7%) as Fitch Loans of
Concern, which includes three specially serviced assets (44%).

As of the June 2013 distribution date, the pool's aggregate
principal balance has been reduced by 96% to $34.8 million from
$867.5 million at issuance. Two loans (18%) are currently
defeased. Interest shortfalls are currently affecting classes J
through NR.

The largest contributor to Fitch's modeled losses is a 107,822
square foot (sf) office property (29.7%) located in Newark, DE.
The loan transferred to the special servicer in February 2011 due
to a payment default and was subsequently foreclosed on in August
2012. The property recently had a tenant renew their lease and
take on additional space. The servicer continues to stabilize the
property while preparing to market it for sale.

The second largest contributor to expected losses is a 85,443 sf
mixed used property located in Waterford, MI. The loan transferred
to the special servicer in April 2009. Negotiations between the
servicer and the borrower have ceased as the servicer continues to
move forward with foreclosure.

Rating Sensitivities

The rating on the class G notes is expected to be stable as the
credit enhancement remains high. Classes H through K may be
subject to further downgrades as losses are realized.

Fitch has affirmed the following classes as indicated:

-- $12.1 million class G at 'BBBsf'; Outlook Stable;
-- $6.5 million class H at 'BBsf'; Outlook Negative;
-- $6.5 million class J at 'CCCsf'; RE 75%;
-- $7.6 million class K at 'Csf'; RE 0%.
-- $2.1 million class L at 'Dsf'; RE 0%;
-- Class M at 'Dsf'; RE 0%.

Fitch does not rate class NR, which has been reduced to zero from
$16.3 million due to realized losses. Classes A-1, A-2, A-3, B, C,
D, E, F, and X-2 have paid in full. Class X-1 has been previously
withdrawn.


JP MORGAN 2001-C1: Fitch Affirms D Rating on Class K Certificates
-----------------------------------------------------------------
Fitch Ratings has affirmed six classes of J.P. Morgan Chase
Commercial Mortgage Securities Corp.'s (JPMC) commercial mortgage
pass-through certificates, series 2001-C1.

Key Rating Drivers

The affirmations reflect Fitch expected losses and the
increasingly concentrated nature and adverse selection of the
remaining loans in the pool. Fitch modeled losses of 16.3% of the
remaining pool; expected losses on the original pool balance total
4.8%, including losses already incurred. The pool has experienced
$47.1 million (4.4% of the original pool balance) in realized
losses to date. Fitch has designated two loans (37%) as Fitch
Loans of Concern, which includes one specially serviced asset
(36.1%), the second largest loan in the pool.

As of the June 2013 distribution date, the pool's aggregate
principal balance has been reduced by 97.3% to $28.8 million from
$1.07 billion at issuance. The remaining pool is extremely
concentrated with seven of the original 180 loans remaining. As of
the June 2013 remittance date, one loan (15.9% of the pool) has
defeased since issuance. Interest shortfalls are currently
affecting classes J through NR.

Rating Sensitivities

The rating on class H is expected to remain stable as the class
benefits from defeasance and has sufficient credit enhancement to
offset Fitch expected losses. The distressed class J may be
subject to further rating actions as losses are realized

The specially serviced loan (36.1% of the pool) is secured by a
200-unit multifamily property in Holland, OH. The loan had
transferred to special servicing in June 2010 for monetary
default. The borrower had filed for bankruptcy in August 2011. The
bankruptcy stay was lifted in May 2012 and the servicer was in
process of pursuing foreclosure; however, the borrower filed for
bankruptcy for the second time in November 2012. The servicer
reported occupancy at 96% as of June 2013.

Fitch affirms the following classes as indicated:

-- $18.7 million class H at 'BBBsf'; Outlook Stable;
-- $9 million class J at 'Csf'; RE 45%.
-- $1.1 million class K at 'Dsf'; RE 0%;
-- Class L at 'Dsf'; RE 0%;
-- Class M at 'Dsf'; RE 0%;
-- Class N at 'Dsf'; RE 0%.

The balances on classes L, M, and N have been reduced to zero due
to realized losses. The class A-1, A-2, A-3, B, C, D, E, F, G, NC-
1 , NC-2, and X-2 certificates have paid in full. Fitch does not
rate the class NR certificate. Fitch previously withdrew the
rating on the interest-only class X-1 certificate.


JP MORGAN 2002-C2: Moody's Lowers Ratings on 3 CMBS Classes
-----------------------------------------------------------
Moody's Investors Service confirmed the ratings of two classes and
downgraded three CMBS classes of J.P. Morgan Commercial Mortgage
Securities Corp., Commercial Mortgage Pass-Through Certificates,
Series 2002-C2 as follows:

Cl. D, Confirmed at Aa2 (sf); previously on May 2, 2013 Aa2 (sf)
Placed Under Review for Possible Downgrade

Cl. E, Confirmed at A2 (sf); previously on May 2, 2013 A2 (sf)
Placed Under Review for Possible Downgrade

Cl. F, Downgraded to Caa2 (sf); previously on May 2, 2013 B1 (sf)
Placed Under Review for Possible Downgrade

Cl. G, Downgraded to C (sf); previously on May 2, 2013 Caa1 (sf)
Placed Under Review for Possible Downgrade

Cl. X-1, Downgraded to Caa3 (sf); previously on May 2, 2013 Ba3
(sf) Placed Under Review for Possible Downgrade

Ratings Rationale:

On May 2, 2013, Moody's placed five CMBS classes on review for
possible downgrade due to concerns about potential increases in
losses from specially serviced loans as well as increased interest
shortfalls. This review concludes the rating action.

The ratings of two classes are confirmed because there is
sufficient credit support for these classes. In addition, Moody's
is no longer concerned that these classes may be exposed to
interest shortfalls from specially serviced loans.

The downgrades are due to higher than anticipated realized and
anticipated losses from specially serviced loans. The downgrade of
Class X-1, the interest-only tranche, is due to the decline in the
weighted average rating factor (WARF) of the referenced tranches.

Moody's rating action reflects a base expected loss of 14.3% ($6.8
million) of the current balance compared to 6.7% ($33.5 million)
at Moody's prior full review. The pool balance has paid down by
90% since the prior full review. Moody's base expected loss plus
realized losses is now 8.8% of the original pooled balance
compared to 7.2% at last review.

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 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.

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.

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 4 compared to 16 at Moody's prior full 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 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.

Deal Performance:

As of the June 12, 2013 distribution date, the transaction's
aggregate pooled certificate balance has decreased by 95% to $47.6
million from $1.03 billion at securitization. The Certificates are
collateralized by seven mortgage loans ranging in size from less
than 1% to 31% of the pool.

Three loans, representing approximately 39% of the pool, are on
the master servicer's watchlist. The watchlist includes loans
which meet certain portfolio review guidelines established as part
of the CRE Finance Council (CREFC) monthly reporting package. As
part of its ongoing monitoring of a transaction, Moody's reviews
the watchlist to assess which loans have material issues that
could impact performance.

Nineteen loans have been liquidated from the pool since
securitization, resulting in a realized loss of $84.3 million (56%
loss severity on average) to the pooled certificates. Including
liquidation of the rake bonds associated with the Simon Portfolio
II Loan, total realized losses are $96.97 million. The increase in
realized losses since Moody's last full review is largely due to
the liquidation of the Century III Mall, the last remaining
property of the original Simon Portfolio II Loan. At origination,
the portfolio consisted of three retail properties. In September
2011, the Longview Mall and Highland Lakes Center were released
for $73.7 million in net proceeds. After payment of $1.64 million
in liquidation expenses, $72.0 million in remaining net proceeds
were applied to the outstanding principal balance; $61.9 million
of this amount was applied to the A Note principal. The remaining
$10.1 million was applied to accrued interest and principal of the
rake bonds. A realized loss of $763,225 associated with this
partial liquidation was allocated entirely to the rake bonds. On
May 13, 2013, Century III Mall was sold, resulting in net proceeds
of $11.8 million. After the payment of $10.84 million in
liquidation expenses, approximately $910,000 in remaining net
proceeds were applied to the outstanding A Note principal,
resulting in the realized loss of approximately $34.0 million.
There was a 100% loss on the remaining rake bond balances. The
total loss severity for the Simon Portfolio II Loan was
approximately 29%.

There are currently two loans, representing approximately 39% of
the pool, in special servicing. The largest specially serviced
loan is the West Valley Business Park Loan ($14.6 million -- 30.7%
of the pool), which was transferred to special servicing in
December 2012 due to maturity default. The collateral is a 206,000
square foot (SF) flex industrial / office property located 15
miles south of Seattle in Kent, Washington. As of March 2013, the
property was approximately 77% leased compared to 75% at last
review. The special servicer is in the process of approving a 16-
month maturity extension. Moody's analysis incorporates a small
loss from this loan.

The second loan in special servicing is the Hartford Center Loan
($4.1 million -- 8.6% of the pool), which was transferred to
special servicing in February 2013 due to maturity default. The
collateral is a 67,000 SF office building located near Chicago's
O'Hare airport in Bensenville, Illinois. As of February 2013, the
property was 87% leased. Per the Special Servicer, the property is
currently being marketed for sale and the borrower expects the
sale to occur prior to August 2013. Using proceeds from the sale,
the Borrower intends to pay off the loan in full. Moody's does not
estimate a loss from this loan at this time.

Excluding specially serviced loans, Moody's was provided with full
year 2011 and 2012 operating results for 100% of the pool's loans.
Excluding specially serviced loans, Moody's weighted average LTV
is 97% compared to 84% at Moody's prior full review. Moody's net
cash flow reflects a weighted average haircut of 6.5% to the most
recently available net operating income. Moody's value reflects a
weighted average capitalization rate of 9.7%.

Excluding specially serviced loans, Moody's actual and stressed
DSCRs are 0.96X and 1.17X compared to 1.25X 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 top three performing conduit loans represent 56% of the pool
balance. The largest loan is the Avon Commons Loan ($13.6 million
-- 28.6% of the pool), which is secured by a 173,000 SF anchored
retail property located in Avon, Indiana. Excluding Target, the
shadow anchor, the collateral was 76% leased, essentially the same
as at last review. In early 2012 the property lost two tenants,
Jo-Ann (42,000 SF) and Barnes & Noble (23,000 SF). The Borrower
was able to re-lease the smaller space to Home Goods Inc., in
October 2012 for ten years. The loan remains on the watchlist due
to low DSCR. Moody's LTV and stressed DSCR are 115% and 0.94X,
respectively, compared to 109% and 0.99X at last review.

The second largest loan is the Plaza on Legacy Loan ($10.5 million
-- 22% of the pool), which are two cross-collateralized and cross-
defaulted loans secured by two retail properties, totaling 175,000
SF, in Plano, Texas. As of December 2012, both properties were
100% leased. Overall, performance has improved since
securitization and the loan is benefitting from amortization.
Moody's LTV and stressed DSCR are 63% and 1.62X, respectively,
compared to 70% and 1.47X at last full review.

The third largest loan is the Seneca Lake Loan ($2.73 million --
5.7% of the pool), which is secured by a 151-unit townhouse
community located outside of Cleveland in Broadview Heights, Ohio.
As of February 2013, the property was 78% leased compared to 76%
in 2011. The loan has been on the watch list since 2006 for low
DSCR. The net operating income (NOI) in 2012 was 59% higher than
in 2011 due to a slight uptick in revenues and a decline in
operating expenses. The loan remains current and is benefitting
from an increase in amortization. Moody's LTV and stressed DSCR
are 99% and 1.03X, respectively, compared to 134% and 0.77X at
last full review.


JP MORGAN 2004-C2: Fitch Cuts Rating on $3.9MM Class M Certs.
-------------------------------------------------------------
Fitch Ratings has downgraded one distressed class and upgraded the
five rake classes of J.P. Morgan Chase Commercial Mortgage
Securities Corp., commercial mortgage pass-through certificates,
series 2004-C2.

KEY RATING DRIVERS

The downgrade to class M reflects an increase in actual and
expected losses across the pool since last review. The upgrades to
the rake classes are due to the defeasance of the subordinate note
secured by the Republic Plaza, which is represented by the RP
certificates.

Fitch modeled losses of 2.91% of the remaining pool; expected
losses of the original pool total 3.92%, including $12 million
(1.17% of the original pool balance) in realized losses to date.
Fitch has designated 21 loans (23.18%) as Fitch Loans of Concern,
which includes two specially serviced loans (2%).
As of the July 2012 distribution date, the pool's aggregate
principal balance has been reduced by 24% to $783.45 million from
$1.03 billion at issuance. Per the servicer reporting, 19 loans
(28.93%) in the trust have defeased since issuance. Interest
shortfalls are currently affecting classes N through NR.

RATING SENSITIVITIES

The investment grade classes A-2 through E are expected to remain
stable based on sufficient credit enhancement and expected paydown
from imminent defeasance proceeds. The Negative Outlooks on
classes F, G and H reflect the thin supporting tranches, as well
as the concentration of upcoming loan maturities over the next 12
to 18 months, which make these bonds susceptible to downgrade
should loans not refinance or if losses exceed Fitch expectations.
The distressed classes (those rated below 'Bsf') are subject to
further downgrades as losses are realized or if realized losses to
specially serviced loans exceed Fitch's expectations.

The largest contributor to expected losses is the Gateway Chula
Vista loan (2.18% of the pool balance) which is collateralized by
a 100,321 square foot (sf) office property located in Chula Vista,
CA. The property had experienced cash flow issues due to occupancy
declines in 2011, and had transferred to special servicing in
March 2012 due to payment default. The loan was modified in
January 2013, and was recently returned to the master servicer in
May 2013. The net operating income (NOI) debt service coverage
ratio (DSCR) for year end (YE) 2012 reported at 0.75 times (x).
NOI is expected to improve due to a significant increase in
occupancy which reported at 85% as of May 2013, compared to 51% at
YE 2011.

The second largest contributor to expected losses is
collateralized by a 159,043sf retail property located in Stuart,
FL. The property has experienced cash flow issues since 2009 due
to major tenant vacancies and rent reductions stemming from the
economic downturn. The property is currently 99% occupied,
however, NOI DSCR remains low at 0.65x as of YE 2012 due to
significantly lower rents and increased expenses compared to
underwriting.

Fitch downgrades the following class and assigns Recovery
Estimates (RE) as indicated:

-- $3.9 million class M to 'Csf' from 'CCsf'; RE 0%.

Fitch upgrades the following classes:

-- $5.1 million class RP-1 to 'AAAsf' from 'Asf'; Outlook Stable;
-- $3.9 million class RP-2 to 'AAAsf' from 'A-sf'; Outlook Stable;
-- $4.2 million class RP-3 to 'AAAsf' from 'BBB+sf'; Outlook
   Stable;
-- $4.5 million class RP-4 to 'AAAsf' from 'BBBsf'; Outlook
   Stable;
-- $6.8 million class RP-5 to 'AAAsf' from 'BBB-sf'; Outlook
   Stable.

Fitch also affirms the following classes:
-- $15.9 million class A-2 at 'AAAsf'; Outlook Stable;
-- $431.4 million class A-3 at 'AAAsf'; Outlook Stable;
-- $211 million class A-1A at 'AAAsf'; Outlook Stable;
-- $24.6 million class B at 'AAAf'; Outlook Stable;
-- $10.4 million class C at AAf'; Outlook Stable;
-- $24.6 million class D at 'Asf'; Outlook Stable;
-- $9.1 million class E at 'BBBsf'; Outlook Stable;
-- $11.6 million class F at 'BBB-sf'; Outlook Negative;
-- $7.8 million class G at 'BBsf'; Outlook Negative;
-- $11.6 million class H at 'Bsf'; Outlook Negative;
-- $6.5 million class J at 'CCCsf'; RE 100%;
-- $5.2 million class K at'CCCsf'; RE 75%;
-- $2.6 million class L at 'CCsf'; RE 0%;
-- $2.6 million class N at 'Csf'; RE 0%;
-- $2.6 million class P at 'Csf'; RE: 0%;

The class A-1 certificate has paid in full. Fitch does not rate
the class NR certificate. The RP certificates represent an
interest in a subordinate note secured by the Republic Plaza
property. Fitch previously withdrew the rating on the interest-
only class X certificate.


JP MORGAN 2011-CCHP: Moody's Cuts Rating on Cl. E Certs to Ba1
--------------------------------------------------------------
Moody's Investors Service downgraded one and affirmed the ratings
of six classes of JP Morgan Chase Commercial Mortgage Securities
Corp., Commercial Mortgage Pass-Through Certificates, Series 2011-
CCHP. Moody's rating action is as follows:

Cl. A, Affirmed Aaa (sf); previously on Aug 9, 2011 Definitive
Rating Assigned Aaa (sf)

Cl. B, Affirmed Aaa (sf); previously on Sep 27, 2012 Upgraded to
Aaa (sf)

Cl. C, Affirmed Aa2 (sf); previously on Sep 27, 2012 Upgraded to
Aa2 (sf)

Cl. D, Affirmed A1 (sf); previously on Sep 27, 2012 Upgraded to A1
(sf)

Cl. E, Downgraded to Ba1 (sf); previously on Aug 9, 2011
Definitive Rating Assigned Baa3 (sf)

Cl. X-1, Affirmed Aaa (sf); previously on Aug 9, 2011 Definitive
Rating Assigned Aaa (sf)

Cl. X-2, Affirmed Aaa (sf); previously on Aug 9, 2011 Definitive
Rating Assigned Aaa (sf)

Ratings Rationale:

The downgrade is due to the decreased credit performance of the
portfolio loan. 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 levels for the
affirmed classes are sufficient to maintain their current ratings.
The rating of the interest-only classes, Class X-1 and X-2, are
consistent with the expected credit performance of the referenced
classes and thus is affirmed. The certificates are backed by a
single mortgage loan that is secured by nine cross-collateralized
and cross-defaulted, fee and leasehold interests in full-service
hotel properties.

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.

Moody's central global macroeconomic scenario calls for US GPD
growth for 2013 that is likely to remain close to 2% as the
greater impetus from the US private sector is likely to broadly
offset the drag on activity from more restrictive fiscal policy.
Thereafter, Moody's expects the US economy to expand at a somewhat
faster pace than is likely this year, closer to its long-run
average pace of growth. Risks to Moody's forecasts remain skewed
to the downside despite recent positive developments. Moody's
believes that the three most immediate risks are: i) the risk of a
deeper than currently expected recession in the euro area
accompanied by deeper credit contraction, potentially triggered by
a further intensification of the sovereign debt crisis; ii)
slower-than-expected recovery in major emerging markets following
the recent slowdown; and iii) an escalation of geopolitical
tensions, resulting in adverse economic developments.

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) transaction.

Deal Performance

As of the June 17, 2013 Distribution Date, the transaction's
aggregate certificate balance is $214.2 million, the same as last
review and down from $425 million at securitization due to the
sale and release of four assets. The certificates represent
beneficial ownership of a floating rate, interest only, first
mortgage loan that matures in July 2013 and has 3-1 year
extension. The mortgage loan is secured by nine cross-
collateralized and cross-defaulted, fee and leasehold interests in
full-service hotel properties.

The portfolio totals 3,949 keys located throughout seven states in
the US and one property in Toronto, Canada. The portfolio's loan
level Herfindahl Index is seven by allocated loan amount.

The remaining hotels include the Sheraton Philadelphia Center (22%
allocated loan amount (ALA)), the Westin New Orleans (20% ALA),
the Buttes a Marriott Resort (10%), the Sheraton Baltimore City
Center (10%), the Marriott Atlanta Downtown (9%), the Westin
Bristol Place Toronto Airport (9%), the Hilton Fort Lauderdale
Airport (9%), the Westin Chicago Northwest (6%) and the Westin
Tampa Harbor Island (5%).

The portfolio's Revenue per available room (RevPAR), calculated by
multiplying the average daily rate by the occupancy rate for the
trailing twelve month (TTM) period ending March 2013 was $81.79,
flat compared to the TTM June 2012 RevPAR. For the assets
remaining in the trust, Net Cash Flow in 2012 was $27.0 million,
significantly down from the $34.8 million achieved in 2011. Cash
flows for the same period for the Sheraton Philadelphia Center and
Westin New Orleans dropped 34% and 19% respectively.

Moody's pooled trust loan to value (LTV) ratio is 66% compared to
55%, at securitization. Moody's stressed debt service coverage
ratio (DSCR) for the pooled trust is 1.37X compared to 1.50X at
securitization.

The trust has not experienced any losses to date. As of the June
remittance statement, interest shortfalls total $12,446. Interest
shortfalls are caused by special servicing fees, including workout
and liquidation fees, appraisal subordinate entitlement reductions
(ASERs) and extraordinary trust expenses.


LB-UBS 2000-C3: Fitch Lowers Rating on Class K Certs to 'D'
-----------------------------------------------------------
Fitch Ratings downgrades one distressed class of LB-UBS Commercial
Mortgage Trust, series 2000-C3 commercial mortgage pass-through
certificates.

Key Rating Drivers

The downgrade of class K is the result of realized losses.

The affirmation of class J is the result of sufficient credit
enhancement in light of the significant concentration, as only
seven loans remain in the pool, one of which is in special
servicing.

As of the June 2013 distribution date, the pool's collateral
balance has paid down 99% to $17.3 million from $1.3 billion at
issuance. Of the seven remaining loans in the transaction, three
are defeased (58.7%), one is specially serviced (16.2%) and the
remaining four are fully amortizing. All of the non-specially
serviced loans have maturity dates in 2020. Cumulative interest
shortfalls total $6 million, of which $1.3 million has affected
class K.

Fitch expects losses on the specially serviced loan,
collateralized by a 120,000 square foot industrial property
located in Oklahoma City, OK. The loan was transferred to the
special servicer in 2010 due to a maturity default. The loan is
categorized as 90+ days delinquent and the special servicer
continues discussions with the borrower while dual tracking
foreclosure.

Rating Sensitivities

Class J continues to carry a Negative Outlook as the potential for
future downgrades exists if expected losses increase.

Fitch downgrades the following class:

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

Fitch also affirms the following class:

-- $16.3 million class J at 'BBsf'; Outlook Negative.

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


MAPS CLO II: New Supp. Indenture No Impact on Moody's Ratings
-------------------------------------------------------------
Moody's Investors Service has determined that entry by MAPS CLO
Fund II, Ltd., into a supplemental indenture dated as of July 2,
2013 between the Issuer, MAPS CLO Fund II, LLC., as Co-Issuer and
U.S. Bank National Association as Trustee (the "Supplemental
Indenture") and performance of the obligations contemplated
therein, will not in and of itself and at this time cause an
immediate withdrawal or reduction of the current Moody's ratings
of any Class of Rated Notes issued by the Issuer.

The Supplemental Indenture changes the defined term "Weighted
Average Maturity Test" by replacing the existing date, "July 20,
2017", with "July 20, 2019". By measuring satisfaction of the test
against a hurdle date occurring two years later, one likely effect
of the change is to permit the Issuer to satisfy the Weighted
Average Maturity Test (which it failed as of the measurement date
occurring on May 10, 2013) in the immediate future.

Moody's analyzed the proposed change by looking at modeling
scenarios involving hypothetical collateral portfolios with
various weighted average lives and amortization profiles that
conform to the contemplated modification of the Weighted Average
Maturity Test. The result of this analysis indicates that changing
the Weighted Average Maturity Test by the designated time period
at this time has no impact on the current ratings assigned to the
rated notes issued by the Issuer.

The principal methodology used in reaching its conclusion and in
monitoring the ratings of the Notes issued by the Issuer is
"Moody's Global Approach to Rating Collateralized Loan
Obligations", published in May 2013.

Moody's will continue monitoring the ratings. Any change in the
ratings will be publicly disseminated by Moody's through
appropriate media.

On October 12, 2011, Moody's upgraded the ratings of the following
notes:

$186,250,000 Class A-1 Senior Secured Floating Rate Notes Due July
20, 2022, Upgraded to Aa1 (sf); previously on June 22, 2011 Aa2
(sf) Placed Under Review for Possible Upgrade;

$18,750,000 Class A-1J Senior Secured Floating Rate Notes Due July
20, 2022, Upgraded to Aa1 (sf); previously on June 22, 2011 Aa3
(sf) Placed Under Review for Possible Upgrade;

$18,000,000 Class A-2 Senior Secured Floating Rate Notes Due July
20, 2022, Upgraded to Aa3 (sf); previously on June 22, 2011 A3
(sf) Placed Under Review for Possible Upgrade;

$26,000,000 Class B Senior Secured Deferrable Floating Rate Notes
Due July 20, 2022, Upgraded to A3 (sf); previously on June 22,
2011 Ba1 (sf) Placed Under Review for Possible Upgrade;

$22,000,000 Class C Senior Secured Deferrable Floating Rate Notes
Due July 20, 2022, Upgraded to Ba1 (sf); previously on June 22,
2011 B1 (sf) Placed Under Review for Possible Upgrade;

$16,000,000 Class D Secured Deferrable Floating Rate Notes Due
July 20, 2022, Upgraded to Ba3 (sf); previously on June 22, 2011
Caa3 (sf) Placed Under Review for Possible Upgrade;

$3,000,000 Composite Notes Due July 20, 2022 (current Rated
Balance of $2,379,843), Upgraded to Baa3 (sf); previously on June
22, 2011 B2 (sf) Placed Under Review for Possible Upgrade.


MERRILL LYNCH: Moody's Takes Action on 22 RMBS Tranches
-------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 9 tranches
and upgraded the ratings of 13 tranches backed by Prime RMBS
loans, issued by Merrill Lynch.

Complete rating actions are as follows:

Issuer: Merrill Lynch Mortgage Investors Trust MLCC 2005-3

Cl. I-A, Upgraded to Caa1 (sf); previously on Jul 30, 2012
Downgraded to Caa2 (sf)

Cl. I-A-IO, Upgraded to Caa1 (sf); previously on Jul 30, 2012
Downgraded to Caa2 (sf)

Cl. II-A, Upgraded to Ba2 (sf); previously on Apr 21, 2010
Downgraded to B1 (sf)

Cl. II-A-IO, Upgraded to Ba2 (sf); previously on Apr 21, 2010
Downgraded to B1 (sf)

Cl. IV-A, Downgraded to Baa1 (sf); previously on Jun 19, 2013 A3
(sf) Placed Under Review for Possible Downgrade

Cl. IV-A-IO, Downgraded to Baa1 (sf); previously on Jun 19, 2013
A3 (sf) Placed Under Review for Possible Downgrade

Cl. V-A, Downgraded to Baa1 (sf); previously on Jun 19, 2013 A2
(sf) Placed Under Review for Possible Downgrade

Cl. V-A-IO, Downgraded to Baa1 (sf); previously on Jun 19, 2013 A2
(sf) Placed Under Review for Possible Downgrade

Issuer: Merrill Lynch Mortgage Investors Trust Series MLCC 2007-1

Cl. I-A-1, Upgraded to Baa1 (sf); previously on Jul 30, 2012
Upgraded to Ba1 (sf)

Cl. I-A-2, Upgraded to Ba3 (sf); previously on Jul 30, 2012
Upgraded to B2 (sf)

Cl. II-A-1, Upgraded to Baa1 (sf); previously on Jul 30, 2012
Upgraded to Ba1 (sf)

Cl. II-A-2, Upgraded to Baa3 (sf); previously on Jul 30, 2012
Upgraded to Ba3 (sf)

Cl. III-A, Upgraded to B2 (sf); previously on Jan 27, 2011
Downgraded to Caa3 (sf)

Cl. IV-A-3, Upgraded to Baa3 (sf); previously on Jul 30, 2012
Confirmed at Ba1 (sf)

Cl. IV-A-4, Upgraded to Ba3 (sf); previously on Jul 30, 2012
Confirmed at B1 (sf)

Cl. IV-A-X, Upgraded to Ba1 (sf); previously on Jul 30, 2012
Confirmed at Ba2 (sf)

Issuer: Merrill Lynch Mortgage Investors Trust, Series MLCC 2007-3

Cl. I-A-1, Downgraded to Baa1 (sf); previously on Jun 19, 2013 Aa3
(sf) Placed Under Review for Possible Downgrade

Cl. I-A-2, Upgraded to Baa3 (sf); previously on Jul 30, 2012
Confirmed at Ba1 (sf)

Cl. II-A-1, Downgraded to Baa2 (sf); previously on Jun 19, 2013 A2
(sf) Placed Under Review for Possible Downgrade

Cl. II-A-2, Downgraded to B3 (sf); previously on Jul 30, 2012
Downgraded to Ba3 (sf)

Cl. III-A-1, Downgraded to Ba3 (sf); previously on Jul 30, 2012
Downgraded to Baa1 (sf)

Cl. III-A-2, Downgraded to Caa2 (sf); previously on Jul 30, 2012
Downgraded to B1 (sf)

Ratings Rationale:

The actions are a result of the recent performance of the
underlying pools and reflect Moody's updated loss expectations on
the pools. The downgrades reflect the exposure of the affected
bonds to tail risk due to the pro-rata pay nature of the
transaction. In addition, some downgrades are a result of
deteriorating performance and/or structural features resulting in
higher expected losses for the bonds than previously anticipated.
The upgrades are a result of improving performance of the related
pools.

The actions also reflect correction of errors in the cash flow
models used by Moody's in rating these transactions. In prior
rating actions, the calculation of principal paid to the bonds and
the allocation of losses to the senior bonds were coded
incorrectly. These errors have now been corrected, and these
ratings actions reflect this change.

The principal methodology used in these ratings was "US RMBS
Surveillance Methodology" published in June 2013.

Subject to the results of a stress scenario analysis, Moody's caps
the ratings of bonds exposed to tail-end risk to A3 (sf) or below,
unless the bonds are expected to pay off within a year or are
expected to pay off well before the underlying pool is expected to
be small pool (100 loans).

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
8.2% in May 2012 to 7.6% in May 2013. Moody's forecasts an
unemployment central range of 7.0% to 8.0% for the 2013 year.
Moody's expects house prices to continue to rise in 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.


MKP CDO III: Fitch Affirms 'D' Rating on $47.37MM Class B Notes
---------------------------------------------------------------
Fitch Ratings has taken the following rating actions on notes
issued by MKP CBO III, Ltd. (MKP III);

-- $8,255,341 class A-2 notes affirmed at 'Asf'; Outlook
    revised to Stable from Negative;

-- $47,379,046 class B notes affirmed at 'Dsf';

-- $14,667,753 class C notes affirmed at 'Csf'.

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

Key Rating Drivers

Since Fitch's last rating action in July 2012, there has been a
modest deterioration in the credit quality of the underlying
collateral, with 19.5% of the portfolio downgraded a weighted
average of 6.1 notches and 5.4% upgraded a weighted average of 1.0
notch. Presently, approximately 86.9% of the portfolio has a Fitch
derived rating below investment grade and 68% has a rating in the
'CCCsf' rating category or lower, compared to 81.3% and 54.1%,
respectively, at previous review.

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

The affirmation of the class A-2 notes is primarily attributed to
the improved credit enhancement (CE) available to these notes
resulting from the ongoing deleveraging of the capital structure,
which in Fitch's view offsets the deterioration in the underlying
portfolio. Since the last review, the class A-2 notes have
received approximately $9.9 million, or 54.6% of its previous
outstanding balance, in principal redemptions from principal
amortizations and excess interest. As a result, the par-based CE
level for the class A-2 notes has increased and the breakeven
results have improved compared to the last review. The remaining
balance of $8.3 million represents 16.5% of the original issued
amount.

The revision of the Outlook to Stable for the class A-2 notes
reflects Fitch's view that the transaction will continue to
delever and that these notes have a sufficient CE to offset
potential deterioration of the underlying collateral going
forward. In Fitch's opinion this class has a high likelihood of
being paid in full within the next 12 months.

