TCR_Public/131201.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

             Sunday, December 1, 2013, Vol. 17, No. 333


                            Headlines

1ST FINANCIAL: S&P Rates Intermediate Cash Coll Acct. 'BB-p'
ABACUS 2006-17: Moody's Affirms C Rating on Class A-1 Notes
ALM VIII: Moody's Rates $36.5MM Class D Notes '(P)Ba3'
AMERICAN AIRLINES: S&P Assigns B+ Rating to 2013-2 Class B Certs
ASHFORD CDO II: S&P Raises Rating on Class B-1L Notes From CCC+

ATLAS SENIOR: S&P Assigns Prelim. BB- Rating on Class B-2L Notes
BAMLL COMMERCIAL 2013-DSNY: S&P Assigns BB- Rating on Cl. F Notes
BANC OF AMERICA 2004-3: S&P Lowers Rating on Class SS-D Notes to D
BAYVIEW COMMERCIAL 200-4: S&P Cuts Rating on Cl. A-1 RMBS to BB+
BEAR STEARNS 2004-PWR4: Moody's Affirms C Rating on 2 Note Classes

BLUE HILL: S&P Assigns Prelim. 'BB-' Rating on Class E Notes
BLUEMOUNTAIN CLO: S&P Affirms 'BB+' Rating on Class D Notes
BLUEMOUNTAIN CLO 2012-2: S&P Affirms 'BB' Rating on Class E Notes
CAPITAL AUTO 2013-4: Moody's Rates Class E Notes 'Ba2(sf)'
CAPITAL AUTO 2013-4: S&P Assigns 'BB' Rating on Class E Notes

CHATHAM LIGHT II: S&P Raises Rating on Class D Notes From BB+
CIFC CLO 2007-I: Moody's Hikes Rating on Cl. B-2L Notes to 'Ba2'
CIFC FUNDING 2006-II: S&P Raises Rating on Class B-2L Notes to BB+
CIFC FUNDING 2006-IB: S&P Raises Rating on Class B-2L Note to BB
COUNTRYWIDE COMMERCIAL: Moody's Affirms Cl. A Notes Rating at B2

CREDIT SUISSE 2002-CP5: Fitch Puts 5 Notes Rating on Watch Neg.
CREDIT SUISSE 2005-C1: Fitch Cuts Rating on $18.9MM Notes to C
CREDIT SUISSE 2007-C5: Fitch Affirms 'B-' Rating on $198MM Notes
CSMC 2013-ICR5: DBRS Assigns $4.2MM Cl. B-4 Certificates 'BB'
CWABS INC 2002-S1: Moody's Cuts Rating on Cl. M-2 Notes to Ba1

DEL MAR CLO I: S&P Raises Rating on Class E Notes to 'B+'
DUKE FUNDING: Fitch Affirms 'Dsf' Rating on 2 Note Classes
FIGUEROA CLO 2013-2: S&P Assigns Prelim. BB Rating on Cl. D Notes
GMAC 2004-C2: Moody's Unaffected by Servicing Rights Transfer
GMAC COMMERCIAL 2000-C3: Moody's Affirms C Rating on Class L Notes

GREENWICH CAPITAL 2004-FL2: Moody's Keeps Caa3 Rating on N-SO Secs
GSAA HOME 2005-5: Moody's Hikes Rating on Cl. M-3 Notes to 'Ba2'
GS MORTGAGE 2013-GCJ16: Moody's Rates Class E Notes 'Ba1(sf)'
GS MORTGAGE 2013-KYO: Moody's Affirms Ba2 Rating on Cl. E Notes
GSR MORTGAGE 2004-5: Moody's Hikes Class 1A1 Notes Rating to B1

HILTON USA 2013-HLT: Moody's Rates Class E-FX Notes '(P)Ba3'
INDEPENDENCE 1 CDO: Moody's Raises Class A Notes Rating to 'Ba1'
KEUKA PARK: Moody's Rates $22.5MM Flaoting Notes 'Ba3(sf)'
KKR FINANCIAL 2012-1: S&P Affirms 'BB' Rating on Class D Notes
LB-UBS 2003-C1: Fitch Affirms 'CC' Rating on 2 Note Classes

LNR CDO 2002-1: Moody's Hikes Class C Notes Rating From Ba2
MARATHON REAL 2006-1: Fitch Removes All Notes From Watch Negative
MID-STATE CAPITAL 2004-1: Moody's Hikes Cl. B Notes Rating to Ba3
MORGAN STANLEY 2005-10: Moody's Slashes Ratings on 12 Note Classes
MORGAN STANLEY 2006-17XS: Moody's Cuts 2-A-1 Notes Rating to Caa1

MORGAN STANLEY 2013-C13: Fitch Rates $13.68MM Cl. E Notes 'BB+sf'
NATIONAL COLLEGIATE: S&P Lowers Rating on Class B Notes to 'D'
NATIONSLINK FUNDING: S&P Raises Rating on Class E Notes to 'BB+'
NEWSTAR TRUST 2005-1: S&P Withdraws CCC- Ratings From 2 Notes
NORTHWOODS CAPITAL V: S&P Hikes Rating on Class C-1 Notes From BB-

SARANAC CLO I: Moody's Rates $18MM Class E Notes 'Ba3(sf)'
SDART 2013-5: Moody's Rates Ba2 Rating on $87.38MM Class E Notes
SEQUIOA MORTGAGE 9: Moody's Cuts Rating on B-2 Debt to Caa3
SHACKLETON 2013-III: S&P Affirms 'BB' Rating on Class E Notes
SOUND POINT IV: Moody's Rates $26MM Class E Secured Notes 'Ba3'

STRUCTURED ASSET 2005-HE2: Moody's Hikes Cl. M1 Debt Rating to Ba2
TRADE MAPS 1: S&P Assigns Prelim. 'BB' BB Rating on Class D Notes
TRIMARAN CLO V: S&P Raises Rating on Class B-2L Notes to 'BB+'

* Moody's Takes Action on $321MM of Alt-A & Option ARM RMBS
* Moody's Takes Action on $303MM of Alt-A RMBS Issued 2005-2007
* S&P Lowers Rating on 5 Note Classes From 3 CDOs
* S&P Puts 21 Ratings on 12 U.S. CDO Transactions on Watch Pos.


                            *********

1ST FINANCIAL: S&P Rates Intermediate Cash Coll Acct. 'BB-p'
------------------------------------------------------------
Standard & Poor's Ratings Services assigned its ratings to 1st
Financial Credit Card Master Note Trust III's $132.19 million
asset-backed notes and cash collateral account notes series 2013-
II.

The note issuance is an asset-backed securities transaction backed
by credit card receivables arising in designated MasterCard and
VISA revolving credit card accounts targeted to students who are
enrolled in, or about to enroll in, two- and four-year U.S.
colleges and universities.

The ratings reflect:

   -- S&P's view that the credit support for each class of notes -
      43.50% for class A, 35.75% for class B, 27.25% for class C,
      7.75% for class D, 2.75% for the senior CCA, and 2.00% for
      the intermediate CCA - is sufficient to withstand the
      simultaneous stresses we apply for each respective rating
      category to S&P's 7.0%-9.00% base-case loss rate assumption,
      7.25%-9.25% base-case payment rate assumption, and 19%-21.0%
      base-case yield assumption.  In addition, S&P uses a 0%
      stressed purchase rate for the 'AAA', 'AA', and 'A' rating
      categories, a 0%-2% stressed purchase rate for the 'BBB'
      rating category, and a 0.5%-2.5% stressed purchase rate for
      the 'BB' rating category.

   -- S&P also uses stressed excess spread assumptions to
      determine if the underlying credit support is sufficient for
      each rating category.  All of the stress assumptions
      outlined above are based on S&P's current criteria and
      assumptions.

   -- S&P's expectation that under a moderate ('BBB') stress
      scenario, all else being equal, its 'AAA (sf)' and 'AA (sf)
      ' ratings on the class A and B notes will remain within one
      rating category of the assigned ratings in the next 12
      months and its 'A (sf)', 'BBB (sf)', 'BBp (sf)', and 'BB-p
      (sf)' ratings on the class C and D notes and the senior and
      intermediate CCA notes, respectively, will remain within two
      rating categories of the assigned ratings in the next 12
      months based on its credit stability criteria.

   -- S&P's view of the credit risk inherent in the collateral
      loan pool quality based on its economic forecast, the trust
      portfolio's historical performance, the collateral
      characteristics, and vintage performance data.

   -- 1st Financial Bank USA's servicing experience and S&P's
      opinion of the quality and consistency of its account
      origination, underwriting, account management, collections,
      and general operational practices.

   -- S&P's expectation for timely interest and ultimate principal
      payments by the Oct. 15, 2021, final maturity date based on
      stressed cash flow modeling scenarios using assumptions
      commensurate with the assigned rating categories.

   -- The series 2013-II notes' underlying payment structure and
      cash flow mechanics.

   -- The transaction's legal structure.

RATINGS ASSIGNED

1st Financial Credit Card Master Note Trust III (Series 2013-II)

Class                   Rating(i)                 Amount ($)
A                       AAA (sf)                  80,312,500
B                       AA (sf)                    9,687,500
C                       A (sf)                    10,625,000
D                       BBB (sf)                  24,375,000
Senior CCA(ii)          BBp (sf)(iii)              6,250,000
Intermediate CCA(ii)    BB-p (sf)(iii)               937,500
Subordinate CCA         NR                         2,500,000

  (i) All of the notes benefit from a spread account that traps
      excess spread when the two-month average excess spread is
      less than or equal to 6.0
(ii) The senior and intermediate CCA notes are backed by the
      amounts on deposit in the CCAs.
(iii) The 'p' subscript indicates that the rating addresses only
      the principal portion of the obligation.
CCA - Cash collateral account.
NR - Not rated.


ABACUS 2006-17: Moody's Affirms C Rating on Class A-1 Notes
-----------------------------------------------------------
Moody's Investors Service has affirmed the rating of one class of
notes issued by Abacus 2006-17, LTD. The affirmation is due to key
transaction parameters performing within levels commensurate with
the existing ratings levels. The rating action is the result of
Moody's on-going surveillance of commercial real estate
collateralized debt obligation (CRE CDO Synthetic) transactions.

Moody's rating action is as follows:

  Cl. A-1, Affirmed C(sf); previously on Jan 24, 2013
  Affirmed C(sf)

Ratings Rationale:

Abacus 2006-17, LTD. is a static synthetic transaction backed by a
portfolio of credit default swaps referencing: 1) commercial
mortgage backed securities (CMBS) (94.3% of current notional
amount); and 2) CRE CDO bonds (5.7%). All of the reference
obligations were securitized in 2004 (1.5%), 2005 (56.3%), and
2006 (42.2%).


ALM VIII: Moody's Rates $36.5MM Class D Notes '(P)Ba3'
------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following provisional ratings to notes to be issued by ALM VIII,
Ltd:

U.S.$270,000,000 Class A-1a Senior Secured Floating Rate Notes due
2026 (the "Class A-1a Notes"), Assigned (P)Aaa (sf)

U.S.$120,000,000 Class A-1b Senior Secured Floating Rate Notes due
2026 (the "Class A-1b Notes"), Assigned (P)Aaa (sf)

U.S.$43,750,000 Class A-2a Senior Secured Floating Rate Notes due
2026 (the "Class A-2a Notes"), Assigned (P)Aa2 (sf)

U.S.$7,000,000 Class A-2b Senior Secured Fixed Rate Notes due 2026
(the "Class A-2b Notes"), Assigned (P)Aa2 (sf)

U.S.$36,500,000 Class B Senior Secured Deferrable Floating Rate
Notes due 2026 (the "Class B Notes"), Assigned (P)A2 (sf)

U.S.$38,250,000 Class C Senior Secured Deferrable Floating Rate
Notes due 2026 (the "Class C Notes"), Assigned (P)Baa3 (sf)

U.S.$36,500,000 Class D Secured Deferrable Floating Rate Notes due
2026 (the "Class D Notes"), Assigned (P)Ba3 (sf)

U.S.$6,750,000 Class E Secured Deferrable Floating Rate Notes due
2026 (the "Class E Notes"), Assigned (P)B2 (sf)

The Class A-1a Notes, Class A-1b Notes, Class A-2a Notes, Class A-
2b Notes, Class B Notes, Class C Notes, Class D Notes and Class E
Notes are referred to herein, collectively, as the "Rated Notes."

Moody's issues provisional ratings in advance of the final sale of
financial instruments, but these ratings only represent Moody's
preliminary credit opinions. Upon a conclusive review of a
transaction and associated documentation, Moody's will endeavor to
assign definitive ratings. A definitive rating (if any) may differ
from a provisional rating.

Ratings Rationale:

Moody's provisional ratings of the Rated Notes address the
expected losses posed to noteholders. The provisional ratings
reflect the risks due to defaults on the underlying portfolio of
loans, the transaction's legal structure, and the characteristics
of the underlying assets.

ALM VIII is a managed cash flow CLO. The issued notes will be
collateralized primarily by broadly syndicated first lien senior
secured corporate debt. At least 90.0% of the portfolio must
consist of senior secured loans and eligible investments, and up
to 10.0% of the portfolio may consist of second lien loans,
unsecured loans, secured bonds, senior secured floating rate notes
and high yield bonds. At closing, the portfolio will be
approximately 92% ramped.

Apollo Credit Management (CLO) LLC (the "Manager") will direct the
selection, acquisition and disposition of collateral on behalf of
the Issuer and may engage in trading activity, including
discretionary trading, during the transaction's four year
reinvestment period. Thereafter, sale proceeds of credit risk
obligations and unscheduled principal payments can be used to
purchase additional collateral obligations, subject to certain
conditions.

In addition to the Rated Notes, the Issuer will issue subordinated
notes. The transaction incorporates interest and par coverage
tests which, if triggered, divert interest and principal proceeds
to pay down the notes in order of seniority.


AMERICAN AIRLINES: S&P Assigns B+ Rating to 2013-2 Class B Certs
----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B+ (sf)' rating
to American Airlines Inc.'s series 2013-2 class B pass-through
certificates with an expected maturity of July 15, 2020.  The
final legal maturity will be 18 months after the expected
maturity.

The rating is based on:

   -- The consolidated credit quality of American and its parent,
      AMR Corp. (both rated 'D');

   -- S&P's expectation regarding the likelihood that AMR and
      American will emerge from bankruptcy and merge with US
      Airways Group Inc. (US Airways), parent of airline US
      Airways Inc.;

   -- The substantial collateral coverage by good-quality
      aircraft; and

   -- The legal and structural protections available to the pass-
      through certificates.