The class B notes have not received any of their timely interest
payments since the November 2009 payment as a result of the
acceleration. Fitch expects these notes to continue experiencing
interest shortfalls at least until the class A-2 notes are paid in
full. Missed interest constitutes a default for this non-
deferrable class therefore the class B notes have been affirmed at
'Dsf'.

The class C notes continue to defer their interest payments with
approximately $3.3 million of such interest added to the notes'
balance as of the May 2013 payment date. Fitch believes that
default is inevitable for this class at or prior to maturity due
to the concentration of distressed collateral. Therefore, these
classes have been affirmed at 'Csf'.

Rating Sensitivities

Further negative migration and defaults beyond those projected by
SF PCM as well as increasing concentration in assets of a weaker
credit quality could lead to downgrades.

MKP III is a cash flow structured finance collateralized debt
obligation (SF CDO) that closed on April 7, 2004 and is monitored
by MKP Capital Management, LLC. As per the May 2013 Trustee
report, the current portfolio is primarily composed of residential
mortgage-backed securities (61.2%), commercial mortgage-backed
securities (33.4%), SF CDOs (5.1%), and commercial asset-backed
securities (0.3%), all from the 2002 through 2005 vintage
transactions.


MONA LISA 2013-2: S&P Assigns 'BB-' Rating on Class A Notes
-----------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB-(sf)' rating
to the Series 2013-2 Class A notes issued by Mona Lisa Re Ltd
(Mona Lisa Re).  The notes cover losses in the covered area from
named storms and earthquakes (with fire following) on an aggregate
basis.

The Class A notes cover losses between the attachment point of
$875 million and the exhaustion point of $1.125 billion.  The
rating is based on the lower of the following: the rating on the
catastrophe risk ('BB-'), the rating on the assets in the
reinsurance trust account ('AAAm'), and the risk of nonpayment by
the ceding reinsurers ('AA-').

The ceding reinsurers are Renaissance Reinsurance Ltd. and DaVinci
Reinsurance Ltd.  These entities will be responsible for the
quarterly payments due under the reinsurance contract with Mona
Lisa Re.

RATINGS LIST

New Rating

Senior Unsecured
Class A, Series 2013-2 notes due 2017        BB-(sf) (prelim)


MORGAN STANLEY 2004-3: Moody's Lowers Ratings on 6 RMBS Tranches
----------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of six
tranches backed by Alt-A loans, issued by Morgan Stanley Mortgage
Loan Trust 2004-3.

Complete rating actions are as follows:

Issuer: Morgan Stanley Mortgage Loan Trust 2004-3

Cl. 2-A-3, Downgraded to Ba3 (sf); previously on Jul 9, 2012
Downgraded to Ba1 (sf)

Cl. 2-A-4, Downgraded to Ba3 (sf); previously on Jul 9, 2012
Downgraded to Ba1 (sf)

Underlying Rating: Downgraded to Ba3 (sf); previously on Jul 9,
2012 Downgraded to Ba1 (sf)

Financial Guarantor: MBIA Insurance Corporation (Upgraded to B3,
Outlook Positive on May 21, 2013)

Cl. 2-A-5, Downgraded to Ba2 (sf); previously on Mar 10, 2011
Downgraded to Baa2 (sf)

Cl. 2-A-6, Downgraded to Ba3 (sf); previously on Jul 9, 2012
Confirmed at Baa2 (sf)

Cl. 4-A, Downgraded to Ba1 (sf); previously on Jul 9, 2012
Confirmed at Baa2 (sf)

Cl. C-A-P, Downgraded to Ba3 (sf); previously on Jul 9, 2012
Downgraded to Ba2 (sf)

Ratings Rationale:

The rating actions reflect recent performance of the underlying
pools and Moody's updated expected losses on the pools. The
downgrades are a result of deteriorating performance and/or
structural features resulting in higher expected losses for the
bonds than previously anticipated.

These rating actions on the Class 2-A5 and Class 2-A6 certificates
also reflect correction of an error in the cash flow model used by
Moody's in rating this transaction previously. The Pooling and
Servicing Agreement states that these two certificates receive a
defined priority amount before other senior bonds in the
transaction. However, in prior rating actions, the model was not
allocating the priority amounts to these certificates. The error
has now been corrected, and these rating actions reflect this
change.

The principal methodology used in this rating was "US RMBS
Surveillance Methodology" published in June 2013.

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
8.2% in May 2012 to 7.6% in May 2013. Moody's forecasts an
unemployment central range of 7.0% to 8.0% for the 2013 year.
Moody's expects house prices to continue to rise in 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.


MORGAN STANLEY 2004-IQ8: Fitch Affirms 'D' Rating on Class K Certs
------------------------------------------------------------------
Fitch Ratings has affirmed 13 classes of Morgan Stanley Capital I
Trust commercial mortgage pass-through certificates, series 2004-
IQ8.

Key Rating Drivers

Fitch modeled losses of 3.7% of the remaining pool; expected
losses on the original pool balance total 3.8%, including losses
already incurred. The pool has experienced $13.9 million (1.8% of
the original pool balance) in realized losses to date. Fitch has
designated 13 loans (11.3% of the pool) as Fitch Loans of Concern,
which includes two specially serviced assets (2.4% of the pool).

As of the June 2013 distribution date, the pool's aggregate
principal balance has been reduced by 45.4% to $414.4 million from
$759.2 million at issuance. Per the servicer reporting, seven
loans (28.6% of the pool) are defeased. Interest shortfalls are
currently affecting classes J through O.

The largest contributor to expected losses (2.4% of the pool) is a
105,789 square foot retail property located in Cape May, NJ. The
property is 100% master leased to Superfresh (lease ending
February 2024). The master lease is guaranteed by the parent
company A&P which filed bankruptcy in December 2011. Superfresh
occupied 36% of NRA and subleased the remaining space to TJX
(currently 49% NRA, expiring January 2022) and other sub-tenants.
Superfresh closed in March 2011 (was paying $26.64 psf). The
average base rent for occupied space is now $10.77 psf as of the
March 2013 rent roll with occupancy of 91%. YE 2012 NOI DSCR
declined to 0.47x compared to YE 2011 NOI DSCR of 0.93x. The
maturity date is in March 2014 and borrower is evaluating
potential refinancing options.

The next largest contributor to expected losses is a specially-
serviced loan (2.1% of the pool) secured by a 158,220 square foot
office property located in Murfreesboro, TN (Nashville MSA). The
property is 100% occupied by Verizon Wireless. The loan was
transferred to special servicing in 2009 due to maturity default
(July 2009 maturity). The Verizon Wireless lease expired in June
2013, but has recently been extended to June 2016. The special
servicer has confirmed that the property is under contract for
sale.

RATING SENSITIVITY

Rating Outlooks on classes A-5 and B are expected to remain
Stable. Rating Outlooks on classes C through E are Negative due to
potential for future downgrade should loss expectations increase.
In addition, Fitch remains cautious regarding the pending
maturities in the pool prior to Year End 2014 (89% of the pool).
The distressed classes (those rated below 'B') are expected to be
subject to further downgrades as losses are realized.

Fitch affirms the following classes:

-- $4.7 million class F at 'CCCsf'; RE 100%;
-- $6.6 million class G at 'CCsf'; RE 80%.

Fitch affirms the following classes:

-- $337.2 million class A-5 at 'AAAsf'; Outlook Stable;
-- $19 million class B at 'AAsf'; Outlook Stable;
-- $21.8 million class C at 'Asf'; Outlook Negative;
-- $7.6 million class D at 'BBB-sf'; Outlook Negative;
-- $8.5 million class E at 'Bsf'; Outlook Negative;
-- $5.7 million class H at 'Csf'; RE 0%;
-- $2.8 million class J at 'Csf'; RE 0%;
-- $382,932 class K at 'Dsf'; RE 0%;
-- $0 class L at 'Dsf'; RE 0%;
-- $0 class M at 'Dsf'; RE 0%;
-- $0 class N 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 O certificates. Fitch previously
withdrew the ratings on the interest-only class X-1 and X-2
certificates.


MORGAN STANLEY 2004-TOP13: Fitch Affirms CC Rating on Cl. O Certs
-----------------------------------------------------------------
Fitch Ratings has affirmed 14 classes of Morgan Stanley Capital I
Trust commercial mortgage pass-through certificates, series 2004-
TOP13.

Key Rating Drivers

Fitch modeled losses of 2.2% of the remaining pool; expected
losses on the original pool balance total 1.9%, including $7
million (0.6% of the original pool balance) in realized losses to
date. Fitch has designated 16.6% of the pool as Fitch Loans of
Concern, which includes three specially serviced assets (1.9%).

As of the June 2013 distribution date, the pool's aggregate
principal balance has been reduced by 41.9% to $703.2 million from
$1.21 billion at issuance. Per the servicer reporting, 15 loans
(18.4% of the pool) are defeased. Interest shortfalls are
currently affecting class P. Also, subsequent to the June 2013
distribution date, the U.S. Bank Tower loan (formerly the second
largest loan and specially serviced, 9.2% of the pool) has paid in
full.

The largest contributor to expected losses (1.5% of the pool) is a
Fitch Loan of Concern secured by a 101,384 square foot retail
center located in Orland Park, IL approximately 25 miles outside
of Chicago. Occupancy previously decreased mostly due to Borders
(27% of NRA) vacating the subject in 2011. However, occupancy has
since increased to 97% as of year-end (YE) 2012. Net operating
income (NOI) debt service coverage ratio (DSCR) was 0.71x as of YE
2012. Whole Foods is the current anchor for the center (27% NRA,
expiration November 2032) and commenced their lease in early 2012.
The loan matures in October 2013; however, the borrower currently
plans on paying off the loan prior to maturity.

Rating Sensitivity

The Rating Outlooks on classes A-4 through H are expected to
remain Stable due to increasing credit enhancement and continued
paydown. Although a large amount of the pool (85%) is expected to
mature, the lower leverage of the majority of the remaining loans
mitigates the refinance risk. The distressed classes (those rated
below 'B') are expected to be subject to further downgrades as
losses are realized from the specially serviced loans and Fitch
Loans of Concern.

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

-- $24.2 million class D at 'AAsf', Outlook to Stable from
    Negative;
-- $12.1 million class E at 'Asf', Outlook to Stable from
    Negative;
-- $9.1 million class F at 'BBBsf', Outlook to Stable from
    Negative;
-- $10.6 million class G at 'BBsf', Outlook to Stable from
    Negative;
-- $9.1 million class H at 'Bsf', Outlook to Stable from
    Negative;
-- $9.1 million class J at 'CCCsf', RE 100%;
-- $3 million class K at 'CCCsf', RE 100%;
-- $3 million class L at 'CCCsf', RE 100%;
-- $3 million class M at 'CCCsf', RE 100%;
-- $4.5 million class N at 'CCCsf', RE 100%;
-- $3 million class O at 'CCsf', RE 70%.

Fitch affirms the following classes as indicated:

-- $563.4 million class A-4 at 'AAAsf', Outlook Stable;
-- $31.8 million class B at 'AAAsf', Outlook Stable;
-- $12.1 million class C at 'AAAsf', Outlook Stable.

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


MORGAN STANLEY 2013-C10: Fitch to Rate $16.71MM Class H Notes 'B'
-----------------------------------------------------------------
Fitch Ratings expects to rate the newly offered class A-5 of
Morgan Stanley Bank of America Merrill Lynch Trust, series 2013-
C10 commercial mortgage trust pass-through certificates as
follows:

-- $100,000,000 class A-5 'AAAsf'; Outlook Stable.

The expected ratings on the remaining classes will remain as
published in the rating action commentary titled 'Fitch to Rate
MSBAM 2013-C10 Commercial Mortgage Pass-Through Certificates;
Presale Issued,' (Oct. 25, 2012). Several class balances have been
updated since Fitch issued its expected ratings (classes A-3, A-4,
and X-A). In addition, the class X-B has been removed from the
trust.

--$94,800,000 class A-1 'AAAsf'; Outlook Stable;
--$34,200,000 class A-2 'AAAsf'; Outlook Stable;
--$126,500,000 class A-SB 'AAAsf'; Outlook Stable;
--$200,000,000 class A-3 'AAAsf'; Outlook Stable;
--$359,537,000 class A-4 'AAAsf'; Outlook Stable;
--$125,000,000#a class A-3FL 'AAAsf'; Outlook Stable;
--$0a class A-3FX 'AAAsf'; Outlook Stable;
--$580,500,000* class X-A 'AAAsf'; Outlook Stable;
--$111,432,000b class A-S 'AAAsf'; Outlook Stable;
--$100,290,000b class B 'AA-sf'; Outlook Stable;
--$263,724,000b class PST 'A-sf'; Outlook Stable;
--$52,002,000b class C 'A-sf'; Outlook Stable;
--$53,859,000a class D 'BBB-sf'; Outlook Stable;
--$22,286,000a class E 'BBB-sf'; Outlook Stable;
--$16,715,000a class F 'BB+sf'; Outlook Stable;
--$20,429,000a class G 'BB-sf'; Outlook Stable;
--$16,715,000a class H 'Bsf'; Outlook Stable.

# Floating rate.
* Notional amount and interest only.
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.

The expected ratings are based on information provided by the
issuer as of June 6, 2013. Fitch does not expect to rate the
$52,002,641 class J.

The certificates represent the beneficial ownership in the trust,
primary assets of which are 75 loans secured by 87 commercial
properties having an aggregate principal balance of approximately
$1.486 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; and CIBC Inc.

Fitch reviewed a comprehensive sample of the transaction's
collateral, including site inspections on 78% of the properties by
balance, cash flow analysis of 82.5%, and asset summary reviews on
82.5% of the pool.

Key Rating Drivers

Higher Leverage: The Fitch loan to value (LTV) of 108.4% is above
the average Fitch LTV of 99.6% and 97.2% for transactions rated in
first-quarter 2013 and 2012, respectively. Additionally, the Fitch
debt service coverage ratio (DSCR) of 1.31x is lower than the
first-quarter 2013 average DSCR for Fitch-rated deals of 1.34x.
However, the Fitch DSCR is above the 2012 average Fitch DSCR of
1.24x.

High Quality Assets: Four of the top 10 loans, totaling 25.4% of
the pool, are secured by high-quality assets receiving a Fitch
property quality grade of 'B+' or better.

Hotel Concentration: Hotel properties represent 16.6% of the pool,
which exceeds the 2012 average hotel concentration of 13.5% for
Fitch-rated conduit deals. Additionally, Milford Plaza Fee (7.4%)
is secured by the fee interest in the ground beneath a hotel.
Three other top 15 loans, Hotel Oceana Santa Monica, The Boston
Hotel Portfolio, and Byrd Hospitality Portfolio are secured by
hotel properties.

No Subordinate Debt: No loans in the pool have existing
subordinate debt in place. In addition, only six loans (12.4%)
allow for future subordinate financing.

Rating Sensitivities

For this transaction, Fitch's net cash flow (NCF) was 17.8% below
the most recent reported net operating income (NOI) (for
properties that NOI was provided, excluding properties that were
stabilizing during this period). Unanticipated further declines in
property-level NCF could result in higher defaults and loss
severity on defaulted loans and could result in potential rating
actions on the certificates. Fitch evaluated the sensitivity of
the ratings assigned to MSBAM 2013-C10 certificates and found that
the transaction displays average sensitivity to further declines
in NCF. In a scenario in which NCF declined a further 20% from
Fitch's NCF, a downgrade of the junior 'AAAsf' certificates to
'Asf' could result. In a more severe scenario, in which NCF
declined a further 30% from Fitch's NCF, a downgrade of the junior
'AAAsf' certificates to 'BBB+sf' could result. The presale report
includes a detailed explanation of additional stresses and
sensitivities on pages 70-71.

The Master Servicer and Special Servicer will be Midland Loan
Services, a Division of PNC Bank, National Association, rated
'CMS1' and 'CSS1' by Fitch.


MSIM PECONIC: S&P Raises Rating on Class E Notes to 'B+'
--------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-1-B, B, C, and E notes from MSIM Peconic Bay Ltd., a U.S. CLO
transaction managed by INVESCO Senior Secured Management Inc.  At
the same time, S&P affirmed its ratings on the class A-1-A and
class D notes.  In addition, S&P removed its ratings on the class
A-1-B, B, C, D, and E notes from CreditWatch, where they had been
placed with positive implications on May 17, 2013.

The upgrades mainly reflect paydowns to the class A-1-A notes and
a subsequent increase in the O/C available to support the notes
since January 2012, when S&P last raised its ratings on the notes.
Since that time, the transaction has paid down the class A-1-A
notes by approximately $109 million--leaving the class A-1-A notes
at 54.5% of their original balance.  S&P expects the class A-1-A
notes to continue to exhibit paydowns going forward, as the
transaction has been out of its reinvestment period since July
2012.

The aforementioned paydowns increased the O/C available to support
the notes.  The trustee reported the following O/C ratios in the
June 2013 monthly report:

   -- The class A/B O/C ratio was 128.75%, compared with a
      reported ratio of 119.37% in January 2012.

   -- The class C O/C ratio was 117.56 %, compared with a reported
      ratio of 112.39% in January 2012.

   -- The class D O/C ratio was 107.94%, compared with a reported
      ratio of 106.03% in January 2012.

   -- The class E O/C ratio was 103.52%, compared with a reported
      ratio of 102.99% in January 2012.

All coverage and collateral quality tests are passing, and the
transaction's performance has been stable.  The amount of the
defaulted assets has increased slightly--$3.13 million as of the
June 2013 monthly trustee report, versus $1,117 million in the
January 2012 report.

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

The class E notes rating was affected by the application of S&P's
largest-obligor default test, one of the two supplemental tests
S&P introduced as part of its revised corporate CDO criteria.

S&P applies the supplemental tests to address event risk and model
risk that might be present in rated transactions.  The largest-
obligor default test assesses whether a CDO tranche has sufficient
credit enhancement (excluding excess spread) to withstand
specified combinations of underlying asset defaults based on the
ratings on the underlying assets, with a flat recovery.

S&P 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 S&P will 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 AND CREDITWATCH ACTIONS

MSIM Peconic Bay Ltd.
                   Rating
Class         To           From
A-1-A         AAA (sf)     AAA (sf)
A-1-B         AAA (sf)     AA /Watch Pos (sf)
B             AA+ (sf)     A+ /Watch Pos (sf)
C             A+ (sf)      BBB+ /Watch Pos (sf)
D             BB+ (sf)     BB+ /Watch Pos (sf)
E             B+ (sf)      CCC+ / Watch Pos (sf)


NATIONAL COLLEGIATE: S&P Lowers Rating on Class B Notes to 'D'
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on the class
B notes from The National Collegiate Student Loan Trust 2007-2 to
'D (sf)' from 'CC (sf)'.  At the same time, S&P placed its ratings
on three class A notes from the same trust on CreditWatch with
negative implications.

All of the rating actions reflects S&P's view of the higher-than
expected level of defaults within the collateral pool that have
reduced available credit support, as exhibited by continued
declines in parity.  Based on the ongoing performance of the
private loan collateral pool, S&P anticipates further
deterioration in performance.

S&P lowered its rating on the class B to 'D (sf)' because the
affected class did not receive any interest payment on June 25,
2013, the distribution date.  The series 2007-2 transaction, due
Jan. 25, 2033, breached its class B notes interest trigger as a
result of the failure of both its cumulative default rate and
parity tests.

The cumulative default rate test failed because the cumulative
default rate of 33.87% is above the current required threshold of
14% as of June 25, 2013.  The parity test failed because the
aggregate outstanding balance of the class A notes exceeded the
sum of the collateral balance plus the amounts on deposit in the
reserve account.  The aforementioned parity test was 99.40% as of
June 25, 2013.  The increase in defaults and declines in parity
reflect the effect that the continuing poor collateral performance
has had on this transaction.

The class B notes interest trigger is tested monthly, and the
transaction can cure the breach if it passes the appropriate
performance tests on subsequent distribution dates.  However, S&P
do not expect that the class B notes interest trigger will cure in
the foreseeable future.  S&P downgraded its rating on the class B
notes to 'CC (sf)' on April 5, 2012, because of adverse collateral
performance leading to declines in parity.

S&P believes this transaction will continue to breach its class B
notes interest trigger for the foreseeable future, given the
continued adverse performance trends of the underlying pool of
private student loans, including the accelerated pace at which the
transaction has been realizing defaults.  The breach of the class
B notes interest trigger, as well as the resulting
reprioritization of interest to pay down senior bonds, resulted in
an interest shortfall to the class B notes on the June 25, 2013,
distribution date.

The transaction may draw on its reserve account to cover fees to
the servicer, trustee, paying agent, administrator, backup
administrator fees and expenses, and class A, B, C, and D notes
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 will continue to monitor the performance of the student loan
receivables backing this trust relative to its cumulative default
expectations and available credit enhancement.

RATINGS LIST

Ratings Placed on CreditWatch

The National Collegiate Student Loan Trust 2007-2
            Rating               Rating
Class       To                   From
A-2         B (sf)/Watch Neg     B (sf)
A-3         B (sf)/Watch Neg     B (sf)
A-4         B (sf)/Watch Neg     B (sf)

Ratings Lowered

The National Collegiate Student Loan Trust 2007-2
            Rating               Rating
Class       To                   From
B           D (sf)               CC (sf)


NEWMARK CAPITAL 2013-1: S&P Assigns 'BB' Rating on Class E Notes
----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its ratings to NewMark
Capital Funding 2013-1 CLO Ltd./NewMark Capital Funding 2013-1 CLO
LLC's $382.00 million floating- and fixed-rate notes.

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

The ratings reflect S&P's view of:

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

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

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

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

   -- The collateral manager's experienced management team.


   -- S&P's projections regarding the timely interest and ultimate
      principal payments on the rated notes, which S&P assessed
      using its cash flow analysis and assumptions commensurate
      with the assigned ratings under various interest rate
      scenarios, including LIBOR ranging from 0.29%-11.57%.

   -- 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
      rated notes' outstanding balance.

          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/1600.pdf

RATINGS ASSIGNED

NewMark Capital Funding 2013-1 CLO Ltd./NewMark Capital Funding
2013-1 CLO LLC

Class                 Rating                     Amount
                                                (mil. $)
A-1                   AAA (sf)                    80.00
A-2                   AAA (sf)                   165.00
A-3                   AAA (sf)                    10.00
A-X                   AAA (sf)                     3.00
B                     AA (sf)                     50.00
C (deferrable)        A (sf)                      28.00
D (deferrable)        BBB (sf)                    19.00
E (deferrable)        BB (sf)                     19.00
F (deferrable)        B (sf)                       8.00
Subordinated notes    NR                          39.00


NOMURA 2007-2: Moody's Affirms Ratings on 16 Note Classes
---------------------------------------------------------
Moody's has affirmed the ratings of sixteen classes of Notes
issued by Nomura 2007-2, Ltd. The affirmations are due to the key
transaction parameters performing within levels commensurate with
the existing ratings levels. The rating action is the result of
Moody's on-going surveillance of commercial real estate
collateralized debt obligation (CRE CDO CLO) transactions.

Moody's rating action is as follows:

Cl. A-1, Affirmed Baa3 (sf); previously on Jul 27, 2011 Downgraded
to Baa3 (sf)

Cl. A-2, Affirmed Caa1 (sf); previously on Jul 27, 2011 Downgraded
to Caa1 (sf)

Cl. A-R, Affirmed Baa3 (sf); previously on Jul 27, 2011 Downgraded
to Baa3 (sf)

Cl. B, Affirmed Caa2 (sf); previously on Aug 11, 2010 Downgraded
to Caa2 (sf)

Cl. C, Affirmed Caa3 (sf); previously on Aug 11, 2010 Downgraded
to Caa3 (sf)

Cl. D, Affirmed Ca (sf); previously on Aug 11, 2010 Downgraded to
Ca (sf)

Cl. E, Affirmed Ca (sf); previously on Aug 11, 2010 Downgraded to
Ca (sf)

Cl. F, Affirmed Ca (sf); previously on Aug 11, 2010 Downgraded to
Ca (sf)

Cl. G, Affirmed Ca (sf); previously on Aug 11, 2010 Downgraded to
Ca (sf)

Cl. H, Affirmed C (sf); previously on Aug 11, 2010 Downgraded to C
(sf)

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

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

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

Cl. M, Affirmed C (sf); previously on Aug 11, 2010 Downgraded to C
(sf)

Cl. N, Affirmed C (sf); previously on Aug 11, 2010 Downgraded to C
(sf)

Cl. O, Affirmed C (sf); previously on Aug 11, 2010 Downgraded to C
(sf)

Ratings Rationale:

Nomura 2007-2 is a static cash transaction (reinvestment ended in
February 2013) backed by a portfolio of whole loans and A-Notes
(75.0% of the pool balance), commercial mortgage backed securities
(CMBS) (4.2%), commercial real estate CDOs (5.2%), mezzanine debt
(2.8%), rake bonds (1.3%) and B-Notes (11.4%). As of the May 31,
2013 Trustee report, the aggregate Note balance of the
transaction, including preferred shares was $809.2 million
compared to $950 million at issuance, with the paydown directed to
the Class A1 and AR Notes. The paydown was due to the regular
amortization of the underlying collateral combined with the
redirection of interest, which resulted from failing certain par
value tests.

There are nine assets with a par balance of $123.1 million (19.3%
of the current pool balance) that are considered defaulted
securities as of the May 31, 2013 Trustee report. Three of these
assets (7.1% of the defaulted balance) are either A-Notes or whole
loans, one asset is CMBS (4.2%), three assets are CRE CDOs (4.1%),
one asset is a Rake bond (1.3%) and one asset is a B-Note (2.6%).
While there have been limited implied losses to date, Moody's does
expect significant losses to occur once they are realized.

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

WARF is a primary measure of the credit quality of a CRE CDO pool.
Moody's has completed updated assessments for the non-Moody's
rated collateral. Moody's modeled a bottom-dollar WARF of 8,463
compared to 8,095 at last review. The current distribution of
Moody's rated collateral and assessments for non-Moody's rated
collateral is as follows: Aaa-Aa3 (0.0% compared to 7.2% at last
review), A1-A3 (0.0% compared to 0.3% at last review), Baa1-Baa3
(0.0% compared to 3.8% at last review), Ba1-Ba3 (2.8% compared to
2.7% at last review), B1-B3 (3.1% compared to 1.9% at last
review), and Caa1-C (94.1% compared to 84.1% at last review).

Moody's modeled a WAL of 3.2 years compared to 4.2 years at last
review.

Moody's modeled a fixed WARR of 43.3% compared to 56.0% at last
review.

Moody's modeled a MAC of 24.2% compared to 19.9% at last review.

Moody's review incorporated CDOROM v2.8, one of Moody's CDO rating
models, which was released on March 25, 2013.

The cash flow model, CDOEdge v3.2.1.2, which was released on May
16, 2013, 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
43.3% to 33.3% or up to 53.3% would result in a modeled rating
movement on the rated tranches of 0 to 2 notches downward and 0 to
3 notches upward, respectively.

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

Primary sources of assumption uncertainty are the extent of growth
in the current macroeconomic environment given the weak pace of
recovery in the 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 continues to exhibit growth albeit at a slightly
slower pace. The multifamily sector should remain stable with
moderate growth. Gradual recovery in the office sector continues
and will be assisted in the next quarter when absorption is likely
to outpace completions. However, since office demand is closely
tied to employment, Moody's expects regional employment growth to
provide market differentiation. CBD markets continue to outperform
secondary suburban markets. The retail sector exhibited a slight
reduction in vacancies in the first quarter; the largest drop
since 2005. However, consumers continue to be cautious as
evidenced by sales growth continuing below historical trends.
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 outlook indicates the global
economy has lost momentum over the past quarter as it tries to
recover. US GDP growth for 2013 is likely to remain close to 2%,
however US sequestration cuts that came into effect in March may
create a drag on the positive growth in the US private sector.
While the broad economic impact is unclear, the direct effect is
likely to shave 0.4% off US GDP growth in 2013. Continuing from
the previous quarter, Moody's believes that the three most
immediate risks are: i) the risk of an even deeper than currently
expected recession in the euro area, accompanied by deeper credit
contraction, potentially triggered by a further intensification of
the sovereign debt crisis; ii) slower-than-expected recovery in
major emerging markets following the recent slowdown; and iii) an
escalation of geopolitical tensions, resulting in adverse economic
developments.

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.


NYLIM FLATIRON 2006-1: Moody's Affirms Ratings on 4 Note Classes
----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of the
following notes issued by NYLIM Flatiron CLO 2006-1 Ltd.:

$15,000,000 Class A-2B Floating Rate Senior Notes Due 2020,
Upgraded to Aaa (sf); previously on July 15, 2011 Upgraded to Aa1
(sf)

$19,500,000 Class A-3 Floating Rate Senior Notes Due 2020,
Upgraded to Aa1 (sf); previously on July 15, 2011 Upgraded to Aa2
(sf)

$28,500,000 Class B Deferrable Floating Rate Senior Notes Due
2020, Upgraded to A1 (sf); previously on July 15, 2011 Upgraded to
A2 (sf)

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

$301,000,000 Class A-1 Floating Rate Senior Notes Due 2020,
Affirmed Aaa (sf); previously on July 15, 2011 Upgraded to Aaa
(sf)

$150,000,000 Class A-2A Floating Rate Senior Notes Due 2020,
Affirmed Aaa (sf); previously on July 28, 2006 Assigned Aaa (sf)

$36,500,000 Class C Deferrable Floating Rate Senior Subordinate
Notes Due 2020, Affirmed Ba1 (sf); previously on July 15, 2011
Upgraded to Ba1 (sf)

$17,500,000 Class D Deferrable Floating Rate Subordinate Notes Due
2020, Affirmed B1 (sf); previously on July 15, 2011 Upgraded to B1
(sf)

Ratings Rationale:

According to Moody's, the rating actions taken on the notes
reflect the benefit of the short period of time remaining before
the end of the deal's reinvestment period in August 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 higher weighted average spread of
3.09% compared to the level assumed at the last rating review.
Moody's also notes that the transaction's reported collateral
quality and overcollateralization ratios are stable.

Moody's notes that the key model inputs used by Moody's in its
analysis, such as par, weighted average rating factor, diversity
score, and weighted average recovery rate, are based on its
published methodology and 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 $593 million, defaulted par of $3 million, a
weighted average default probability of 16.17% (implying a WARF of
2421), a weighted average recovery rate upon default of 50.66%,
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.

NYLIM Flatiron CLO 2006-1 Ltd., issued in July 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 Global
Approach to Rating Collateralized Loan Obligations" published in
May 2013.

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 Global Approach to Rating Collateralized Loan
Obligations" rating methodology published in May 2013.

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

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% (1937)

Class A-1: 0

Class A-2A: 0

Class A-2B: 0

Class A-3: +1

Class B: +3

Class C: +2

Class D: +1

Moody's Adjusted WARF + 20% (2906)

Class A-1: 0

Class A-2A: 0

Class A-2B: -1

Class A-3: -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:

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.


OBELISK TRUST: S&P Withdraws CCC- Ratings on Class A & B Notes
--------------------------------------------------------------
Standard & Poor's Ratings Services withdrew its ratings on two
classes from Obelisk Trust 2007-1 Sonoma Valley, a U.S. synthetic
collateralized debt obligation transaction.

S&P withdrew its ratings due to the receipt of an optional early
redemption notice of the notes.

          STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

            http://standardandpoorsdisclosure-17g7.com

RATINGS WITHDRAWN

Obelisk Trust 2007-1 Sonoma Valley

Class          Rating
           To       From
A          NR       CCC-(sf)
B          NR       CCC-(sf)

NR-Not rated.


OCWEN LOAN: Likely the Worst of Principal Forbearance Losses
------------------------------------------------------------
Revised loss reporting by both Ocwen Loan Servicing, LLC (Ocwen)
and Nationstar Mortgage LLC (Nationstar), while significant,
likely represent the worst of losses related to principal
forbearance modifications for U.S. RMBS servicers, according to a
recently completed survey by Fitch Ratings.