The company will use the offering proceeds to acquire additional
equipment notes, together with the previously issued class A
equipment notes of July 31, 2012, to refinance the series 2009-1A
pass-through certificates, the 2009-2 secured notes, and the
series 2011-1A pass-through certificates (which, combined, consist
of 75 aircraft -- 41 Boeing 737-800s, 19 Boeing 777-200ERs, 14
Boeing 757-200s, and one Boeing 767-300ER).

Each aircraft's secured notes are cross-collateralized and cross-
defaulted -- a provision S&P believes increases the likelihood
that American would cure any defaults and agree to perform its
obligations, including its payment obligations, under the
indentures (and thus continue to pay on the certificates) in any
future bankruptcy. American is highly incented to pay debt service
on the notes (and thus on the certificates) while in the current
Chapter 11 proceedings because they are a post-petition
obligation.  S&P will review its rating on the certificates if and
when AMR concludes a proposed merger with US Airways.

The pass-through certificates are a form of enhanced equipment
trust certificates (EETC) and benefit from legal protections
afforded under Section 1110 of the federal bankruptcy code (except
during the existing bankruptcy case) and by liquidity facilities
provided by Morgan Stanley Bank N.A.  The liquidity facilities
would cover up to three semiannual interest payments, a period
during which payments on the certificates could be maintained
while the collateral could be repossessed and remarketed by
certificateholders if American does not cure defaults and agree to
perform its future obligations under the indentures or while
certificateholders negotiated with American in the event of a
future bankruptcy.

Any default arising under an indenture solely by reason of its
cross-default provisions may not be a type of default that Section
1110 requires an airline to cure.  According to the bankruptcy
court order approving this financing, the certificates will not
benefit from Section 1110 during the existing bankruptcy case.
However, American's debt service related to the notes is a post-
petition obligation and would rank as an administrative claim if
American did not perform.  As a practical matter, that provides
even better protection for creditors than Section 1110, because if
there was a shortfall in value after repossessing and selling
collateral, repayment of that would rank ahead of American's
senior unsecured claims.  American has received bankruptcy court
approval to repay the existing financings without the payment of
any make-whole amount or other premium or prepayment penalty.

S&P believes that American views these planes as important and
would, given the cross-collateralization and cross-default
provisions, likely cure any defaults and agree to perform its
future obligations under the indentures in a future bankruptcy.
In S&P's view, these provisions also make it less likely that
American would seek to perform under less than all of the
indentures ("cherry-picking"), which historically has been used to
the detriment of certificateholders in airline bankruptcies.  In
contrast to most EETCs that airlines issued before 2009, the
cross-default would take effect immediately in a bankruptcy if
American defaulted under any of the indentures.

The proposed merger of AMR and US Airways would, if completed,
cause S&P to review all of its ratings on the EETCs of American
and US Airways' airline subsidiaries.  S&P would focus on how each
aircraft model would likely fit into a combined airline's fleet
strategy.  Although US Airways flies a different model of
narrowbody aircraft, planes in Airbus' A320 family, each merging
airline has a large enough fleet of these planes that keeping both
Boeing and Airbus narrowbody aircraft would be cost-effective.  In
any case, if a merged AMR/US Airways were later to file for
bankruptcy, its first likely target for reducing the narrowbody
fleet would be American's remaining aging MD80 series planes.
There is less overlap for widebody planes because US Airways does
not currently operate any large widebody planes that are similar
to American's B777s (although it has orders for Airbus A350 planes
that will compete with the B777-200ER).

The collateral pool consists of B737-800 (48% by value, using the
values that Standard & Poor's focused on), B777-200ER (42%), B757-
200 (8%), and B767-300ER (1%) aircraft.  Twenty-three of the B737-
800 planes in this collateral pool were delivered in 1999-2001 and
18 were delivered in 2009-2010; all are being refinanced.  This
model is Boeing's most popular aircraft, a midsize narrowbody
plane that more than 100 airlines worldwide operate.  Given its
wide user base and expected demand in excess of supply over the
next couple of years, S&P considers it to be the best aircraft
collateral currently available.  Boeing has launched a successor
model--the B737 MAX, a re-engined version intended to compete with
Airbus' new A320 neo family.  In 2011, American ordered both the
B737 MAX and A320 neo planes (as well as current technology
versions of both the B737 and A320 families) in a large-order
split between the two manufacturers.  Although the introduction of
successor planes will eventually put pressure on the existing
B737-800s' values, the new MAX model will not be available for at
least four years, and large numbers will not be delivered for
years after that.  Still, S&P judged that the re-sale liquidity of
the B737-800s that are 12-14 years old is somewhat less favorable
than that for new models, and S&P factored this into its analysis.

The 19 B777-200ERs were delivered in 1999-2001.  The B777-200ER is
a successful midsize, long-range widebody plane.  Larger versions
of the A350 will provide an alternative, which will occur before
these certificates are fully repaid.  S&P believes this could put
pressure on the B777-200ERs' long-term values.  In S&P's analysis
of the pass-through certificates, it judged this plane to be
slightly less liquid in the re-sale market than recently delivered
B777-200ERs.  Almost all of the B777 aircraft that Boeing is
delivering currently are the larger B777-300ER.

The 14 B757-200s were delivered in 1999 and 2001.  They are large
narrowbody aircraft introduced in the 1980s that are widely used,
especially by U.S. airlines.  All are capable of transoceanic
international service (used by American on trans-Atlantic
flights).  Although the B757-200 incorporates somewhat dated
technology, there is no successor narrowbody aircraft from either
Boeing or Airbus of this relatively small size that can fly across
the Atlantic, which is useful on routes more lightly travelled
than those served by widebody aircraft.  S&P incorporates this
factor into its assessment of these B757-200s' technological risk
and liquidity.

S&P is applying a depreciation rate of 5% annually of the
preceding year's value for the B737-800, which is the lowest S&P
uses for any plane.  For the 777-200ER, S&P uses a depreciation
rate of 7% annually.  For the B757-200, S&P uses a depreciation
rate of 9% annually.  For the B767-300ER, we use a depreciation
rate of 8% annually.

The loan-to-value at the first distribution date (Jan. 15, 2014)--
the highest point during the life of the class B certificates--is
74.5% using the appraised base values and depreciation assumptions
in the offering memorandum.  When S&P evaluates an EETC, it
compares the values provided by the appraisers that the airline
hired with its own sources.  Overall, the values that S&P uses
approximate those set out in the prospectus for the certificates.
However, S&P's depreciation rates are much faster (more
conservative) than those used in the prospectus (3% of the initial
value each year through age 15 for each aircraft and 4% in years
16-20) and, consequently, S&P's loan-to-values diverge from those
shown in the prospectus, reaching a maximum of around 77% for the
class B certificates.  S&P's analysis also considered that a full
draw of the liquidity facility, plus interest on those draws,
represents a claim senior to the certificates.  This amount is
similar to levels typical of an EETC, equal to 4%-5% of the
collateral value.  S&P factored that added priority claim into its
analysis.  S&P's 'B+ (sf)' rating on the class B certificates is
lower than its 'BBB- (sf)' rating on the class A certificates
because of a higher loan-to-value, and the fact that the class B
certificates are subordinated to the class A certificates.  S&P
notes that the transaction is structured so that American could
later issue additional (junior) certificates.  In the past,
airlines have structured follow-on certificates of this kind in
such a way so that it does not affect the rating on the
outstanding senior certificates.

RATINGS LIST

American Airlines Inc.
AMR Corp.
Corporate credit rating                        D/--/--

New Rating

American Airlines Inc.
Equipment trust certificates
  Series 2013-2 class B pass-thru certs         B+ (sf)


ASHFORD CDO II: S&P Raises Rating on Class B-1L Notes From CCC+
---------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-1LA, A-1LB, A-2L, A-3L, and B-1L notes from Ashford CDO II Ltd.,
a U.S. collateralized debt obligation (CDO) transaction
predominantly backed by tranches from other CDOs of corporate
securities (CDO of corporate CDOs).  The transaction is managed by
Babson Capital Management LLC.  S&P removed the ratings on the
A-1LA, A-1LB, A-2L, and A-3L notes from CreditWatch, where it
placed them with positive implications on Sept. 5, 2013.  At the
same time, S&P affirmed its 'CC (sf)' rating on the class B-2L
notes from the same transaction.

Ashford CDO II Ltd. ended its reinvestment period in August 2009.
Since the last upgrade in February 2012, there has been a paydown
of $58.44 million to the class A-1LA notes, bringing them to about
51.79% of their original notional balance.  The class X notes were
paid interest and principal per a schedule, they were senior in
the transaction's payment waterfall on each distribution date.
Since February 2012, the class X notes have paid down completely,
and we subsequently withdrew our rating.

As a result of the paydowns to the senior notes, the
overcollateralization (O/C) ratios available to support the rated
notes have increased.  The trustee reported the following O/C
ratios in the Oct. 25, 2013, monthly report:

   -- The A-3L O/C ratio was 115.08%, up from a reported ratio of
      112.09% in January 2012;

   -- The B-1L O/C ratio was 98.79%, up from a reported ratio of
      90.65% in January 2012; and

   -- The B-2L O/C ratio was 90.59%, up from a reported ratio of
      84.99% in January 2012.

Since S&P upgraded the notes in February 2012, the transaction has
had no additional defaults.  Per the Oct. 25, 2013, trustee
report, the transaction had a total of $17.99 million in defaulted
assets, the same amount noted in the Jan. 25, 2012, trustee
report, which S&P referenced for its February 2012 rating actions.
However, the transaction currently holds two positions from an
emerging market collateralized loan obligation transaction,
totaling about $7.59 million that are deferring their interest.
These assets are given zero interest credit in S&P's current
analysis.

The affirmation reflects the credit support available to the class
B-2L notes at the current rating level.

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

RATING AND CREDITWATCH ACTIONS

Ashford CDO II Ltd.

                     Rating
Class            To          From
A-1LA            A- (sf)     BBB (sf)/Watch Pos
A-1LB            BBB+ (sf)   BB+ (sf)/Watch Pos
A-2L             BBB- (sf)   BB (sf)/Watch Pos
A-3L             BB+ (sf)    B+ (sf)/Watch Pos
B-1L             B+ (sf)     CCC+ (sf)

RATING AFFIRMED

Ashford CDO II Ltd.

Class         Rating
B-2L          CC (sf)

TRANSACTION INFORMATION

Issuer:               Ashford CDO II Ltd.
Coissuer:             Ashford CDO II Corp.
Collateral manager:   Babson Capital Management LLC
Trustee:              The Bank of New York Mellon
Transaction type:     Cash flow CDO of CDO


ATLAS SENIOR: S&P Assigns Prelim. BB- Rating on Class B-2L Notes
----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary
ratings to Atlas Senior Loan Fund IV Ltd./Atlas Senior Loan Fund
IV LLC's $400.5 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 preliminary ratings are based on information as of Nov. 26,
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 0.2386%-13.8385%

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

   -- The transaction's interest diversion test, a failure of
      which, during the reinvestment period, will lead to the
      reclassification of up to 50% of excess interest proceeds
      that are available prior to curing an effective date rating
      agency confirmation failure or paying subordinated,
      deferred, and incentive management fees; uncapped
      administrative expenses; hedge payments; and subordinated
      note payments into principal proceeds for the purchase of
      additional collateral assets or to pay down the notes in
      accordance with the note payment sequence, at the option of
      the collateral manager.

PRELIMINARY RATINGS ASSIGNED

Atlas Senior Loan Fund IV Ltd./Atlas Senior Loan Fund IV LLC

Class                 Rating                 Amount
                                           (mil. $)
A-1L                  AAA (sf)               265.00
A-2L                  AA (sf)                 38.00
A-3L (deferrable)     A (sf)                  38.00
B-1L (deferrable)     BBB (sf)                28.00
B-2L (deferrable)     BB- (sf)                20.00
B-3L (deferrable)     B (sf)                  11.50
Subordinated notes    NR                      39.59

NR-Not rated.


BAMLL COMMERCIAL 2013-DSNY: S&P Assigns BB- Rating on Cl. F Notes
-----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its ratings to BAMLL
Commercial Mortgage Securities Trust 2013-DSNY's $345.0 million
commercial mortgage pass-through certificates series 2013-DSNY.

The issuance is a commercial mortgage-backed securities
transaction backed by two floating-rate commercial mortgage loans
totaling $345.0 million secured by first-lien mortgages on the
borrowers' leasehold interests in two full-service hotels in Lake
Buena Vista, Fla.  The two loans are cross-collateralized and
cross-defaulted and have an initial term of two years followed by
three one-year extension options.

The ratings reflect S&P's view of the collateral's historical and
projected performance, the sponsor's and manager's experience, the
trustee-provided liquidity, the loans' terms, and the
transaction's structure.

RATINGS ASSIGNED

BAMLL Commercial Mortgage Securities Trust 2013-DSNY

Class       Rating              Amount ($)
A           AAA (sf)           134,694,000
B           AA- (sf)            49,098,000
C           A- (sf)             36,497,000
D           BBB+ (sf)           11,297,000
E           BBB- (sf)           36,933,000
F           BB- (sf)            76,481,000


BANC OF AMERICA 2004-3: S&P Lowers Rating on Class SS-D Notes to D
------------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on the class
SS-D commercial mortgage pass-through certificates from Banc of
America Commercial Mortgage Inc.'s series 2004-3 (BACM 2004-3), a
U.S. commercial mortgage-backed securities (CMBS) transaction, to
'D (sf)' and removed it from CreditWatch with negative
implications.  At the same time, S&P lowered its rating on the
class A certificates from Merrill Lynch Financial Assets Inc.'s
series 2002-BC2P (MLFA 2002-BC2P), a Canadian CMBS transaction, to
'B-' and removed it from CreditWatch negative.

S&P placed these ratings on CreditWatch negative in late October
2013 in connection with the de minimis shortfalls threshold
guidelines in its revised criteria for rating debt issues based on
imputed promises.  The de minimis shortfalls threshold is now one
basis point (bp) of the original certificate balance on a
cumulative basis.

S&P lowered its rating to 'D(sf)' on class SS-D from BACM 2004-3
and removed it from CreditWatch negative because the class'
$12,298 aggregate principal loss amount ($600 reported in the
August 2010 trustee remittance report; $5,849 reported in the
October 2010 trustee remittance report; and $5,849 reported in the
January 2011 trustee remittance report) exceeded the one bp de
minimis threshold at 0.26% of the original certificate balance.
S&P had placed its rating on the class SS-D raked certificates
from BACM 2004-3 on CreditWatch negative because as of the August
2013 data, the class had principal losses that exceeded the de
minimis threshold.

S&P lowered its rating to 'B-' on class A in MLFA 2002-BC2P and
removed it from CreditWatch negative to reflect interest
shortfalls incurred by the class.  As of the Nov. 7, 2013, trustee
remittance report, the current accumulated interest shortfalls
totaled C$7,517 or 0.75 bp of the original certificate class
balance.  According to S&P's revised criteria for rating debt
issues based on imputed promises, it anticipates lowering the
rating on this class to 'D' when the accumulated interest
shortfalls exceeds the one bp de minimis shortfalls threshold.
Based on the current amount of interest shortfalls incurred by the
trust, S&P expects the accumulated interest shortfalls to exceed
the one bp of the original certificate balance de minimis
shortfalls threshold in 2015.  S&P had placed its rating on the
class A certificates from MLFA 2002-BC2P on CreditWatch negative
because as of the October 2013 data, the class has outstanding
accumulated interest shortfalls of C$7,358, which S&P expects to
continue to increase until the maturity of the loan in May 2021.

RATINGS LOWERED AND REMOVED FROM CREDITWATCH NEGATIVE

Banc of America Commercial Mortgage Inc.
Commercial mortgage pass-through certificates series 2004-3
                      Rating
Class      To                     From
SS-D       D (sf)                 BBB- (sf)/Watch Neg

Merrill Lynch Financial Assets Inc.
Commercial mortgage pass-through certificates series 2002-BC2P

                      Rating
Class      To                     From
A          B-                     BBB+/Watch Neg


BAYVIEW COMMERCIAL 200-4: S&P Cuts Rating on Cl. A-1 RMBS to BB+
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on six
classes from three U.S. residential mortgage-backed securities
(RMBS) transactions issued by Bayview Commercial Asset Trust and
C-BASS Trust.  At the same time, Standard & Poor's removed four of
these ratings from CreditWatch, where they were placed with
negative implications.

The transactions in this review are backed by adjustable- and
fixed-rate first-lien mortgage loans secured by small-balance
commercial properties.  The types of properties include
multifamily, office, motel, restaurant, warehouse, and retail.

S&P had placed four of the ratings on CreditWatch negative due to
potential interest shortfalls reported by the trustee, which would
likely lead S&P to lower the ratings.  The downgrades reflect
S&P's confirmation of these shortfalls and the application of its
interest shortfall criteria.

S&P determined that the interest shortfalls on the classes in this
review were due to credit or liquidity events that are subject to
the interest shortfall rating caps outlined in S&P's interest
shortfall criteria.  Examples of such events include:

   -- The reimbursement to servicers of prior advances deemed
      nonrecoverable.

   -- The cessation of servicer advances on delinquent loans.

   -- Reimbursements for prior advances when loans are modified
      and amounts are capitalized on the loan balance.

   -- Significant deterioration in the mortgage pool's credit
      quality and the resulting impact on structures that become
      undercollateralized and cannot generate sufficient interest
      to cover the applicable security payments.

The interest shortfalls in some of these classes were also because
of loan liquidations with loss severities greater than 100%.  For
these deals, any loss on a liquidated loan in excess of the
principal balance is not considered to be a principal loss.
Instead, it reduces the amount of interest available during the
respective period to pay the certificates.  The combination of
these factors has caused multiple interest shortfalls.

S&P lowered each of the ratings to the caps outlined in its
interest shortfall criteria.  The five downgrades to 'D (sf)'
stemmed from interest shortfalls over the past several years.
Although the earlier shortfalls were paid back, the total time the
shortfalls were outstanding was greater than 12 months.  As per
S&P's interest shortfall criteria, based on the size and duration
of the shortfalls over the lives of the classes, the maximum
rating in these cases is 'D (sf)'.

S&P lowered the rating on class A1 from Bayview Commercial Asset
Trust 2006-4 to 'BB+ (sf)' from 'BBB+ (sf)' and removed it from
CreditWatch negative.  This transaction contains an unrated IO
class that receives the majority of the interest distributed to
the certificates.  As of the November 2013 distribution, this
class will no longer receive interest payments, leaving more
interest available to the rest of the certificates.  This could
help prevent further interest shortfalls to the A1 class.

When projecting losses for these transactions, S&P applied the
methodology and assumptions outlined in "Surveillance Methodology
And Assumptions For U.S. Small-Balance Commercial Transactions,"
March 1, 2010.  S&P bases the projected monthly default rates
(MDR) it uses in its analysis on both the current delinquency
pipeline and the change in the performance of 60+ day
delinquencies over the prior six months.  S&P then applies these
MDRs on a period-by-period basis over a transaction-specific
timeframe as specified in S&P's criteria.  Through this process,
S&P determines whether each class could survive the applicable
stress scenario.  This timeframe is up to 120 months following the
transaction's origination; S&P's minimum timeframe is 25 months.

When stressing losses, S&P's MDRs and loss severity stresses are
generally proportionate to the rating category of the scenarios.
For example, S&P applies its base-case MDRs and loss severity
assumptions in a 'B' scenario, whereas it stresses both the base-
case MDR and loss severity assumptions by a factor of 1.225x in a
'AAA' scenario.  For each rating category above the 'B' base, the
stress factor generally increases by 0.045x.  The stressed MDRs
and loss severity assumptions will generally result in a 'AAA'
loss that is close to 1.5x that of the base-case loss assumption.
However, that can vary depending on the default and constant
prepayment rate assumptions S&P applies in its analysis.

The classes in these small balance commercial transactions use
subordination, overcollateralization, and excess spread to cover
principal losses and provide credit support.

                          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 7.5% for 2013 and 7.0%
      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 1.7% in 2013 and 2.8% in 2014.

   -- The 30-year mortgage rate will average 4.0% for 2013 and
      4.6% for 2014.

   -- Inflation will be 1.5% in both 2013 and 2014.

Overall, S&P's outlook for RMBS is stable.  Although S&P views
overall housing fundamentals positively, it believes RMBS
fundamentals still hinge 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 will be 7.6% for the rest of 2013 but
      rises to 8.0% in 2014, and job growth would slow to almost
      zero in 2013 and 2014.

   -- Downward pressure causes 1.3% GDP growth in 2013 and 0.4%
      growth in 2014, fueled by increased unemployment levels.

   -- Thirty-year fixed mortgage rates fall back to 4.0% in 2013
      and remain there throughout 2014, but capitalizing on such
      lower rates could be hampered by limited access to credit
      and pressure on home prices.

For more information on S&P's economic outlook and its impact on
its outlook for U.S. RMBS, see "U.S. Economic Forecast: Legends of
the Fall," published Sept. 13, 2013; and "Positive Momentum In The
Housing Market Supports A Stable Outlook For U.S. RMBS," May 31,
2013.

RATING ACTIONS

Bayview Commercial Asset Trust 2006-4
                                Rating
Class      CUSIP         To                From
A-1        07325BAB4     BB+ (sf)          BBB+ (sf)/Watch Neg

Bayview Commercial Asset Trust 2007-2
                                Rating
Class      CUSIP         To                From
A-1        07325XAA8     D (sf)            BB+ (sf)/Watch Neg

C-Bass 2007 MX-1 Trust
                                Rating
Class      CUSIP         To                From
A-1        1248MPAA2     D (sf)            BB- (sf)/Watch Neg
A-2        1248MPAB0     D (sf)            B (sf)/Watch Neg
A-3        1248MPAC8     D (sf)            CCC (sf)
A-4        1248MPAD6     D (sf)            [?]


BEAR STEARNS 2004-PWR4: Moody's Affirms C Rating on 2 Note Classes
------------------------------------------------------------------
Moody's Investors Service upgraded the ratings of three classes
and affirmed 12 classes of Bear Stearns Commercial Mortgage
Securities Trust, Commercial Pass-Through Certificates, Series
2004-PWR4 as follows:

Cl. A-3, Affirmed Aaa (sf); previously on Jul 21, 2004 Assigned
Aaa (sf)

Cl. B, Upgraded to Aaa (sf); previously on Jul 21, 2004 Definitive
Rating Assigned Aa2 (sf)

Cl. C, Upgraded to Aa1 (sf); previously on Jul 21, 2004 Definitive
Rating Assigned Aa3 (sf)

Cl. D, Upgraded to Aa3 (sf); previously on Jul 21, 2004 Definitive
Rating Assigned A2 (sf)

Cl. E, Affirmed A3 (sf); previously on Jul 21, 2004 Definitive
Rating Assigned A3 (sf)

Cl. F, Affirmed Baa1 (sf); previously on Jul 21, 2004 Definitive
Rating Assigned Baa1 (sf)

Cl. G, Affirmed Baa2 (sf); previously on Jul 21, 2004 Definitive
Rating Assigned Baa2 (sf)

Cl. H, Affirmed Ba1 (sf); previously on Dec 13, 2012 Downgraded to
Ba1 (sf)

Cl. J, Affirmed Ba3 (sf); previously on Dec 13, 2012 Downgraded to
Ba3 (sf)

Cl. K, Affirmed B1 (sf); previously on Dec 13, 2012 Downgraded to
B1 (sf)

Cl. L, Affirmed Caa1 (sf); previously on Dec 13, 2012 Downgraded
to Caa1 (sf)

Cl. M, Affirmed Caa3 (sf); previously on Dec 13, 2012 Downgraded
to Caa3 (sf)

Cl. N, Affirmed C (sf); previously on Dec 13, 2012 Downgraded to C
(sf)

Cl. P, Affirmed C (sf); previously on Dec 13, 2012 Downgraded to C
(sf)

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

Ratings Rationale:

The upgrades are due to increased credit support due to loan
payoffs and amortization as well an anticipated increased credit
support resulting from paydowns of loans approaching maturity that
are well positioned for refinance.

The affirmations of the investment grade 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. The
ratings of the below investment grade P&I classes are commensurate
with their expected losses and thus affirmed. The rating of the IO
Class, Class X, is consistent with the expected credit performance
of its referenced classes and thus is affirmed.

Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level 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.

Moody's rating action reflects a base expected loss of
approximately 2.6% of the current deal balance. At last review,
Moody's base expected loss was approximately 2.1%. Moody's base
expected loss plus realized loss is 2.5% of the original,
securitized deal balance, the same as at last review.

Moody's review incorporated the use of the Excel-based CMBS
Conduit Model v 2.64 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 17, compared to a Herf of 18 at Moody's prior
review.

In cases where the Herf falls below 20, Moody's also employs the
large loan/single borrower methodology. This methodology uses the
excel-based Large Loan Model v 8.6 and then reconciles and weights
the results from the two models in formulating a rating
recommendation. The large loan model derives credit enhancement
levels based on an aggregation of adjusted loan level proceeds
derived from Moody's loan level LTV ratios. Major adjustments to
determining proceeds include leverage, loan structure, property
type, and sponsorship. These aggregated proceeds are then further
adjusted for any pooling benefits associated with loan level
diversity, other concentrations and correlations.

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

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

Deal Performance:

As of the November 12, 2013 payment date, the transaction's
aggregate certificate balance has decreased by 50% to $476 million
from $954 million at securitization. The Certificates are
collateralized by 55 mortgage loans ranging in size from less than
1% to 10% of the pool, with the top ten loans (excluding
defeasance) representing 51% of the pool. Nine loans, representing
23% of the pool, have been defeased and are secured by US
Government securities.

Fifteen loans, representing 18% of the pool, are on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package. As part of
Moody's ongoing monitoring of a transaction, Moody's reviews the
watchlist to assess which loans have material issues that could
impact performance.

Four loans have liquidated from the pool, resulting in an
aggregate realized loss of $11 million (48% average loan loss
severity). Currently, one loan, representing less than 1% of the
pool, is in special servicing. Moody's does not predict a
significant loss from this loan.

Moody's has assumed a high default probability for six poorly
performing loans representing 8% of the pool. Moody's analysis
attributes to these troubled loans an aggregate $5.7 million loss
(15% expected loss severity based on a 50% probability default).


Moody's was provided with full-year 2012 and partial year 2013
operating results for 98% and 77% of the performing pool,
respectively. Excluding troubled and specially serviced loans,
Moody's weighted average LTV is 84% compared to 88% at last full
review. Moody's net cash flow reflects a weighted average haircut
of 13% to the most recently available net operating income.
Moody's value reflects a weighted average capitalization rate of
9.7%.

Excluding troubled and specially serviced loans, Moody's actual
and stressed DSCRs are 1.44X and 1.29X, respectively, compared to
1.33X and 1.23X 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 24% of the pool.
The largest loan is the 40 Landsdowne Street Loan ($45 million --
9% of the pool), which is secured by a 215,000 square foot (SF)
Class A office/biotechnology building located in an industrial
park near the main campus of the Massachusetts Institute of
Technology in Cambridge, Massachusetts. The property is 100%
leased to Millennium Pharmaceuticals, Inc. through July 2020. The
property's performance has been stable, however, Moody's analysis
incorporates a stressed cash flow due to Moody's concerns about
the property's single-tenant occupancy. The loan is benefitting
from amortization and matures in April 2014. Moody's LTV and
stressed DSCR are 74% and 1.46X, respectively, compared to 76% and
1.41X at last review.

The second largest loan is the One North State Street Loan ($37
million -- 8.0% of the pool), which is secured by a retail
condominium unit situated in a 675,000 SF mixed use property
located in downtown Chicago, Illinois. The property was 100%
leased as of June 2013, essentially the same as at last review.
Major tenants include TJ Maxx (lease expiration July 2024) and
Burlington Coat Factory (lease expiration February 2023). Moody's
LTV and stressed DSCR 77% and 1.32X, respectively, compared to 80%
and 1.28X at last review.

The third largest loan is the Alexandria East Coast Portfolio Loan
($31 million -- 7% of the pool), which is secured by four office
buildings located in Massachusetts, Pennsylvania and California.
At securitization the loan was secured by five properties;
however, in May 2012, a 66,000 SF property located in San Diego,
California was substituted for two properties with a combined
43,000 SF located in Plymouth Meeting, Pennsylvania. Based on the
substitution, the portfolio now totals approximately 229,000 SF
and the occupancy increased to 97% leased as of June 2013 compared
to 86% leased at last review. Moody's LTV and stressed DSCR 78%
and 1.40X, respectively, compared to 80% and 1.36X at last review.