Principal forbearance modifications reduce the principal balance
of the borrower's loan for interest and monthly payment
calculations. The forborne amount is not forgiven (as in a
principal forgiveness modification). As such, the borrower is
still obligated to repay the full principal amount including the
forborne amount when the property is sold or the loan is
refinanced. If the loan is not repaid prior to maturity, the
forborne amount is required to be repaid at maturity as a balloon
payment.

The recent increase in servicing transfers has revealed reporting
inconsistencies between servicers. Principal forbearance reporting
has become a concern for RMBS investors especially those sensitive
to the timing of losses, though we've likely seen the worst of the
trend with Nationstar and Ocwen.

In May 2013, Ocwen reported approximately $1 billion in
reclassified principal forbearance losses for RMBS collateralized
with loans acquired from Homeward Residential in 2012.
Additionally, Nationstar Mortgage LLC (Nationstar) informed Fitch
that it was revising the reporting of forborne amounts on loans it
had acquired from Aurora Bank FSB and a wholly owned subsidiary,
Aurora Loan Services LLC (Aurora), also resulting in roughly $1
billion in realized losses. In both cases, the servicers indicated
that the reclassifications were made to remove inconsistencies in
the reporting of previously forborne amounts.

Both Ocwen and Nationstar have stated they expect no further
material revisions related to forbearance modifications.
Specifically, Ocwen has informed Fitch that there are outstanding
forborne amounts totaling approximately $1.3 billion on the
portfolio it acquired from GMAC Mortgage, LLC in February 2013.
That said, Ocwen does not expect a similar revision in reporting.
Ocwen also said that similar loss revisions are unlikely in
reporting forborne amounts for its recently announced acquisitions
of the IndyMac Mortgage Services (a division of OneWest Bank, FSB)
and Greenpoint Mortgage portfolios. Nationstar informed Fitch that
there are no outstanding forborne amounts on the loans it is
acquiring from Bank of America, N.A.

In reviewing this issue, Fitch also found other servicers may have
previously reclassified principal forbearance modifications
completed from the initiation of HAMP in 2009 until the June 2010
Treasury directive clarifying the reporting for HAMP
modifications. However, the reclassifications for forbearance
modifications made during this period were minimal and the
servicers reported the losses over a period of time, both of which
reduced the impact on RMBS transactions.

Other than Ocwen and Nationstar, the survey indicates that Fitch-
rated servicers generally fall into two groups in the treatment of
principal forbearance modifications. The first group is comprised
of servicers with no unreported losses from principal forbearance
modifications, either during the interim period or after the
Treasury's June 2010 directive on reporting. These servicers
indicated they have now reported all forbearance amounts as losses
on modifications and will continue to report forbearance mods as
losses at the time of modification. This group includes:

-- Bank of America, N.A.;
-- Carrington Mortgage Services, LLC;
-- CitiMortgage, Inc. (for deals on the CMSI, CMALT, CRMSI, CFMSI,
   and CMLTI shelves);
-- Everbank FSA;
-- IndyMac Mortgage Services;
-- Residential Credit Solutions, Inc.;
-- Select Portfolio Servicing, Inc.; and
-- Specialized Loan Servicing, LLC.

The second group is comprised of servicers with unreported losses
from principal forbearance modifications (aggregate amount of
unrealized losses is roughly $300 million). This group is as
follows:

-- Bayview Loan Servicing, LLC;
-- Caliber Home Loans, Inc. (fka Vericrest Financial, Inc.);
-- Central Mortgage Company;
-- Green Tree Servicing, LLC;
-- JPMorgan Chase Bank, N.A;
-- PHH Mortgage Corporation;
-- PNC Bank, N.A.; and
-- Wells Fargo Home Mortgage, a division of Wells Fargo Bank, N.A

As to why these servicers have not or are not reporting principal
forbearance amounts as losses at the time of modification, is due
to a different reporting strategy for HAMP and non-HAMP
modifications. Another reason is that some servicers have forborne
amounts from modifications that were completed prior to the
Treasury's directive in June 2010.The servicers in the second
group have indicated that they do not expect to reclassify and/or
they will continue to follow the PSAs. If this is the case,
outstanding forborne amounts will either be collected from the
borrower upon payoff (as a balloon payment) or realized as a loss
when the loan is liquidated from the trust at less than the full
payoff amount. The aggregate amount of unrealized losses
(approximately $300 million) is a relatively small percentage of
the total related mortgage pool balances. As such, Fitch expects
implications on RMBS bond ratings would be modest if these losses
were realized immediately due to a change in reporting.


OHA LOAN 2013-1: S&P Assigns Prelim. BB Rating to Class E Notes
---------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary
ratings to OHA Loan Funding 2013-1 Ltd./OHA Loan Funding 2013-1
Inc.'s $471.9 million floating- and fixed-rate notes.

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

The preliminary ratings are based on information as of July 3,
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 criteria.

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

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

   -- The collateral manager's experienced management team.

   -- S&P's projections regarding the timely interest and ultimate
      principal payments on the preliminary rated notes, which S&P
      assessed using its cash flow analysis and assumptions
      commensurate with the assigned preliminary ratings under
      various interest rate scenarios, including LIBOR ranging
      from 0.28%-11.57%.

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

   -- The transaction's interest diversion test, a failure of
      which will lead to the reclassification of up to 50% of
      excess interest proceeds that are available (before paying
      subordinated and incentive collateral management fees,
      uncapped administrative expenses and hedge amounts,
      subordinated note payments, expenses related to a
      refinancing, and the supplemental reserve amount) to
      principal proceeds for the purchase of additional collateral
      assets or, after the noncall period, to pay the notes
      sequentially, at the election of the collateral manager, but
      only during the reinvestment period.  After the end of the
      reinvestment period, the excess interest proceeds are used
      only to pay the notes sequentially.

          STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

        http://standardandpoorsdisclosure-17g7.com/1645.pdf

PRELIMINARY RATINGS ASSIGNED

OHA Loan Funding 2013-1 Ltd./OHA Loan Funding 2013-1 Inc.

Class              Rating          Amount
                                 (mil. $)
A                   AAA (sf)        304.6
B1                  AA (sf)          41.7
B2                  AA (sf)          30.0
C (deferrable)      A (sf)           30.2
D (deferrable)      BBB (sf)         26.7
E (deferrable)      BB (sf)          23.7
F (deferrable)      B (sf)           15.0
Subordinated notes  NR               39.1

NR--Not rated.


OPTEUM MORTGAGE 2005-3: Moody's Ups Rating on Cl. M-2 Certs to B1
-----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of five
tranches backed by Alt-A loans, issued by Opteum Mortgage
Acceptance Corporation 2005-3.

Complete rating actions are as follows:

Issuer: Opteum Mortgage Acceptance Corporation, Asset Backed Pass-
Through Certificates, Series 2005-3

Cl. A-1B, Upgraded to A1 (sf); previously on Aug 30, 2012 Upgraded
to A3 (sf)

Cl. A-1C, Upgraded to Baa1 (sf); previously on Aug 30, 2012
Upgraded to Baa2 (sf)

Cl. A-2, Upgraded to Baa3 (sf); previously on Aug 30, 2012
Upgraded to Ba3 (sf)

Cl. M-1, Upgraded to Ba2 (sf); previously on Aug 30, 2012 Upgraded
to B3 (sf)

Cl. M-2, Upgraded to B1 (sf); previously on Aug 30, 2012 Upgraded
to Caa2 (sf)

Ratings Rationale:

The actions are primarily a result of the recent performance of
the underlying pools and reflect Moody's updated loss expectations
on the pools. The upgrades are a result of improving performance
of the related pools and/or faster pay-down of the bonds due to
high prepayments/faster liquidations.

The principal methodology used in this rating was "US RMBS
Surveillance Methodology" published in June 2013.

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
8.2% in May 2012 to 7.6% in May 2013. Moody's forecasts an
unemployment central range of 7.0% to 8.0% for the 2013 year.
Moody's expects house prices to continue to rise in 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.


PREFERRED TERM XXI: Moody's Hikes Rating on $105MM Notes to Ba1
---------------------------------------------------------------
Moody's Investors Service has upgraded the rating of the following
notes issued by Preferred Term Securities XXI, Ltd.:

$413,500,000 Floating Rate Class A-1 Senior Notes Due 2038
(current balance of $334,571,048.98), Upgraded to Baa1 (sf);
previously on October 22, 2010 Downgraded to Ba2 (sf);

$105,300,000 Floating Rate Class A-2 Senior Notes Due 2038
(current balance of $103,513,025.11), Upgraded to Ba1 (sf);
previously on October 22, 2010 Downgraded to B2 (sf).

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

$46,000,000 Floating Rate Class B-1 Mezzanine Notes Due 2038
(current balance of $47,685,143.37), Affirmed Ca (sf); previously
on October 22, 2010 Downgraded to Ca (sf);

$35,800,000 Fixed/Floating Rate Class B-2 Mezzanine Notes Due 2038
(current balance of $40,930,982.12), Affirmed Ca (sf); previously
on October 22, 2010 Downgraded to Ca (sf);

$48,500,000 Floating Rate Class C-1 Mezzanine Notes Due 2038
(current balance of $51,656,547.13), Affirmed C (sf); previously
on October 22, 2010 Downgraded to C (sf);

$28,350,000 Fixed/Floating Rate Class C-2 Mezzanine Notes Due 2038
(current balance of $33,294,145.88), Affirmed C (sf); previously
on October 22, 2010 Downgraded to C (sf).

Ratings Rationale:

According to Moody's, the upgrade rating actions taken on the
notes are primarily a result of the deleveraging of the Class A-1
notes, an increase in the transaction's overcollateralization
ratios, and the improvement in the credit quality of the
underlying portfolio.

Moody's notes that the Class A-1 notes have been paid down by
approximately 5% or $17.5 million since September 2012, due to
diversion of excess interest proceeds and disbursement of
principal proceeds from redemptions of underlying assets. In
addition, the transaction's overcollateralization ratios have
increased due to the decrease in the amount of defaulted
securities. Since September 2012, four previously deferring banks
with a total par of $37 million have resumed interest payments on
their TruPS. Based on the latest trustee note valuation report
dated June 24, 2013, the Senior, Class B and Class C coverage
ratios are reported at 124.34% (limit 128.00%), 103.42% (limit
115.00%) and 89.05% (limit 105.75%), respectively, versus
September 2012 levels of 112.30%, 94.17% and 81.61%, respectively.
Going forward, the Class A-1 will continue to benefit from the
diversion of excess interest and the proceeds from future
redemptions of any assets in the collateral pool.

In addition, the deal benefited from an improvement in the credit
quality of the underlying portfolio. Based on Moody's calculation,
the weighted average rating factor (WARF) improved to 1582
compared to 1784 during the last rating action in October 2010.

Moody's notes that the key model inputs used by Moody's in its
analysis, such as par, weighted average rating factor, and
weighted average recovery rate, are based on its published
methodology and 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 balance of $515.7 million
(including the accreted value of the Reserve Account Strip),
defaulted/deferring par of $201.9 million, a weighted average
default probability of 30.57% (implying a WARF of 1582), Moody's
Asset Correlation of 13.59%, and a weighted average recovery rate
upon default of 8.2%. In addition to the quantitative factors that
are explicitly modeled, qualitative factors are part of rating
committee considerations. Moody's considers the structural
protections in the transaction, the risk of triggering an Event of
Default, recent deal performance under current market conditions,
the legal environment, and specific documentation features. All
information available to rating committees, including
macroeconomic forecasts, inputs from other Moody's analytical
groups, market factors, and judgments regarding the nature and
severity of credit stress on the transactions, may influence the
final rating decision.

Preferred Term Securities XXI, Ltd., issued in March 2006, is a
collateralized debt obligation backed by a portfolio of bank and
insurance trust preferred securities.

The portfolio of this CDO is mainly comprised of trust preferred
securities (TruPS) issued by small to medium sized U.S. community
banks and insurance companies that are generally not publicly
rated by Moody's. To evaluate the credit quality of bank TruPS
without public ratings, Moody's uses RiskCalc model, an
econometric model developed by Moody's KMV, to derive their credit
scores. Moody's evaluation of the credit risk for a majority of
bank obligors in the pool relies on FDIC financial data received
as of Q1-2013. For insurance TruPS without public ratings, Moody's
relies on the insurance team and the underlying insurance firms'
annual financial reporting to assess their credit quality.

Moody's also evaluates the sensitivity of the rated transaction to
the volatility of the credit estimates, as described in Moody's
Cross-Sector Rating Methodology "Updated Approach to the Usage of
Credit Estimates in Rated Transactions" published in October 2009.

The principal methodology used in this rating was "Moody's
Approach to Rating TRUP CDOs" published in May 2011.

The transaction's portfolio was modeled using CDOROM v.2.8.9 to
develop the default distribution from which the Moody's Asset
Correlation parameter was obtained. This parameter was then used
as an input in a cash flow model using CDOEdge.

Moody's performed a number of sensitivity analyses of the results
to certain key factors driving the ratings. Moody's analyzed the
sensitivity of the model results to changes in the portfolio WARF
(representing an improvement or a deterioration in the credit
quality of the collateral pool), assuming that all other factors
are held equal. If the WARF is increased by 167 points from the
base case of 1582, the model-implied rating of the Class A-1 notes
is one notch worse than the base case result. Similarly, if the
WARF is decreased by 182 points, the model-implied rating of the
Class A-1 notes is one notch better than the base case result.

In addition, Moody's also performed two additional sensitivity
analyses as described in the Special Comment "Sensitivity Analyses
on Deferral Cures and Default Timing for Monitoring TruPS CDOs"
published in August 2012. In the first, Moody's gave par credit to
banks that are deferring interest on their TruPS but satisfy
specific credit criteria and thus have a strong likelihood of
resuming interest payments. Under this sensitivity analysis,
Moody's gave par credit to $35 million of bank TruPS. In the
second sensitivity analysis, Moody's ran alternative default-
timing profile scenarios to reflect the lower likelihood of a
large spike in defaults.

Summary of the impact 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:

Sensitivity Analysis 1:

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

Sensitivity Analysis 2:

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

Moody's notes that this transaction is still subject to a high
level of macroeconomic uncertainty although Moody's outlook on the
banking sector has changed to stable from negative. The pace of
FDIC bank failures continues to decline in 2013 compared to 2012,
2011, 2010 and 2009, and some of the previously deferring banks
have resumed interest payment on their trust preferred securities.
Moody's continues to have a stable outlook in the insurance
sector, other than the negative outlook on the U.S. life insurance
industry.


PREFERRED TERM XXII: Moody's Hikes Ratings on 3 Notes to 'Caa2'
---------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of the
following notes issued by Preferred Term Securities XXII, Ltd.:

Issuer: Preferred Term Securities XXII, Ltd.

$762,500,000 Floating Rate Class A-1 Senior Notes Due September
22, 2036 (current outstanding balance $534,672,520.84), Upgraded
to A2 (sf); previously on March 2, 2012 Upgraded to A3 (sf)

$201,800,000 Floating Rate Class A-2 Senior Notes Due September
22, 2036 (current outstanding balance $196,866,697.09), Upgraded
to Baa2 (sf); previously on March 2, 2012 Upgraded to Ba1 (sf)

$65,000,000 Floating Rate Class B-1 Mezzanine Notes Due
2036(current balance of $66,807,826.55, including interest
shortfall), Upgraded to Caa2 (sf); previously on April 29, 2011
Downgraded to Ca (sf)

$50,000,000 Fixed/Floating Rate Class B-2 Mezzanine Notes Due 2036
(current balance of $52,341,298.56, including interest shortfall),
Upgraded to Caa2 (sf); previously on April 29, 2011 Downgraded to
Ca (sf)

$30,300,000 Fixed/Floating Rate Class B-3 Mezzanine Notes Due 2036
(current balance of $35,063,243.95, including interest shortfall),
Upgraded to Caa2 (sf); previously on April 29, 2011 Downgraded to
Ca (sf)

Issuer: PreTSL Combination

$500,000 PreTSL Combination Series P XXII-1 (current Moody's
Ratable Balance of $ 358,577.19), Upgraded to Aa2 (sf); previously
on April 29, 2011 Downgraded to A1 (sf)

In addition Moody's has affirmed the following Ratings:

Issuer: Preferred Term Securities XXII, Ltd.

$77,250,000.00 Fixed/Floating Rate Class C-1 Mezzanine Notes Due
2036 (current balance of $82,605,791.61 , including interest
shortfall), Affirmed C (sf); previously on April 29, 2011
Downgraded to C (sf)

$71,650,000.00 Floating Rate Class C-2 Mezzanine Notes Due 2036
(current balance of $86,781,024.29 , including interest
shortfall), Affirmed C (sf); previously on April 29, 2011
Downgraded to C (sf)

Ratings Rationale:

According to Moody's, the rating actions taken on the notes are
primarily a result of the deleveraging of the Class A-1 notes and
an increase in the transaction's overcollateralization ratios as
well and the reduction in the assumed defaulted amount since the
last rating action in March 2012. Over the past six months the
class A-1 notes have paid down by $28.1 million and the senior
coverage ratio has increased approximately 6%.

Moody's notes that the Class A-1 notes have been paid down by
approximately 11.3% or $68.3 million since the last rating action,
due to diversion of excess interest proceeds and disbursement of
principal proceeds from redemptions and sales of underlying
assets. As a result of this deleveraging, the Class A-1 notes' par
coverage improved to 172.46% from 149.27% since the last rating
action, as calculated by Moody's. Based on the latest trustee note
valuation report dated June 24, 2013, the Senior Coverage, Class B
Mezzanine Coverage and Class C Mezzanine Coverage ratios are
reported at 126.81% (limit 128.00%), 104.73% (limit 115.00%) and
87.92% (limit 105.5%), respectively, versus December 22, 2011
levels of 113.17%, 95.12% and 81.04%, respectively. Going forward,
the senior notes will continue to benefit from the diversion of
excess interest and the proceeds from future redemptions of any
assets in the collateral pool.

The Moody's cumulative assumed defaulted amount has declined to
$344.5 million from $401.5 million as of the last rating action
date.

In addition, Moody's notes that the Class B notes are currently
deferring interest due to the failure of the Senior Coverage test.
However, the test has shown gradual improvement since the last
rating action and it is expected that the Class B notes will begin
to receive their accrued interest, including deferred interest, in
the next few payment periods.

Moody's notes that the key model inputs used by Moody's in its
analysis, such as par, weighted average rating factor, and
weighted average recovery rate, are based on its published
methodology and 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 balance of $922.1
million, defaulted/deferring par of $344.5 million, a weighted
average default probability of 26.2% (implying a WARF of 1252),
Moody's Asset Correlation of 18.76%, and a weighted average
recovery rate upon default of 8.2%. In addition to the
quantitative factors that are explicitly modeled, qualitative
factors are part of rating committee considerations. Moody's
considers the structural protections in the transaction, the risk
of triggering an Event of Default, recent deal performance under
current market conditions, the legal environment, and specific
documentation features. All information available to rating
committees, including macroeconomic forecasts, inputs from other
Moody's analytical groups, market factors, and judgments regarding
the nature and severity of credit stress on the transactions, may
influence the final rating decision.

Preferred Term Securities XXII, Ltd., issued in June 2006, is a
collateralized debt obligation backed by a portfolio of bank and
insurance trust preferred securities. PreTSL Combination Series P
XXII-1 Trust issued in June 2006, is a combination note security
whose rating is based primarily on the credit quality of the
underlying securities and the legal structure of the transaction.

The portfolio of this CDO is mainly comprised of trust preferred
securities (TruPS) issued by small to medium sized U.S. community
banks and insurance companies that are generally not publicly
rated by Moody's. To evaluate the credit quality of bank TruPS
without public ratings, Moody's uses RiskCalc model, an
econometric model developed by Moody's KMV, to derive their credit
scores. Moody's evaluation of the credit risk for a majority of
bank obligors in the pool relies on FDIC financial data received
as of Q4-2012. For insurance TruPS without public ratings, Moody's
relies on the insurance team and the underlying insurance firms'
annual financial reporting to assess their credit quality.

Moody's also evaluates the sensitivity of the rated transaction to
the volatility of the credit estimates, as described in Moody's
Cross-Sector Rating Methodology "Updated Approach to the Usage of
Credit Estimates in Rated Transactions" published in October 2009.

The methodologies used in this rating were "Moody's Approach to
Rating TRUP CDOs" published in May 2011. The methodology used in
rating the combination note was "Using the Structured Note
Methodology to Rate CDO Combo-Notes" published in February 2004.

The transaction's portfolio was modeled using CDOROM v.2.8.9 to
develop the default distribution from which the Moody's Asset
Correlation parameter was obtained. This parameter was then used
as an input in a cash flow model using CDOEdge.

Moody's performed a number of sensitivity analyses of the results
to certain key factors driving the ratings. Moody's analyzed the
sensitivity of the model results to changes in the portfolio WARF
(representing an improvement or a deterioration in the credit
quality of the collateral pool), assuming that all other factors
are held equal. If the WARF is increased by 168 points from the
base case of 1232, the model-implied rating of the Class A-1 notes
is one notch worse than the base case result. Similarly, if the
WARF is decreased by 182 points, the model-implied rating of the
Class A-1 notes is one notch better than the base case result.

In addition, Moody's also performed two additional sensitivity
analyses as described in the Special Comment "Sensitivity Analyses
on Deferral Cures and Default Timing for Monitoring TruPS CDOs"
published in August 2012. In the first, Moody's gave par credit to
banks that are deferring interest on their TruPS but satisfy
specific credit criteria and thus have a strong likelihood of
resuming interest payments. Under this sensitivity analysis,
Moody's gave par credit to $40.5 million of bank TruPS. In the
second sensitivity analysis, Moody's ran alternative default-
timing profile scenarios to reflect the lower likelihood of a
large spike in defaults.

Summary of the impact 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:

Sensitivity Analysis 1:

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

Sensitivity Analysis 2:

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

Moody's notes that this transaction is still subject to a high
level of macroeconomic uncertainty although Moody's outlook on the
banking sector has changed to stable from negative. The pace of
FDIC bank failures continues to decline in 2013 compared to 2012,
2011, 2010 and 2009, and some of the previously deferring banks
have resumed interest payment on their trust preferred securities.
Moody's continues to have a stable outlook in the insurance
sector, other than the negative outlook on the U.S. life insurance
industry.


SANDELMAN REALTY: Fitch Affirms 'C' Ratings on 2 Cert. Classes
--------------------------------------------------------------
Fitch Ratings has affirmed three classes and upgraded two classes
of Sandelman Realty CRE CDO I, LTD (Sandelman Realty CRE CDO I).
Fitch's performance expectation incorporates prospective views
regarding commercial real estate market value and cash flow
declines.

Key Rating Drivers

Since the last rating action, the CDO has been effectively
liquidating. Total pay down to the liabilities over the period is
$274 million due primarily to the removal of approximately 38
assets from the pool. Average recoveries were approximately 75%.
The senior three classes have paid in full while the class C notes
have a remaining balance of only $4.7 million. The CDO is
significantly under-collateralized; total collateral totals $56.3
million compared with liabilities of $109.7 million.

The CDO is extremely concentrated with only three assets
remaining. The largest asset is the real estate owned (REO)
Marriott Sawgrass, which comprises 75% of the remaining collateral
in the transaction. The other two assets consist of a mezzanine
loan (16%) and a synthetic security (9%).

Based on the heavily concentrated portfolio and small percentage
of performing assets (25%), the ratings for classes C through G
are based on a deterministic analysis. This analysis considers the
CDO's ability to make interest payments to the classes as well as
the current percentage of defaulted assets and Fitch Loans of
Concern and factoring in anticipated recoveries relative to each
class' credit enhancement. Fitch's base case loss expectation for
the pool is 49.4%.

While class C is expected to receive full principal recovery, the
affirmation at 'CCCsf' reflects concern over the ability of the
CDO to continue timely interest payments to the class. The payment
of timely interest to class C, the senior most class, relies
primarily on the mezzanine asset: the Shoppes on Main, a retail
property built in 1968 and located in White Plains, NY. The
largest tenant, Wal-Mart (68% of the NRA), has a lease maturity in
2021, the same year as the loan maturity. The lease of the second
largest tenant, Burlington Coat Factory (32% of the NRA), matures
two years prior to the loan maturity. Burlington Coat Factory
occupies second floor retail space. While the loan is currently
performing, should there be a default related to this unsecured
loan interest, interest proceeds will not be available to pay the
timely senior class.

The upgrades to classes D and E to 'CCCsf' reflect the possibility
that these classes may not default should Shoppes on Main continue
to perform, or should the remaining assets be liquidated with
proceeds used to pay off these classes in a timely manner. Both
classes are currently subject to ultimate interest payments;
however, should class C be paid in full, class D will essentially
become timely with any missed interest payment resulting in an
Event of Default.

While default is possible for the senior classes, ultimate
recoveries are expected to be substantial.

The largest remaining asset in the transaction is a 22% interest
in the REO Marriott Sawgrass (75%), a full service hotel located
in Ponte Vedra Beach, FL. The collateral consists of 348 guest
rooms, multiple restaurants, 160 golf villas, and a beach club.
Ownership is currently working on stabilizing the property with
common area renovation work currently ongoing. A substantial loss
is modeled in the base case scenario.

Rating Sensitivities

The senior class is subject to downgrade should the performing
assets default. The junior classes are subject to further
downgrade should realized losses begin to increase.

In December 2011, asset management responsibilities were
transferred to Petra Capital Management, LLC.

Fitch affirms the following classes:

-- $4.7 million class C at 'CCCsf'; RE 100%;
-- $13 million class F at 'Csf'; RE 60%;
-- $6.7 million class G at 'Csf'; RE 0%.

Fitch upgrades the following classes:

-- $7.4 million class D to 'CCCsf' from 'CCsf'; RE 100%;
-- $8.8 million class E to 'CCCsf' from 'CCsf'; RE 100%.

Classes A-1 through B and S have paid in full.


SATURN VENTURES: Fitch Affirms 'C' Ratings on 2 Note Classes
------------------------------------------------------------
Fitch Ratings has taken the following rating actions on the notes
issued by Saturn Ventures I, Inc. (Saturn I):

-- $25,742,951 class A-2 notes upgraded to 'Bsf' from 'CCCsf';
    assigned Outlook Stable;

-- $23,198,063 class A-3 notes affirmed at 'Csf';

-- $21,787,876 class B notes affirmed at 'Csf'.

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

Key Rating Drivers

Since Fitch's last rating action in July 2012, the credit quality
of the collateral has deteriorated with approximately 22.3% of the
portfolio downgraded a weighted average of four notches and 0.9%
upgraded a weighted average of six notches. Approximately 69.7% of
the portfolio has a Fitch derived rating below investment grade
and 49.4% is rated in the 'CCCsf' category or lower, compared to
52.4% and 27.1%, respectively, at last review.

The upgrade of the class A-2 notes is attributed to increased
credit enhancement (CE) levels to these notes as a result of the
continued deleveraging of the capital structure. Since the last
review, the class A-2 notes have received approximately $18.9
million, or 43.2% of its previous outstanding balance. As a
result, the par-based CE level has increased more than
sufficiently to offset the credit deterioration of the underlying
portfolio. Deterministically, these notes are now reliant on
collateral rated 'BBsf' to perform. The upgrade is also supported
by the improved breakeven results. The class A-2 notes are now
able to withstand higher ratings stresses than 'Bsf' in several
scenarios in the cash flow modeling analysis; however, with only
25 assets outstanding, adverse selection remains a concern and
thus precludes an upgrade to a higher rating category at this
time.

Fitch has also assigned a Stable Outlook to the class A-2 notes to
reflect the cushion above the class' current rating in the cash
flow modeling results. Fitch does not assign Rating Outlooks to
classes rated 'CCCsf' or below.

The class A-3 and class B notes are affirmed at their current
ratings of 'Csf'. Both classes remain undercollateralized
indicating that default continues to appear inevitable for each
class at or prior to maturity.

Rating Sensitivities

Further negative migration and defaults beyond those projected by
SF PCM as well as increasing concentration in assets of a weaker
credit quality could lead to downgrades.

Saturn I is a structured finance collateralized debt obligation
(SF CDO) that closed in October 2003 and is monitored by Church
Tavern Advisors, LLC. The current portfolio is comprised of
commercial mortgage-backed securities (46.1%), residential
mortgage-backed securities (26.1%), SF CDOs (18.6%), and consumer
asset-backed securities (9.3%) from 1998 through 2003 vintages.


SEQUOIA MORTGAGE: Fitch Rates $4.17MM Class B-4 Certs 'BB'
----------------------------------------------------------
Fitch Ratings assigns the following ratings to Sequoia Mortgage
Trust 2013-9, mortgage pass-through certificates, series 2013-9
(SEMT 2013-9):

-- $426,619,000 class A-1 exchangeable certificate 'AAAsf';
   Outlook Stable;

-- $213,310,000 class A-2 certificate 'AAAsf'; Outlook Stable;

-- $213,309,000 class A-3 certificate 'AAAsf'; Outlook Stable;

-- $213,310,000 class A-4 exchangeable certificate 'AAAsf';
   Outlook Stable;

-- $213,310,000 class A-5 exchangeable certificate 'AAAsf';
   Outlook Stable;

-- $213,310,000 class A-6 exchangeable certificate 'AAAsf';
   Outlook Stable;

-- $213,310,000 class A-IO1 notional certificate 'AAAsf';
   Outlook Stable;

-- $213,310,000 class A-IO2 notional certificate 'AAAsf';
   Outlook Stable;

-- $7,881,000 class B-1 certificate 'AAsf'; Outlook Stable;

-- $8,809,000 class B-2 certificate 'Asf'; Outlook Stable;

-- $6,490,000 class B-3 certificate 'BBBsf'; Outlook Stable;

-- $4,173,000 non-offered class B-4 certificate 'BBsf';
   Outlook Stable.

The 'AAAsf' rating on the senior certificates reflects the 7.00%
subordination provided by the 1.70% class B-1, 1.90% class B-2,
1.40% class B-3, 0.90% non-offered class B-4 and 1.10% non-offered
class B-5. The $463,610,260 notional class A-V, the $4,538,273
class A-P and the $5,099,987 non-offered class B-5 certificates
will not be 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,
CitiMortgage, Inc. will act as the master servicer and Wilmington
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 2013-9 will be Redwood Residential Acquisition Corporation's
ninth transaction of prime residential mortgages in 2013. The
certificates are supported by a pool of prime fixed rate mortgage
loans. All of the loans are fully amortizing. The aggregate pool
included loans originated from PrimeLending (9.8%) and WJ Bradley
Mortgage Capital (5.9%). 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 606 loans
with a total balance of $463,610,260; an average balance of
$765,033; a weighted average original combined loan-to-value ratio
(CLTV) of 68.3%, and a weighted average coupon (WAC) of 3.9%.
Rate/Term and cash out refinances account for 47.8% and 6.8% of
the loans, respectively. The weighted average original FICO credit
score of the pool is 771. Owner-occupied properties comprise 94.8%
of the loans. The states that represent the largest geographic
concentration are California (40.8%), Texas (7.6%) and
Massachusetts (6.3%).

Key Rating Drivers

High-Quality Mortgage Pool: The collateral pool consists of 30-
year fully amortizing, fully documented FRMs to borrowers with
strong credit profiles, low leverage, and substantial liquid
reserves. Third-party loan-level due diligence was conducted on
100% of the pool, and Fitch believes the results of the review
generally indicate strong underwriting controls.

Limited Performance History: The majority of the pool was
originated by lenders with limited non-agency performance history.
The lack of performance history is partially mitigated by the 100%
third-party diligence conducted on these loans that resulted in
immaterial findings. Fitch also considers the credit enhancement
(CE) on this transaction sufficient to mitigate the originator
risk.