BLUE HILL: S&P Assigns Prelim. 'BB-' Rating on Class E Notes
------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary
ratings to Blue Hill CLO Ltd./Blue Hill CLO LLC's $464.75 fixed-
and floating-rate notes.

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

The preliminary ratings are based on information as of Nov. 27,
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 Ratings Services' CDO Evaluator model, as assessed by
      Standard & Poor's using the assumptions and methods outlined
      in its corporate collateralized debt obligation criteria.

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

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

   -- The portfolio manager's experienced management team.

   -- S&P's projections regarding the timely interest and ultimate
      principal payments on the 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 0.24%-13.84%

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

   -- The transaction's reinvestment overcollateralization test, a
      failure of which will lead to the reclassification of 50% of
      excess interest proceeds that are available before paying
      uncapped administrative expenses and fees, subordinated
      hedge termination payments, portfolio manager incentive
      fees, and subordinated note payments to principal proceeds
      for the purchase of additional collateral assets during the
      reinvestment period.


PRELIMINARY RATINGS ASSIGNED

Blue Hill CLO Ltd./Blue Hill CLO LLC

Class                 Rating                 Amount
                                           (mil. $)
X                     AAA (sf)                 3.75
A                     AAA (sf)               307.50
B-1                   AA (sf)                 33.50
B-2                   AA (sf)                 20.00
C-1                   A (sf)                  41.00
C-2                   A (sf)                   5.00
D                     BBB- (sf)               32.00
E                     BB- (sf)                22.00
Subordinate notes     NR                      54.25

NR-Not rated.


BLUEMOUNTAIN CLO: S&P Affirms 'BB+' Rating on Class D Notes
-----------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
B and C notes from BlueMountain CLO Ltd., a collateralized loan
obligation (CLO) transaction managed by BlueMountain Capital
Management L.P.  At the same time, S&P removed these ratings from
CreditWatch with positive implications.  In addition, S&P affirmed
its ratings on the class A-1, A-2, and D notes.

The upgrades of the class B and C notes reflect paydowns to the
class A-1 notes and a subsequent increase in the
overcollateralization (O/C) available to support the notes.  Since
S&P's last rating actions on this transaction in November 2012,
the class A-1 notes received $148 million of principal paydowns,
bringing them to 14% of their original balance.

After the paydowns, the O/C available to support the notes
improved significantly.  The trustee reported the following O/C
ratios in the November 2013 monthly report:

   -- The class A/B O/C ratio was 165.48%, up from a reported
      ratio of 133.18% in October 2012.

   -- The class C O/C ratio was 140.93%, up from a reported ratio
      of 122.79% in October 2012.

   -- The class D O/C ratio was 119.50%, up from a reported ratio
      of 112.22% in October 2012.

Although the class D O/C ratio also increased as a result of the
paydowns, the transaction's exposure to long-dated assets
(i.e., assets maturing after the CLO's stated maturity) has
increased. According to the November 2013 trustee report, the
long-dated asset balance now represents about 29.5% of the
portfolio, up from 5.3% in October 2012.  This exposes the junior
notes to potential market value risk arising from these long-dated
assets' potential liquidation on the transaction's legal final
maturity date.  S&P took this risk into account when affirming the
rating on the class D notes.

S&P affirmed ratings on the class A-1, A-2, and D notes reflect
the availability of adequate credit support at the current rating
levels.

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.

RATING AND CREDITWATCH ACTIONS

BlueMountain CLO Ltd.
Class              Rating
             To           From
B            AAA (sf)     AA+ (sf)/Watch Pos
C            AA+ (sf)     A+ (sf)/Watch Pos

RATINGS AFFIRMED

BlueMountain CLO Ltd.
Class        Rating
A-1          AAA (sf)
A-2          AAA (sf)
D            BB+ (sf)


BLUEMOUNTAIN CLO 2012-2: S&P Affirms 'BB' Rating on Class E Notes
-----------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on
BlueMountain CLO 2012-2 Ltd./BlueMountain CLO 2012-2 LLC's
$554.55 million fixed- and floating-rate notes following the
transaction's effective date as of Feb. 27, 2013.

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

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

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

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

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

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

On an ongoing basis after S&P issues an effective date rating
affirmation, it will periodically review whether, in its view, the
current ratings on the notes remain consistent with the credit
quality of the assets, the credit enhancement available to support
the notes, and other factors, and take rating actions as it deems
necessary.

RATINGS AFFIRMED

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

Class                      Rating                       Amount
                                                      (mil. $)
A-1                        AAA (sf)                     372.20
A-2                        AAA (sf)                      10.00
B-1                        AA (sf)                       48.10
B-2                        AA (sf)                       20.00
C (deferrable)             A (sf)                        48.90
D (deferrable)             BBB (sf)                      30.10
E (deferrable)             BB (sf)                       25.25


CAPITAL AUTO 2013-4: Moody's Rates Class E Notes 'Ba2(sf)'
----------------------------------------------------------
Moody's Investors Service has assigned definitive ratings to the
notes issued by Capital Auto Receivables Asset Trust (CARAT)
2013-4.

The complete rating actions are as follows:

Issuer: Capital Auto Receivables Asset Trust 2013-4

Class A-1 Notes, Definitive Rating Assigned Aaa (sf)

Class A-2 Notes, Definitive Rating Assigned Aaa (sf)

Class A-3 Notes, Definitive Rating Assigned Aaa (sf)

Class A-4 Notes, Definitive Rating Assigned Aaa (sf)

Class B Notes, Definitive Rating Assigned Aa2 (sf)

Class C Notes, Definitive Rating Assigned A1 (sf)

Class D Notes, Definitive Rating Assigned Baa2 (sf)

Class E Notes, Definitive Rating Assigned Ba2 (sf)

Ratings Rationale:

Moody's cumulative net loss expectation is 4.00% and the Aaa level
is 21.50% for the aggregate CARAT 2013-4 pool. This expectation
encompasses both the initial pool collateral, and Moody's
assumptions around the composition of additional receivables added
to the pool during the initial one-year revolving period. Moody's
net loss expectation and Aaa Level for the CARAT 2013-4
transaction is based on an analysis of the credit quality of the
underlying initial pool collateral, an assumption and analysis of
the composition of additional collateral that will be added during
the initial one-year revolving period, historical performance
trends, the ability of Ally Financial Inc. (formerly GMAC Inc.) to
perform the servicing functions, and current expectations for
future economic conditions.

The CARAT 2013-4 Class A-1 Notes will bear interest at a floating
rate corresponding to 1-month LIBOR

The V Score for this transaction is Medium, which is consistent
with the Medium V score assigned for the U.S. Sub-prime Retail
Auto Loan ABS sector. The V Score indicates "Medium" uncertainty
about critical assumptions. This is the fourth public retail loan
securitization for Ally Financial under the CARAT platform, all of
which composed of non-prime collateral. All three previous
transactions closed earlier in 2013, and are still in their
initial one-year revolving period. Ally Financial has
securitization experience that dates back to the mid-1980's. Ally
Financial's bank subsidiary, Ally Bank, has sponsored numerous
prior public retail prime auto loan securitizations since 2009.
CARAT 2013-4 should benefit from this experience having Ally
Financial as the servicer for the transaction.

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

Moody's Parameter Sensitivities: If the net loss used in
determining the initial rating were changed from 4.00% to 6.50%
the initial model-indicated output might change from Aaa to Aa1
for the Class A notes, from Aa2 to A3 for the Class B notes, from
A1 to Baa3 for the Class C notes, from Baa2 to B1 for the Class D
Notes, and from Ba2 to below B3 for the Class E Notes. If the net
loss were changed to 8.00% the initial model-indicated output
might change to Aa2 for the Class A notes, to Baa3 for the Class B
Notes, to Ba3 for the Class C Notes, to B3 for the Class D Notes,
and to below B3 for the Class E Notes. If the net loss were
changed to 10.00% the initial model-indicated output might change
to A1 for the Class A notes, to Ba3 for the Class B Notes, and to
below B3 for the Class C Notes, Class D Notes, and Class E Notes.

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.


CAPITAL AUTO 2013-4: S&P Assigns 'BB' Rating on Class E Notes
-------------------------------------------------------------
Standard & Poor's Ratings Services assigned its ratings to Capital
Auto Receivables Asset Trust 2013-4's $1.038 billion asset-backed
notes series 2013-4.

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

The ratings reflect S&P's view of:

   -- The availability of approximately 24.8%, 20.5%, 16.3%,
      12.7%, and 10.5% credit support, including excess spread,
      (as a percentage of the initial aggregate receivables
      principal balance) for the class A, B, C, D, and E notes,
      respectively, based on stressed cash flow scenarios.  These
      credit support levels provide coverage of more than 4.5x,
      3.7x, 2.8x, 2.0x, and 1.5x S&P's 4.9%-5.2% cumulative net
      loss range for the class A, B, C, D, and E notes,
      respectively, once the transaction goes into its scheduled
      amortization period.

   -- S&P's cumulative net loss range takes into account the
      possible degradation in the collateral pool's credit quality
      by assuming that cash collected over the 12 month revolving
      period will be used to purchase receivables that meet the
      lowest standards permissible based on the transaction's
      eligibility criteria on additional receivables.

   -- S&P's expectation that during the amortization phase, under
      a moderate ('BBB') stress scenario, our ratings on the class
      A and B notes will remain within one rating category of the
      assigned ratings and our ratings on the class C and D notes
      will remain within two rating categories of the assigned
      ratings.  These potential rating movements are consistent
      with S&P's credit stability criteria, which outline the
      outer bounds of credit deterioration equal to a one-category
      downgrade within the first year for 'AAA (sf)' and 'AA (sf)'
      rated securities and a two-category downgrade within the
      first year for 'A (sf)' through 'BB (sf)' rated securities
      under moderate stress conditions.

   -- The timely interest and principal payments made under
      stressed cash flow modeling scenarios that are appropriate
      to the assigned rating categories.

   -- The credit enhancement in the form of subordination,
      overcollateralization, a reserve account, and excess spread.
      During the amortization period, the nonamortizing
      overcollateralization and reserve account amount will result
      in increased credit enhancement for the notes.

   -- The characteristics of the collateral pool being
      securitized, including the approximately 12 months of
      seasoning of the initial pool and the eligibility criteria
      of the subsequent pools.

   -- The transaction's payment and legal structures.

RATINGS ASSIGNED

Capital Auto Receivables Asset Trust 2013-4

Class   Rating       Amount   Interest rate    Final scheduled
                    (mil. $)                  distribution date
A-1     AAA (sf)     273.00   Floating          March 21, 2016
A-2     AAA (sf)     240.00   Fixed              Feb. 21, 2017
A-3     AAA (sf)     271.00   Fixed             March 20, 2018
A-4     AAA (sf)      73.94   Fixed              July 20, 2018
B       AA (sf)       50.94   Fixed              Oct. 22, 2018
C       A (sf)        48.26   Fixed              Feb. 20, 2019
D       BBB (sf)      42.90   Fixed               May 20, 2019
E       BB (sf)       37.53   Fixed              July 20, 2022


CHATHAM LIGHT II: S&P Raises Rating on Class D Notes From BB+
-------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-2, B, C, and D notes from Chatham Light II CLO Ltd., a U.S.
collateralized loan obligation transaction managed by Sankaty
Advisors LLC, and removed them from CreditWatch, where they were
placed with positive implications on Sept. 5, 2013.
Simultaneously, S&P affirmed its 'AAA (sf)' rating on the class
A-1 notes.

The transaction's reinvestment period ended in July 2011 and since
then the class A-1 paydowns have resulted in increased
overcollateralization (O/C) levels.  The upgrades mainly reflect
the continued paydowns to the class A-1 notes and the subsequent
increase in the O/C levels since May 2012, when S&P raised its
ratings on all five tranches.

Since S&P's last rating actions, the transaction has further paid
down the class A-1 note by approximately $173.52 million to 33.70%
of its original balance after the Nov. 4, 2013 distribution date,
down from 83.25% in May 2012.

As per the October 2013 monthly trustee report, the trustee
reported the following O/C ratios:

   -- The senior class A-2 O/C ratio was 151.19%, compared with
      the 131.92% reported in the March 2012 report, which S&P
      used for its May 2012 rating actions;

   -- The class B O/C ratio was 134.58%, compared with 122.65% in
      March 2012;

   -- The class C O/C ratio was 122.61%, compared with 115.43% in
      March 2012; and

   -- The class D O/C ratio was 115.11%, compared with 110.67% in
      March 2012.

The upgrades and affirmation reflect the increased credit support
available to the notes.

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

RATINGS RAISED AND REMOVED FROM CREDITWATCH

Chatham Light II CLO Ltd.
              Rating
Class     To           From
A-2       AAA (sf)     AA+ (sf)/Watch Pos
B         AA+ (sf)     AA- (sf)/Watch Pos
C         AA- (sf)     BBB+ (sf)/Watch Pos
D         BBB+ (sf)    BB+ (sf)/Watch Pos

RATINGS AFFIRMED

Chatham Light II CLO Ltd.
Class     Rating
A-1       AAA (sf)

TRANSACTION INFORMATION

Issuer:             Chatham Light II CLO Ltd.
Co-issuer:          Chatham Light II CLO Corp.
Collateral manager: Sankaty Advisors LLC
Trustee:            Bank of New York Mellon (The)
Transaction type:   Cash flow CDO


CIFC CLO 2007-I: Moody's Hikes Rating on Cl. B-2L Notes to 'Ba2'
----------------------------------------------------------------
Moody's Investors Service announced that it has upgraded the
ratings of the following notes issued by CIFC CLO 2007-I, Ltd.:

U.S. $38,200,000 Class A-1LB Floating Rate Notes, Upgraded to Aaa
(sf); previously on October 11, 2011 Confirmed at Aa1 (sf)

U.S. $24,000,000 Class A-2L Floating Rate Notes, Upgraded to Aa1
(sf); previously on October 11, 2011 Confirmed at Aa3 (sf)

U.S. $25,000,000 Class A-3L Floating Rate Notes, Upgraded to A2
(sf); previously on October 11, 2011 Upgraded to Baa1 (sf)

U.S. $17,000,000 Class B-1L Floating Rate Notes, Upgraded to Baa3
(sf); previously on October 11, 2011 Upgraded to Ba1 (sf)

U.S. $17,000,000 Class B-2L Floating Rate Notes (current
outstanding balance of $16,399,907.40), Upgraded to Ba2 (sf);
previously on October 11, 2011 Upgraded to Ba3 (sf)

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

U.S. $100,000,000 Class A-1L Floating Rate Notes, Affirmed Aaa
(sf); previously on March 23, 2007 Assigned Aaa (sf)

U.S. $77,800,000 Class A-1LAt Floating Rate Notes, Affirmed Aaa
(sf); previously on March 23, 2007 Assigned Aaa (sf)

U.S. $75,000,000 Class A-1LAr Variable Funding Notes, Affirmed Aaa
(sf); previously on March 23, 2007 Assigned Aaa (sf)

Ratings Rationale:

According to Moody's, the rating actions taken on the notes
reflect the benefit of the end of the deal's reinvestment period
in November 2013. In consideration of the reinvestment
restrictions applicable during the amortization period, and
therefore limited ability to effect significant changes to the
current collateral pool, Moody's analyzed the deal assuming a
higher likelihood that the collateral pool characteristics will
continue to maintain a positive buffer relative to certain
covenant requirements. In particular, the deal is assumed to
benefit from lower WARF, higher diversity and higher weighted
average spread compared to the levels assumed at the last rating
review.

Additionally, Moody's notes that the deal has benefited from an
improvement in the credit quality of the underlying portfolio.
Based on the latest trustee report dated October 28, 2013, the
weighted average rating factor is currently 2607 compared to 2780
in November 2012. The transaction's reported overcollateralization
ratios have also improved slightly since November 2012.

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 $396.0 million, defaulted par of $0.2 million,
a weighted average default probability of 21.34% (implying a WARF
of 2908), a weighted average recovery rate upon default of 49.13%,
and a diversity score of 78. 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.

CIFC CLO 2007-I, Ltd., issued in February 2007, is a
collateralized loan obligation backed primarily by a portfolio of
senior secured loans.

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 November 2013.


CIFC FUNDING 2006-II: S&P Raises Rating on Class B-2L Notes to BB+
------------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-1LB, A-1L, A-2L, A-3L, B-1L, and B-2L notes from CIFC Funding
2006-II Ltd., a U.S. collateralized loan obligation (CLO) managed
by Commercial Industrial Finance Corp., and removed them from
CreditWatch, where we placed them with positive implications on
Sept. 5, 2013.  At the same time, S&P affirmed its 'AAA (sf)'
ratings on the class A-1LAr and A-1LAt notes from the same
transaction.

The transaction is currently in its amortization phase and is
paying down the notes.  The upgrades largely reflect paydowns of
$107.58 million to the class A-1L, A-1LAr, and A-1LAt notes since
S&P's May 2012 rating actions.  As a result of the paydowns, the
overcollateralization (O/C) ratios increased for each class of
notes:

   -- The senior A O/C is 130.72%, up from 123.24% in March 2012;

   -- The class A O/C ratio is 119.14%, up from 114.96%;

   -- The class B-1L O/C ratio is 112.76%, up from 110.23%; and

   -- The class B-2L O/C ratio is 106.77%, up from 105.68%.

The paydowns to the senior notes have offset the slight decline in
the credit quality of the underlying portfolio.  According to the
October 2013 trustee report, the transaction held $2.28 million
defaulted obligations.  The transaction held no defaulted assets
according to the March 2012 trustee report, which S&P used for its
May 2012 rating actions.

The amount of 'CCC' rated collateral held in the transaction's
asset portfolio increased since S&P's last rating actions.  The
transaction held $28.10 million 'CCC' rated collateral in October
2013, up from $5.48 million in March 2012.

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.

RATING AND CREDITWATCH ACTIONS

CIFC Funding 2006-II Ltd.

Class            Rating
            To           From
A-1LB       AAA(sf)      AA+(sf)/Watch Pos
A-1L        AAA(sf)      AA+(sf)/Watch Pos
A-2L        AA+(sf)      AA(sf)/Watch Pos
A-3L        AA-(sf)      A(sf)/Watch Pos
B-1L        A-(sf)       BBB(sf)/Watch Pos
B-2L        BB+(sf)      BB(sf)/Watch Pos

RATINGS AFFIRMED

CIFC Funding 2006-II Ltd.

Class       Rating
A-1LAr      AAA(sf)
A-1LAt      AAA(sf)


CIFC FUNDING 2006-IB: S&P Raises Rating on Class B-2L Note to BB
----------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on all
classes of notes from CIFC Funding 2006-II Ltd., a U.S.
collateralized loan obligation (CLO) managed by Commercial
Industrial Finance Corp., and removed them from CreditWatch, where
S&P placed them with positive implications on Sept. 5, 2013.

The transaction is currently in its amortization phase and is
paying down the notes.  The upgrades largely reflect paydowns of
$121.62 million to the class A-1L and A-1LR notes since S&P's
May 2012 rating actions.  As a result of the paydowns, the
overcollateralization (O/C) ratios increased for each class
of notes:

   -- The senior A O/C is 139.16%, up from 122.81% in April 2012;

   -- The class A O/C ratio is 123.84%, up from 114.76%;

   -- The class B-1L O/C ratio is 115.63%, up from 110.11%; and

   -- The class B-2L O/C ratio is 107.76%, up from 105.40%.

The credit quality of the underlying portfolio has improved since
S&P's last rating actions.  According to the October 2013 trustee
report, the transaction held $14.36 million in 'CCC' rated
collateral.  The transaction previously held $29.99 million 'CCC'
rated collateral according to the April 2012 trustee report, which
S&P used for its May 2012 rating actions.

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.

RATING AND CREDITWATCH ACTIONS

CIFC Funding 2006-IB Ltd.

Class            Rating
            To           From
A-1L        AAA(sf)      AA+(sf)/Watch Pos
A-1LR       AAA(sf)      AA+(sf)/watch Pos
A-2L        AAA(sf)      AA(sf)/Watch Pos
A-3L        AA+(sf)      A(sf)/Watch Pos
B-1L        AA-(sf)      BBB(sf)/Watch Pos
B-2L        BBB+(sf)     BB(sf)/Watch Pos


COUNTRYWIDE COMMERCIAL: Moody's Affirms Cl. A Notes Rating at B2
----------------------------------------------------------------
Moody's Investors Service affirmed the ratings of seven classes of
Countrywide Commercial Mortgage Trust, Commercial Pass-Through
Certificates, Series 2007-MF1 as follows:

Cl. A, Affirmed B2 (sf); previously on Dec 13, 2012 Downgraded to
B2 (sf)

Cl. B, Affirmed Caa1 (sf); previously on Dec 13, 2012 Downgraded
to Caa1 (sf)

Cl. C, Affirmed Caa2 (sf); previously on Dec 13, 2012 Downgraded
to Caa2 (sf)

Cl. D, Affirmed Caa3 (sf); previously on Dec 13, 2012 Downgraded
to Caa3 (sf)

Cl. E, Affirmed C (sf); previously on Dec 13, 2012 Downgraded to C
(sf)

Cl. F, Affirmed C (sf); previously on Dec 13, 2012 Downgraded to C
(sf)

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

Ratings Rationale:

The ratings of P&I classes are consistent with Moody's expected
loss and thus are affirmed.

Depending on the timing of loan payoffs and the severity and
timing of losses from specially serviced loans, the credit
enhancement level 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.

Moody's rating action reflects a base expected loss of
approximately 8.6% of the current deal balance. At last review,
Moody's base expected loss was approximately 8.8%. Moody's base
expected loss plus realized loss is 10.3% of the original,
securitized deal balance, compared to 11.7% at Moody's last
review.

Moody's review incorporated the use of the Excel-based CMBS
Conduit Model v 2.64 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 32, compared to a Herf of 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. On a periodic basis,
Moody's also performs a full transaction review that involves a
rating committee and a press release.

Deal Performance:

As of the November 15, 2013 statement date, the transaction's
aggregate certificate balance has decreased by 54% to $292 million
from $639 million at securitization. The Certificates are
collateralized by 101 mortgage loans ranging in size from less
than 1% to 8% of the pool, with the top ten loans representing 47%
of the pool.

Twenty-three loans, representing 16% of the pool, are on the
master servicer's watchlist. The watchlist includes loans which
meet certain portfolio review guidelines established as part of
the CRE Finance Council (CREFC) monthly reporting package. As part
of Moody's ongoing monitoring of a transaction, Moody's reviews
the watchlist to assess which loans have material issues that
could impact performance.

Twenty-seven loans have liquidated from the pool, resulting in an
aggregate realized loss of $41 million (49% average loan loss
severity). Currently, three loans, representing 9% of the pool,
are in special servicing. The largest specially serviced loan is
the Carrington Park Apartments Homes Loan ($22 million -- 8% of
the pool), which is secured by a 330 unit multifamily property in
Jonesboro, Georgia. The loan transferred into special servicing in
November of 2011 due to monetary default. The property was
foreclosed and is now REO. According to the special servicer, the
property is 92% occupied as of November 2013. The servicer has
recognized an $7.3 million appraisal reduction for this loan,
while Moody's estimates a $14 million loss on all specially
serviced loans.

Moody's has assumed a high default probability for 17 poorly
performing loans representing 15% of the pool. Moody's analysis
attributes to these troubled loans an aggregate $6 million loss
(15% expected loss severity based on a 50% probability default).

Moody's was provided with full-year 2012 and partial year 2013
operating results for 89% and 51% of the performing pool,
respectively. Excluding troubled and specially serviced loans,
Moody's weighted average LTV is 95%, compared to 99% at last full
review. Moody's net cash flow reflects a weighted average haircut
of 10.4% to the most recently available net operating income.
Moody's value reflects a weighted average capitalization rate of
8.5%.

Excluding troubled and specially serviced loans, Moody's actual
and stressed DSCRs are 1.25X and 1.01X, respectively, compared to
1.19X and 0.97X at last review. Moody's actual DSCR is based on
Moody's net cash flow (NCF) and the loan's actual debt service.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.

The top three performing loans represent 20% of the pool. The
largest loan is the Reserve at North River Loan ($22 million --
7.5% of the pool). The loan is secured by a 240 unit multifamily
property located in Tuscaloosa, Alabama. The property was 95%
leased as of June 2013 compared to 99% at last full review.
Moody's current LTV and stressed DSCR are 114% and 0.80X,
respectively, compared to 119% and 0.77X at last review.

The second largest loan is the Colonial Grand at Natchez Trace
Loan ($20 million -- 7% of the pool). The loan is secured by a 328
unit multifamily property located in Ridgeland, Mississippi. As of
June 2013, the property was 98% leased compared to 97% at last
full review. Moody's current LTV and stressed DSCR are 95% and
0.97X, respectively, compared to 100% and 0.92X at last review.

The third largest loan is the Colonial Grand at the Reservoir Loan
($14 million -- 5% of the pool). The loan is secured by a 170 unit
multifamily property in Ridgeland, Mississippi. As of June 2013
the property was 96% leased compared to 94% at last full review.
Moody's current LTV and stressed DSCR are 102% and, 0.90X,
respectively, compared to 105% and 0.87X at last review.


CREDIT SUISSE 2002-CP5: Fitch Puts 5 Notes Rating on Watch Neg.
---------------------------------------------------------------
Fitch Ratings has placed five classes of Credit Suisse First
Boston Mortgage Securities Corp. (CSFB) commercial mortgage pass-
through certificates series 2002-CP5 on Rating Watch Negative as
follows:

-- $16 million class E 'AA+sf'; Rating Watch Negative;
-- $8.9 million class F at 'AAsf'; Rating Watch Negative;
-- $16.3 million class G at 'BBBsf'; Rating Watch Negative;
-- $14.8 million class H to 'Bsf'; Rating Watch Negative;
-- $22.2 million class J to 'CCsf', RE 5%; Rating Watch Negative.

Key Rating Drivers:

The Rating Watch Negative placements are the result of interest
shortfalls caused by appraisal reductions on specially serviced
loans, servicer fees, expenses, and non-recoverable advance
determinations. Cumulative shortfalls total $4.7 million and are
currently affecting classes F through M. Of the 17 remaining
loans, 15 are specially serviced (98.5%).

Rating Sensitivity:

Fitch will review the transaction in detail in the coming weeks.
Updated valuations, workout strategies of the specially serviced
loans, as well as severity and duration of interest shortfalls
will be evaluated. Classes E and F may be downgraded a full
category or more due to incurred or potential future interest
shortfalls, as well as credit erosion. See 'Criteria for Rating
Caps and Limitations in Global Structured Finance Transactions',
dated June 12, 2013 for more details.


CREDIT SUISSE 2005-C1: Fitch Cuts Rating on $18.9MM Notes to C
--------------------------------------------------------------
Fitch Ratings downgrades one distressed class and affirms 14
classes of Credit Suisse First Boston Mortgage Securities Corp.,
series 2005-C1 (CSFB 2005-C1), commercial mortgage pass-through
securities. A detailed list of rating actions follows at the end
of this release.

Key Rating Drivers:

Fitch modeled losses of 6.9% of the remaining pool; expected
losses on the original pool balance total 7.4%, including $51.7
million (3.4% of the original pool balance) in realized losses to
date. Fitch has designated 40 loans (37.2%) as Fitch Loans of
Concern, which includes four specially serviced assets (5.1%).

As of the November 2013 distribution date, the pool's aggregate
principal balance has been reduced by 43.4% to $855.5 million from
$1.51 billion at issuance. Per the servicer reporting, 14 loans
(14% of the pool) are defeased. Interest shortfalls are currently
affecting classes H through P.

The largest contributor to expected losses is the 2001 M Street
loan (4.8% of the pool), which is secured by a 209,645 square foot
(sf) office property located in the Dupont Circle area of
Washington D.C. Per the March 2013 rent roll, the property is
10.2% occupied and all tenancy expires by year-end 2013. KPMG, who
was initially the property's largest tenant occupying 91% of the
NRA, fully vacated upon its lease expiration in Dec 2011. Fitch's
conservative value estimate indicates significant losses, but
given the strength of the location, strong sponsorship and recent
sales comparables in the submarket, actual losses may be lower.

The next largest contributor to expected losses is The Mall at
Yuba City loan (3.8%), which is secured by a 305,887 sf enclosed
regional mall with 10 stand-alone stores located in Yuba City, CA.
The loan was transferred to the Special Servicer in March 2011 for
imminent default. As of March 2013, the property was 94% occupied,
however cash flow was below break-even and 40.4% of the tenants
expire in 2014 and 2015. The loan is paid current and due for the
Nov. 1, 2013 payment. Fitch's conservative value estimate is lower
than the March 2011 appraised value and indicates significant
losses are possible.