Geographically Diverse Pool: The collateral pool is geographically
diverse. The percentage in the top three metropolitan statistical
areas (MSAs) is 19.4% and concentration in California is 40.8%,
similar to recent SEMT transactions. The agency did not apply a
default penalty to the pool due to the low geographic
concentration risk.

Transaction Provisions Enhance Deal Framework: The representation,
warranty and enforcement mechanism framework is viewed positively,
as it is consistent with Fitch criteria. As in other recent Fitch-
rated SEMT transactions, SEMT 2013-9 contains binding arbitration
provisions that may serve to provide timely resolution to
representation and warranty disputes. In addition, all loans that
become 120 days or more delinquent will be reviewed for breaches
of representations and warranties.

Structure Vulnerability to Modifications and Fees: Unlike recent
SEMT transactions, interest distributions in SEMT 2013-9 are not
limited to an interest rate cap equal to the net weighted average
coupon (WAC) of the underlying pool. Fitch incorporated additional
stresses into its analysis in order to ensure that the structure
is not adversely impacted by this feature.

Rating Sensitivities

Fitch's analysis incorporates sensitivity analyses to demonstrate
how the ratings would react to steeper market value declines
(MVDs) than assumed at both the metropolitan statistical area
(MSA) and national levels. The implied rating sensitivities are
only an indication of some of the potential outcomes and do not
consider other risk factors that the transaction may become
exposed to or be considered in the surveillance of the
transaction.

Fitch conducted sensitivity analysis on areas where the model
projected lower home price declines than that of the overall
collateral pool. The model currently projects sustainable MVDs
(sMVDs) at the MSA level. For two of the top 10 regions, Fitch's
SHP model does not project declines in home prices. These regions
include Chicago-Joliet-Naperville in Illinois (4.7%) and Dallas-
Plano-Irving in Texas (3.2%). Fitch conducted sensitivity analysis
assuming sMVDs of 10%, 15%, and 20% compared with those projected
by Fitch's SHP model for this region. The sensitivity analysis
indicated no impact on ratings for all bonds in each scenario.

In its analysis, Fitch considered placing a greater emphasis on
recent economic performance in determining market value declines.
While Fitch's current loan loss model looks to three years of
historical data and one year of projections, this does not
incorporate recent notable economic improvement. To reflect the
more recent economic environment, a sensitivity analysis was
performed using two years of historical economic data and two
years of projections. The result of this sensitivity analysis was
included in the consideration of the loss expectations for this
transaction. This sensitivity analysis resulted in a base sMVD of
13.0%, slightly less than the 13.8% base sMVD projected in the
current model.

Another sensitivity analysis was focused on determining how the
ratings would react to steeper MVDs at the national level. The
analysis assumes MVDs of 10%, 20%, and 30%, in addition to the
model projected 13.8% for this pool. The analysis indicates there
is some potential rating migration with higher MVDs, compared with
the model projection.


SHELLPOINT ASSET: Fitch Rates $4.30MM Class B-4 Certificates 'BB'
-----------------------------------------------------------------
Fitch Ratings assigns the following ratings and Rating Outlooks to
Shellpoint Asset Funding Trust 2013-1 (SAFT 2013-1):

-- $158,810,000 class A-1 certificate 'AAAsf'; Outlook Stable;

-- $50,000,000 class A-2 certificate 'AAAsf'; Outlook Stable;

-- $25,841,000 class A-3 certificate 'AAAsf'; Outlook Stable;

-- $234,651,000 non-offered class A-IO notional certificate
    'AAAsf'; Outlook Stable;

-- $50,000,000 non-offered class A-2-IO notional certificate
    'AAAsf'; Outlook Stable;

-- $5,220,000 class B-1 certificate 'AAsf'; Outlook Stable;

-- $5,090,000 class B-2 certificate 'Asf'; Outlook Stable;

-- $5,873,000 class B-3 certificate 'BBBsf'; Outlook Stable;

-- $4,307,000 non-offered class B-4 certificate 'BBsf';
    Outlook Stable.

The $5,872,918.81 non-offered class B-5 certificate will not be
rated by Fitch.

The 'AAAsf' rating on the senior certificates reflects the 10.10%
subordination provided by the 2% class B-1, 1.95% by class B-2,
2.25% by class B-3, 1.65% by non-offered class B-4 and 2.25% by
non-offered class B-5. The class A-3 senior certificates are
senior support certificates.

This is the inaugural transaction issued by Shellpoint Partners
LLC (Shellpoint). The pool comprises 445 first lien mortgage loans
with an aggregate principal balance of $261.58 million originated
or acquired by Shellpoint's wholly owned subsidiary, New Penn
Financial, LLC (New Penn). New Penn either originated the mortgage
loans in the transaction directly (93.4%) or acquired them
pursuant to its flow correspondent program (6.6%). New Penn has 39
offices in 20 states and has its approvals from Fannie Mae,
Freddie Mac, USDA and Ginnie Mae. The company commenced non-agency
prime jumbo originations in 2011.

The loans will be serviced by Selene Finance LP (Selene), and
Wells Fargo Bank, N.A. (WFB) will act as master servicer for the
transaction. New Penn will act as servicing administrator with
respect to the mortgage loans. As servicing administrator, New
Penn's role is limited to funding servicing advances and advances
of delinquent scheduled interest and principal payments for the
mortgage loans as notified and requested by the primary servicer,
Selene.

Key Rating Drivers

Low Combined Loan-to-Value (CLTV) and Sustainable Loan-to-Value
(sLTV): The pool's original weighted average (WA) combined loan-
to-value ratio (CLTV) is 64.6%, indicating substantial equity in
the property and reduced default probability. The base case
weighted average (WA) sLTV on the pool is 78.8%. The low sLTV is
an indication that the borrowers will still have significant
equity after a sustainable market value decline (sMVD) of 17.6%,
as projected by Fitch's sustainable home price model.

FICO Drift: The pool has a strong WA original FICO of 770.
However, refreshed FICOs for a population of seasoned borrowers
showed large downward swings, causing the credit score tail of
under 720 to widen to 12% of the pool. Roughly 8% of the pool had
refreshed FICOs below 700, indicating a concentration of borrowers
with a higher default risk potential.

High Geographic Concentration: The pools' primary concentration
risk is California, where 63% of the properties are located. In
addition, 13%, 12% and 9.5% of the properties are located in the
San Jose, Los Angeles and San Diego MSAs, respectively. The pool
has significant regional concentrations that resulted in an
additional penalty of about 15% to the pool's lifetime default
expectation.

Loans to Foreign Nationals: Approximately 5% of the pool (16% by
loan count) comprises loans to non-U.S. citizens. The risk
associated with these borrowers includes a lack of a U.S. credit
history and the potential to leave the U.S. without fulfilling
their mortgage obligation. While these loans are restricted to
primary and secondary uses, Fitch applied a penalty of 1.45x the
base probability of default (PD). Low FICOs were assumed for those
borrowers in which a U.S. credit score was not obtained.
Offsetting these risks is the very low average LTV of 62% and debt
to income ratio of 21%.

Limited Operating History: New Penn was formed in 2008 and
acquired by Shellpoint Partners LLC (Shellpoint) in 2011. While
management of both entities has extensive mortgage industry
experience, and New Penn has been an approved FHA/VA/Fannie Mae
lender for several years, prime jumbo originations were commenced
in 2011. Fitch conducted an originator review in 2012 and noted
weaknesses in the platform primarily attributable to the start-up
circumstances. While Fitch observed improvements during the 2013
review, the company has not yet reached a competency level
comparable to originators that Fitch deems as average quality.

Robust Representation Framework but Weak Provider: The
representation, warranty and enforcement mechanism (RW&E)
framework is viewed positively by the agency as it is consistent
with Fitch's criteria. However, New Penn does not meet the
criteria's financial condition threshold. As a result, Fitch
increased its loss expectations by approximately 1% to account for
the possibility of higher defaults and losses arising from
Shellpoint's inability to repurchase loans due to breaches as well
as some of the operational risks identified.

Seller Interests Aligned with Investors': The seller, depositor,
or an affiliate will initially retain at least classes B-4 and B-5
for its investment portfolio. As holder of the first loss classes,
the seller is not the controlling holder; therefore, its ability
to direct the trustee to take an action with respect to a RW&E
breach is the same as all other certificate holders. Given its
first loss position, Fitch views this as a strong incentive for
New Penn to originate and include high-quality loans in the pool.

Rating Sensitivities

Fitch's analysis incorporates a sensitivity analysis to
demonstrate how the ratings would react to steeper market value
declines (MVDs) than assumed at the MSA level. The implied rating
sensitivities are only an indication of some of the potential
outcomes and do not consider other risk factors that the
transaction may become exposed to or be considered in the
surveillance of the transaction. Two sets of sensitivity analyses
were conducted at the MSA and national level to assess the effect
of higher MVDs for the subject pool.

Roughly two-thirds of the pool is located in California, in areas
with both high and low MVD projections. The MVD projections are
key contributors to Fitch's default and loss risk assessment of
this pool. Fitch conducted sensitivity analysis assuming sMVDs of
15%, 20%, and 25% for all the California regions. The sensitivity
analysis indicated no impact on ratings for all bonds in each
scenario.

This set of sensitivity analysis demonstrates how the ratings
would react to steeper MVDs at the national level. The analysis
assumes MVDs of 10%, 20% and 30% in addition to the model-
projected 17.6% for this pool. The analysis indicates there will
be no rating impact with a further 10% MVD from the current model
projection. However, there is some potential rating migration with
higher MVDs compared with the model projection.


SPRINGLEAF MORTGAGE: S&P Gives Prelim. BB Rating to Cl. B-1 Notes
-----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary
ratings to Springleaf Mortgage Loan Trust 2013-2's
$875.544 million mortgage-backed notes.

The note issuance is an residential mortgage-backed security
transaction backed by residential mortgage loans.

The preliminary ratings are based on information as of July 25,
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 loan's characteristics that are, from a credit
      perspective, significantly more risky than its archetypical
      pool, as the collateral summary table and credit analysis
      reflect.

   -- The operations and counterparty risks, including Springleaf
      Finance Corp. (Springleaf) and its decision to exit the
      origination business.

   -- The representation and warranty (R&W) provider's financial
      ability to meet potential repurchase claims in a 'AAA' or
      'AA' rating scenario.

   -- The credit enhancement provided by an excess interest cash
      flow structure with no step-down and an interest rate
      reserve fund.

          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/1640.pdf

PRELIMINARY RATINGS ASSIGNED

Springleaf Mortgage Loan Trust 2013-2

Class       Rating          Amount (mil. $)
A           AAA (sf)                511.788
M-1         AA (sf)                  87.573
M-2         A+ (sf)                  54.022
M-3         A- (sf)                  61.983
M-4         BBB (sf)                 41.512
B-1         BB (sf)                  61.983
B-2         B (sf)                   56.683
B-3         NR                      258.965
B-3-A       NR                       64.741
B-3-B       NR                       64.741
B-3-C       NR                       64.741
B-3-D       NR                       64.741
B-3-E       NR                      129.483
B-3-F       NR                      194.224
X-A(i)      NR                         (ii)
X-M1(i)     NR                         (ii)
X-M2(i)     NR                         (ii)
X-M3(i)     NR                         (ii)
X-M4(i)     NR                         (ii)
X-B1(i)     NR                         (ii)
C           NR                        2.844
R           NR                          N/A

  (i) Component of the class X notes.
(ii) Each of the class C note components' notional balance is
      equal to the outstanding class balance of their respective
      P&I notes.
NR - Not rated.
N/A - Not applicable.


STRUCTURED ASSET 2005-15: Moody's Cuts Ratings on 6 RMBS Tranches
-----------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of six
tranches backed by Alt-A loans, issued by Structured Asset
Securities Corp Trust 2005-15.

Complete rating actions are as follows:

Issuer: Structured Asset Securities Corp Trust 2005-15

Cl. 1-A1, Downgraded to Caa1 (sf); previously on Aug 11, 2010
Downgraded to B3 (sf)

Cl. AX, Downgraded to Caa1 (sf); previously on Aug 11, 2010
Downgraded to B1 (sf)

Cl. PAX, Downgraded to Caa1 (sf); previously on Feb 22, 2012
Downgraded to B3 (sf)

Cl. 2-A1, Downgraded to Caa1 (sf); previously on Aug 11, 2010
Downgraded to B2 (sf)

Cl. 2-A6, Downgraded to Caa1 (sf); previously on Aug 11, 2010
Downgraded to B1 (sf)

Cl. 3-A1, Downgraded to Caa1 (sf); previously on Aug 11, 2010
Downgraded to B3 (sf)

Ratings Rationale:

The rating action reflects recent performance of the underlying
pools and Moody's updated expected losses on the pools. The
downgrades are a result of deteriorating performance and/or
structural features resulting in higher expected losses for the
bonds than previously anticipated.

The rating action also reflects a correction to Moody's analysis
of the Class AX and Class PAX bonds. The interest-only securities
receive payments from the loans classified as AX and PAX,
respectively, in pools one, two, and four. In the prior rating
action the bonds had been assigned incorrect pool linkages. The
rating action reflects the correct pool mapping for the Class AX
and Class PAX.

The principal methodology used in this rating was "US RMBS
Surveillance Methodology" published in June 2013.

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
8.2% in May 2012 to 7.6% in May 2013. Moody's forecasts an
unemployment central range of 7.0% to 8.0% for the 2013 year.
Moody's expects house prices to continue to rise in 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.


TACSEE FUNDING: S&P Assigns Prelim. BB+ Rating to Class A Notes
---------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary
ratings to TACSEE Funding Co. Ltd.'s class A, B, and C fixed-rate
deferrable interest notes.

The note issuance is backed by a US$370 million trust certificate
(beneficial interest in AerCap Ireland Class E Notes Trust) backed
by the $451.332 million class E notes issued by Aircraft Lease
Securitisation Ltd (ALS).  ALS is a transaction backed by the
lease revenue and sales proceeds from a portfolio of commercial
aircraft.

The preliminary ratings are based on information as of June 28,
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 likelihood that ultimate interest and principal payments
      will be made on or before the legal final maturity date;

   -- ALS' aircraft portfolio's characteristics, value, and
      rental-generating potential;

   -- The ALS portfolio's initial and future lessees' estimated
      credit quality;

   -- This transaction's and the ALS transaction's cash flow
      structures;

   -- The demonstrated servicing ability of AerCap Ireland Ltd.
      (as the servicer for ALS), a major provider of aircraft
      operating leases; and

   -- The fact that there can be an uncapped special indemnity
      paid before ALS' class E notes, and therefore before the
      TACSEE notes.

          STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

        http://standardandpoorsdisclosure-17g7.com/1637.pdf

PRELIMINARY RATINGS ASSIGNED

TACSEE Funding Co. Ltd.

Class       Rating                  Amount
                                  (mil. $)
A           BB+ (sf)                   175
B           BB- (sf)                   100
C           B (sf)                      75
D           NR                          25

NR-Not rated.


TALMAGE 2006-3: Fitch Affirms 'CC' Ratings on 2 Note Classes
------------------------------------------------------------
Fitch Ratings has affirmed all classes of Talmage Structured Real
Estate Funding 2006-3 Ltd./LLC (Talmage 2006-3) reflecting a
significant increase in credit enhancement due to principal
paydown since Fitch's last review. Fitch's base case loss
expectation is currently 48.8% for the remaining assets. Fitch's
performance expectation incorporates prospective views regarding
commercial real estate market value and cash flow declines.

KEY RATING DRIVERS

Since Fitch's last rating action and as of the June 2013 trustee
report, the transaction has amortized by $4.5 million. The
transaction is considered concentrated with only 10 obligors.
Talmage 2006-3 is primarily collateralized by commercial real
estate (CRE) debt of which approximately 40.9% is subordinate debt
or non-senior tranches from structured finance transactions. Fitch
expects significant losses upon default for the subordinate
positions, since they are generally highly leveraged. Two loans
(13.4%) are currently defaulted and one loan (26.5%) is considered
a Fitch Loan of Concern. Fitch expects significant losses on the
defaulted assets.

Talmage 2006-3 is a CRE collateralized debt obligation (CDO)
managed by Talmage, LLC with approximately $151 million of
collateral. The transaction had a five-year reinvestment period
that ended in August 2011.

As of the June 2013 trustee report and per Fitch categorizations,
the CDO was substantially invested as follows: CRE subordinate
debt (21.6%), A-notes/whole loans (48.5%), CMBS and CRE CDOs
(29.9%). In general, Fitch treats non-senior, single-borrower CMBS
as CRE B-notes. The average Fitch derived rating for the remaining
collateral that carries a public rating is 'B-'.

All overcollateralization (OC) and interest coverage (IC) tests
are passing, as of the June 2013 trustee report. The swap
terminated with the Aug. 25, 2012 payment date.

Under Fitch's updated methodology, approximately 77.8% of the
portfolio is modeled to default in the base case stress scenario,
defined as the 'B' stress. In this scenario, the modeled average
cash flow decline is 5% from the most recent available cash flows
(generally from year-end 2012). Fitch modeled average recoveries
of 36.7%.

The largest component of Fitch's base case loss expectation is a
highly leveraged whole loan (26.5%) on a full-service hotel
located one block east of Chicago's Magnificent Mile. The hotel's
most recently reported trailing 12-month net cash flow has
increased from the prior year and cash flow is sufficient to cover
its debt service payments, given historically low LIBOR. The loan
remains overleveraged and Fitch modeled a term default and a
substantial loss in its base case scenario.

The second largest component of Fitch's base case loss expectation
is the expected loss assigned to the CRE CDO collateral (18% of
the pool).

The third largest component of Fitch's base case loss expectation
is an A-note (12.4%) secured by an undeveloped land parcel in
Orlando, FL. Fitch modeled a term default in its base case
scenario with a substantial modeled loss.

This transaction was analyzed according to the 'Surveillance
Criteria for U.S. CREL CDOs and CMBS Large Loan Floating-Rate
Transactions', which applies stresses to property cash flows and
debt service coverage ratio (DSCR) tests to project future default
levels for the underlying portfolio. Recoveries are based on
stressed cash flows and Fitch's long-term capitalization rates.
The credit enhancement to class C and D was then compared to the
modeled expected losses, and in consideration of the high
concentration of the pool, the credit enhancement was determined
to be consistent with the ratings assigned below. Based on prior
modeling results, no material impact was anticipated from cash
flow modeling the transaction. The Rating Outlooks for classes C
through D are Stable, reflecting the current credit enhancement to
the senior notes.

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

RATING SENSITIVITIES

The Rating Outlooks on classes C and D are Stable, reflecting the
adequacy of credit enhancement to the classes in respect of
potential further negative credit migration. The junior classes
are subject to downgrade as losses are realized or if realized
losses exceed Fitch's expectations.

Fitch has affirmed the following classes and revised the recovery
estimate as indicated:

-- $35.3 million class C affirmed at 'Asf'; Outlook Stable;
-- $24 million class D affirmed at 'Bsf'; Outlook Stable;
-- $28 million class E affirmed at 'CCCsf'; Recovery Estimate
   revised to RE60%;
-- $18 million class F affirmed at 'CCsf'; RE0%;
-- $20 million class G affirmed at 'CCsf'; RE0%.

Class S, A-1, A-2 and B have paid in full.


TALMAGE 2006-4: Fitch Affirms 'C' Ratings on 2 Cert. Classes
------------------------------------------------------------
Fitch Ratings has affirmed all classes of Talmage Structured Real
Estate Funding 2006-4 Ltd./LLC (Talmage 2006-4) reflecting Fitch's
base case loss expectation of 48.5% for the remaining assets.
Fitch's performance expectation incorporates prospective views
regarding commercial real estate (CRE) market value and cash flow
declines.

Key Rating Drivers

Since Fitch's last review and as of the June 2013 trustee report,
the class A-1 notes have amortized by an additional $14.2 million
due to the repayment in full of two positions, the amortization of
several other loans, and through interest diversion.

Talmage 2006-4 is concentrated with 10 obligors of CRE debt of
which approximately 81.5% is subordinate debt or subordinate
tranches of structured finance transactions. Fitch expects
significant losses upon default for the subordinate positions
since they are generally highly leveraged. Loan positions from
three obligors (34.7%) are currently defaulted and one loan (3.9%)
is considered a Fitch Loan of Concern. Fitch expects significant
losses on the defaulted assets.

Talmage 2006-4 is a CRE collateralized debt obligation (CDO)
managed by Talmage, LLC with approximately $252 million of
collateral. The transaction had a five-year reinvestment period
that ended in February 2012.

As of the June 2013 trustee report and per Fitch categorizations,
the CDO was substantially invested as follows: CRE subordinate B-
notes/mezzanine loans (49.9%), A-notes/whole loans (18.4%), CMBS
and CRE CDOs (31.6%). In general, Fitch treats non-senior, single-
borrower CMBS as CRE B-notes. The average Fitch derived rating for
the remaining collateral that carries a public rating is 'CCC'.

The class C/D/E and F/G/H overcollateralization (OC) tests are
failing, as of the June 2013 trustee report. As a result, all
interest proceeds remaining after the payment of the class B
interest are being redirected to redeem class A-1.

Under Fitch's updated methodology, approximately 73.1% 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 the most recent available cash flows
(generally from year-end 2012). Fitch modeled recoveries to
average 33.7%.

The largest component of Fitch's base case loss expectation is the
expected loss assigned to the CRE CDO collateral (19.7%).

The second largest component of Fitch's base case loss expectation
is the expected loss on three B-notes (13.2%) secured by a
portfolio of three hotel/gaming properties that have experienced
significant declines in performance. Fitch modeled a term default
in its base case scenario with a full loss on the subordinate
positions.

The third largest component of Fitch's base case loss expectation
is an A-note (14.5%) secured by an undeveloped land parcel in
Orlando, FL. Fitch modeled a term default in its base case
scenario with a substantial modeled loss.

This transaction was analyzed according to the 'Surveillance
Criteria for U.S. CREL CDOs and CMBS Large Loan Floating-Rate
Transactions', which applies stresses to property cash flows and
debt service coverage ratio (DSCR) tests to project future default
levels for the underlying portfolio. Recoveries are based on
stressed cash flows and Fitch's long-term capitalization rates.
The credit enhancement to class A-1 through B was then compared to
the modeled expected losses, and in consideration of the high
concentration of the pool, the credit enhancement was determined
to be consistent with the ratings assigned below. Based on prior
modeling results, no material impact was anticipated from cash
flow modeling the transaction. The Rating Outlook for class B
remains Negative Outlook reflecting Fitch's expectation of further
potential negative credit migration of the underlying collateral.

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

Rating Sensitivities

The Rating Outlooks reflect the adequacy of credit enhancement to
the classes in respect of potential further negative credit
migration. The junior classes are subject to downgrade as losses
are realized or if realized losses exceed Fitch's expectations.

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

-- $31.8 million class A-1 at 'BBsf'; Outlook to Positive
   from Stable;
-- $34.8 million class A-2 at 'Bsf'; Outlook Stable;
-- $42 million class B at 'Bsf'; Outlook Negative;
-- $25.8 million class C at 'CCCsf'; 'RE 80%';
-- $13.8 million class D at 'CCCsf'; 'RE 0%;
-- $13.7 million class E at 'CCCsf'; 'RE 0%';
-- $13.9 million class F at 'CCsf'; 'RE 0%';
-- $15.3 million class G at 'Csf'; 'RE 0%';
-- $11.1 million class H at 'Csf'; 'RE 0%'.

Class S has paid in full.


TRADEWYND RE 2013-1: S&P Assigns Prelim. B+ Rating on $125MM Notes
------------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B+ (sf)'
preliminary rating to the notes to be issued by Tradewynd Re Ltd.
The notes cover losses from named storms, earthquakes, and ensuing
damage caused by related earth shake, fire following and sprinkler
leakage, liquefaction, tsunami and ensuing flood, that result in
claims or liability in the covered area on a per occurrence basis.

The preliminary rating is based on the lower of the rating on the
catastrophe risk 'B+', the rating on the assets in the collateral
account 'AAAm' and the rating on the AIG entities responsible for
premium payments 'A+'.

Some coverages are not included in the AIR modeling.  These
include damages to airplanes, marine and inland marine cargo,
onshore oil rigs, and clean-up costs from pollution caused by
covered perils.

However, the unmodeled coverages are small relative to the rest of
the book.  In catastrophe events over the last decade, they
generally accounted for less than 1% of losses on the subject
business.  Even the largest catastrophes such as Katrina had
unmodeled losses below 2% of total losses. Premiums for this
business account for 7% of the premiums for the subject business.

RATINGS LIST

New Rating

Senior Unsecured
$125 mil. Series 2013-1 notes due 2018        B+ (sf) (prelim)


TROPIC CDO IV: Moody's Hikes Rating on Class A-2L Notes to 'B1'
---------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of the
following notes issued by Tropic CDO IV, Ltd.:

$160,000,000 Class A-1L Floating Rate Notes Due April 2035
(current balance of $119,201,278), Upgraded to Baa3 (sf);
previously on September 28, 2012 Upgraded to Ba2 (sf);

$40,000,000 Class A-2L Floating Rate Notes Due April 2035,
Upgraded to B1 (sf); previously on January 7, 2011 Downgraded to
Caa2 (sf).

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

$37,500,000 Class A-3L Floating Rate Notes Due April 2035
(current balance of $39,713,878, including interest shortfall),
Affirmed C (sf); previously on January 7, 2011 Downgraded to
C(sf);

$35,000,000 Class A-4 Fixed/Floating Rate Notes Due April 2035
(current balance of $38,523,192, including interest shortfall),
Affirmed C (sf); previously on October 30, 2009 Downgraded to
C(sf);

$26,000,000 Class A-4L Floating Rate Notes Due April
2035 (current balance of $28,210,684, including interest
shortfall), Affirmed C (sf); previously on October 30, 2009
Downgraded to C (sf);

$26,000,000 Class B-1L Floating Rate Notes Due April 2035
(current balance of $22,960,249, including interest shortfall),
Affirmed C(sf); previously on March 27, 2009 Downgraded to
C(sf).

Ratings Rationale:

According to Moody's, the rating actions taken on the notes are
primarily a result of deleveraging of the Class A-1L Notes and an
increase in the transaction's overcollateralization ratios since
the last rating action in September 2012.

Moody's notes that the Class A-1L Notes have been paid down by
approximately 11.0% or $14.7 million since the last rating action,
due to diversion of excess interest proceeds and disbursement of
principal proceeds from redemptions of underlying assets. As a
result of this deleveraging, the Class A-1L notes' par coverage
improved to146.8% from 126.2% since the last rating action, as
calculated by Moody's. Based on the latest trustee report dated
April 8, 2013, the Senior, the Class A-3 and Class B
Overcollateralization tests, are reported at 108.1% (limit
140.0%), 88.4% (limit 112.0%) and 63.4% (limit 103.0%),
respectively, versus July 9, 2012 levels of 106.6%, 87.7% and
63.4%, respectively. Going forward, the Class A-1L Notes will
continue to benefit from the diversion of excess interest and the
proceeds from future redemptions of any assets in the collateral
pool.

The Moody's cumulative assumed defaulted amount has declined to
$128.0 million from $135.0 million as of the last rating action
date. The decline is due to improvement in the credit quality and
the financial ratios of a bank that issued one asset that was
assumed to be defaulted in the last rating action.

Moody's notes that the key model inputs used by Moody's in its
analysis, such as par, weighted average rating factor, diversity
score, and weighted average recovery rate, are based on its
published methodology and may be different from the trustee's
reported numbers. In its base case, Moody's analyzed the
underlying collateral pool to have a performing par of $175.0
million, defaulted/deferring par of $128.0 million, a weighted
average default probability of 30.03% (implying a WARF of 1603),
Moody's Asset Correlation of 16.28%, and a weighted average
recovery rate upon default of 10%. In addition to the quantitative
factors that are explicitly modeled, qualitative factors are part
of rating committee considerations. Moody's considers the
structural protections in the transaction, the risk of triggering
an Event of Default, recent deal performance under current market
conditions, the legal environment, and specific documentation
features. All information available to rating committees,
including macroeconomic forecasts, inputs from other Moody's
analytical groups, market factors, and judgments regarding the
nature and severity of credit stress on the transactions, may
influence the final rating decision.

Tropic CDO IV, Ltd., issued on November 18, 2004, is a
collateralized debt obligation backed by a portfolio of bank trust
preferred securities.

The portfolio of this CDO is mainly comprised of trust preferred
securities (TruPS) issued by small to medium sized U.S. community
banks that are generally not publicly rated by Moody's. To
evaluate the credit quality of bank TruPS without public ratings,
Moody's uses RiskCalc model, an econometric model developed by
Moody's KMV, to derive their credit scores. Moody's evaluation of
the credit risk for a majority of bank obligors in the pool relies
on FDIC financial data reported as of Q1-2013.

Moody's also evaluates the sensitivity of the rated transaction to
the volatility of the credit estimates, as described Moody's
Cross-Sector Rating Methodology "Updated Approach to the Usage of
Credit Estimates in Rated Transactions" published in October 2009.

The principal methodology used in this rating was "Moody's
Approach to Rating TRUP CDOs" published in May 2011.

The transaction's portfolio was modeled using CDOROM v.2.8-9 to
develop the default distribution from which the Moody's Asset
Correlation parameter was obtained. This parameter was then used
as an input in a cash flow model using CDOEdge.

Moody's performed a number of sensitivity analyses of the results
to certain key factors driving the ratings. Moody's analyzed the
sensitivity of the model results to changes in the portfolio WARF
(representing an improvement or a deterioration in the credit
quality of the collateral pool), assuming that all other factors
are held equal. If the WARF is increased by 138 points from the
base case of 1603, the model-implied rating of the Class A-1L
notes is one notch worse than the base case result. Similarly, if
the WARF is decreased by 118 points, the model-implied rating of
the Class A-1L notes is one notch better than the base case
result.

In addition, Moody's also performed two additional sensitivity
analyses as described in the Special Comment "Sensitivity Analyses
on Deferral Cures and Default Timing for Monitoring TruPS CDOs"
published in August 2012. In the first, Moody's gave par credit to
banks that are deferring interest on their TruPS but satisfy
specific credit criteria and thus have a strong likelihood of
resuming interest payments. Under this sensitivity analysis,
Moody's gave par credit to $36 million of bank TruPS. In the
second sensitivity analysis, Moody's ran alternative default-
timing profile scenarios to reflect the lower likelihood of a
large spike in defaults.

Summary of the impact 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:

Sensitivity Analysis 1:

Class A-1L: +3
Class A-2L: +4
Class A-3L: 0
Class A-4L: 0
Class A-4: 0
Class B-1L: 0

Sensitivity Analysis 2:

Class A-1L: 0
Class A-2L: 0
Class A-3L: 0
Class A-4L: 0
Class A-4: 0
Class B-1L: 0

Moody's notes that this transaction is still subject to a high
level of macroeconomic uncertainty although its outlook on the
banking sector has changed to stable from negative. The pace of
FDIC bank failures continues to decline in 2013 compared to the
last few years, and some of the previously deferring banks have
resumed interest payment on their trust preferred securities.


US CAPITAL: Moody's Affirms TruPS CDO Notes Rating from 2 Issuers
-----------------------------------------------------------------
Moody's Investors Service affirmed the ratings of the following
notes issued by US Capital Funding III, Ltd.:

Issuer: US Capital Funding III, Ltd.