The third largest contributor to expected losses is a loan (1.3%)
secured by a 45,486 sf neighborhood retail center in Staten
Island, NY. The property is 74.73% occupied and cash flow is below
break-even. The loan is paid current and due for the Nov. 11, 2013
payment.

Rating Sensitivity:

Rating Outlooks on classes A-4 through B remain Stable due to
increasing credit enhancement and continued paydown. Rating
Outlooks on classes C and D are Negative due to uncertainty around
speculative leasing on several properties with upcoming
maturities. If the sponsors are unable to lease up the vacant
space, refinance, or fail to support the debt service shortfalls,
additional downgrades to these classes are possible.

Fitch downgrades the following class:

-- $18.9 million class H to 'Csf' from 'CCsf', RE 0%.

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

-- $43.4 million class B at 'BBB-sf'; Outlook to Stable from
   Negative;
-- $18.9 million class E at 'CCCsf', RE 100%;
-- $20.8 million class F at 'CCCsf', RE 15%.

Fitch affirms the following classes:

-- $605.3 million class A-4 at 'AAAsf'; Outlook Stable;
-- $92.5 million class A-J at 'AAsf'; Outlook Stable;
-- $13.2 million class C at 'BBsf'; Outlook Negative;
-- $24.5 million class D at 'Bsf'; Outlook Negative;
-- $15.1 million class G at 'CCsf', RE 0%;
-- $2.9 million class J at 'Dsf', RE 0%;
-- $0 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%;
-- $0 class O at 'Dsf', RE 0%.

Fitch previously withdrew the ratings on the interest-only class
A-X and A-SP certificates.


CREDIT SUISSE 2007-C5: Fitch Affirms 'B-' Rating on $198MM Notes
----------------------------------------------------------------
Fitch Ratings has affirmed 21 classes of Credit Suisse Commercial
Mortgage Trust, series 2007-C5 commercial mortgage pass-through
certificates.

Key Rating Drivers:

The affirmations are due to sufficient credit enhancement relative
to modeled losses. Fitch modeled losses of 15.8% of the remaining
pool; expected losses on the original pool balance total 19.9%,
including $223.7 million (8.2% of the original pool balance) in
realized losses to date. Fitch has designated 54 loans (55.8%) as
Fitch Loans of Concern, which includes 14 specially serviced
assets (22.2%).

As of the November 2013 distribution date, the pool's aggregate
principal balance has been reduced by 26.1% to $2.01 billion from
$2.72 billion at issuance. Per the servicer reporting, one loan
(0.6% of the pool) is defeased. Interest shortfalls are currently
affecting classes A-J through S.

The largest contributor to expected losses is the specially-
serviced Gulf Coast Town Center Phases I & II loan (9.5% of the
pool), which is secured by a 991,027 square foot (sf) open-air
anchored retail mall located in Fort Myers, FL. The largest tenant
is Bass Pro Shops (13%). The loan transferred to special servicing
in July 2013 for imminent default after the borrower submitted a
hardship letter due to negative cash flow. The loan has been
suffering from poor performance due to below market rents and rent
concessions. The borrower has not been able to raise rents as
operating expenses increased. The special servicer reports that
negotiations with the borrower are in progress and the loan
remains current. The servicer reported occupancy was 95.4% as of
May 2013 and the YE12 DSCR was 1.00x.

The next largest contributor to expected losses is the specially-
serviced Palmer-Rochester Portfolio 1st loan (2.4%), which is
secured by a mixed portfolio of five properties in and around
Rochester, NY: two multifamily with 568-units; two mixed-use and
one industrial with 441,026 sf. The loan transferred to special
servicing in December 2008 due to monetary default. A title
dispute with the previous owner is ongoing; the title company has
been defending the suit with final discovery in January 2014. The
special servicer reported the DSCR was 0.19x as of the third-
quarter 2013.

The third largest contributor to expected losses is the TIAA
Industrial Portfolio loan (9.1%), which is secured by 11
industrial properties with 5.27 million sf. The properties are
located across nine states: Arizona, California, Delaware,
Georgia, Illinois, Kentucky, Tennessee and Texas. The two largest
properties, located in Hebron, KY and Memphis, TN account for
approximately 58% of the total square footage of the portfolio.
The portfolio's performance continues to struggle due to weak
local economies which caused high tenant turnover and vacancy. The
portfolio's occupancy has improved slightly to 90.6% as of June
2013 from 88% as of June 2012. The portfolio's DSCR has remained
relatively unchanged at 1.01x as of YE12 from 1.04x as of YE11.

Rating Sensitivity:

Rating Outlooks on classes A-2 through A-1-A remain Stable due to
sufficient credit enhancement and continued paydown. Rating
Outlooks on classes A-M and A-1-AM are Negative due to decreasing
credit enhancement to the non-investment grade classes as losses
have been incurred.

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

-- $15.6 million class A-2 at 'AAAsf'; Outlook Stable;
-- $161 million class A-3 at 'AAAsf'; Outlook Stable;
-- $47.3 million class A-AB at 'AAAsf'; Outlook Stable;
-- $982.5 million class A-4 at 'AAAsf'; Outlook Stable;
-- $213.1 million class A-1-A at 'AAAsf'; Outlook Stable;
-- $198 million class A-M at 'B-sf'; Outlook Negative;
-- $74.1 million class A-1-AM at 'B-sf'; Outlook Negative;
-- $153.5 million class A-J at 'CCsf', RE 0%;
-- $57.4 million class A-1-AJ at 'CCsf', RE 0%;
-- $23.8 million class B at 'Csf', RE 0%;
-- $20.4 million class C at 'Csf', RE 0%;
-- $34 million class D at 'Csf', RE 0%;
-- $30.6 million class E at 'Csf', RE 0%;
-- $716,279 class F at 'Dsf', RE 0%;
-- $0 class G at 'Dsf', RE 0%;
-- $0 class H at 'Dsf', RE 0%;
-- $0 class J at 'Dsf', RE 0%;
-- $0 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%.

Class A-1 has paid in full. Fitch does not rate the class O, P, Q
and S certificates. Fitch previously withdrew the ratings on the
interest-only class A-SP and A-X certificates.


CSMC 2013-ICR5: DBRS Assigns $4.2MM Cl. B-4 Certificates 'BB'
-------------------------------------------------------------
DBRS Inc. has assigned the following ratings to the Mortgage Pass-
Through Certificates, Series 2013-IVR5 issued by CSMC Trust 2013-
IVR5 (the Trust).

-- $255.1 million Class A-1# rated at AAA (sf)
-- $22.4 million Class A-2 rated at AAA (sf)
-- $255.1 million Class A-X-1* rated at AAA (sf)
-- $22.4 million Class A-X-2* rated at AAA (sf)
-- $255.1 million Class A-X-3* rated at AAA (sf)
-- $22.4 million Class A-X-4* rated at AAA (sf)
-- $255.1 million Class A-X-5*(e) rated at AAA (sf)
-- $255.1 million Class A-3#(e) rated at AAA (sf)
-- $255.1 million Class A-6#(e) rated at AAA (sf)
-- $277.4 million Class A-5(e) rated at AAA (sf)
-- $277.4 million Class A-X-6*(e) rated at AAA (sf)
-- $277.4 million Class A-4(e) rated at AAA (sf)
-- $277.4 million Class A-X-7*(e) rated at AAA (sf)
-- $277.4 million Class A-7(e) rated at AAA (sf)
-- $22.4 million Class A-X-8*(e) rated at AAA (sf)
-- $22.4 million Class A-9(e) rated at AAA (sf)
-- $22.4 million Class A-8(e) rated at AAA (sf)
-- $194.2 million Class A-10(e) rated at AAA (sf)
-- $83.2 million Class A-11(e) rated at AAA (sf)
-- $194.2 million Class A-12(e) rated at AAA (sf)
-- $83.2 million Class A-13(e) rated at AAA (sf)
-- $277.4 million Class A-X-9*(e) rated at AAA (sf)
-- $4.4 million Class B-1 rated at AA (sf)
-- $3.9 million Class B-2 rated at A (sf)
-- $5.3 million Class B-3 rated at BBB (sf)
-- $4.2 million Class B-4 rated at BB (sf)

# denotes super senior class.  This class benefits from
   additional protection from the senior support bond (i.e. Class
   A-2) with respect to loss allocation.

* denotes interest-only certificates.  The class balances
   represent notional amounts.

(e) denotes exchangeable certificates.  These certificates can be
    exchanged for combinations of initial exchangeable
    certificates as specified in offering documents.

The AAA(sf) ratings in this transaction reflect the 7.55% of
credit enhancement provided by subordination.  The AA(sf), A(sf),
BBB(sf) and BB(sf) ratings reflect 6.10%, 4.80%, 3.05% and 1.65%
of credit enhancement, respectively.  Other than the specified
classes above, DBRS does not rate any other classes in this
transaction.

The Certificates are backed by 398 prime residential mortgage
loans with a total principal balance of $301,903,286 as of the
Cut-off Date (November 1, 2013).  The mortgage loans were acquired
by DLJ Mortgage Capital, Inc. ("DLJMC").  The originators for the
mortgage pool are Guaranteed Rate, Inc. (9.3%), BofI Federal Bank
(8.3%), Sierra Pacific Mortgage Company, Inc. (8.3%), RPM
Mortgage, Inc. (8.0%), Cole Taylor Bank (5.7%), Skyline Financial
Corp. (5.0%), and various others originators (55.3%).

The loans will be serviced by Select Portfolio Servicing Inc.
(99.6%), PHH Mortgage Corporation (0.2%) and First Republic Bank
(0.2%).  Wells Fargo Bank, N.A. ("Wells Fargo") will act as the
Master Servicer and Securities Administrator.  Christiana Trust, a
division of Wilmington Savings Fund Society, FSB will serve as
trustee.  The transaction employs a senior-subordinate shifting-
interest cash flow structure that is enhanced from a pre-crisis
structure.

The originators provide traditional life-time representations and
warranties to the Trust.  The enforcement mechanism for breaches
of representations includes automatic breach reviews by a third-
party reviewer for any seriously delinquent loans and resolution
of disputes are ultimately subject to determination in arbitration
proceeding.  The loans (except for First Republic-originated
loans) also benefit from representations and warranties back-
stopped by the seller, DLJMC, a wholly owned subsidiary of Credit
Suisse (USA), Inc., in the event of an originator's bankruptcy or
insolvency proceeding and if the originator fails to cure,
repurchase or substitute such breach or loans.  However, such a
backstop is subject to certain sunset provisions that give
consideration to prior loan performance.

DBRS views the representation and warranties features for this
transaction to be consistent with CSMC 2013-7, and of stronger
quality than that of two previous Credit Suisse prime jumbo
transactions (CSMC 2012-CIM3 & CSMC 2013-TH1).  However, the
relatively weak financial strength of certain originators coupled
with the sunset provisions on the backstop by DLJMC still demand
additional penalties and credit enhancement protections.  The full
description of the representations and warranties standard, the
mitigating factors and the DBRS analysis are detailed in the
related rating report.


CWABS INC 2002-S1: Moody's Cuts Rating on Cl. M-2 Notes to Ba1
--------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of eight
tranches, upgraded the ratings of two tranches, and confirmed the
ratings of five tranches from six CWABS transactions backed by
closed end second lien loans issued in 2002 and 2004.

Complete rating actions are as follows:

Issuer: CWABS, Inc. Asset-Backed Certificates, Series 2002-S1

Cl. A-4, Confirmed at Baa1 (sf); previously on Sep 3, 2013 Baa1
(sf) Placed Under Review Direction Uncertain

Cl. A-5, Confirmed at Baa1 (sf); previously on Sep 3, 2013 Baa1
(sf) Placed Under Review Direction Uncertain

Cl. M-1, Downgraded to Baa3 (sf); previously on Sep 3, 2013 Baa2
(sf) Placed Under Review Direction Uncertain

Cl. M-2, Downgraded to Ba1 (sf); previously on Sep 3, 2013 Baa2
(sf) Placed Under Review Direction Uncertain

Issuer: CWABS, Inc. Asset-Backed Certificates, Series 2002-S2

Cl. A-5, Confirmed at Baa1 (sf); previously on Sep 3, 2013 Baa1
(sf) Placed Under Review Direction Uncertain

Cl. M-1, Downgraded to Baa3 (sf); previously on Sep 3, 2013 Baa2
(sf) Placed Under Review Direction Uncertain

Cl. M-2, Downgraded to Ba1 (sf); previously on Sep 3, 2013 Baa2
(sf) Placed Under Review Direction Uncertain

Issuer: CWABS, Inc. Asset-Backed Certificates, Series 2004-S1

Cl. A-3, Confirmed at Baa3 (sf); previously on Sep 3, 2013 Baa3
(sf) Placed Under Review Direction Uncertain

Issuer: CWABS, Inc., Asset-Backed Certificates, Series 2002-SC1

Cl. M-2, Downgraded to Baa3 (sf); previously on Sep 3, 2013 Baa2
(sf) Placed Under Review Direction Uncertain

Cl. B-1, Downgraded to Ba3 (sf); previously on Sep 3, 2013 Baa2
(sf) Placed Under Review Direction Uncertain

Issuer: CWABS, Inc., Asset-Backed Pass-Through Certificates,
Series 2002-S3

Cl. A-5, Confirmed at Baa1 (sf); previously on Sep 3, 2013 Baa1
(sf) Placed Under Review Direction Uncertain

Underlying Rating: Confirmed at Baa1 (sf); previously on Sep 3,
2013 Baa1 (sf) Placed Under Review Direction Uncertain

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

Cl. M-1, Downgraded to Baa3 (sf); previously on Sep 3, 2013 Baa2
(sf) Placed Under Review Direction Uncertain

Cl. M-2, Downgraded to Ba3 (sf); previously on Sep 3, 2013 Baa2
(sf) Placed Under Review Direction Uncertain

Issuer: CWABS, Inc., Asset-Backed Pass-Through Certificates,
Series 2002-S4

Cl. A-5, Upgraded to Baa1 (sf); previously on Sep 3, 2013 Baa2
(sf) Placed Under Review Direction Uncertain

Cl. M-2, Upgraded to Ba2 (sf); previously on Oct 14, 2011
Downgraded to Ba3 (sf)

Ratings Rationale:

The actions are a result of the confirmation of Countrywide Home
Loans (CHL) rating of Baa2 on November 14, 2013. The tranches
downgraded are primarily due to the outstanding unpaid interest
shortfalls which are not expected to be repaid in full. The
tranches upgraded are due to the amounts available under the
mortgage insurance and CHL corporate guarantee.