$111,000,000 Class A-1 Floating Rate Senior Notes Due 2035
(current balance of $52,326,740), Affirmed Baa2 (sf); previously
on August 31, 2009 Downgraded to Baa2 (sf)

$23,000,000 Class A-2 Floating Rate Senior Notes Due 2035,
Affirmed Ba1 (sf); previously on August 31, 2009 Downgraded to Ba1
(sf)

$39,100,000 Class B-1 Floating Rate Senior Subordinate Notes Due
2035, Affirmed Ca (sf); previously on March 27, 2009 Downgraded to
Ca (sf)

$48,000,000 Class B-2 Fixed/Floating Rate Senior Subordinate Notes
Due 2035, Affirmed Ca (sf); previously on March 27, 2009
Downgraded to Ca (sf)

Issuer: USCFIII 2.5% Combination Security Trust - Series A

$7,500,000 Series A Trust Units (current rated balance of
$5,692,417), Affirmed Caa2 (sf); previously on April 9, 2009
Downgraded to Caa2 (sf)

Ratings Rationale:

According to Moody's, the affirmation is primarily the result of a
reduced likelihood for the deal to trigger an event of default and
accelerate the notes, which offsets the credit performance
improvement of the transaction. In addition, there is an increase
in the assumed defaulted amount.

Moody's notes that the Class B notes in this deal are not allowed
to defer interest. In the absence of an acceleration of the notes,
the payment of both current and deferred interest on the Class B
notes is senior in the waterfall before payment of principal to
the Class A notes. The deal will trigger an Event of Default (EoD)
if there is a default on the payment of interest on either the
Class A or B notes. After an EOD occurs, the deal may accelerate
the notes or liquidate the collateral, both of which require the
vote from two thirds (66 2/3%) of each class of notes, voting
separately. Acceleration of the notes would be beneficial to the
Class A notes as payment to the Class B notes will be
subordinated. In light of the possibility of acceleration, Moody's
performed an analysis assuming that the deal triggers an EOD and
accelerates the notes, in addition to an analysis assuming that no
acceleration occurs. In Moody's opinion, the probability of EoD in
this deal has declined substantially because of the improvement in
credit quality, resulting in a lower likelihood that an
acceleration of the notes, which benefits the Class A notes, will
occur. The modeled output in an EoD and acceleration scenario can
be multiple notches higher for the Class A notes than in a non-EoD
scenario.

Moody's also notes that given the 1) low collateral spreads (2.28%
on average for the floating rate collateral), 2) high CDO
liability spreads and 3) under-collateralization of the Class A
and B notes (around 80%), the deal will have insufficient interest
proceeds to pay current and deferred interest on the Class B notes
in the future, and will thus need to rely on principal proceeds.
Such diversion of principal proceeds may be substantial and will
erode the cushion for the collateral that support the Class A
notes.

Moody's observed that there has been deleveraging of the Class A1
notes and, as a result, an improvement in the transaction's
overcollateralization ratios. The Class A-1 notes have been paid
down by approximately 34% or $27 million since the last review,
due to diversion of excess interest proceeds and disbursement of
$26 mm of principal proceeds from redemptions of five underlying
assets (two assets in second half of 2012 and 3 in 2013).

Moody's notes that the key model inputs used by Moody's in its
analysis, such as par, weighted average rating factor, diversity
score, and weighted average recovery rate, are based on its
published methodology and may be different from the trustee's
reported numbers, as of June 04, 2013. In its base case, Moody's
analyzed the underlying collateral pool to have a performing par
balance of $130.5 million, defaulted/deferring par of $51.2
million, a weighted average default probability of 17.69%
(implying a WARF of 746), Moody's Asset Correlation of 20.85%, and
a weighted average recovery rate upon default of 10%. In addition
to the quantitative factors that are explicitly modeled,
qualitative factors are part of rating committee considerations.
Moody's considers the structural protections in the transaction,
the risk of triggering an Event of Default, recent deal
performance under current market conditions, the legal
environment, and specific documentation features. All information
available to rating committees, including macroeconomic forecasts,
inputs from other Moody's analytical groups, market factors, and
judgments regarding the nature and severity of credit stress on
the transactions, may influence the final rating decision.

US Capital Funding III, Ltd., issued on November 4, 2004, is a
collateralized debt obligation backed by a portfolio of bank trust
preferred securities.

The portfolio of this CDO is mainly comprised of trust preferred
securities (TruPS) issued by small to medium sized U.S. community
banks and insurance companies that are generally not publicly
rated by Moody's. To evaluate the credit quality of bank TruPS
without public ratings, Moody's uses RiskCalc model, an
econometric model developed by Moody's KMV, to derive their credit
scores. Moody's evaluation of the credit risk for a majority of
bank obligors in the pool relies on FDIC financial data reported
as of Q1-2013.

Moody's also evaluates the sensitivity of the rated transaction to
the volatility of the credit estimates, as described in Moody's
Cross-Sector Rating Methodology "Updated Approach to the Usage of
Credit Estimates in Rated Transactions" published in October 2009.

The methodologies used in these ratings were "Moody's Approach to
Rating TRUP CDOs" published in May 2011, and "Using the Structured
Note Methodology to Rate CDO Combo-Notes" published in February
2004.

The transaction's portfolio was modeled using CDOROM v.2.8-9 to
develop the default distribution from which the Moody's Asset
Correlation parameter was obtained. This parameter was then used
as an input in a cash flow model using CDOEdge.

Moody's performed a number of sensitivity analyses of the results
to certain key factors driving the ratings. Moody's analyzed the
sensitivity of the model results to changes in the portfolio WARF
(representing an improvement or a deterioration in the credit
quality of the collateral pool), assuming that all other factors
are held equal. If the WARF is increased by 54 points from the
base case of 746, the model-implied rating of the Class A-1 Notes
is one notch worse than the base case result. Similarly, if the
WARF is decreased by 141 points, the model-implied rating of the
Class A-1 Notes is one notch better than the base case result.

In addition, Moody's also performed two additional sensitivity
analyses as described in the Special Comment "Sensitivity Analyses
on Deferral Cures and Default Timing for Monitoring TruPS CDOs"
published in August 2012. In the first, Moody's gave par credit to
banks that are deferring interest on their TruPS but satisfy
specific credit criteria and thus have a strong likelihood of
resuming interest payments. Under this sensitivity analysis,
Moody's gave par credit to $9.2 million of bank TruPS. In the
second sensitivity analysis, it ran alternative default-timing
profile scenarios to reflect the lower likelihood of a large spike
in defaults.

Summary of the impact 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:

Sensitivity Analysis 1:

Class A-1: 0

Class A-2: 0

Class B-1: 0

Class B-2: 0

Series A Trust Units: +1

Sensitivity Analysis 2:

Class A-1: 0

Class A-2: 0

Class B-1: 0

Class B-2: 0

Series A Trust Units: 0

Moody's notes that this transaction is still subject to a high
level of macroeconomic uncertainty although its outlook on the
banking sector has changed to stable from negative. The pace of
FDIC bank failures continues to decline in 2013 compared to the
last few years, and some of the previously deferring banks have
resumed interest payment on their trust preferred securities.


WACHOVIA BANK 2003-C3: Fitch Affirms 'D' Rating on Class L Notes
----------------------------------------------------------------
Fitch Ratings has affirmed six classes of Wachovia Bank Commercial
Mortgage Trust, series 2003-C3 commercial pass-through
certificates.

The affirmations are due to stable performance of the underlying
portfolio as the transaction has experienced significant paydowns.

Fitch modeled losses of 11.7% of the remaining pool; expected
losses on the original pool balance total 4.6%, including $39.9
million (4.3% of the original pool balance) in realized losses to
date. Fitch has designated three loans (70.9%) as Fitch Loans of
Concern, which includes two specially serviced assets (69.9%).

As of the June 2013 distribution date, the pool's aggregate
principal balance has been reduced by 97.5% to $23.4 million from
$937.3 million at issuance. One loan (3%) is currently defeased.
Interest shortfalls are currently affecting classes K through P.

The largest contributor to Fitch's modeled losses is a 189,000
square foot (sf) office property (44.7%) located in Scranton, PA.
The loan transferred to the special servicer in February 2013 due
to cash flow issues and delinquent payments. The servicer is
pursuing foreclosure. Occupancy of the property was 50% as of
March 2013.

The second-largest contributor to expected losses is a 176-unit
multifamily property (25.2%) located in Sumter, SC. The loan
transferred to the special servicer in January 2013 due to a
maturity default. Occupancy at the property was 95.4% as of
December 2012.

Rating Sensitivities

The rating on the class J and K notes may be subject to further
downgrades as losses are realized.

Fitch has affirmed the following classes as indicated:

-- $9.4 million class J notes at 'CCCsf'; RE 100%;
-- $9.4 million class K notes at 'CCsf'; RE 100%;
-- $4.6 million class L notes at 'Dsf'; RE 0%;
-- Class M notes at 'Dsf'; RE 0%;
-- Class N notes at 'Dsf'; RE 0%;
-- Class O notes at 'Dsf'; RE 0%.

Classes A-1, A-2, B, C, D, E, F, G, H, and IO-II have repaid in
full. Fitch does not rate class P. The class IO-I notes were
previously withdrawn.


WACHOVIA BANK 2007-C33: Moody's Keeps Ratings on 22 Cert Classes
----------------------------------------------------------------
Moody's Investors Service affirmed the ratings of 22 classes of
Wachovia Bank Commercial Mortgage Pass-Through Certificates,
Series 2007-C33 as follows:

Cl. A-3, Affirmed Aaa (sf); previously on Aug 27, 2007 Definitive
Rating Assigned Aaa (sf)

Cl. A-PB, Affirmed Aaa (sf); previously on Aug 27, 2007 Definitive
Rating Assigned Aaa (sf)

Cl. A-4, Affirmed Aaa (sf); previously on Aug 27, 2007 Definitive
Rating Assigned Aaa (sf)

Cl. A-5, Affirmed Aaa (sf); previously on Aug 27, 2007 Definitive
Rating Assigned Aaa (sf)

Cl. A-1A, Affirmed Aaa (sf); previously on Aug 27, 2007 Definitive
Rating Assigned Aaa (sf)

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

Cl. A-J, Affirmed Ba2 (sf); previously on Jun 28, 2012 Downgraded
to Ba2 (sf)

Cl. A-M, Affirmed A3 (sf); previously on Jun 28, 2012 Downgraded
to A3 (sf)

Cl. B, Affirmed Caa1 (sf); previously on Jun 28, 2012 Downgraded
to Caa1 (sf)

Cl. C, Affirmed Caa3 (sf); previously on Jun 28, 2012 Downgraded
to Caa3 (sf)

Cl. D, Affirmed Ca (sf); previously on Jun 28, 2012 Downgraded to
Ca (sf)

Cl. E, Affirmed Ca (sf); previously on Jun 28, 2012 Downgraded to
Ca (sf)

Cl. F, Affirmed C (sf); previously on Jun 28, 2012 Downgraded to C
(sf)

Cl. G, Affirmed C (sf); previously on Jun 28, 2012 Downgraded to C
(sf)

Cl. H, Affirmed C (sf); previously on Jun 28, 2012 Downgraded to C
(sf)

Cl. J, Affirmed C (sf); previously on Jun 28, 2012 Downgraded to C
(sf)

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

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

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

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

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

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

Ratings Rationale:

The affirmations of the investment grade 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. Depending on the timing of loan payoffs and the
severity and timing of losses from specially serviced loans, the
credit enhancement level for rated 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 ratings of the below-investment grade classes are consistent
with Moody's expected loss and thus are affirmed.

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

Moody's rating action reflects a base expected loss of 13.0% of
the current balance compared to 12.6% at last review. Moody's base
expected loss plus realized losses is 12.8% of the original
securitized balance, down from 13.1% at last review.

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 in the 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 principal methodology used in this rating was "Moody's
Approach to Rating Fusion U.S. CMBS Transactions" published in
April 2005.

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.

Moody's uses a variation of Herf to measure diversity of loan
size, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 26 compared to 27 at Moody's prior 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.

Deal Performance:

As of the June 15, 2013 distribution date, the transaction's
aggregate certificate balance has decreased by 17% to $2.98
billion from $3.60 billion at securitization. The Certificates are
collateralized by 142 mortgage loans ranging in size from less
than 1% to 9% of the pool, with the top ten loans representing 53%
of the pool. Two loans, representing 1% of the pool, have
investment grade credit assessments. There are currently no
defeased loans in the pool.

Thirty-six loans, representing 19% of the pool, are on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package. As part of its
ongoing monitoring of a transaction, Moody's reviews the watchlist
to assess which loans have material issues that could impact
performance.

Sixteen loans have been liquidated from the pool, resulting in an
aggregate realized loss of $69.5 million (58% loss severity).
Currently 18 loans, representing 15% of the pool, are in special
servicing. The largest specially serviced loan is the Three
Borough Pool Loan ($133.0 million -- 4.5% of the pool) which is
secured by 42 multifamily properties located in Manhattan,
Brooklyn, and the Bronx in New York City. The loan transferred to
special servicing in September 2010 due to imminent default. The
loan matured on May 1, 2012 and the special servicer is pursuing
receivership.

The second largest specially serviced loan is the Central/Eastern
Industrial Pool ($88.0 million -- 3.0% of the pool). This loan is
secured by 13 industrial properties located throughout the U.S. At
securitization all of the locations were leased under absolute
triple net leases. The loan transferred to special servicing in
July 2010 as the result of imminent default. Tenants abandoned or
vacated two of the buildings and a tenant abandoned 50% of a third
property. The borrower is in the process of preparing a revised
proposal for a modification and the lender is dual-tracking
foreclosure. The loan is currently 60 days delinquent.

The remaining specially serviced loans are represented by a mix of
property types. Moody's has estimated an aggregate $214.4 million
loss (48% expected loss on average) for the specially serviced
loans.

Moody's has assumed a high default probability for 21 poorly
performing loans representing 14% of the pool and has estimated an
aggregate $92.1 million loss (22% expected loss based on a 54%
probability default) from these troubled loans.

Moody's was provided with full year 2011 and full year 2012
operating results for 94% of the performing pool. Excluding
specially serviced and troubled loans, Moody's weighted average
conduit LTV is 113% compared to 119%% at last full review. Moody's
net cash flow reflects a weighted average haircut of 1% to the
most recently available net operating income. Moody's value
reflects a weighted average capitalization rate of 9.2%.

Excluding specially serviced and troubled loans, Moody's actual
and stressed DSCRs are 1.37X and 0.91X, respectively, compared to
1.29X and 0.88X, respectively, at last full review. Moody's actual
DSCR is based on Moody's net cash flow (NCF) and the loan's actual
debt service. Moody's stressed DSCR is based on Moody's NCF and a
9.25% stressed rate applied to the loan balance.

The largest loan with a credit assessment is the High Bluff Ridge
at Del Mar Loan ($32.9 million -- 1.1% of the pool), which is
secured by a 157,567 square foot (SF) suburban office building
located in San Diego, California. The loan is interest-only. As of
December 2012, the property was 92% leased compared to 96% at last
review. Moody's current credit assessment and stressed DSCR are
Baa3 and 1.42X compared to Baa3 and 1.45X at last review.

The second loan with a credit assessment is the Lawndale Estates
Loan ($7.1 million -- 0.2% of the pool), which is secured by a
673-unit mobile home community located in Saginaw, Michigan. The
property was 80% leased as of December 2012 compared to 82% at
last review. Moody's current credit assessment and stressed DSCR
are A2 and 2.15X, respectively, compared to A2 and 2.06X at last
review.

The top three performing conduit loans represent 26% of the pool
balance. The largest loan is the Sawgrass Mills Loan ($265.3
million -- 8.9% of the pool), which is secured by a 2.0 million SF
regional mall located in Sunrise, Florida. This loan represents a
pari-passu interest in an $820.0 million first mortgage loan. The
loan is sponsored by Simon Property Group. Some larger tenants
include Super Target, Neiman Marcus Last Call, Nordstrom Rack and
T.J. Maxx. Occupancy as of December 2012 was 97% compared to 98%
at last review. The loan is interest only throughout the term.
Moody's LTV and stressed DSCR are 95% and 0.94X, respectively,
compared to 90% and 0.99X at last review.

The second largest loan is the 666 Fifth Avenue Loan ($258.5
million -- 8.7% of the pool), which represents a pari-passu
interest in a $1.215 billion first mortgage loan. The loan is
secured by a 1.5 million SF Class A office building located in
Midtown Manhattan, New York. The property was 82% leased as of
December 2012 compared to 77% at last review. The loan transferred
to special servicing in March 2010 due to imminent monetary
default. The borrower requested a loan modification after
exhausting its $100 million reserve. In December 2011, the
borrower and special servicer successfully executed a
modification. Terms of the modification include a bifurcation of
the original loan into a $1.15 billion A-Note and $115 million B-
Note, interest reduction on the A-Note, $110 million equity
infusion that is senior in payment priority to the B-Note, and an
extension of the maturity date by two years. Based on the new
structure, the interest rate reduction results in interest
shortfalls in the amount of $560,000 per month in 2013 reducing to
approximately $440,000 per month in 2014. The loan returned to the
master servicer in March 2012 and is performing under the modified
terms. Moody's LTV and stressed DSCR for the modified A-note is
138% and 0.63X, respectively, compared to 151% and 0.53X at last
review.

The third largest conduit loan is the Ashford Hospitality Pool 6
Loan ($257.5 million --8.6% of the pool), which is secured by a
portfolio of three cross- defaulted and cross-collateralized full
service Marriott (2) and Renaissance (1) Hotels located in
Florida, Texas, and Washington. The portfolio was 73% occupied for
the twelve-month period ending December 2012 compared to 72% at
last review. The loan was interest only for 60 months but began
amortizing in April 2012 and matures in April 2017. Moody's LTV
and stressed DSCR are 129% and 0.92X, respectively, compared to
147% and 0.81X at last review.


WELLS FARGO 2011-C4: Fitch Affirms 'B' Rating on Class G Certs
--------------------------------------------------------------
Fitch Ratings has affirmed all classes of Wells Fargo Bank, N.A.'s
WFRBS 2011-C4 commercial mortgage pass-through certificates.

Key Rating Drivers

Fitch's affirmations are based on the stable performance of the
underlying collateral pool. There are currently no delinquent or
specially serviced loans. Fitch reviewed servicer-provided year-
end (YE) 2012 financial performance for 91.8% of the collateral
pool in addition to updated rent rolls for the top 15 loans
representing 57.9% of the transaction.

Rating Sensitivities

Due to the recent issuance of the transaction and continued stable
performance, Fitch expects ratings to be stable. Additional
information on rating sensitivity is available in the report
'WFRBS Commercial Mortgage Trust 2011-C4', dated August 17, 2011.
As of the June 2013 distribution date, the pool's aggregate
principal balance has been reduced by 2.2% to $1.45 billion from
$1.48 billion at issuance. No loans have defeased since issuance.

The largest loan of the pool (10.9%) is secured by a 1.2 million
SF (648,728 sf owned) regional mall located in Appleton, WI. The
mall is anchored by JC Penney, Sears, Target, Macy's, Younkers and
Scheel's. Scheel's is the only anchor that is part of the
collateral. The servicer reported year-end (YE) 2012 DSCR was
1.94x, compared to 1.8x at YE 2011 and 1.9x at issuance. As of YE
2012, the occupancy rate increased to 97%, from 96% at YE2011 and
92.4% at issuance due to the signing of several new leases.

The second largest loan of the pool (8.1%) is secured by a
portfolio of seven refrigerated warehouse properties totaling 55.2
million cubic feet that are located in various primary U.S.
distribution markets. The sponsor, iStar Financial, Inc. (iStar),
purchased the portfolio from Preferred Freezer Services (PFS)
shortly after its development in 2007 and 2008, then leased back
to PFS till first quarter (1Q) 2033. Servicer reported YE 2012
DSCR was 2.32x, compared to 2.31x at YE 2011 and 2.27x at
issuance.

The third largest loan of the pool (5.7%) is secured by a 181,609
sf retail property located along 42nd Street in the Times Square
submarket of Manhattan. The property consists of 15 separate
retail stores, including a 13-screen Regal cinema, several
restaurants and in-line shops, 22,800 sf of signage and 7,681 sf
of meeting/conference space leased to the adjacent Westin Hotel.
Servicer reported YE 2012 DSCR was 3.36x, compared to 3.31x at
YE2011 and 3.12x at issuance. The property has been 100% occupied
since issuance.

Fitch affirms the following classes as indicated:

-- $60.1 million class A-1 at 'AAAsf'; Outlook Stable;
-- $201.4 million class A-2 at 'AAAsf'; Outlook Stable;
-- $164.9 million class A-3 at 'AAAsf'; Outlook Stable;
-- $90 million class A-FL 'AAAsf'; Outlook Stable;
-- $0 class A-FX at 'AAAsf'; Outlook Stable;
-- $681.4 million class A-4 at 'AAAsf'; Outlook Stable;
-- Interest-only class X-A at 'AAAsf'; Outlook Stable;
-- $42.6 million class B at 'AAsf'; Outlook Stable;
-- $42.6 million class C at 'A+sf'; Outlook Stable;
-- $33.3 million class D at 'A-sf'; Outlook Stable;
-- $51.8 million class E at 'BBB-sf'; Outlook Stable;
-- $20.4 million class F at 'BBsf'; Outlook Stable;
-- $18.5 million class G at 'Bsf'; Outlook Stable.

Fitch does not rate the class H and the interest-only class X-B.


* Risks Limit Performance of US RMBS Issued from 2005 to 2008
-------------------------------------------------------------
US residential mortgage-backed securities issued between 2005-2008
will continue to benefit from rising home prices but many risks
remain that will limit how much their performance improves, says
Moody's Investors Service in a new report "Home Prices Improve,
but Downside Credit Risks Remain in Legacy US RMBS." Moody's
expects losses tied to loan servicing issues to significantly
offset the benefits from borrowers having greater incentives to
keep up on their mortgage payments as they watch the values of
their properties rise.

Additional risks to the performance of securitizations include
rising interest rates, which decrease the credit protection from
excess spread in a transaction, and structural weaknesses in some
transactions that expose their bonds to declining credit
enhancement when few loans remain in the loan pool.

The combination of positive and negative factors will lead us to
evaluate some bonds for upgrades and others for downgrades. "Given
the complexity of many RMBS structures, some bonds will benefit
from the overall improvement in loan performance, while others
will be more affected by the downside risks," says Moody's Analyst
Jiwon Park, an author of the report.

Servicing issues that could offset the benefits of improving
mortgage performance include loss mitigation decisions that
produce inefficient workouts on delinquent loans, looming write-
down's from unrecognized forbearance modification losses, and cash
flow disruptions from future servicing transfers

"Although the mortgage servicers have been clearing their
pipelines of delinquent loans, both by loan modifications and
stepping up short sales, they continue to face numerous
challenges," says Moody's Vice President Peter McNally, an author
of the report. "These include dealing with the long timelines for
foreclosure, which will press losses upwards, and the need to
liquidate a high number of loans in serious delinquency."

Rising interest rates will reduce the credit protection from
excess spread in transactions that have modified loans with low
fixed rates, but pay out floating rate bond coupons. Modified
loans make up about 30% of the loans outstanding backing 2005-2008
vintage subprime RMBS.

Moody's does expect the rate of new defaults to decline in 2005-
2008 RMBS loan pools, because of improving loan-to-values for
borrowers who have not defaulted on their loans as home prices
climb higher.


* Fitch Says U.S. Auto ABS Prime Delinquencies at 10-Year Low
-------------------------------------------------------------
Net loss levels for U.S. prime auto ABS dropped for the fourth
straight month while continued low delinquencies signal firm
footing for overall asset performance heading into the slower
summer months, according to the latest index results from Fitch
Ratings.

Factors contributing to solid auto ABS asset performance to date
this year include a slowly recovering jobs market, positive
momentum for housing values, and a relatively healthy wholesale
vehicle market (WVM).

That said, the Federal Reserve's recently announced intent to pull
back support for the U.S. economy may result in softer auto ABS
performance during the summer if job growth stalls and consumer
finances suffer.

Prime 60+ delinquencies were at 0.29% in May, the lowest level
seen in the last 10 years and unchanged month-over-month (MOM).
The rate in May was also 24% improved year-over-year (YOY).

Prime annualized net losses (ANL) posted a strong 30% drop in May
over April, down to 0.17%. This rate was the second lowest level
ever recorded and the same as in April last year, and 5.6% below
that of May 2012. The record low for the index was 0.14% recorded
in June 2012.

Prime CNL continued to linger around the 0.30% mark, and were at
0.29% in May virtually unchanged versus April. The index has been
at this range now for eight consecutive months.

Subprime 60-plus delinquencies increased in May to 2.75%, up 2.6%
MOM and 5.8% YOY. Subprime ANL declined to 3.84% in May, down 6.3%
MOM but were up by about 2% YOY.

The WVM softened in May, with the Manheim Used Vehicle Value index
declining to 119.1 (down for the fifth straight month). May's drop
over April (119.2) was minimal, and the index was nearly 5% lower
versus May 2012.

However, Fitch believes the auto sector is in good shape to
withstand a slowdown in 2013 with both prime delinquencies and
losses at low levels. As such, Fitch does not envision any ratings
impact and has a positive outlook for ratings performance in 2013.

On the ratings front, Fitch upgraded 18 prime outstanding classes
of notes in 2013 year-to-date, up from 16 issued during the same
period in 2012.

Fitch's prime and subprime auto ABS indices are comprised of $68.7
billion of outstanding notes issued from 126 outstanding
transactions. Of this amount, 71% comprise prime auto loan ABS and
the remaining 29% subprime ABS.


* Fitch Says Mid-Year Default Activity Steady with 2012
-------------------------------------------------------
The trailing 12-month U.S. high yield default rate slipped to 1.6%
in May from 1.8% in April, according to a new Fitch Ratings
report. Three issuers defaulted on $1.4 billion in bonds, bringing
the year-to-date issuer count to 16 and par tally to $7.3 billion.
This falls short of the 18 issuers and $9.6 billion in defaults
recorded over the same period in 2012. However, the deficit will
narrow over the next two months, as the pipeline is running well
ahead of last June and July's combined results ($2.2 billion to
date, versus a modest $0.6 billion for the two last year, and
excluding an additional $2 billion from a potential Cengage
bankruptcy filing). The latter would propel the year-to-date
default tally to $11.5 billion, compared with $10.2 billion
through July 2012.

Setting aside month-over-month volatility, default activity has
remained range-bound for nearly two years now - much of it owing
to favorable funding conditions. The more dynamic variable (and a
source of some downward pressure on the default rate) has been the
surge in the market's size and its evolving rating and sector mix.

Since year-end 2011, the market has expanded 15% to $1.2 trillion.
A significant share of the growth ($50 billion of the $160 billion
in incremental volume) has come from the energy sector, which is
now the largest in the high yield space at $183 billion (15%).

Retail, cable, building and materials, healthcare and
pharmaceuticals, and metals and mining are among other industries
that have contributed to the market's growth. In some of these
areas size has been accompanied by a slide in the rating mix.


* Fitch: Special Servicing Transfers Continue to Shrink for U.S.
----------------------------------------------------------------
U.S. CMBS loans being transferred into special servicing have seen
a substantial drop over the last year, according to Fitch Ratings.
So far this year, 43 loans over $20 million have transferred to a
special servicer. This represents a steep drop through the same
period in 2012 (94) and 2011 (103). Of that amount, six loans over
$100 million transferred to special servicing during first-half
2013 (1H'13) compared to 16 in 1H'12.

One trend that Fitch is watching closely is the incidence of loans
that re-default after exiting special servicing (often following a
modification). While some re-defaulted CMBS loans simply need more
time to secure refinancing, others are still suffering performance
issues. Of the 43 recent transfers, eight loans have transferred
to a special servicer for a second time. Of that amount, four were
for hotel properties, two were retail and the other two were
office.

In the near term, Fitch expects that new transfers to special
servicing will continue to decline with occasional spikes in
activity from CMBS loan re-defaults.


* Fitch Takes Various Rating Actions on 34 CRE CDOs
---------------------------------------------------
Fitch Ratings has downgraded 30 classes and affirmed 331 classes
from 34 commercial real estate collateralized debt obligations
(CRE CDOs) with exposure to commercial mortgage backed securities
(CMBS). In addition, Fitch has withdrawn the ratings on 19 classes
from two of the transactions.

A rating action spreadsheet, titled 'Fitch Takes Various Rating
Actions on 34 CRE CDOs', dated July 2, 2013, details the
individual rating actions for each rated CDO. It can be found on
Fitch's website at 'www.fitchratings.com.'

This review was conducted under the framework described in the
reports 'Global Structured Finance Rating Criteria' and 'Global
Rating Criteria for Structured Finance CDOs'. None of the reviewed
transactions have been analyzed within a cash flow model
framework, as the impact of structural features and excess spread,
or conversely, principal proceeds being used to pay CDO
liabilities and hedge payments, was determined to be minimal in
the context of these CDO ratings.

KEY RATING DRIVERS

All of the outstanding classes in the 34 transactions were already
considered distressed (below 'B'). Fitch used SF PCM to project
future losses for classes where the credit enhancement (CE) levels
of the notes exceeded the percentage of interest shortfalls in
their respective transactions. Fitch compared the projected loss
rates of the transaction's entire portfolio to the credit
enhancement of these classes. Fitch affirmed eight classes within
seven transactions at 'CCCsf' because the CE on those notes is
comparable to the 'CCC' rating loss rate (RLR) projected by
Structured Finance Portfolio Credit Model (SF PCM).

For transactions where the percentage of collateral experiencing
full interest shortfalls already significantly exceeds the CE
level of the most senior class of notes, Fitch did not use SF PCM,
as the probability of default for all classes of notes can be
evaluated without factoring potential further losses.

An additional 20 classes CE levels did not pass the 'CCC' RLR. Of
these classes, Fitch affirmed 15 and downgraded four to 'CCsf'
because they had CE levels that exceeded the percentage of
interest shortfalls. Additionally, one class had a CE level
exceeded by interest shortfalls and was downgraded to 'CCsf' as it
is the most senior class within its transaction and has begun to
delever.

Fitch downgraded six classes to 'Csf' and affirmed 157 classes at
'Csf' because the CE levels of the notes are significantly below
either the percentage of collateral experiencing interest
shortfalls or the expected loss on the transaction or because the
notes are undercollateralized. The CE levels are also
significantly below the percentage of the collateral with a Fitch
derived rating of 'CC' and below. Two additional classes have CE
levels that exceeded interest shortfalls or the expected loss.
However, Fitch believes default continues to appear inevitable for
these classes as their underlying portfolio have further
deteriorated and has affirmed these classes at 'Csf'.

Fitch affirmed 27 classes at 'Dsf' because they are non-deferrable
classes that have experienced interest payment shortfalls. Fitch
downgraded an additional 19 classes to 'Dsf' and affirmed 122
classes at 'Dsf' because the classes have experienced principal
writedowns.

In addition, Fitch has withdrawn the ratings on 19 classes within
Abacus 2006-17, Ltd. and MSC 2007-SRR4 because there are no
classes rated above 'Dsf' remaining within the transactions.

RATING SENSITIVITIES

Most of the notes affected by today's rating actions are already
at distressed rating levels and as such are unlikely to be
affected by any further deterioration in the respective underlying
asset portfolios. However, non-deferrable notes may be downgraded
to 'Dsf' if they miss their interest payments, and notes that
experience principal write downs will be downgraded to 'Dsf'.

Future deleveraging will likely be accompanied by increasing
portfolio concentration, which, coupled with the predominantly
distressed nature of the underlying assets, makes future upgrades
unlikely.


* Moody's Withdraws Ratings on Californian Tax Allocation Bonds
---------------------------------------------------------------
Moody's Investors Service has withdrawn the ratings of tax
allocation bonds issued by 3 former California Redevelopment
Agencies, affecting $249 million of debt, due to insufficient
information. These agencies have indicated that upon
reconsideration of their earlier intentions they will not provide
the necessary, supplemental information Moody's requested in
Moody's February 28 report. That report discussed the additional
information Moody's would require to maintain a tax allocation
bond rating in the new legal environment governing "successor"
redevelopment agencies and the distribution of tax increment
revenues.

In June 2012, Moody's downgraded to Ba1 all California
redevelopment agency tax allocation bonds that were rated Baa3 or
higher, and also placed ratings of all rated RDAs under review for
possible downgrade or withdrawal. The downgrade to Ba1 was
prompted by the substantially increased risk of default resulting
from the state's dissolution of all redevelopment agencies. The
continuing review of the ratings was based on the potential risk
that implementation of the new law governing successor agencies
(Assembly bills 1X 26 and 1484) could reduce credit quality even
further, and uncertainty as to whether there was sufficient
information available to assess the credit quality of tax
allocation bonds.

In February 2013, Moody's extended its review of the tax
allocation bonds of 93 RDA issuers for an additional 90-day period
in order to obtain additional information that is necessary to
evaluate their credit quality. Moody's outlined its information
requirements in a Special Comment, "Continued Reviews of
California Tax Allocation Bonds Will Incorporate New Information
Requirements," dated February 28, 2013. On June 5, 2013, Moody's
extended the review period for 68 of the agencies that indicated
they would provide the additional information and withdrew the
ratings of 22 others. Three other agency reviews had been
completed. Since then, Moody's has received confirmation from the
following 3 RDA issuers that upon reconsideration of their initial
indications, they will not provide the requested information.

The affected issuers and bonds are as follows:

1. Burbank Redevelopment Agency, CA

Revenue Bonds, 2003 Series A (Golden State Redevelopment Project)
Revenue Bonds, 2007 Series A (Golden State Redevelopment Project)
Tax allocation Golden State Redevelopment Project

2. Sierra Madre Community Redevelopment Agency, CA

Tax Increment Revenue Refunding Bonds, Series 1998A

3. Tracy Community Development Agency, CA

Tax Allocation Bonds, Series 2003A

Moody's has withdrawn the rating because it believes it has
insufficient or otherwise inadequate information to support the
maintenance of the rating.


* Moody's Lowers Ratings on 74 Prime Jumbo RMBS Tranches
--------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 74
tranches backed by Prime Jumbo RMBS loans, issued by miscellaneous
issuers.

Complete rating actions are as follows:

Issuer: J.P. Morgan Mortgage Trust 2003-A1

Cl. 4-A-4, Downgraded to Baa1 (sf); previously on Jun 19, 2013 Aa2
(sf) Placed Under Review for Possible Downgrade

Issuer: MASTR Asset Securitization Trust 2002-7

Cl. 1-A-1, Downgraded to A3 (sf); previously on Jun 19, 2013 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. 1-A-2, Downgraded to A3 (sf); previously on Jun 19, 2013 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. 1-A-3, Downgraded to A3 (sf); previously on Jun 19, 2013 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. 1-A-4, Downgraded to A3 (sf); previously on Jun 19, 2013 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. 1-A-5, Downgraded to A3 (sf); previously on Jun 19, 2013 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. 1-PO, Downgraded to A3 (sf); previously on Jun 19, 2013 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. 2-A-13, Downgraded to A3 (sf); previously on Jun 19, 2013 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. 2-A-14, Downgraded to Baa1 (sf); previously on Jun 19, 2013
Aaa (sf) Placed Under Review for Possible Downgrade

Cl. 2-A-15, Downgraded to Baa1 (sf); previously on Jun 19, 2013
Aaa (sf) Placed Under Review for Possible Downgrade

Cl. 3-A-3, Downgraded to A3 (sf); previously on Jun 19, 2013 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. B-1, Downgraded to Baa1 (sf); previously on Jun 19, 2013 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. B-2, Downgraded to Baa1 (sf); previously on Jun 19, 2013 Aa2
(sf) Placed Under Review for Possible Downgrade

Cl. B-3, Downgraded to Ba1 (sf); previously on May 24, 2012
Confirmed at Baa2 (sf)

Cl. B-4, Downgraded to B2 (sf); previously on May 5, 2011
Downgraded to Ba3 (sf)

Issuer: MASTR Asset Securitization Trust 2003-4

Cl. 1-A-1, Downgraded to Baa1 (sf); previously on Jun 19, 2013 A1
(sf) Placed Under Review for Possible Downgrade

Cl. 2-A-1, Downgraded to A3 (sf); previously on Jun 19, 2013 Aa3
(sf) Placed Under Review for Possible Downgrade

Cl. 2-A-3, Downgraded to A3 (sf); previously on Jun 19, 2013 Aa3
(sf) Placed Under Review for Possible Downgrade

Cl. 2-A-4, Downgraded to A3 (sf); previously on Jun 19, 2013 Aa2
(sf) Placed Under Review for Possible Downgrade

Cl. 2-A-5, Downgraded to A3 (sf); previously on Jun 19, 2013 A1
(sf) Placed Under Review for Possible Downgrade

Cl. 2-A-6, Downgraded to A3 (sf); previously on Jun 19, 2013 Aa3
(sf) Placed Under Review for Possible Downgrade

Cl. 2-A-7, Downgraded to A3 (sf); previously on Jun 19, 2013 Aa3
(sf) Placed Under Review for Possible Downgrade

Cl. 3-A-1, Downgraded to A3 (sf); previously on Jun 19, 2013 Aa3
(sf) Placed Under Review for Possible Downgrade

Cl. 3-A-2, Downgraded to A3 (sf); previously on Jun 19, 2013 Aa3
(sf) Placed Under Review for Possible Downgrade

Cl. 4-A-1, Downgraded to Baa1 (sf); previously on Jun 19, 2013 A1
(sf) Placed Under Review for Possible Downgrade

Cl. 4-A-2, Downgraded to Baa1 (sf); previously on Jun 19, 2013 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. 4-A-3, Downgraded to Baa1 (sf); previously on Jun 19, 2013 A2
(sf) Placed Under Review for Possible Downgrade

Cl. 5-A-1, Downgraded to Baa1 (sf); previously on Jun 19, 2013 A1
(sf) Placed Under Review for Possible Downgrade

Cl. 6-A-2, Downgraded to Baa1 (sf); previously on Jun 19, 2013 Aa3
(sf) Placed Under Review for Possible Downgrade

Cl. 6-A-3, Downgraded to Baa1 (sf); previously on Jun 19, 2013 A2
(sf) Placed Under Review for Possible Downgrade

Cl. 6-A-5, Downgraded to A3 (sf); previously on Jun 19, 2013 Aa1
(sf) Placed Under Review for Possible Downgrade

Cl. 6-A-6, Downgraded to A3 (sf); previously on Jun 19, 2013 Aa1
(sf) Placed Under Review for Possible Downgrade

Cl. 6-A-7, Downgraded to A3 (sf); previously on Jun 19, 2013 Aa1
(sf) Placed Under Review for Possible Downgrade

Cl. 6-A-9, Downgraded to Baa1 (sf); previously on Jun 19, 2013 A1
(sf) Placed Under Review for Possible Downgrade

Cl. 6-A-10, Downgraded to Baa1 (sf); previously on Jun 19, 2013 A1
(sf) Placed Under Review for Possible Downgrade

Cl. 6-A-11, Downgraded to Baa1 (sf); previously on Jun 19, 2013 A1
(sf) Placed Under Review for Possible Downgrade

Cl. 6-A-16, Downgraded to Baa1 (sf); previously on Jun 19, 2013
Aa3 (sf) Placed Under Review for Possible Downgrade

Cl. 6-A-17, Downgraded to Baa1 (sf); previously on Jun 19, 2013 A2
(sf) Placed Under Review for Possible Downgrade

Cl. 8-A-1, Downgraded to A3 (sf); previously on Jun 19, 2013 Aa3
(sf) Placed Under Review for Possible Downgrade

Cl. 8-A-3, Downgraded to A3 (sf); previously on Jun 19, 2013 Aa3
(sf) Placed Under Review for Possible Downgrade

Cl. 8-A-4, Downgraded to A3 (sf); previously on Jun 19, 2013 Aa3
(sf) Placed Under Review for Possible Downgrade

Cl. PO, Downgraded to Baa1 (sf); previously on Jun 19, 2013 A1
(sf) Placed Under Review for Possible Downgrade

Cl. C-A-1, Downgraded to Baa1 (sf); previously on Jun 19, 2013 Aa2
(sf) Placed Under Review for Possible Downgrade

Cl. C-A-2, Downgraded to Baa1 (sf); previously on Jun 19, 2013 Aa2
(sf) Placed Under Review for Possible Downgrade

Issuer: Merrill Lynch Mortgage Investors Trust MLCC 2003-H

Cl. A-3A, Downgraded to Baa1 (sf); previously on Jun 19, 2013 Aaa
(sf) Placed Under Review for Possible Downgrade

Issuer: Mortgage Pass-Through Certificates, MLMI Series 2003-A4

CL. I-A, Downgraded to A3 (sf); previously on Jun 19, 2013 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. II-A, Downgraded to Baa1 (sf); previously on Jun 19, 2013 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. II-A-IO, Downgraded to Baa1 (sf); previously on Jun 19, 2013
Aaa (sf) Placed Under Review for Possible Downgrade

Cl. III-A, Downgraded to Baa1 (sf); previously on Jun 19, 2013 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. IV-A, Downgraded to A3 (sf); previously on Jun 19, 2013 Aaa
(sf) Placed Under Review for Possible Downgrade

Issuer: MRFC Mortgage Pass-Through Trust, Series 2000-TBC2

Cl. A-1, Downgraded to Baa1 (sf); previously on Jun 19, 2013 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. B-1, Downgraded to Baa1 (sf); previously on Jun 19, 2013 Aa2
(sf) Placed Under Review for Possible Downgrade

Cl. B-2, Downgraded to Baa1 (sf); previously on Jun 19, 2013 A2
(sf) Placed Under Review for Possible Downgrade

Issuer: MRFC Mortgage Pass-Through Trust, Series 2000-TBC3

Cl. A-1, Downgraded to Baa1 (sf); previously on Jun 19, 2013 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. B-1, Downgraded to Baa1 (sf); previously on Jun 19, 2013 Aa2
(sf) Placed Under Review for Possible Downgrade

Cl. B-2, Downgraded to Baa1 (sf); previously on Jun 19, 2013 A2
(sf) Placed Under Review for Possible Downgrade

Issuer: RFMSI Series 2003-S12 Trust

Cl. 1-A-1, Downgraded to Baa1 (sf); previously on Jun 19, 2013 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. 1-A-2, Downgraded to Baa1 (sf); previously on Jun 19, 2013 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. 2-A-1, Downgraded to Baa1 (sf); previously on Jun 19, 2013 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. 2-A-2, Downgraded to Baa1 (sf); previously on Jun 19, 2013 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. 3-A-1, Downgraded to Baa1 (sf); previously on Jun 19, 2013 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. 3-A-2, Downgraded to Baa1 (sf); previously on Jun 19, 2013 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. 4-A-7, Downgraded to Baa1 (sf); previously on Jun 19, 2013 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. 4-A-10, Downgraded to Baa1 (sf); previously on Jun 19, 2013
Aaa (sf) Placed Under Review for Possible Downgrade

Cl. A-P, Downgraded to Baa1 (sf); previously on Jun 19, 2013 Aaa
(sf) Placed Under Review for Possible Downgrade

Issuer: Wells Fargo Mortgage Backed Securities 2004-EE Trust

Cl. II-A-3, Downgraded to Ba3 (sf); previously on Apr 18, 2011
Downgraded to Ba1 (sf)

Cl. III-A-1, Downgraded to Baa1 (sf); previously on Jun 19, 2013
Aaa (sf) Placed Under Review for Possible Downgrade

Cl. III-A-2, Downgraded to Baa1 (sf); previously on Jun 19, 2013
Aaa (sf) Placed Under Review for Possible Downgrade

Cl. III-A-3, Downgraded to Baa2 (sf); previously on Jun 19, 2013
Aa1 (sf) Placed Under Review for Possible Downgrade

Issuer: Prime Mortgage Trust 2003-3

Cl. A-6, Downgraded to Baa1 (sf); previously on Jun 19, 2013 Aaa
(sf) Placed Under Review for Possible Downgrade

Underlying Rating: Downgraded to Baa1 (sf); previously on Jun 19,
2013 Aaa (sf) Placed Under Review for Possible Downgrade

Financial Guarantor: MBIA Insurance Corporation (Upgraded to B3,
Outlook Positive on May 21, 2013)

Cl. A-7, Downgraded to Baa1 (sf); previously on Jun 19, 2013 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. A-8, Downgraded to Baa1 (sf); previously on Jun 19, 2013 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. A-9, Downgraded to Baa1 (sf); previously on Jun 19, 2013 Aaa
(sf) Placed Under Review for Possible Downgrade

Cl. PO, Downgraded to Baa1 (sf); previously on Jun 19, 2013 Aaa
(sf) Placed Under Review for Possible Downgrade

Ratings Rationale:

The actions are a result of the recent performance of the
underlying pools and reflect Moody's updated loss expectations on
the pools. In addition, the downgrades reflect the exposure of the
affected bonds to tail risk due to the pro-rata pay nature of the
transaction.

The principal methodology used in these ratings was "US RMBS
Surveillance Methodology" published in June 2013.

Subject to the results of a stress scenario analysis, Moody's caps
the ratings of bonds exposed to tail-end risk to A3 (sf) or below,
unless the bonds are expected to pay off within a year or are
expected to pay off well before the underlying pool is expected to
be small pool (100 loans).

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
8.2% in May 2012 to 7.6% in May 2013. Moody's forecasts an
unemployment central range of 7.0% to 8.0% for the 2013 year.
Moody's expects house prices to continue to rise in 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.


* Moody's Cuts Ratings on $42MM of 19 Scratch & Dent-Backed RMBS
----------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 19
tranches backed by Scratch and Dent RMBS loans, issued by various
financial institutions.

Complete rating actions are as follows:

Issuer: Bear Stearns Mtg Sec Inc. 1996-06

B-2, Downgraded to Baa3 (sf); previously on Aug 14, 2012
Downgraded to Baa1 (sf)

PO, Downgraded to A3 (sf); previously on Jun 19, 2013 Aaa (sf)
Placed Under Review for Possible Downgrade

B-1, Downgraded to A3 (sf); previously on Jun 19, 2013 Aaa (sf)
Placed Under Review for Possible Downgrade

Issuer: Bear Stearns Mtg Sec Inc. 1997-06

A-1, Downgraded to A3 (sf); previously on Jun 19, 2013 Aaa (sf)
Placed Under Review for Possible Downgrade

3-A, Downgraded to A3 (sf); previously on Jun 19, 2013 Aaa (sf)
Placed Under Review for Possible Downgrade

3-B-1, Downgraded to A3 (sf); previously on Jun 19, 2013 Aaa (sf)
Placed Under Review for Possible Downgrade

3-B-2, Downgraded to Baa1 (sf); previously on Jun 19, 2013 A1 (sf)
Placed Under Review for Possible Downgrade

Issuer: Bear Stearns Structured Sec Inc. 1997-02

1-A-5, Downgraded to A3 (sf); previously on Jun 19, 2013 Aaa (sf)
Placed Under Review for Possible Downgrade

1-P, Downgraded to A3 (sf); previously on Jun 19, 2013 Aaa (sf)
Placed Under Review for Possible Downgrade

1-B-1, Downgraded to Baa1 (sf); previously on Jun 19, 2013 A2 (sf)
Placed Under Review for Possible Downgrade

2-B-1, Downgraded to A3 (sf); previously on Jun 19, 2013 Aaa (sf)
Placed Under Review for Possible Downgrade

2-B-2, Downgraded to Baa1 (sf); previously on Jun 19, 2013 A1 (sf)
Placed Under Review for Possible Downgrade

Issuer: Ocwen Residential MBS Corporation Series 1999-R1

B1-F, Downgraded to Baa1 (sf); previously on Jun 19, 2013 Aa2 (sf)
Placed Under Review for Possible Downgrade

Issuer: RAMP Series 2004-SL2 Trust

Cl. A-I, Downgraded to Baa1 (sf); previously on Jun 19, 2013 A1
(sf) Placed Under Review for Possible Downgrade

Cl. A-I-PO, Downgraded to Baa1 (sf); previously on Jun 19, 2013 A1
(sf) Placed Under Review for Possible Downgrade

Cl. A-II, Downgraded to Baa1 (sf); previously on Jun 19, 2013 A2
(sf) Placed Under Review for Possible Downgrade

Cl. A-III, Downgraded to Ba1 (sf); previously on Jun 19, 2013 A3
(sf) Placed Under Review for Possible Downgrade

Cl. A-IV, Downgraded to B1 (sf); previously on Mar 14, 2013
Downgraded to Ba1 (sf)

Cl. A-PO, Downgraded to Ba2 (sf); previously on Mar 14, 2013
Downgraded to Baa1 (sf)

Ratings Rationale:

The actions are a result of the recent performance of the
underlying pools and reflect Moody's updated loss expectations on
the pools. In addition, the downgrades reflect the exposure of the
affected bonds to tail risk due to the pro-rata pay nature of the
transaction.

Moody's subjects the ratings of Aaa (sf) -- to A (sf) rated
securities in deals with pro-rata pay mechanisms to a stress
scenario analysis. Under this stress scenario analysis, Moody's
stresses its projections of the pools' loss and significantly
delay future defaults or haircut the credit enhancement available
to the bonds. Based on the result of the stress scenario analysis,
Moody's subjects the ratings of these securities to an A3 (sf) cap
or below unless they are either likely to pay off within a year or
are likely to pay off two years before the date by which Moody's
projects the number of loans in the underlying pool will fall
below 100.

The principal methodology used in these ratings was "US RMBS
Surveillance Methodology" published in June 2013.

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
8.2% in May 2012 to 7.6% in May 2013. Moody's forecasts an
unemployment central range of 7.0% to 8.0% for the 2013 year.
Moody's expects house prices to continue to rise in 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.


* Moody's Takes Action on $324MM of Scratch and Dent-Backed Loans
-----------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 27
tranches and upgraded the ratings of 12 tranches backed by Scratch
and Dent RMBS loans.

Complete rating actions are as follows:

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

Cl. A-3, Upgraded to Baa3 (sf); previously on Jul 11, 2012
Upgraded to Ba2 (sf)

Cl. M-1, Upgraded to B1 (sf); previously on Apr 24, 2009
Downgraded to B3 (sf)

Issuer: Merrill Lynch Mortgage Investors Trust Series 2006-SD1

Cl. A, Upgraded to B3 (sf); previously on Jul 18, 2012 Confirmed
at Caa2 (sf)

Issuer: RAAC 2006-SP2 Trust

Cl. A-2, Upgraded to A1 (sf); previously on Jul 17, 2012 Upgraded
to Baa2 (sf)

Cl. A-3, Upgraded to Baa2 (sf); previously on Jul 17, 2012
Upgraded to Ba2 (sf)

Issuer: RAAC Series 2004-SP1 Trust

Cl. M-1, Downgraded to Caa1 (sf); previously on Jul 17, 2012
Confirmed at B2 (sf)

Issuer: RAAC Series 2004-SP2 Trust

Cl. A-I, Downgraded to Caa1 (sf); previously on Jul 17, 2012
Downgraded to B1 (sf)

Cl. A-II-1, Downgraded to Caa1 (sf); previously on May 19, 2011
Downgraded to B2 (sf)

Cl. A-II-2, Downgraded to Caa1 (sf); previously on May 19, 2011
Downgraded to B3 (sf)

Cl. A-II-IO, Downgraded to Caa1 (sf); previously on May 19, 2011
Downgraded to B2 (sf)

Cl. A-II-PO, Downgraded to Caa1 (sf); previously on Jul 17, 2012
Confirmed at B2 (sf)

Issuer: RAAC Series 2004-SP3 Trust

Cl. A-II, Downgraded to Baa2 (sf); previously on Jul 17, 2012
Confirmed at A3 (sf)

Cl. M-II-1, Downgraded to B1 (sf); previously on Jul 17, 2012
Confirmed at Baa3 (sf)

Issuer: RAAC Series 2005-SP1 Trust

Cl. A-I-1, Downgraded to Ba2 (sf); previously on May 19, 2011
Downgraded to Baa3 (sf)

Cl. A-I-2, Downgraded to B2 (sf); previously on Jul 17, 2012
Downgraded to Ba3 (sf)

Cl. A-I-5, Downgraded to Ba2 (sf); previously on Jul 17, 2012
Downgraded to Ba1 (sf)

Cl. A-I-6, Downgraded to B1 (sf); previously on Jul 17, 2012
Downgraded to Ba2 (sf)

Cl. A-I-PO, Downgraded to B2 (sf); previously on Jul 17, 2012
Downgraded to Ba3 (sf)

Cl. A-II-1, Downgraded to Ba3 (sf); previously on Jul 17, 2012
Downgraded to Baa3 (sf)

Cl. A-II-3, Downgraded to Ba3 (sf); previously on May 19, 2011
Downgraded to Ba1 (sf)

Cl. A-II-8, Downgraded to Ba3 (sf); previously on May 19, 2011
Downgraded to Baa3 (sf)

Cl. A-II-9, Downgraded to B1 (sf); previously on Jul 17, 2012
Downgraded to Ba1 (sf)

Cl. A-II-PO, Downgraded to B1 (sf); previously on May 19, 2011
Downgraded to Ba1 (sf)

Cl. A-III-1, Downgraded to B1 (sf); previously on Jul 17, 2012
Downgraded to Ba3 (sf)

Cl. A-III-9, Downgraded to B2 (sf); previously on Jul 17, 2012
Downgraded to B1 (sf)

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

Cl. A-III-PO, Downgraded to B2 (sf); previously on May 19, 2011
Downgraded to Ba2 (sf)

Cl. A-IV-1, Downgraded to B2 (sf); previously on Jul 17, 2012
Downgraded to Ba3 (sf)

Cl. A-IV-2, Downgraded to B2 (sf); previously on Jul 17, 2012
Downgraded to Ba3 (sf)

Cl. A-IV-IO, Downgraded to B3 (sf); previously on Jul 17, 2012
Downgraded to B1 (sf)

Cl. A-IV-PO, Downgraded to B2 (sf); previously on Jul 17, 2012
Downgraded to Ba3 (sf)

Issuer: RAAC Series 2005-SP3 Trust

Cl. M-1, Upgraded to Baa3 (sf); previously on Jul 17, 2012
Upgraded to Ba2 (sf)

Cl. M-2, Upgraded to B3 (sf); previously on Jul 17, 2012 Upgraded
to Caa3 (sf)

Cl. M-3, Upgraded to Caa3 (sf); previously on May 4, 2009
Downgraded to C (sf)

Issuer: RAAC Series 2006-SP3 Trust

Cl. A-2, Upgraded to A3 (sf); previously on May 19, 2011 Confirmed
at Ba1 (sf)

Cl. A-3, Upgraded to Baa3 (sf); previously on Jul 17, 2012
Confirmed at B1 (sf)

Cl. M-1, Upgraded to Caa1 (sf); previously on May 4, 2009
Downgraded to Ca (sf)

Issuer: Salomon Brothers Mortgage Trust 2001-2

Cl. M-3, Upgraded to Ba2 (sf); previously on Jul 18, 2012
Downgraded to B1 (sf)

Ratings Rationale:

The actions are a result of the recent performance of the
underlying pools 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 the bonds than previously anticipated. The upgrades are
a result of improving performance of the related pools and faster
pay-down of the bonds than anticipated.

The principal methodology used in these ratings was "US RMBS
Surveillance Methodology" published in June 2013.

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
8.2% in May 2012 to 7.6% in May 2013. Moody's forecasts an
unemployment central range of 7.0% to 8.0% for the 2013 year.
Moody's expects house prices to continue to rise in 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.


* Moody's Takes Action on $274MM of Alt-A RMBS from Two Issuers
---------------------------------------------------------------
Moody's Investors Service has confirmed the ratings of three
tranches and upgraded the ratings of six tranches backed by Alt-A
loans, issued by MASTR Adjustable Rate Mortgages Trust 2005-7 and
Opteum Mortgage Acceptance Corporation Asset Backed Pass-Through
Certificates 2005-5.

Complete rating actions are as follows:

Issuer: MASTR Adjustable Rate Mortgages Trust 2005-7

  Cl. 3-A-1, Upgraded to Caa3 (sf); previously on Apr 15, 2010
  Downgraded to Ca (sf)

Issuer: Opteum Mortgage Acceptance Corporation Asset Backed Pass-
Through Certificates 2005-5

  Cl. I-APT, Confirmed at Caa1 (sf); previously on May 14, 2013
  Caa1 (sf) Placed Under Review Direction Uncertain

  Cl. I-A1C, Confirmed at B2 (sf); previously on May 14, 2013 B2
  (sf) Placed Under Review Direction Uncertain

  Cl. I-A1D, Confirmed at Caa2 (sf); previously on May 14, 2013
  Caa2 (sf) Placed Under Review Direction Uncertain

  Cl. II-A1B, Upgraded to B1 (sf); previously on May 14, 2013 B3
  (sf) Placed Under Review Direction Uncertain

  Cl. II-A1C, Upgraded to B2 (sf); previously on May 14, 2013
  Caa2 (sf) Placed Under Review Direction Uncertain

  Cl. II-A1D1, Upgraded to B2 (sf); previously on May 14, 2013
  Caa3 (sf) Placed Under Review Direction Uncertain

  Cl. II-A1D2, Current Rating A2 (sf); previously on Jan 18, 2013
  Downgraded to A2 (sf)

  Underlying Rating: Upgraded to B2 (sf); previously on May 14,
  2013 Caa3 (sf) Placed Under Review Direction Uncertain

  Financial Guarantor: Assured Guaranty Municipal Corp
  (Downgraded to A2, Outlook Stable on Jan 17, 2013)

  Cl. II-AN, Upgraded to B1 (sf); previously on May 14, 2013 B2
  (sf) Placed Under Review Direction Uncertain

Ratings Rationale:

The rating action reflects recent performance of the underlying
pools and Moody's updated expected losses on the pools.

The rating action concludes the review of Class I-APT, Class I-
A1C, Class I-A1D, Class II-A1B, Class II-A1C, Class II-A1D1, Class
II-A1D2 and Class II-AN from Opteum 2005-5 announced in May 2013
relating to the existence of an error in the Structured Finance
Workstation (SFW) cash flow model used in rating the transaction.
Moody's has confirmed the ratings of Class I-APT, Class I-A1C, and
Class I-A1D and upgraded the ratings of Class II-A1B, Class II-
A1C, Class II-A1D1, Class II-A1D2, and Class II-AN. In prior
rating actions, the subordinate interest payments were modeled
incorrectly as coming from available funds. The Pooling and
Servicing Agreement (PSA) states that interest payments on the
subordinate tranches are made from the interest remittance amount
only. The rating action reflects the correct allocation of
interest to the subordinate bonds.

The upgrades on the Class II bonds from Opteum 2005-5 are driven
by a correction to the group principal distribution calculation in
the cash flow model. Previously, the model was over-paying the
Group 1 senior bonds and underpaying the Group 2 senior bonds.

In MASTR Adjustable Rate Mortgages Trust 2005-7, Moody's has
upgraded the rating of the Class 3-A-1 bond. This action reflects
correction of an error in the cash flow model previously used by
Moody's in rating this transaction, specifically in how the model
handled principal allocation on the senior bonds once the
mezzanine certificates are depleted. Previously, the model was
over-paying the Group 2 senior bonds and underpaying the Group 1
senior and Group 3 senior bonds. This has now been corrected,
which benefits the Group 3 senior bonds.

The principal methodology used in these ratings was "US RMBS
Surveillance Methodology" published in June 2013.

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
8.2% in May 2012 to 7.6% in May 2013. Moody's forecasts an
unemployment central range of 7.0% to 8.0% for the 2013 year.
Moody's expects house prices to continue to rise in 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.


* Moody's Takes Action on $9MM Scratch & Dent RMBS From 3 Issuers
-----------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 13
tranches and upgraded the ratings of two tranches from six
transactions backed by Scratch and Dent RMBS loans, issued by
various financial institutions.

Complete rating actions are as follows:

Issuer: SACO I Inc. Mortgage Pass-Through Certificates, Series
2000-1

Cl. 1-B-1, Downgraded to Ba2 (sf); previously on Jul 18, 2012
Downgraded to Baa1 (sf)

Cl. 2-B-1, Downgraded to Baa1 (sf); previously on Jun 19, 2013 Aa2
(sf) Placed Under Review for Possible Downgrade

Cl. 2-B-2, Downgraded to Caa1 (sf); previously on May 26, 2011
Downgraded to B2 (sf)

Issuer: SACO I Inc. Series 1999-3

2-B-1, Downgraded to Baa1 (sf); previously on Jun 19, 2013 A2 (sf)
Placed Under Review for Possible Downgrade

A-WAC, Downgraded to Caa3 (sf); previously on Jan 28, 2013
Downgraded to Ba2 (sf)

Issuer: SBMS VII 1997-HUD2

A-4, Downgraded to Baa1 (sf); previously on Jun 19, 2013 A2 (sf)
Placed Under Review for Possible Downgrade

Issuer: Wilshire Funding Corporation Mortgage-Backed Certificates,
Series 1996-3

M-1, Downgraded to Baa1 (sf); previously on Jun 19, 2013 Aaa (sf)
Placed Under Review for Possible Downgrade

PO, Downgraded to A3 (sf); previously on Jun 19, 2013 Aaa (sf)
Placed Under Review for Possible Downgrade

Issuer: Wilshire Funding Corporation, Series 1997-WFC1

IO, Downgraded to Baa1 (sf); previously on Jun 19, 2013 A1 (sf)
Placed Under Review for Possible Downgrade

PO, Downgraded to A3 (sf); previously on Jun 19, 2013 Aaa (sf)
Placed Under Review for Possible Downgrade

M-1, Downgraded to A3 (sf); previously on Jun 19, 2013 Aaa (sf)
Placed Under Review for Possible Downgrade

M-2, Downgraded to A3 (sf); previously on Jun 19, 2013 Aa1 (sf)
Placed Under Review for Possible Downgrade

Issuer: Wilshire Mortgage Funding Company VI, Inc., Series 1998-
WFC2

M-1, Downgraded to A3 (sf); previously on Jun 19, 2013 A1 (sf)
Placed Under Review for Possible Downgrade

M-2, Upgraded to Baa2 (sf); previously on May 23, 2011 Downgraded
to Ba1 (sf)

M-3, Upgraded to Ba2 (sf); previously on Jun 26, 2012 Upgraded to
B2 (sf)

Ratings Rationale:

The actions are a result of the recent performance of the
underlying pools and reflect Moody's updated loss expectations on
the pools. In addition, the downgrades reflect the exposure of the
affected bonds to tail risk due to the pro-rata pay nature of the
transaction.

The principal methodology used in these ratings was "US RMBS
Surveillance Methodology" published in June 2013.

Subject to the results of a stress scenario analysis, Moody's caps
the ratings of bonds exposed to tail-end risk to A3 (sf) or below,
unless the bonds are expected to pay off within a year or are
expected to pay off well before the underlying pool is expected to
be small pool (100 loans).

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
8.2% in May 2012 to 7.6% in May 2013. Moody's forecasts an
unemployment central range of 7.0% to 8.0% for the 2013 year.
Moody's expects house prices to continue to rise in 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.


* S&P Cuts Ratings on 75 Classes From 42 US RMBS Transactions
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 75
classes from 42 U.S. residential mortgage-backed securities (RMBS)
transactions, removing eight of them from CreditWatch with
developing implications and 55 of them from CreditWatch with
negative implications.  S&P also raised its ratings on 19 classes
from 14 transactions, removing all of them from CreditWatch
developing.  In addition, S&P affirmed its ratings on 55 classes
from 30 transactions, removing five of them from CreditWatch
developing and 24 of them from CreditWatch negative.  S&P also
withdrew its ratings on two classes from two transactions.