The transactions have the benefit of mortgage insurance and
Countrywide Home Loans (CHL) guarantees up to the maximum dollar
limits as specified in the original deal agreements. The ratings
take into consideration the two associated credit provider ratings
for each transaction, and may be higher than Moody's assessment of
the individual credit strength of either. The higher rating is the
result of the application of the joint probability-of-default
analysis, described in detail in Moody's Special Comment, "The
Incorporation of Joint-Default Analysis into Moody's Corporate,
Financial and Government Rating Methodologies," February 2005.
That analysis indicates that the rating on a jointly supported
obligation may be higher than that of either support provider
because the likelihood of joint default is typically less than the
probability of default of either support provider individually.
Moody's is also typically assuming an insurance rescission rate of
20-40% for the transactions mentioned; any loss protection on the
mortgage pools that are rescinded by the mortgage insurers are
subject to any further available coverage provided by the CHL
guarantee agreements.

Moody's ratings on structured finance securities with corporate
guarantee are generally maintained at a level equal to the higher
of the following: a) the rating of the guarantor; or b) the
published or unpublished underlying rating.

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
7.9% in October 2012 to 7.3% in October 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.


DEL MAR CLO I: S&P Raises Rating on Class E Notes to 'B+'
---------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on three
classes of notes from Del Mar CLO I Ltd., a U.S. cash flow
collateralized loan obligation (CLO) transaction, and removed them
from CreditWatch with positive implications, where S&P had placed
them on Sept. 5, 2013.  At the same time S&P affirmed its ratings
on four classes of notes and removed one of them from CreditWatch
with positive implications.

The transaction is currently in the amortization period since the
transaction's reinvestment period ended in July 2011.  The
upgrades reflect the $33.79 million, $110,000, and $81.21 million
respective partial paydowns of the class A-1, A-2, and A-3 notes
since S&P's January 2013 rating actions, which increased each
class' overcollateralization (O/C) ratio.  S&P also considered in
its analysis that the deal currently has only one asset rated
'CCC+ (sf)' and two defaulted assets.

S&P's rating on the class D notes is limited by its largest
obligor default test, which is intended to address potential
exposure concentration to obligors in the transaction's portfolio.

The affirmations reflect sufficient credit support available to
the notes at their current rating levels.

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

RATING AND CREDITWATCH ACTIONS

Del Mar CLO I Ltd.
                Rating
Class        To         From
A-1          AAA (sf)   AAA (sf)
A-2          AAA (sf)   AAA (sf)
A-3          AAA (sf)   AAA (sf)
B            AAA (sf)   AA+ (sf)/Watch Pos
C            AA+ (sf)   AA- (sf)/Watch Pos
D            BBB+ (sf)  BBB+ (sf)/Watch Pos
E            B+ (sf)    CCC+ (sf)/Watch Pos


DUKE FUNDING: Fitch Affirms 'Dsf' Rating on 2 Note Classes
----------------------------------------------------------
Fitch Ratings has taken the following actions on the ratings of
six notes issued by Duke Funding IX, Ltd./Corp. (Duke IX):

-- $143,750,000 class A1 notes affirmed at 'Dsf' and withdrawn;
-- $8,000,000 class A2F notes affirmed at 'Dsf' and withdrawn;
-- $292,000,000 class A2V notes affirmed at 'Dsf' and withdrawn;
-- $14,365,683 class A3F notes affirmed at 'Csf' and withdrawn;
-- $188,946,343 class A3V notes affirmed at 'Csf' and withdrawn;
-- $97,331,191 class B notes affirmed at 'Csf' and withdrawn.

Key Rating Drivers:

The classes A1, A2F, and A2V notes were affirmed at 'Dsf' since
they are non-deferrable classes that have experienced and are
expected to continue experiencing interest payment shortfalls. The
remaining rated notes are undercollateralized and have been
affirmed at 'Csf' as they are not expected to receive any payments
of interest or principal in the foreseeable future.

Subsequently, the ratings on all six notes in this transaction
have been withdrawn as they are no longer considered to be
relevant to Fitch's coverage due to a lack of investor interest.

Duke Funding IX is a hybrid cash and synthetic structured finance
collateralized debt obligation (SF CDO) that closed on Nov. 9,
2005 and is managed by Duke Funding Management, LLC, a wholly
owned subsidiary of Ellington Management Group, LLC. As of the
Oct. 9, 2013 Trustee report, the underlying portfolio comprised
residential mortgage-backed securities (RMBS) primarily from 2004
to 2007 vintage transactions.


FIGUEROA CLO 2013-2: S&P Assigns Prelim. BB Rating on Cl. D Notes
-----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary
ratings to Figueroa CLO 2013-2 Ltd./Figueroa CLO 2013-2 LLC's
$357 million floating-rate notes.

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

The preliminary ratings are based on information as of Nov. 22,
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 equity notes.

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

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

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

   -- The asset manager's experienced management team.

   -- The timely interest and ultimate principal payments on the
      preliminary rated notes, which S&P assessed using its cash
      flow analysis and assumptions commensurate with the assigned
      preliminary ratings under various interest-rate scenarios,
      including LIBOR ranging from 0.24%-11.41%.

   -- 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
      available excess interest proceeds into principal proceeds
      to purchase additional collateral assets during the
      reinvestment period that are available before paying
      uncapped administrative expenses and fees, deferred asset
      management fees, and collateral manager incentive fees.

PRELIMINARY RATINGS ASSIGNED

Figueroa CLO 2013-2 Ltd./Figueroa CLO 2013-2 LLC

Class            Rating           Amount
                                (mil. $)
A-1              AAA (sf)         245.00
A-2              AA (sf)          48.00
B (deferrable)   A (sf)            25.50
C (deferrable)   BBB (sf)          20.50
D (deferrable)   BB (sf)           18.00
Equity notes     NR                43.00

NR--Not rated.


GMAC 2004-C2: Moody's Unaffected by Servicing Rights Transfer
-------------------------------------------------------------
Moody's Investors Service was informed that the Majority
Certificateholder of the Controlling Class intends to replace
Midland Loan Services, a Division of PNC Bank, National
Association as the Special Servicer and to appoint Torchlight Loan
Services, LLC as the successor Special Servicer (the "Proposed
Special Servicer Replacement"). The Proposed Special Servicer
Replacement will become effective upon satisfaction of the
conditions precedent set forth in the governing documents.

Moody's has reviewed the Proposed Special Servicer Replacement. At
this time, the proposed transfer will not, in and of itself,
result in a downgrade or withdrawal of the current ratings to any
class of certificates rated by Moody's for GMAC Commercial
Mortgage Securities, Inc. Mortgage Pass-Through Certificates
Series 2004-C2. Moody's ratings address only the credit risks
associated with the proposed transfer of special servicing rights.
Other non-credit risks have not been addressed, but may have
significant effect on yield and/or other payments to investors.
This action should not be taken to imply that there will be no
adverse consequence for investors since in some cases such
consequences will not impact the rating.

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


GMAC COMMERCIAL 2000-C3: Moody's Affirms C Rating on Class L Notes
------------------------------------------------------------------
Moody's Investors Service upgraded the rating of one class and
affirmed five classes of GMAC Commercial Mortgage Securities, Inc.
Series 2000-C3 as follows:

Cl. F, Affirmed Aaa (sf); previously on Jan 10, 2013 Upgraded to
Aaa (sf)

Cl. H, Upgraded to Aaa (sf); previously on May 10, 2012 Confirmed
at Baa2 (sf)

Cl. J, Affirmed Caa1 (sf); previously on Jan 10, 2013 Downgraded
to Caa1 (sf)

Cl. L, Affirmed C (sf); previously on Jan 10, 2013 Downgraded to C
(sf)

Cl. K, Affirmed C (sf); previously on Jan 10, 2013 Downgraded to C
(sf)

Cl. X, Affirmed Caa2 (sf); previously on Jan 10, 2013 Downgraded
to Caa2 (sf)

Ratings Rationale:

The upgrade is due to increased credit support from loan payoffs
and amortization and defeasance representing a larger share of the
pool. The pool has paid down by 10% since Moody's prior review and
95% since securitization. The two defeased loans now constitute
46% of the total pool balance.

The affirmation of the investment grade P&I class is due to key
parameters, including Moody's loan to value (LTV) ratio, Moody's
stressed debt service coverage ratio (DSCR) and the Herfindahl
Index (Herf), remaining within acceptable ranges. The ratings of
the below investment grade P&I classes are consistent with Moody's
expected loss and thus are affirmed. The IO Class, Class X, is
affirmed based on the indicated weighted average rating factor
(WARF) of its reference classes.

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.

Moody's rating action reflects a base expected loss of 10.2% of
the current balance. At last review, Moody's base expected loss
was 12.8%. Moody's base expected loss plus realized losses is now
3.8% of the original pooled balance compared to 3.9% 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.

Moody's review incorporated the use of the excel-based CMBS
Conduit Model v 2.64 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 6 compared to 7 at last review.

In cases where the Herf falls below 20, Moody's employs the large
loan/single borrower methodology. This methodology uses the excel-
based Large Loan Model v 8.6 and then reconciles and weights the
results from the two models in formulating a rating
recommendation. The large loan model derives credit enhancement
levels based on an aggregation of adjusted loan level proceeds
derived from Moody's loan level LTV ratios. Major adjustments to
determining proceeds include leverage, loan structure, property
type, and sponsorship. These aggregated proceeds are then further
adjusted for any pooling benefits associated with loan level
diversity, other concentrations and correlations.

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

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

Deal Performance:

As of the November 15, 2012 distribution date, the transaction's
aggregate certificate balance has decreased by 95% to $58.2
million from $1.3 billion at securitization. The Certificates are
collateralized by six mortgage loans ranging in size from 1% to
27% of the pool, with the non-defeased loans representing 54% of
the pool. Two loans, representing 46% of the pool, have defeased
and are secured by U.S. Government securities.

There are no loans on the master servicer's watchlist.

Thirty-one loans have been liquidated from the pool, resulting in
an aggregate realized loss of $41.7 million (28% loss severity on
average). One loan, representing 19% of the pool, is currently in
special servicing. The specially serviced loan is the Valley Creek
Office Property Loan ($11.9 million -- 20% of the pool), which is
secured by a 128,000 square foot (SF) office building located in
Golden Valley, Minnesota. The loan transferred to special
servicing in March 2011 due to imminent monetary default as a
result of a decrease in rental revenue. The loan became real
estate owned (REO) in March 2012. As of December 2012 the property
was 70% leased compared to 74% in April 2012. The special servicer
indicated a third party has been hired to manage and lease the
property. Moody's has estimated a significant loss for this loan.

Moody's was provided with full year 2012 operating results for
100% of the pool's non-specially serviced and non-defeased loans.
Excluding the specially serviced loan, Moody's weighted average
LTV is 77% compared to 76% at Moody's prior review. Moody's net
cash flow reflects a weighted average haircut of 12% to the most
recently available net operating income. Moody's value reflects a
weighted average capitalization rate of 9.0%.

Excluding the special serviced loan, Moody's actual and stressed
DSCRs are 1.08X and 1.37X, respectively, compared to 1.10X and
1.31X 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 two performing loans represent 34% of the pool balance.
The largest loan is the A-C Development Portfolio Loan ($15.4
million -- 26.5% of the pool), which is secured by four grocery
anchored retail centers located in South Carolina and Georgia. The
anchor in each center is Piggly Wiggly, which leases 78% of the
portfolio net rentable area (NRA) on multiple leases that expire
in 2018 and 2019. Property performance declined slightly between
year-end 2011 and year-end 2012. The loan failed to pay off on its
September 1, 2010 anticipated repayment date (ARD) and now has a
provision for a lockbox and 2% higher interest rate. Moody's LTV
and stressed DSCR are 81% and 1.2X, respectively, unchanged since
last review.

The second loan is the Waterford at Summit View Apartments Loan
($4.2 million -- 7.2% of the pool), which represents a 132-unit
multi-family property located in Swatara Township, Pennsylvania.
Occupancy was reported at 96% as of June 2013 compared to 95% as
of September 2012. Property performance is expected to improve in
2013 after declining slightly in 2012, as compared to 2011. The
loan benefits from amortization and matures in November 2015.
Moody's LTV and stressed DSCR are 64% and 1.52x, respectively,
compared to 65% and 1.5x at last review.


GREENWICH CAPITAL 2004-FL2: Moody's Keeps Caa3 Rating on N-SO Secs
------------------------------------------------------------------
Moody's Investors Service affirmed the ratings of nine classes,
including eight pooled classes and one non-pooled, or rake, class
of Greenwich Capital Commercial Funding Corp. Series 2004-FL2 as
follows:

Cl. D, Affirmed Aaa (sf); previously on Dec 14, 2006 Upgraded to
Aaa (sf)

Cl. E, Affirmed Aaa (sf); previously on Dec 14, 2006 Upgraded to
Aaa (sf)

Cl. F, Affirmed Aa1 (sf); previously on Jul 20, 2011 Upgraded to
Aa1 (sf)

Cl. G, Affirmed A3 (sf); previously on Mar 7, 2012 Downgraded to
A3 (sf)

Cl. H, Affirmed Baa3 (sf); previously on Mar 7, 2012 Downgraded to
Baa3 (sf)

Cl. J, Affirmed B1 (sf); previously on Mar 7, 2012 Downgraded to
B1 (sf)

Cl. K, Affirmed B3 (sf); previously on Mar 7, 2012 Downgraded to
B3 (sf)

Cl. L, Affirmed Caa2 (sf); previously on Mar 7, 2012 Downgraded to
Caa2 (sf)

Cl. N-SO, Affirmed Caa3 (sf); previously on Mar 7, 2012 Downgraded
to Caa3 (sf)

Ratings Rationale:

The affirmations are due the reduction in loan leverage due to
loan pay downs of the one remaining loan in the pool, the
Southfield Town Center Loan, offset by the uncertainly of loan
resolution. The specially serviced Southfield Town Center Loan had
a final maturity date of November 5, 2012 and is currently in a
forbearance period that ends December 31, 2013. As the transaction
moves closer to the final rated distribution date in November 2019
without loan resolution the ratings will be lowered in accordance
with Moody's methodology "Rating Caps for CMBS in the Tail Period"
published October 27, 2011.

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.

Moody's review incorporated the use of the excel-based Large Loan
Model v 8.6. 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
Remittance Statements. On a periodic basis, Moody's also performs
a full transaction review that involves a rating committee and a
press release.