The rating actions follows S&P's recently implemented revised
criteria for the surveillance of pre-2009 RMBS transactions backed
by second-lien mortgage loans, which include closed-end second-
lien loans, home equity line of credit HELOC) loans, and second-
lien high-combined loan-to-value (HLTV) loans.

S&P reviewed 151 ratings from 62 U.S. RMBS transactions issued
between 1999 and 2007 that are backed primarily by adjustable- and
fixed-rate closed-end second-lien and second-lien HLTV mortgage
loans on one- to four-family residential properties.  Some of the
transactions S&P reviewed are also partially secured by second-
lien HELOC loans.

"On March 29, 2013, we placed our ratings on 112 classes from 49
transactions within this review on CreditWatch negative or
developing, along with ratings from another group of RMBS
securities backed by second-lien mortgage loans.  CreditWatch
negative placements accounted for approximately 62% of the total
CreditWatch actions, while CreditWatch developing placements
totaled approximately 37%.  The high number of CreditWatch
negative placements reflected our view that the credit support
available for the majority of the classes was insufficient to
withstand our revised projected losses for their respective rating
category.  We completed our 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 shown in table 1," S&P said.

Table 1
CreditWatch Action Summary
                              3 or fewer       More than 3
From         Affirmations      notches           notches
                             Up      Down      Up      Down
Watch Neg         24          0        21        0       34
Watch Dev          5         14         4        5        4

Table 2
Deals/Structures Reviewed
                                                    No. deals/
                                                    structures
Shelf Name                                            reviewed

GMACM Home Equity Loan Trust  (GMHE)                       1/1
Morgan Stanley Mortgage Loan Trust  (MSL)                  6/6
PHH Mortgage Trust (PHT)                                   1/1
RFMSII/Home Eq Ln/ Res Fund. Mtg. Sec II Tr (RFC)        30/35
SACO I Trust  (SACO)                                       5/6
Structured Asset Securities Corp. (SAS)                    3/3
Terwin Mortgage Trust  (TMT)                             16/19

Table 3
Summary of Rating Actions By Shelf

Shelf        No. IG       No. SG     No. IG      No. down/up
name       affirmed     affirmed      to SG       >3 notches
GMHE              0            0          0              0/0
MSL               0            2          2              2/0
PHT               1            0          0              2/0
RFC              25           17         24             23/2
SACO              3            0          0              0/0
SAS               0            1          1              1/1
TMT               3            3          9             10/2

IG - Investment grade.
SG - Speculative grade.

Of the 75 downgrades, S&P lowered 36 ratings out of investment-
grade ("investment-grade" indicates a rating of 'BBB-' or higher),
with 10 ratings remaining at investment-grade after being lowered.
The remaining downgraded classes already had speculative-grade
ratings ("speculative-grade" indicates a rating of 'BB+' or lower)
before the actions.  Senior tranches accounted for 31 of the
lowered ratings.

The downgrades stemmed primarily from increased loss projections
due to longer loss horizons and the roll-rates applied to non-
delinquent loans, as well as an increase in S&P's default
multiples applied to each rating category, including increased
stress multiples applied to ratings 'A (sf)' and above.  S&P
lowered four ratings from Terwin Mortgage Trust 2006-8 to 'D (sf)'
due to interest shortfalls according to our interest shortfall
criteria.  S&P lowered class M-2 from Terwin Mortgage Trust 2005-
3SL to 'D' because it took a principal writedown.

Despite the increase in remaining projected losses for a majority
of the transactions, we raised our ratings on 19 classes from 14
transactions and removed them from CreditWatch developing.  The
upgrades reflect sufficient projected credit enhancement to
support projected losses at the respective rating level.  Some of
these classes are the senior-most tranches outstanding in their
respective transactions.  Some transactions, especially those from
the pre-2005 vintages, are exhibiting better pool performance than
others.  The upgrades also reflect the structural mechanics of
these transactions, including 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 before S&P's
projected losses are realized.  S&P upgraded other classes due to
an extended loss horizon that increases the excess spread
available for credit support in S&P's projections.  Only one
rating was raised higher than 'A+ (sf)'.  As specified in the
criteria, the ratings for classes in pre-2009 second-lien
transactions will generally be limited to 'A+ (sf)'.  There are
limited cases in which S&P may assign a rating above 'A+ (sf)',
but only if the following conditions are present:

   -- S&P's forward-looking projection at the applicable rating
      level indicates the security will be paid in full within 12-
      24 months, and the transaction benefits from hard credit
      enhancement (i.e., not including excess spread) that is
      equal to at least 2x the level of total credit enhancement
      needed to support a 'AA' or 'AAA' rating for that
      transaction, or if such a security is projected to be paid
      in full in less than one year, it would need to have hard
      credit support equal to at least 1.5x the level of credit
      enhancement needed to support a 'AA' or 'AAA' rating.

   -- The collateral pool performance trend is not deteriorating.

S&P affirmed its ratings on 55 classes from 30 transactions,
including 16 classes 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 (sf)' reflect
S&P's opinion that the credit support for these classes will
remain sufficient to cover the revised projected losses.

S&P withdrew its ratings on two classes from two transactions,
removing one from CreditWatch developing, because they were paid
in full.

In line with S&P's counterparty criteria, it considered any
applicable hedges related to these securities when performing
these rating actions.

Subordination, overcollateralization (when available), and excess
interest (as applicable) generally provide credit support for
these transactions.  Bond insurance might also benefit some
classes.  In these cases, the long-term rating on the class
reflects the higher of the ratings on the bond insurer and the
underlying credit rating on the security without the benefit of
such bond insurance.

                         ECONOMIC OUTLOOK

When analyzing U.S. RMBS collateral pools to determine their
relative credit quality and the potential impact on rated
securities, the degree of remaining losses stems, to a certain
extent, from S&P's outlook regarding the behavior of such loans in
conjunction with expected economic conditions.  Overall, Standard
& Poor's baseline macroeconomic outlook assumptions for variables
that it believes could affect residential mortgage performance are
as follows:

   -- S&P's unemployment rate forecast is 7.4% for 2013 and 6.7%
      for 2014, compared with the actual 8.1% rate in 2012.

   -- Home prices will increase 11% in 2013, using the 20-city
      Standard & Poor's/Case-Shiller Home Price Index.

   -- Real GDP growth will be 2.5% in 2013 and 3.2% in 2014.

   -- The 30-year mortgage rate will average 3.4% for 2013 and
      reach slightly higher levels in 2014.

   -- Inflation will be 1.4% in 2013 and 1.8% in 2014.

Overall, S&P's outlook for RMBS is stable.  Although S&P views
overall housing fundamentals positively, it believes RMBS
fundamentals still hinges on additional factors, such as the
ultimate fate of modified loans, the propensity of servicers to
advance on delinquent loans, and liquidation timelines.

Under S&P's baseline economic assumptions, it expects RMBS
collateral quality to improve mildly.  However, if a downside
scenario were to occur in the U.S. in line with Standard & Poor's
forecast, it believes that the credit quality of U.S. RMBS would
weaken.  S&P's downside scenario incorporates the following key
assumptions:

   -- Home prices once again decline as a result of higher
      defaults, additional shadow inventory, and less purchase
      activity.

   -- Total unemployment increases modestly in 2013 to 8.6%, but
      rises to 9% in 2014 and job growth would slow to almost zero
      in 2013 and 2014.

   -- Downward pressure causes less than 1% GDP growth in 2013 and
      2014, fueled by increased unemployment levels.

   -- Thirty-year fixed mortgage rates fall below 3% in 2013, but
      capitalizing on such lower rates could be hampered by
      limited access to credit and pressure on home prices.

          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

GMACM Home Equity Loan Trust 2006-HE5
Series 2006-HE5
                               Rating
Class      CUSIP       To                   From
I-A-1      38012EAA3   B (sf)               BB (sf)/Watch Neg
II-A-2     38012EAC9   B (sf)               BB (sf)/Watch Neg

Home Equity Loan Trust 2002-HS3
Series 2002-HS3
                               Rating
Class      CUSIP       To                   From
A-I-6      76110VKS6   BBB (sf)             BBB (sf)/Watch Dev
A-II       76110VKU1   A+ (sf)              BBB (sf)/Watch Dev

Home Equity Loan Trust 2003-HS1
Series 2003-HS1
                               Rating
Class      CUSIP       To                   From
A-I-5      76110VLW6   A+ (sf)              BBB+ (sf)/Watch Dev
A-I-6      76110VLX4   A+ (sf)              BBB+ (sf)/Watch Dev
A-II       76110VLZ9   A+ (sf)              BBB+ (sf)/Watch Dev
VFN        N/A         A+ (sf)              BBB+ (sf)/Watch Dev

N/A - Not applicable.

Home Equity Loan Trust 2003-HS3
Series 2003-HS3
                               Rating
Class      CUSIP       To                   From
A-I-4      76110VNV6   A (sf)               A (sf)/Watch Dev
A-II-A     76110VNX2   A+ (sf)              A- (sf)/Watch Dev
A-II-B     76110VNY0   A+ (sf)              A- (sf)/Watch Dev

Home Loan Trust 1999-HI1
Series 1999-HI1
                               Rating
Class      CUSIP       To                   From
A-6        76110VBX5   A+ (sf)              A (sf)/Watch Dev

Home Loan Trust 1999-HI4
Series 1999-HI4
                               Rating
Class      CUSIP       To                   From
A-7        76110VCR7   A+ (sf)              A (sf)/Watch Dev

Home Loan Trust 2001-HI1
Series 2001-HI1
                               Rating
Class      CUSIP       To                   From
A          76110VFF0   BB- (sf)             BBB+ (sf)/Watch Dev

Home Loan Trust 2001-HI4
Series 2001-HI4
                               Rating
Class      CUSIP       To                   From
A-7        76110VHJ0   BB+ (sf)             BBB (sf)/Watch Neg

Home Loan Trust 2002-HI1
Series 2002-HI1
                               Rating
Class      CUSIP       To                   From
A-7        76110VHS0   BBB- (sf)            BBB (sf)/Watch Neg

Home Loan Trust 2002-HI3
Series 2002-HI3
                               Rating
Class      CUSIP       To                   From
A-7        76110VJX7   CCC (sf)             B+ (sf)/Watch Dev

Home Loan Trust 2002-HI4
Series 2002-HI4
                               Rating
Class      CUSIP       To                   From
A-6        76110VLA4   A+ (sf)              A+ (sf)/Watch Neg
M-1        76110VLB2   A+ (sf)              A+ (sf)/Watch Neg
M-2        76110VLC0   BB+ (sf)             A (sf)/Watch Neg
M-3        76110VLD8   BB+ (sf)             BBB (sf)/Watch Neg

Home Loan Trust 2002-HI5
Series 2002-HI5
                               Rating
Class      CUSIP       To                   From
A-7        76110VLM8   A+ (sf)              A+ (sf)/Watch Neg
M-1        76110VLN6   A+ (sf)              A+ (sf)/Watch Neg
M-2        76110VLP1   A (sf)               A (sf)/Watch Dev
M-3        76110VLQ9   B- (sf)              BBB (sf)/Watch Neg
B          76110VLR7   NR                   B- (sf)/Watch Dev

Home Loan Trust 2003-HI1
Series 2003-HI1
                               Rating
Class      CUSIP       To                   From
A-7        76110VMG0   A+ (sf)              A+ (sf)/Watch Neg
M-1        76110VMH8   A+ (sf)              A+ (sf)/Watch Neg
M-2        76110VMJ4   BB+ (sf)             A (sf)/Watch Neg
M-3        76110VMK1   B- (sf)              BBB (sf)/Watch Neg

Home Loan Trust 2003-HI2
Series 2003-HI2
                               Rating
Class      CUSIP       To                   From
A-6        76110VNE4   A+ (sf)              A+ (sf)/Watch Neg
M-1        76110VNG9   A+ (sf)              A+ (sf)/Watch Neg
M-2        76110VNH7   BBB (sf)             A (sf)/Watch Dev
M-3        76110VNJ3   B- (sf)              BBB (sf)/Watch Neg

Home Loan Trust 2004-HI1
Series 2004-HI1
                               Rating
Class      CUSIP       To                   From
A-5        76110VPR3   A+ (sf)              A+ (sf)/Watch Neg
M-1        76110VPS1   A+ (sf)              A+ (sf)/Watch Neg
M-2        76110VPT9   BBB (sf)             A (sf)/Watch Neg
M-3        76110VPU6   BB (sf)              BBB+ (sf)/Watch Neg
M-4        76110VPV4   B- (sf)              BBB (sf)/Watch Neg
M-5        76110VPW2   CCC (sf)             BBB- (sf)/Watch Neg

Home Loan Trust 2004-HI2
Series 2004-HI2
                               Rating
Class      CUSIP       To                   From
A-5        76110VQS0   B- (sf)              BBB- (sf)/Watch Neg

Home Loan Trust 2004-HI3
Series 2004-HI3
                               Rating
Class      CUSIP       To                   From
A-5        76110VQX9   B+ (sf)              BBB (sf)/Watch Neg

Home Loan Trust 2005-HI1
Series 2005-HI1
                               Rating
Class      CUSIP       To                   From
A-5        76110VRD2   B- (sf)              B (sf)/Watch Neg

Home Loan Trust 2005-HI2
Series 2005-H12
                               Rating
Class      CUSIP       To                   From
A-5        76110VRJ9   A+ (sf)              A+ (sf)/Watch Neg
M-1        76110VRK6   A+ (sf)              A+ (sf)/Watch Neg
M-2        76110VRL4   A+ (sf)              A+ (sf)/Watch Neg
M-3        76110VRM2   A+ (sf)              A+ (sf)/Watch Neg
M-4        76110VRN0   BBB (sf)             A+ (sf)/Watch Neg
M-5        76110VRP5   BB+ (sf)             A+ (sf)/Watch Neg
M-6        76110VRQ3   BB+ (sf)             A- (sf)/Watch Neg
M-7        76110VRR1   B (sf)               BBB+ (sf)/Watch Neg
M-8        76110VRS9   CCC (sf)             BBB (sf)/Watch Neg
M-9        76110VRT7   CCC (sf)             B+ (sf)/Watch Neg

Home Loan Trust 2005-HI3
Series 2005-HI3
                               Rating
Class      CUSIP       To                   From
M-1        76110VSF6   AA+ (sf)             AA+ (sf)/Watch Dev
M-2        76110VSG4   A+ (sf)              A+ (sf)/Watch Neg
M-3        76110VSH2   A+ (sf)              A+ (sf)/Watch Neg
M-4        76110VSJ8   A+ (sf)              A+ (sf)/Watch Neg
M-5        76110VSK5   A+ (sf)              A (sf)/Watch Dev
M-6        76110VSL3   BBB+ (sf)            A- (sf)/Watch Neg
M-7        76110VSM1   BB+ (sf)             BBB+ (sf)/Watch Neg
M-8        76110VSN9   CCC (sf)             BBB (sf)/Watch Neg

Home Loan Trust 2006-HI1
Series 2006-HI1
                               Rating
Class      CUSIP       To                   From
A-4        76110VTW8   AA+ (sf)             AAA (sf)/Watch Neg
M-1        76110VTX6   A+ (sf)              A+ (sf)/Watch Neg
M-2        76110VTY4   A+ (sf)              A+ (sf)/Watch Neg
M-3        76110VTZ1   BBB+ (sf)            A+ (sf)/Watch Neg
M-4        76110VUA4   BB+ (sf)             A+ (sf)/Watch Neg
M-5        76110VUB2   B (sf)               A (sf)/Watch Neg
M-6        76110VUC0   CCC (sf)             A- (sf)/Watch Neg
M-7        76110VUD8   CC (sf)              BB+ (sf)/Watch Neg

Home Loan Trust 2006-HI2
Series 2006-HI2
                               Rating
Class      CUSIP       To                   From
A-3        437185AC5   BBB+ (sf)            A (sf)/Watch Dev

Home Loan Trust 2006-HI3
Series 2006-HI3
                               Rating
Class      CUSIP       To                   From
A-3        43718NAC6   A+ (sf)              A (sf)/Watch Dev
A-4        43718NAD4   CCC (sf)             B (sf)/Watch Neg

Home Loan Trust 2006-HI4
Series 2006-HI4
                               Rating
Class      CUSIP       To                   From
A-3        43718MAC8   A+ (sf)              BBB- (sf)/Watch Dev

Home Loan Trust 2006-HI5
Series 2006-HI5
                               Rating
Class      CUSIP       To                   From
A-3        43718VAC8   BB- (sf)             BBB (sf)/Watch Dev

Home Loan Trust 2007-HI1
Series 2007-HI1
                               Rating
Class      CUSIP       To                   From
A-3        43718WAC6   B- (sf)              BBB (sf)/Watch Dev

Morgan Stanley Mortgage Loan Trust 2005-8SL
Series 2005-8SL
                               Rating
Class      CUSIP       To                   From
A-1        61748HQG9   B- (sf)              BBB (sf)/Watch Neg
A-2b       61748HQJ3   B- (sf)              BBB (sf)/Watch Neg

Morgan Stanley Mortgage Loan Trust 2006-10SL
Series 2006-10SL
                               Rating
Class      CUSIP       To                   From
A-1        61749TAA2   CC (sf)              CCC (sf)

Morgan Stanley Mortgage Loan Trust 2006-14SL
Series 2006-14SL
                               Rating
Class      CUSIP       To                   From
A-1        61749SAC0   CC (sf)              CCC (sf)

Morgan Stanley Mortgage Loan Trust 2006-4SL
Series 2006-4SL
                               Rating
Class      CUSIP       To                   From
A-1        61748HYC9   CC (sf)              CCC (sf)

PHH Mortgage Trust, Series 2007-SL1
Series 2007-SL1
                               Rating
Class      CUSIP       To                   From
M-1        69337YAB0   CCC (sf)             BB+ (sf)/Watch Dev
M-2        69337YAC8   CCC (sf)             BB+ (sf)/Watch Neg
M-3        69337YAD6   CC (sf)              B- (sf)/Watch Neg

Residential Funding Mortgage Securities II Inc.
Series 2004-HS2
                               Rating Class      CUSIP
To                   From
A-1-4      76110VQJ0   NR                   B (sf)


RFMSII Series 2002-HS1 Trust
Series 2002-HS1
                               Rating
Class      CUSIP       To                   From
M-1        76110VJA7   AAA (sf)             AAA (sf)/Watch Neg

RFMSII Series 2002-HS2 Trust
Series 2002-HS2
                               Rating
Class      CUSIP       To                   From
M-1        76110VKG2   AA+ (sf)             AA+ (sf)/Watch Dev

SACO I Trust 2004-2
Series 2004-2
                               Rating
Class      CUSIP       To                   From
B-1        785778CZ2   BBB- (sf)            BBB (sf)/Watch Dev

SACO I Trust 2005-10
Series 2005-10
                               Rating
Class      CUSIP       To                   From
II-A-1     785778NE7   CCC (sf)             B- (sf)/Watch Neg
II-A-3     785778NG2   CCC (sf)             B- (sf)/Watch Neg

SACO I Trust 2005-8
Series 2005-8
                               Rating
Class      CUSIP       To                   From
A-1        785778LA7   A+ (sf)              A+ (sf)/Watch Neg
A-3        785778LC3   A+ (sf)              A+ (sf)/Watch Neg

SACO I Trust, 2005-7
Series 2005-7
                               Rating
Class      CUSIP       To                   From
A          785778KL4   A+ (sf)              A+ (sf)/Watch Neg

SACO I Trust, 2005-WM3
Series 2005-WM3
                               Rating
Class      CUSIP       To                   From
A-1        785778LS8   CCC (sf)             B (sf)/Watch Neg
A-3        785778LU3   CCC (sf)             B (sf)/Watch Neg

Structured Asset Securities Corp.
Series 2004-S4
                               Rating
Class      CUSIP       To                   From
M5         86359BM57   A+ (sf)              BBB+ (sf)/Watch Dev
M6         86359BM65   CC (sf)              B- (sf)/Watch Neg

Structured Asset Securities Corporation Mortgage Loan Trust 2005-
S5
Series 2005-S5
                               Rating
Class      CUSIP       To                   From
M1         86359DPP6   BB- (sf)             A+ (sf)/Watch Neg

Structured Asset Securities Corporation Mortgage Loan Trust 2005-
S6
Series 2005-S6
                               Rating
Class      CUSIP       To                   From
A2         86359DTQ0   A+ (sf)              BBB (sf)/Watch Dev

Terwin Mortgage Trust 2003-3SL
Series 2003-3SL
                               Rating
Class      CUSIP       To                   From
B-1        881561BC7   A+ (sf)              A+ (sf)/Watch Neg

Terwin Mortgage Trust 2004-10SL
Series 2004-10SL
                               Rating
Class      CUSIP       To                   From
B-1        881561KQ6   BB- (sf)             BBB (sf)/Watch Neg
B-2        881561KR4   CCC (sf)             BBB- (sf)/Watch Neg

Terwin Mortgage Trust 2004-16SL
Series 2004-16SL
                               Rating
Class      CUSIP       To                   From
B-1        881561KZ6   CC (sf)              BBB (sf)/Watch Neg

Terwin Mortgage Trust 2004-18SL
Series 2004-18SL
                               Rating
Class      CUSIP       To                   From
1-B-3      881561MY7   CCC (sf)             BBB- (sf)/Watch Neg
2-B-1      881561NG5   CCC (sf)             BBB (sf)/Watch Neg

Terwin Mortgage Trust 2004-2SL
Series 2004-2SL
                               Rating
Class      CUSIP       To                   From
B-2        881561DW1   CCC (sf)             BB (sf)/Watch Neg

Terwin Mortgage Trust 2004-6SL
Series 2004-6SL
                               Rating
Class      CUSIP       To                   From
B-1        881561HE7   BB- (sf)             BBB (sf)/Watch Neg
B-2        881561HF4   CCC (sf)             BBB- (sf)/Watch Neg

Terwin Mortgage Trust 2005-1SL
Series 2005-1SL
                               Rating
Class      CUSIP       To                   From
M-1        881561QJ6   AAA (sf)             AA (sf)/Watch Dev
M-2        881561QK3   A+ (sf)              A (sf)/Watch Dev

Terwin Mortgage Trust 2005-3SL
Series 2005-3SL
                               Rating
Class      CUSIP       To                   From
M-1        881561SU9   BBB+ (sf)            A+ (sf)/Watch Neg
M-2        881561SV7   D (sf)               CC (sf)

Terwin Mortgage Trust 2005-5SL
Series 2005-5SL
                               Rating
Class      CUSIP       To                   From
M-2        881561RQ9   A+ (sf)              A (sf)/Watch Dev
M-3        881561RR7   CCC (sf)             A- (sf)/Watch Neg

Terwin Mortgage Trust 2006-4SL
Series 2006-4SL
                               Rating
Class      CUSIP       To                   From
A-2        881561X25   CC (sf)              CCC (sf)

Terwin Mortgage Trust 2006-6
Series 2006-6
                               Rating
Class      CUSIP       To                   From
I-A-1      8815612T0   CC (sf)              CCC (sf)
I-A-2      8815612U7   CC (sf)              CCC (sf)
II-A-2     88156CAB6   CC (sf)              CCC (sf)

Terwin Mortgage Trust 2006-8
Series 2006-8
                               Rating
Class      CUSIP       To                   From
I-A-1      88156UAA8   D (sf)               CC (sf)
I-A-2      88156UAB6   D (sf)               CC (sf)
II-A-1     88156UAV2   D (sf)               CCC (sf)
II-A-2     88156UAW0   D (sf)               CC (sf)

Terwin Mortgage Trust Series TMTS 2004-22SL
Series 2004-22SL
                               Rating
Class      CUSIP       To                   From
B-1        881561MN1   A+ (sf)              BBB (sf)/Watch Dev
B-2        881561MP6   CCC (sf)             BB (sf)/Watch Neg

Terwin Mortgage Trust, Series TMTS 2003-5SL
Series 2003-5SL
                               Rating
Class      CUSIP       To                   From
B-1        881561BM5   A+ (sf)              BBB (sf)/Watch Dev
B-2        881561BP8   BB+ (sf)             BBB- (sf)/Watch Neg

RATINGS AFFIRMED

Home Equity Loan Trust 2005-HS2
Series 2005-HS2
Class      CUSIP       Rating
A-I-3      76110VSS8   CC (sf)
A-I-4      76110VST6   CC (sf)
A-I-5      76110VSU3   CC (sf)
A-II       76110VSV1   CC (sf)

Home Equity Loan Trust 2007-HSA2
Series 2007-HSA2
Class      CUSIP       Rating
A-4        43710RAE1   B (sf)
A-5        43710RAF8   B (sf)
A-6        43710RAG6   B (sf)

Home Loan Trust 2003-HI1
Series      2003-HI1
Class      CUSIP       Rating
B          76110VML9   CC (sf)

Home Loan Trust 2003-HI2
Series      2003-HI2
Class      CUSIP       Rating
B          76110VNK0   CC (sf)

Home Loan Trust 2004-HI1
Series      2004-HI1
Class      CUSIP       Rating
B          345454AB8   CC (sf)

Home Loan Trust 2006-HI2
Series      2006-HI2
Class      CUSIP       Rating
A-4        437185AD3   CC (sf)

Home Loan Trust 2006-HI4
Series      2006-HI4
Class      CUSIP       Rating
A-4        43718MAD6   CC (sf)

Home Loan Trust 2006-HI5
Series      2006-HI5
Class      CUSIP       Rating
A-4        43718VAD6   CC (sf)

Home Loan Trust 2007-HI1
Series      2007-HI1
Class      CUSIP       Rating
A-4        43718WAD4   CC (sf)

Morgan Stanley Mortgage Loan Trust 2007-4SL
Series      2007-4SL
Class      CUSIP       Rating
A          61751PAA5   CC (sf)

Morgan Stanley Mortgage Loan Trust 2007-9SL
Series      2007-9SL
Class      CUSIP       Rating
A          61754TAA4   B (sf)

PHH Mortgage Trust, Series 2007-SL1
Series      2007-SL1
Class      CUSIP       Rating
A-1        69337YAA2   AA- (sf)

Residential Funding Mortgage Securities II Inc.
Series      2004-HS2
Class      CUSIP       Rating
A-1-5      76110VQK7   B (sf)
A-1-6      76110VQL5   B (sf)
A-II       76110VQM3   B (sf)

Structured Asset Securities Corporation
Mortgage Loan Trust 2005-S6
Series      2005-S6
Class      CUSIP       Rating
M1         86359DTR8   CCC (sf)

Terwin Mortgage Trust 2005-13SL
Series      2005-13SL
Class      CUSIP       Rating
A-2        881561C93   CC (sf)

Terwin Mortgage Trust 2006-10SL
Series      2006-10SL
Class      CUSIP       Rating
A-1        88156VAA6   AA- (sf)
A-2        88156VAB4   AA- (sf)

Terwin Mortgage Trust 2006-4SL
Series      2006-4SL
Class      CUSIP       Rating
A-1        881561W91   CCC (sf)

Terwin Mortgage Trust 2006-6
Series      2006-6
Class      CUSIP       Rating
II-A-1     88156CAA8   CCC (sf)


* S&P Lowers Rating on 11 Classes From 6 U.S. CMBS Transactions
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 11
classes of commercial mortgage pass-through certificates from six
U.S. commercial mortgage-backed securities (CMBS) transactions due
to current and potential interest shortfalls.

S&P lowered its ratings on eight of these classes to 'D (sf)'
because it expects the accumulated interest shortfalls to remain
outstanding for the foreseeable future.  The eight classes that
S&P downgraded to 'D (sf)' have had accumulated interest
shortfalls outstanding for one to 10 months.  The recurring
interest shortfalls for the respective certificates are primarily
because of one or more of the following factors:

   -- Appraisal subordinate entitlement reduction (ASER) amounts
      in effect for specially serviced assets,

   -- Workout fees;

   -- The lack of servicer advancing for assets where the servicer
      has made nonrecoverable advance declarations;

   -- Interest rate reductions or deferrals resulting from loan
      modifications; and

   -- Special servicing fees.

Standard & Poor's analysis primarily considered the ASER amounts
based on appraisal reduction amounts (ARAs) calculated using
recent Member of the Appraisal Institute (MAI) appraisals.  S&P
also considered servicer nonrecoverable advance declarations and
special servicing fees that are likely, in S&P's view, to cause
recurring interest shortfalls.

The servicer implements ARAs and resulting ASER amounts according
to each transaction's terms.  Typically, these terms call for an
ARA equal to 25% of the loan's stated principal balance to be
automatically implemented when the loan is 60 days past due and an
appraisal or other valuation is not available within a specified
timeframe.  S&P primarily considered ASER amounts based on ARAs
calculated from MAI appraisals when deciding which classes from
the affected transactions to downgrade to 'D (sf)'.  This is
because ARAs based on a principal balance haircut are highly
subject to change, or even reversal, once the special servicer
obtains the MAI appraisals.

Servicer nonrecoverable advance declarations can prompt shortfalls
because of a lack of debt service advancing, the recovery of
previously made advances deemed nonrecoverable, or the failure to
advance trust expenses when nonrecoverable declarations have been
determined.  Trust expenses may include, but are not limited to,
property operating expenses, property taxes, insurance payments,
and legal expenses.

S&P details the 11 downgraded classes from the six U.S. CMBS
transactions below.

       Banc of America Commercial Mortgage Inc. (Series 2005-6)

"We lowered our ratings on the class H, J, and K certificates from
Banc of America Commercial Mortgage Inc.'s series 2005-6.  We
lowered our ratings on the class J and K certificates to 'D (sf)'
due to accumulated interest shortfalls outstanding for one and 10
months, respectively.  Based on our analysis, we expect interest
shortfalls to continue on classes J and K.  We lowered our rating
on class H to 'B- (sf)' to reflect the reduced liquidity support
available to this class and the potential for it to experience
interest shortfalls in the future from the specially serviced
assets.  The monthly interest shortfalls resulted primarily from
ASER amounts related to seven ($115.5 million; 5.3%) of the nine
($122.6 million; 5.6%) assets that are currently with the special
servicer, LNR Partners LLC (LNR), special servicing fees of
$50,655, and shortfalls due to a rate modification of $13,917.  As
of the June 10, 2013, trustee remittance report, ARAs totaling
$59.3 million were in effect for seven of the specially serviced
assets with total reported ASER amount of $255,821.  The reported
monthly interest shortfalls this month totaled $327,475 and
affected all bonds subordinate to and including class J," S&P
said.

            Citigroup Commercial Mortgage Trust 2008-C7

"We lowered our rating on the class D certificate from Citigroup
Commercial Mortgage Trust 2008-C7 to 'D (sf)' due to accumulated
interest shortfalls outstanding for seven months.  The monthly
interest shortfalls primarily resulted from ASER amounts related
to six ($50.1 million; 3.9%) of the 10 ($165.7 million; 12.9%)
assets that are currently with the special servicer (LNR),
shortfalls due to a rate modification of $99,143, and special
servicing fees of $65,161.  As of the June 12, 2013, trustee
remittance report, ARAs totaling $26.1 million were in effect for
six of the specially serviced assets.  The total reported ASER
amount was $120,691.  The reported monthly interest shortfalls
totaled $290,165 and affected all bonds subordinate to and
including class D," S&P added.

   Greenwich Capital Commercial Funding Corp. (Series 2007-GG9)

"We lowered our ratings on the class A-J, B, and C certificates
from Greenwich Capital Commercial Funding Corp.'s series 2007-GG9.
We lowered our rating on the class C certificates to 'D (sf)' due
to accumulated interest shortfalls outstanding for seven months.
We lowered our ratings on classes A-J and B to reflect the reduced
liquidity and our expectation that these two classes will continue
to experience interest shortfalls in the near term. Classes A-J
and B have shorted interest for one month.  The monthly interest
shortfalls primarily resulted from ASER amounts related to 19
($588.8 million; 10.3%) of the 31 ($1.3 billion; 23.1%) assets
that are currently with the special servicer (LNR), shortfalls due
to rate modifications totaling $1.13 million, and special
servicing fees of $403,896.  As of the June 12, 2013, trustee
remittance report, ARAs totaling $258.7 million were in effect for
19 of the specially serviced assets and the reported ASERs totaled
$1.3 million.  The reported monthly interest shortfalls totaled
$2.8 million and affected all bonds subordinate to and including
class A-J," S&P said.

  JPMorgan Chase Commercial Mortgage Securities Trust 2007-CIBC19

"We lowered our ratings on the class D and E certificates from
JPMorgan Chase Commercial Mortgage Securities Trust 2007-CIBC19 to
'D (sf)' due to accumulated interest shortfalls outstanding for
one and eight months, respectively.  The monthly interest
shortfalls primarily resulted from ASER amounts related to 17
($256.3 million; 9.2%) of the 22 ($358.6 million; 12.9%) assets
that are currently with the special servicer (LNR), interest not
advanced on three specially serviced assets ($55.5 million, 15.5%)
totaling $293,705, and special servicing fees of $70,578.  As of
the June 12, 2013, trustee remittance report, ARAs totaling
$122.9 million were in effect for 17 of the specially serviced
assets and the reported ASERs totaled $609,882.  The reported
monthly interest shortfalls offset by ASER recoveries of $238,349,
totaled $824,853 and affected all bonds subordinate to and
including class D," S&P said.

             LB-UBS Commercial Mortgage Trust 2004-C6

"We lowered our rating on the class H certificate from LB-UBS
Commercial Mortgage Trust 2004-C6 to 'D (sf)' due to accumulated
interest shortfalls outstanding for eight months.  The monthly
interest shortfalls primarily resulted from ASER amounts related
to the five ($70.6 million; 9.9%) assets that are currently with
the special servicer, LNR, and special servicing fees of $14,726.
As of the June 17, 2013 trustee remittance report, ARAs totaling
$43.2 million were in effect for all of the specially serviced
assets and the reported ASERs totaled $234,124.  The reported
monthly interest shortfalls totaled $251,632 and affected all
bonds subordinate to and including class H," S&P said.

             LB-UBS Commercial Mortgage Trust 2006-C1

"We lowered our rating on the class G certificate from LB-UBS
Commercial Mortgage Trust 2006-C1 to 'D (sf)' due to accumulated
interest shortfalls outstanding for nine months.  The monthly
interest shortfalls mostly resulted from ASER amounts related to
five ($44.6 million; 2.4%) of the seven ($80.4 million; 4.3%)
assets that are currently with the special servicer (LNR), and
special servicing fees of $34,415. As of the June 17, 2013,
trustee remittance report, ARAs totaling $27.0 million were in
effect for five of the specially serviced assets and the reported
ASERs totaled $129,345.  The reported monthly interest shortfalls
totaled $163,780 and affected all bonds subordinate to and
including pooled class G and nonpooled IUU-10 raked certificates,"
S&P said.

         STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

            http://standardandpoorsdisclosure-17g7.com

RATINGS LOWERED

Banc of America Commercial Mortgage Inc.
Commercial mortgage pass-through certificates series 2005-6
                                                      Reported
         Rating                 Credit     interest shortfalls
Class  To       From    enhancement(%)   Current   Accumulated
H      B- (sf)  B (sf)            3.99         0             0
J      D (sf)   CCC- (sf)         2.59    84,578        84,578
K      D (sf)   CCC- (sf)         1.34   122,431       780,697

Citigroup Commercial Mortgage Trust 2008-C7
Commercial mortgage pass-through certificates
                                                     Reported
          Rating                Credit    interest shortfalls
Class  To       From    enhancement(%)   Current  Accumulated
D      D (sf)   CCC- (sf)         4.02    18,233      256,606

Greenwich Capital Commercial Funding Corp.
Commercial mortgage pass-through certificates series 2007-GG9
                                                     Reported
          Rating               Credit     interest shortfalls
Class  To        From   enhancement(%)   Current  Accumulated
A-J    CCC (sf)  B- (sf)         10.52    12,968       12,968
B      CCC- (sf) CCC+ (sf)        9.95   151,632      151,632
C      D (sf)    CCC (sf)         8.22   456,530    1,710,969

JPMorgan Chase Commercial Mortgage Securities Trust 2007-CIBC19
Commercial mortgage pass-through certificates
                                                      Reported
          Rating                 Credit    interest shortfalls
Class  To       From     enhancement(%)   Current  Accumulated
D      D (sf)   CCC- (sf)          5.02   125,244      125,244
E      D (sf)   CCC- (sf)          3.25   241,613      920,620

LB-UBS Commercial Mortgage Trust 2004-C6
Commercial mortgage pass-through certificates
                                                     Reported
          Rating               Credit     interest shortfalls
Class  To      From     enhancement(%)   Current  Accumulated
H      D (sf)  CCC- (sf)          6.88    24,414      137,147

LB-UBS Commercial Mortgage Trust 2006-C1
Commercial mortgage pass-through certificates
                                                     Reported
          Rating               Credit     interest shortfalls
Class  To      From     enhancement(%)   Current  Accumulated
G      D (sf)  CCC- (sf)          0.89    77,701      578,398


* S&P Lowers 19 Ratings From 6 U.S. CMBS Transactions
-----------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 19
classes of commercial mortgage pass-through certificates from six
U.S. commercial mortgage-backed securities (CMBS) transactions
because of current and potential interest shortfalls.

S&P lowered its ratings on 11 of these classes to 'D (sf)' because
it expects the accumulated interest shortfalls to remain
outstanding for the foreseeable future.  The 11 classes that S&P
downgraded to 'D (sf)' have had accumulated interest shortfalls
outstanding for six to 10 months.  The recurring interest
shortfalls for the respective certificates are primarily because
of one or more of the following factors:

   -- Appraisal subordinate entitlement reduction (ASER) amounts
      in effect for specially serviced assets;

   -- The lack of servicer advancing for loans where the servicer
      has made nonrecoverable advance declarations;

   -- Interest rate modifications related to corrected mortgage
      loans; and

   -- Special servicing fees.

Standard & Poor's analysis primarily considered the ASER amounts
based on appraisal reduction amounts (ARAs) calculated using
recent Member of the Appraisal Institute (MAI) appraisals.  S&P
also considered servicer-nonrecoverable advance declarations and
special servicing fees that are likely, in its view, to cause
recurring interest shortfalls.

"The servicer implements ARAs and resulting ASER amounts in
accordance with each respective transaction's terms.  Typically,
these terms call for the automatic implementation of an ARA equal
to 25% of the stated principal balance of a loan when a loan is 60
days past due and an appraisal or other valuation is not available
within a specified timeframe.  We primarily considered ASER
amounts based on ARAs calculated from MAI appraisals when deciding
which classes from the affected transactions to downgrade to 'D
(sf)'.  This is because ARAs based on a principal balance haircut
are highly subject to change, or even reversal, once the special
servicer obtains the MAI appraisals," S&P said.

"Servicer-nonrecoverable advance declarations can prompt
shortfalls due to a lack of debt-service advancing, the recovery
of previously made advances being deemed nonrecoverable, or the
failure to advance trust expenses when nonrecoverable declarations
have been determined.  Trust expenses may include, but are not
limited to, property operating expenses, property taxes, insurance
payments, and legal expenses," S&P added.

Discussions of the individual transactions follow.

     BANC OF AMERICA COMMERCIAL MORTGAGE TRUST, SERIES 2008-1

S&P lowered its rating on the class D, E, F, and G certificates
from Banc of America Commercial Mortgage Trust's series 2008-1.
S&P lowered its rating on class G to 'D (sf)' to reflect
accumulated interest shortfalls outstanding for 10 months and its
expectation that interest shortfalls will continue for the
foreseeable future.  S&P lowered its ratings on the class D, E,
and F certificates to reflect reduced liquidity support available
to the classes and the potential for the classes to experience
interest shortfalls in the future.  According to the June 10,
2013, trustee remittance report, the interest shortfalls totaling
438,100 resulted primarily from:

   -- Net ASER amounts ($154,254) related to six ($79.2 million,
      6.5%) of the 11 assets ($881.6 million, 18.5%) that are
      currently with the special servicer, CW Capital Asset
      Management (CWCapital), and one asset that was previously
      with CWCapital prior to disposition on June 1, 2013.  The
      ASER amount is net of ASER recoveries of $67,512, of which
      $53,437 was related to the disposition of the University
      Green Apartments loan and $14,075 related to the Holiday
      Inn-Amherst loan;

   -- Interest not advanced ($163,024); and

   -- Special servicing fees ($54,650).

The current reported interest shortfalls affected all classes
subordinate to and including class G. As of the June 10, 2013
trustee remittance report, ARAs totaling $65.5 million were in
effect for the specially serviced assets.

     GMAC COMMERCIAL MORTGAGE SECURITIES INC., SERIES 2006-C1

S&P lowered its rating on the class A-J, B, C, and D certificates
from GMAC Commercial Mortgage Securities Inc.'s series 2006-C1.
S&P lowered its ratings on classes B, C, and D to 'D (sf)' to
reflect accumulated interest shortfalls outstanding between six
and eight months, and its expectation that interest shortfalls
will continue for the foreseeable future.  S&P lowered its rating
on class A-J to reflect reduced liquidity support available to the
class and the potential for the class to experience interest
shortfalls in the future.  According to the June 10, 2013 trustee
remittance report, the interest shortfalls totaling $620,728
resulted primarily from:

   -- ASER amounts ($431,497) related to the seven assets
      ($181.5 million, 14.9%) that are currently with the special
      servicer, CW Capital Asset Management (CWCapital);

   -- Interest rate modifications ($145,549); and

   -- Special servicing fees ($39,102).

The current reported interest shortfalls affected all classes
subordinate to and including class B.  As of the June 10, 2013
trustee remittance report, ARAs totaling $94.6 million were in
effect for the specially serviced assets.

     J.P. MORGAN CHASE COMMERCIAL MORTGAGE SECURITIES CORP.,
                       SERIES 2005-LDP5

S&P lowered its ratings on the class L and M certificates from
J.P. Morgan Chase Commercial Mortgage Securities Corp's series
2005-LDP5 to 'D (sf)' from 'CCC- (sf)'.  S&P lowered its ratings
to 'D (sf)' to reflect accumulated interest shortfalls outstanding
for nine months and its expectation that interest shortfalls will
continue for the foreseeable future.  According to the June 17,
2013, trustee remittance report, the net interest shortfalls
totaling $370,120 resulted primarily from:

   -- Net ASER amounts ($253,791) related to four ($119.3 million,
      3.7%) of the eight assets ($360.7 million, 11.0%) that are
      currently with the special servicer, CW Capital Asset
      Management (CWCapital).  The ASER amount is net of ASER
      recoveries of $15,818 related to the Concord Park and Shop
      loan;

   -- Special servicing fees ($76,589);

   -- Interest rate modifications ($19,349); and

   -- Workout fees ($13,896).

The current reported interest shortfalls affected all classes
subordinate to and including class L.  As of the June 17, 2013,
trustee remittance report, ARAs totaling $57.3 million were in
effect for the specially serviced assets.

         LB-UBS COMMERCIAL MORTGAGE TRUST, SERIES 2006-C4

S&P lowered its rating on the class E and F certificates from LB-
UBS Commercial Mortgage Trust's series 2006-C4 to 'CCC (sf)' and
'D (sf)', respectively.  S&P lowered its rating on the class F
certificates to 'D (sf)' to reflect accumulated interest
shortfalls outstanding for seven months and its expectation that
interest shortfalls will continue for the foreseeable future.  S&P
lowered its rating on the class E certificates to reflect reduced
liquidity support available to the class and the potential for the
class to experience interest shortfalls in the future.  According
to the June 17, 2013 trustee remittance report, the net interest
shortfalls totaling $502,318 resulted primarily from:

   -- Net ASER amounts ($386,803) related to 12 ($191.9 million,
      11.8%) of the 16 assets ($213.7 million, 13.2%) that are
      currently with the special servicer, CW Capital Asset
      Management (CWCapital).  The ASER amount is net of ASER
      recoveries of $45,376 related to the Belmont at Cowan Place
      asset;

   -- Interest not advanced ($50,974);

   -- Special servicing fees ($44,552); and

   -- Interest rate modifications ($15,753).

The current reported interest shortfalls affected all classes
subordinate to and including class F.  As of the June 17, 2013
trustee remittance report, ARAs totaling $96.7 million were in
effect for the specially serviced assets.

         LB-UBS COMMERCIAL MORTGAGE TRUST, SERIES 2007-C6

S&P lowered its ratings on the class E, F, G, and H certificates
from LB-UBS Commercial Mortgage Trust's series 2007-C6.  S&P
lowered its ratings on classes G and H to 'D (sf)' to reflect
accumulated interest shortfalls outstanding for seven months and
our expectation that interest shortfalls will continue for the
foreseeable future.  S&P lowered its ratings on classes E and F to
reflect reduced liquidity support available to the classes and the
potential for the classes to experience interest shortfalls in the
future.  According to the June 17, 2013 trustee remittance report,
the interest shortfalls totaling $942,479 resulted primarily from:

   -- ASER amounts ($817,095) related to 13 ($445.3 million,
      17.8%) of the 18 assets ($552.4 million, 22.0%) that are
      currently with the special servicer, Five Mile Real Estate
      Advisors LLC (Five Mile); and

   -- Special servicing fees ($107,710).

The current reported interest shortfalls affected all classes
subordinate to and including class F.  As of the June 17, 2013
trustee remittance report, ARAs totaling $147.6 million were in
effect for the specially serviced assets.

           MERRILL LYNCH MORTGAGE TRUST, SERIES 2006-C1

S&P lowered its ratings on the class C, D, and E certificates from
Merrill Lynch Mortgage Trust's series 2006-C1.  S&P lowered its
ratings on classes D and E to 'D (sf)' to reflect accumulated
interest shortfalls outstanding for six and eight months,
respectively, and its expectation that interest shortfalls will
continue for the foreseeable future.  S&P lowered its rating on
class C to reflect reduced liquidity support available to the
class and the potential for the class to experience interest
shortfalls in the future.  According to the June 12, 2013 trustee
remittance report, the interest shortfalls totaling $739,288
resulted primarily from:

   -- ASER amounts ($568,829) related to 22 ($209.3 million,
      10.5%) of the 27 assets ($323.6 million, 16.3%) that are
      currently with the special servicer, CW Capital Asset
      Management (CWCapital);

   -- Interest rate modifications ($109,076); and

   -- Special servicing fees ($55,065).

The current reported interest shortfalls affected all classes
subordinate to and including class D. As of the June 12, 2013
trustee remittance report, ARAs totaling $109.1 million were in
effect for the specially serviced 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 Reports
included in this credit rating report are available at:

            http://standardandpoorsdisclosure-17g7.com

RATINGS LIST

Ratings Lowered

Banc of America Commercial Mortgage Trust
Commercial mortgage pass-through certificates series 2008-1
                                           Reported
         Rating                   Credit   Interest shortfalls
Class  To        From     enhancement(%)  Current  Accumulated
D      CCC (sf)  B- (sf)           10.16        0            0
E      CCC- (sf) CCC+ (sf)          9.24        0            0
F      CCC- (sf) CCC+ (sf)          8.32        0            0
G      D (sf)    CCC- (sf)          7.28   39,408      532,522

GMAC Commercial Mortgage Securities, Inc. Series 2006-C1 Trust
Commercial mortgage pass-through certificates series 2006-C1
                                           Reported
         Rating                Credit   Interest shortfalls
Class  To      From    enhancement(%)  Current  Accumulated
A-J    B+ (sf) BB+ (sf)         12.00        0            0
B      D (sf)  B+ (sf)           9.04  109,655      183,859
C      D (sf)  B- (sf)           7.47   87,822      599,608
D      D (sf)  CCC (sf)          6.43   58,857      461,909

J.P. Morgan Chase Commercial Mortgage Securities Corp.
Commercial mortgage pass-through certificates series 2005-LDP5
                                           Reported
         Rating                Credit   Interest shortfalls
Class  To     From     enhancement(%)  Current  Accumulated
L      D (sf) CCC- (sf)          2.51   68,999      268,546
M      D (sf) CCC- (sf)          2.03   64,609      581,475

LB-UBS Commercial Mortgage Trust 2006-C4
Commercial mortgage pass-through certificates series 2006-C4
                                           Reported
         Rating                 Credit  Interest shortfalls
Class  To       From    enhancement(%)   Current  Accumulated
E      CCC (sf) B- (sf)           7.67  (41,905)            0
F      D (sf)   CCC- (sf)         6.14   41,796       775,034

LB-UBS Commercial Mortgage Trust 2007-C6
Commercial mortgage pass-through certificates series 2007-C6
                                           Reported
         Rating                   Credit   Interest shortfalls
Class  To        From     enhancement(%)  Current  Accumulated
E      CCC (sf)  B- (sf)            7.55        0            0
F      CCC- (sf) CCC (sf)           6.37  105,520      105,520
G      D (sf)    CCC (sf)           5.03  180,076      737,115
H      D (sf)    CCC- (sf)          3.54  200,081    1,368,246

Merrill Lynch Mortgage Trust 2006-C1
Commercial mortgage pass-through certificates series 2006-C1
                                           Reported
         Rating                 Credit   Interest shortfalls
Class  To       From    enhancement(%)  Current  Accumulated
C      CCC (sf) B- (sf)           7.80        0            0
D      D (sf)   CCC (sf)          6.24  138,328      379,014
E      D (sf)   CCC- (sf)         5.30   91,385      681,992


* S&P Takes Actions on 7 Classes From 4 U.S. CMBS Transactions
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on seven
classes from four U.S. commercial mortgage-backed securities
(CMBS) transactions.  Furthermore, S&P withdrew its rating on one
other class following the full repayment of the class's principal
balance.

The withdrawal of the rating on the class G certificates from
Merrill Lynch Mortgage Trust's series 2002-MW1 follows the full
repayment of the class's principal balance, as noted in the
transaction's June 2013 trustee remittance report.

S&P lowered its rating to 'D (sf)' on the class L certificates
from Chase Manhattan Bank-First Union National Bank Commercial
Mortgage Trust's series 1999-1 due to principal losses incurred by
the class as reflected in the transaction's June 2013 trustee
remittance report.  Class L's principal loss resulted from the
liquidation of the $5.6 million Villa Park III asset, which was
with the special servicer, C-III Asset Management LLC (C-III).
According to the June remittance report, the loss severity for
this asset was 99.8% (totaling $5.6 million in principal losses).
Consequently, class L reported a 7% loss to its $8.7 million
original principal balance, while class M (not rated by Standard &
Poor's) lost 100.0% of its $5.0 million opening balance.

"The other downgrades reflect our analysis of the interest
shortfalls.  We lowered our ratings on four of these classes to 'D
(sf)' because we expect the accumulated interest shortfalls to
remain outstanding for the foreseeable future," S&P said.  The
four classes that we downgraded to 'D (sf)' have had accumulated
interest shortfalls outstanding between one and 11 months.  The
recurring interest shortfalls for the respective certificates are
primarily because of one or more of the following factors:

   -- Appraisal subordinate entitlement reduction (ASER) amounts
      in effect for specially serviced assets;

   -- The lack of servicer advancing for loans where the servicer
      has made nonrecoverable advance declarations;

   -- Interest rate modifications related to corrected mortgage
      loans; and

   -- Special servicing fees.

Standard & Poor's analysis primarily considered the ASER amounts
based on appraisal reduction amounts (ARAs) calculated using
recent Member of the Appraisal Institute (MAI) appraisals.  S&P
also considered servicer-nonrecoverable advance declarations and
special servicing fees that are likely, in S&P's view, to cause
recurring interest shortfalls.

The servicer implements ARAs and resulting ASER amounts according
to each transaction's terms.  Typically, these terms call for an
ARA equal to 25% of the loan's stated principal balance to be
automatically implemented when the loan is 60 days past due and an
appraisal or other valuation is not available within a specified
timeframe.  S&P primarily considered ASER amounts based on ARAs
calculated from MAI appraisals when deciding which classes from
the affected transactions to downgrade to 'D (sf)'.  This is
because ARAs based on a principal balance haircut are highly
subject to change, or even reversal, once the special servicer
obtains the MAI appraisals.

Servicer-nonrecoverable advance declarations can prompt shortfalls
because of a lack of debt-service advancing, the recovery of
previously made advances being deemed nonrecoverable, or the
failure to advance trust expenses when nonrecoverable declarations
have been determined.  Trust expenses may include, but are not
limited to, property operating expenses, property taxes, insurance
payments, and legal expenses.

Discussions of the three transactions follow.

  JPMorgan Chase Commercial Mortgage Securities Trust 2006-CIBC14

S&P lowered its ratings on the class C and D certificates from
JPMorgan Chase Commercial Mortgage Securities Trust 2006-CIBC14 to
'D (sf)' from 'CCC- (sf)' to reflect accumulated interest
shortfalls outstanding for one and eight months, respectively, and
the expectation that interest shortfalls will continue for the
foreseeable future.  According to the June 12, 2013 trustee
remittance report, the interest shortfalls totaling $521,287
resulted primarily from:

   -- ASER amounts ($299,638) related to nine ($183.2 million,
      9.0%) of the 20 assets ($286.5 million, 14.1%) that are
      currently with the special servicer, C-III;

   -- Interest not advanced ($140,106) on three assets that the
      master servicer has declared non-recoverable;

   -- Special servicing fees ($43,857); and

   -- Interest rate modifications ($22,525).

The current reported interest shortfalls have affected all classes
subordinate to and including class C.  As of the June 12, 2013,
trustee remittance report, ARAs totaling $87.8 million were in
effect for 12 ($215.2 million, 10.6%) of the specially serviced
assets.

   JPMorgan Chase Commercial Mortgage Securities Trust 2006-LDP8

S&P lowered its rating on the class H certificates from JPMorgan
Chase Commercial Mortgage Securities Trust 2006-LDP8 to 'D (sf)'
from 'CCC- (sf)' to reflect accumulated interest shortfalls
outstanding for 11 months and the expectation that interest
shortfalls will continue for the foreseeable future.  According to
the June 17, 2013 trustee remittance report, the net interest
shortfalls totaling $149,522 resulted primarily from:

   -- Net ASER amounts ($109,892) related to the eight assets
      ($65.4 million, 2.6%) that are currently with the special
      servicer, C-III.  The ASER amount is the net of ASER
      recoveries of $27,543 related to the Tonopah Office loan;

   -- Interest rate modifications ($18,920); and

   -- Special servicing fees ($14,100).

The current reported interest shortfalls have affected all classes
subordinate to and including class H.  As of the June 17, 2013
trustee remittance report, ARAs totaling $27.0 million were in
effect for eight ($65.4 million, 2.6%) of the specially serviced
assets.

          Merrill Lynch Mortgage Trust (Series 2002-MW1)

"We lowered our ratings on the class J, K, and L certificates from
Merrill Lynch Mortgage Trust's series 2002-MW1.  We lowered our
rating on the class L certificates to 'D (sf)' from 'CCC- (sf)' to
reflect accumulated interest shortfalls outstanding for seven
months and the expectation that interest shortfalls will continue
for the foreseeable future.  We lowered our ratings on the class J
and K certificates to reflect historical interest shortfalls and
our forecast of limited liquidity support available to these
classes.  According to the June 14, 2013 trustee remittance
report, the trust experienced a net interest recovery of $44,682,
due primarily to a one-time interest recovery of $145,673 related
to the disposition of the Lake Meridian Marketplace asset," S&P
said.  The ongoing interest shortfalls resulted primarily from:

   -- An ASER amount ($91,633) related to one ($31.0 million,
      59.5%) of the two assets ($38.7 million, 74.2%) that are
      currently with the special servicer, Berkadia Commercial
      Mortgage LLC (Berkadia); and

   -- Special servicing fees ($9,359).

The current reported interest shortfalls have affected all classes
subordinate to and including class L.  As of the June 14, 2013
trustee remittance report, an ARA of $19.3 million was in effect
for one ($31.0 million, 59.5%) of the specially serviced 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 Reports
included in this credit rating report are available at:

            http://standardandpoorsdisclosure-17g7.com

RATINGS LOWERED

Chase Manhattan Bank-First Union National Bank Commercial Mortgage
Trust
Commercial mortgage pass-through certificates series 1999-1
                                               Reported
        Rating                Credit   interest shortfalls ($)
Class  To      From    enhancement(%)   Current   Accumulated
L      D (sf)  B- (sf)            0.00  -228,871            0

JPMorgan Chase Commercial Mortgage Securities Trust 2006-CIBC14
Commercial mortgage pass-through certificates series 2006-CIBC14
                                                Reported
        Rating                Credit    interest shortfalls ($)
Class  To      From     enhancement(%)    Current  Accumulated
C      D (sf)  CCC- (sf)           4.10    124,131     124,131
D      D (sf)  CCC- (sf)          2.07    196,537      374,461

JPMorgan Chase Commercial Mortgage Securities Trust 2006-LDP8
Commercial mortgage pass-through certificates series 2006-LDP8
                                               Reported
         Rating               Credit    interest shortfalls ($)
Class  To      From     enhancement(%)    Current  Accumulated
H      D (sf)  CCC- (sf)           0.95     49,284     349,574

Merrill Lynch Mortgage Trust
Commercial mortgage pass-through certificates series 2002-MW1
                                               Reported
         Rating                 Credit  interest shortfalls ($)
Class  To        From    enhancement(%)    Current  Accumulated
J      B- (sf)   B+ (sf)           43.49         0            0
K      CCC- (sf) CCC (sf)          33.10         0            0
L      D (sf)    CCC- (sf)         17.52  -116,260       84,078

RATING WITHDRAWN

Merrill Lynch Mortgage Trust
Commercial mortgage pass-through certificates series 2002-MW1

         Rating
Class  To      From
G      NR      A+ (sf)


* S&P Withdraws Ratings on 58 Classes From 24 CDO Transactions
--------------------------------------------------------------
Standard & Poor's Ratings Services withdrew its ratings on 58
classes of notes from 22 collateralized loan obligation (CLO)
transactions and two collateralized debt obligation (CDO)
transactions backed by mezzanine structured finance assets.

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

The following transactions redeemed their classes in full after
providing notice to S&P that the equity noteholders directed
optional redemptions:

   -- BlackRock Senior Income Series
   -- CoLTS 2007-1 Ltd.
   -- First 2004-II CLO Ltd.
   -- Fortress Credit Investments I Ltd.
   -- Fortress Credit Investments II Ltd.
   -- Hewett's Island CLO II, Ltd.
   -- Octagon Investment Partners VII, Ltd.

          STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

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

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

            http://standardandpoorsdisclosure-17g7.com

RATINGS WITHDRAWN

ACAS Business Loan Trust 2006-1
                            Rating
Class               To                  From
C                   NR                  BB+ (sf)

Ares X CLO Ltd.
                            Rating
Class               To                  From
B                   NR                  AAA (sf)

Ares XVIII CLO Ltd.
                            Rating
Class               To                  From
A-1                 NR                  AAA (sf)

BlackRock Senior Income Series
                            Rating
Class               To                  From
A                   NR                  AAA (sf)
B-1                 NR                  A+ (sf)
B-2                 NR                  A+ (sf)
C                   NR                  BB (sf)
D-1                 NR                  B+ (sf)
D-2                 NR                  B+ (sf)

CapitalSource Comm Ln Trust 2006-2
                            Rating
Class               To                  From
E                   NR                  CCC+ (sf)

CoLTS 2007-1 Ltd.
                            Rating
Class               To                  From
A                   NR                  AAA (sf)
B                   NR                  AAA (sf)
C                   NR                  AA+ (sf)/Watch Pos
D                   NR                  A+ (sf)/Watch Pos
E                   NR                  BB (sf)/Watch Pos

Commodore CDO III, Ltd.
                            Rating
Class               To                  From
A-1B                NR                  BB (sf)

CSAM Funding III
                            Rating
Class               To                  From
A-1                 NR                  AAA (sf)

First 2004-II CLO Ltd.
                            Rating
Class               To                  From
B                   NR                  AAA (sf)
C                   NR                  A+ (sf)

FM Leveraged Capital Fund I
                            Rating
Class               To                  From
C                   NR                  AA+ (sf)/Watch Pos

Fortress Credit Investments I Ltd.
                            Rating
Class               To                  From
A-1 Nw Rev          NR                  AA+ (sf)
A-1 NwTrm           NR                  AA+ (sf)
A-1 Revolv          NR                  AA+ (sf)
A-1 Term            NR                  AA+ (sf)
A-2                 NR                  A+ (sf)
A-2 NwTrm           NR                  A+ (sf)
B                   NR                  BBB+ (sf)
B NwTrm             NR                  BBB+ (sf)

Fortress Credit Investments II Ltd.
                            Rating
Class               To                  From
A-1 NwRev           NR                  AA+ (sf)
A-1 NwTrm           NR                  AA+ (sf)
A-1 Revolv          NR                  AA+ (sf)
A-1 Term            NR                  AA+ (sf)
A-2                 NR                  A+ (sf)
A-2 NwTrm           NR                  A+ (sf)
B                   NR                  BBB+ (sf)
B NwTrm             NR                  BBB+ (sf)

Gulf Stream-Compass CLO 2002-I, Ltd.
                            Rating
Class               To                  From
E                   NR                  CCC- (sf)

Hewett's Island CLO II, Ltd.
                            Rating
Class               To                  From
A-2A                NR                  AAA (sf)
A-2B                NR                  AAA (sf)
B-2                 NR                  AA+ (sf)
C                   NR                  BBB+ (sf)
D                   NR                  CCC- (sf)

Landmark IV CDO Ltd.
                            Rating
Class               To                  From
A-2L                NR                  AAA (sf)
A-3L                NR                  AA+ (sf)/Watch Pos
B-1L                NR                  A- (sf)/Watch Pos

LCM XIII Limited Partnership
                            Rating
Class               To                  From
X                   NR                  AAA (sf)

Madison Avenue Structured Finance CDO I Ltd.
                            Rating
Class               To                  From
A                   NR                  BBB (sf)

OCP CLO 2012-2 Ltd.
                            Rating
Class               To                  From
X-1                 NR                  AAA (sf)

Octagon Investment Partners VII, Ltd.
                            Rating
Class               To                  From
A-1L                NR                  AAA (sf)
A-2L                NR                  AAA (sf)
A-3L                NR                  AAA (sf)
B-1L                NR                  AA (sf)
B-2L                NR                  BBB+ (sf)

Pacifica CDO III Ltd.
                            Rating
Class               To                  From
A-1                 NR                  AAA (sf)

Veritas CLO I, Ltd.
                            Rating
Class               To                  From
B                   NR                  AAA (sf)

WhiteHorse I Ltd.
                            Rating
Class               To                  From
A-2L                NR                  AAA (sf)

WhiteHorse II Ltd.
                            Rating
Class               To                  From
A-2L                NR                  AAA (sf)

Wind River CLO I Ltd.
                            Rating
Class               To                  From
A-1                 NR                  AA+ (sf)

NR--Not rated.



                            *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers"
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR.  Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com/

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

For copies of court documents filed in the District of Delaware,
please contact Vito at Parcels, Inc., at 302-658-9911.  For
bankruptcy documents filed in cases pending outside the District
of Delaware, contact Ken Troubh at Nationwide Research &
Consulting at 207/791-2852.

                           *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
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Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
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Joy P. Olano, Ivy B. Magdadaro, Carlo Fernandez, Christopher G.
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Copyright 2013.  All rights reserved.  ISSN: 1520-9474.

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                  *** End of Transmission ***