Deal Performance:

As of the November 7, 2013 Payment Date the transaction's
certificate balance decreased by approximately 85% to $138.1
million from $921.7 million at securitization due to the pay off
of 15 loans and principal reduction payments due to a cash trap.
The mortgage pool currently consists of one loan, the Southfield
Town Center loan. The loan is secured by a 2.1 million square foot
office complex located on 35 acres in Southfield, Michigan. The
trust debt, consisting of $130.7 million of pooled debt and $7.3
million of non-pooled, or rake, debt (Class N-SO), is senior to
$64.8 million of non-trust mortgage debt. The loan matured on
November 5, 2012 and was transferred to special servicing on
October 4, 2012 based on a letter from the borrower stating that
they would not be able to pay off the loan at maturity. A
forbearance agreement is in effect with an expiration date of
December 31, 2013. The property was put on the market for sale in
September 2013. The bids received to-date have been deemed too low
and have been rejected.

As of August 2013 the property was 68% leased compared to 70% at
last review and 73% at securitization. Moody's loan to value (LTV)
ratio for the trust debt is 99%. Moody's credit assessment is
Caa2, the same as last review.

Current realized loss applied to the certificates is $375,585 and
accumulated interest shortfalls total $101,621, both affecting
Class L.


GSAA HOME 2005-5: Moody's Hikes Rating on Cl. M-3 Notes to 'Ba2'
----------------------------------------------------------------
Moody's Investors Service has upgraded the rating of one tranche
backed by Alt-A loans, issued by GSAA Home Equity Trust 2005-5.

Complete rating actions are as follows:

Issuer: GSAA Home Equity Trust 2005-5

  Cl. M-3, Upgraded to Ba2 (sf); previously on Feb 22, 2013
  Upgraded 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 upgrade is a result of improving performance of the
related pool and build up of credit enhancement due to excess
spread.

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
7.9% in October 2012 to 7.3% in October 2013. Moody's forecasts an
unemployment central range of 6.5% to 7.5% for the 2014 year.
Moody's expects house prices to continue to rise in 2014.
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.


GS MORTGAGE 2013-GCJ16: Moody's Rates Class E Notes 'Ba1(sf)'
-------------------------------------------------------------
Moody's Investors Service has assigned definitive ratings to
fifteen classes of CMBS securities, issued by GS Mortgage
Securities Trust 2013-GCJ16, Commercial Mortgage Pass-Through
Certificates, Series 2013-GCJ16.

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-AB, Definitive Rating Assigned Aaa (sf)

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

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

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

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

Cl. PEZ**, Definitive Rating Assigned A1 (sf)

Cl. C**, Definitive Rating Assigned A3 (sf)

Cl. D, Definitive Rating Assigned Baa3 (sf)

Cl. E, Definitive Rating Assigned Ba1 (sf)

Cl. F, Definitive Rating Assigned Ba3 (sf)

Cl. G, Definitive Rating Assigned B3 (sf)

* Interest Only Class

** Reflects Exchangeable Certificates

Ratings Rationale:

The Certificates are collateralized by 77 fixed rate loans secured
by 124 properties. The ratings are based on the collateral and the
structure of the transaction.

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.

On November 8, 2013, Moody's issued provisional ratings for the
above-referenced securities. Since that date, the Perkins Retail
Portfolio loan was removed from the pool of loans collateralizing
the CMBS certificates. The Perkins Retail Portfolio loan was a
$47,500,000 loan (4.2% of the pool balance) secured by ten retail
properties located in various regions across Nebraska and South
Dakota. The loan had a Moody's LTV ratio of 111.5%, a Moody's
Actual DSCR of 1.36X, and a Moody's Stressed DSCR of 1.02X.

For the remaining loans in the collateral pool:

The Moody's Actual DSCR of 1.42X is greater than the 2007
conduit/fusion transaction average of 1.31X. The Moody's Stressed
DSCR of 1.02X is greater than the 2007 conduit/fusion transaction
average of 0.92X.

Moody's Trust LTV ratio of 102.6% is lower than the 2007
conduit/fusion transaction average of 110.6%.

Moody's also grades properties on a scale of 1 to 5 (best to
worst) and considers those grades when assessing the likelihood of
debt payment. The factors considered include property age, quality
of construction, location, market, and tenancy. The pool's
weighted average property quality grade is 2.42, which is higher
than the indices calculated in most multi-borrower transactions
since 2009. The high weighted average grade is indicative of the
below average market composition of the pool and the stability of
the cash flows underlying the assets.

The pool's small market percentage is 21.8%, which is slightly
above other multi-borrower deals rated by Moody's since the
financial crisis and implies that the assets in the pool are
generally in major markets. Properties situated in major markets
tend to exhibit more cash flow and capitalization rate stability
over time compared to assets located in smaller or tertiary
markets.

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.

Moody's also considers both loan level diversity and property
level diversity when selecting a ratings approach. With respect to
loan level diversity, the pool's loan level (includes cross
collateralized and cross defaulted loans) Herfindahl Index is 34.
The transaction's loan level diversity is in-line with Herfindahl
scores found in most multi-borrower transactions issued since
2009. With respect to property level diversity, the pool's
property level Herfindahl Index is 44. The transaction's property
diversity profile is in line with the indices calculated in most
multi-borrower transactions issued since 2009.

This deal has five super-senior Aaa classes 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 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.

The transaction contains a group of exchangeable certificates.
Classes A-S (Aaa (sf)), B (Aa3 (sf)) and C (A3 (sf)) may be
exchanged for Class PEZ (A1 (sf)) certificates and Class PEZ may
be exchanged for the Classes A-S, B and C. The PEZ certificates
will be entitled to receive the sum of interest and principal
distributable on the Classes A-S, B and C certificates that are
exchanged for such PEZ certificates. The initial certificate
balance of the Class PEZ certificates is equal to the aggregate of
the initial certificate balances of the Class A-S, B and C and
represent the maximum certificate balance of the PEZ certificates
that may be issued in an exchange.

Moody's analysis employs the excel-based CMBS Conduit Model v2.64
which derives credit enhancement levels based on an aggregation of
adjusted loan level proceeds derived from Moody's loan level DSCR
and LTV ratios. Major adjustments to determining proceeds include
loan structure, property type, sponsorship, and diversity. Moody's
analysis also uses the CMBS IO calculator ver1.1, which references
the following inputs to calculate the proposed IO rating based on
the published methodology: original and current bond ratings and
credit estimates; original and current bond balances grossed up
for losses for all bonds the IO(s) reference(s) within the
transaction; and IO type corresponding to an IO type as defined in
the published methodology.

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

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

Moody's Parameter Sensitivities: If Moody's value of the
collateral used in determining the initial rating were decreased
by 5%, 14%, and 23%, the model-indicated rating for the currently
rated Aaa Super Senior class would be Aaa, Aaa, and Aa1,
respectively; and for the most junior Aaa rated class A-S would be
Aa1, Aa1, and Aa3, respectively. Parameter Sensitivities are not
intended to measure how the rating of the security might migrate
over time; rather they are designed to provide a quantitative
calculation of how the initial rating might change if key input
parameters used in the initial rating process differed. The
analysis assumes that the deal has not aged. Parameter
Sensitivities only reflect the ratings impact of each scenario
from a quantitative/model-indicated standpoint. Qualitative
factors are also taken into consideration in the ratings process,
so the actual ratings that would be assigned in each case could
vary from the information presented in the Parameter Sensitivity
analysis.

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


GS MORTGAGE 2013-KYO: Moody's Affirms Ba2 Rating on Cl. E Notes
---------------------------------------------------------------
Moody's Investors Service affirmed the ratings of eight classes of
GS Mortgage Securities Corporation Mortgage Trust 2013-KYO.
Moody's rating action is as follows:

Cl. A, Affirmed Aaa (sf); previously on Feb 15, 2013 Definitive
Rating Assigned Aaa (sf)

Cl. B, Affirmed Aa3 (sf); previously on Feb 15, 2013 Definitive
Rating Assigned Aa3 (sf)

Cl. C, Affirmed A3 (sf); previously on Feb 15, 2013 Definitive
Rating Assigned A3 (sf)

Cl. D, Affirmed Baa3 (sf); previously on Feb 15, 2013 Definitive
Rating Assigned Baa3 (sf)

Cl. E, Affirmed Ba2 (sf); previously on Feb 15, 2013 Definitive
Rating Assigned Ba2 (sf)

Cl. XA-1, Affirmed Aaa (sf); previously on Feb 15, 2013 Definitive
Rating Assigned Aaa (sf)

Cl. XA-2, Affirmed Aa1 (sf); previously on Feb 15, 2013 Definitive
Rating Assigned Aa1 (sf)

Cl. XB-1, Affirmed Baa3 (sf); previously on Feb 15, 2013
Definitive Rating Assigned Baa3 (sf)

Ratings Rationale:

The affirmation of the P&I classes are due to key parameters,
including Moody's loan to value (LTV) ratio and Moody's stressed
debt service coverage ratio (DSCR), remaining within acceptable
ranges. The affirmation of interest only (IO) classes are due to
consistent expected credit performance of its referenced classes.
The Certificates are collateralized by a single floating rate loan
backed by both leasehold and /or fee interests in six full-service
hotels located in Hawaii and California.

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.

Moody's review incorporated the use of the excel-based Large Loan
Model v 8.6. 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
Remittance Statements. On a periodic basis, Moody's also performs
a full transaction review that involves a rating committee and a
press release.

Deal Performance:

As of the November 8, 2013 Payment Date, the transaction's
aggregate certificate balance remains unchanged at $1.1 billion,
the same as securitization. There is additional debt in the form
of a $750 million mezzanine loan outside the trust. The pool has
not experienced any losses or interest shortfalls since
securitization.

The interest only floating rate loan is secured by both leasehold
and/or fee interests in six full service hotels including Sheraton
Waikiki Hotel; Royal Hawaiian Hotel, A Luxury Collection Resort;
Moana Surfrider Westin Resort & Spa; Sheraton Hotel Princess
Kaiulani; Sheraton Maui Resort & Spa; and Palace Hotel San
Francisco. The four properties excluding the Sheraton Maui Resort
& Spa and the Palace Hotel San Francisco are located on Waikiki
Beach.

According to Smith Travel Research, Oahu MSA commands the second
highest Revenue per Available Room (RevPAR) in the country, second
only to that of NYC MSA. The Oahu market has experienced
tremendous growth since bottoming out in 2009. Year over year
RevPAR growth rates have been 6.6%, 14.1%, and 16.4% for years
2010, 2011, and 2012, respectively. The year to date through
September 2013 RevPAR grew 14.3% from the same period in 2012.

All six properties are subject to one management agreement with
Starwood Hotels & Resorts Management Company, Inc. that runs
through 2020. The sponsors of the loan are Cerberus Capital
Management, LP, Cerberus Real Estate Capital Management, LLC, and
Mr. Takamasa Osano and affiliates.

The portfolio's net cash flow (NCF) for the trailing twelve month
period ending June 2013 was $166 million up from $158 million
achieved during the trailing twelve month period ending October
2012. Moody's stabilized NCF remains at $140 million, the same as
securitization.

Moody's Trust LTV Ratio is 77%, the same as securitization.
Moody's Trust Stressed DSCR is 1.37X, the same as securitization.


GSR MORTGAGE 2004-5: Moody's Hikes Class 1A1 Notes Rating to B1
---------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of four
tranches issued by GSR Mortgage Loan Trust 2004-5. The tranches
are backed by Prime Jumbo RMBS loans issued in 2004.

Complete rating actions are as follows:

Issuer: GSR Mortgage Loan Trust 2004-5

Cl. 1A1, Upgraded to B1 (sf); previously on Mar 21, 2012 Upgraded
to B2 (sf)

Cl. 1A2, Upgraded to B3 (sf); previously on Mar 21, 2012 Upgraded
to Caa1 (sf)

Cl. 1A3, Upgraded to B1 (sf); previously on Mar 21, 2012 Upgraded
to B3 (sf)

Cl. 1AX, Upgraded to B2 (sf); previously on Apr 21, 2011
Downgraded to B3 (sf)

Ratings Rationale:

The upgrades are due to improved collateral performance and faster
than expected pay down of the bonds.

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
7.9% in October 2012 to 7.3% in October 2013. Moody's forecasts an
unemployment central range of 6.5% to 7.5% for the 2014 year.
Moody's expects house prices to continue to rise in 2014.
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.


HILTON USA 2013-HLT: Moody's Rates Class E-FX Notes '(P)Ba3'
------------------------------------------------------------
Moody's Investors Service has assigned provisional ratings to
thirteen classes of CMBS securities, issued by Hilton USA Trust
2013-HLT, Commercial Mortgage Pass-Through Certificates

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

Cl. B-FL*, Assigned (P)Aa3 (sf)

Cl. C-FL*, Assigned (P)A3 (sf)

Cl. D-FL*, Assigned (P)Baa3 (sf)

Cl. E-FL*, Assigned (P)Ba3 (sf)

Cl. X-FL*, Assigned (P)Ba3 (sf)***

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

Cl. B-FX**, Assigned (P)Aa3 (sf)

Cl. C-FX**, Assigned (P)A3 (sf)

Cl. D-FX**, Assigned (P)Baa3 (sf)

Cl. E-FX**, Assigned (P)Ba3 (sf)

Cl. X-1FX**, Assigned (P)A2 (sf)***

Cl. X-2FX**, Assigned (P)A1 (sf)***

    * Floating Rate Certificates
   ** Fixed Rate Certificates
  *** Interest-Only Class

Ratings Rationale:

The Certificates are collateralized by first mortgage liens on 23
hotel properties (18,359 keys) which are all cross-collateralized
and cross-defaulted. 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 85.9%, and has been assigned a bottom dollar credit assessment
of Ba3 by Moody's. The Moody's actual DSCR (based on the starting
rate interest-only payment) is 2.96X and the Moody's stressed DSCR
at a 9.25% constant is 1.28X.

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 6.2. 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.

Moody's analysis employs the excel-based Large Loan Model v.8.6
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 23%, 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.


INDEPENDENCE 1 CDO: Moody's Raises Class A Notes Rating to 'Ba1'
----------------------------------------------------------------
Moody's has upgraded the rating of one class and affirmed the
ratings of two classes of notes issued by Independence I CDO, Ltd.
The upgrade is due to the combination of rapid redemption and
upgrades of certain collateral CMBS exposures as a result of
defeasance. However, Moody's is concerned about the ongoing event
of default and acceleration status of the transaction and will
continue to monitor its status closely. The affirmations are due
to key transaction parameters performing within levels
commensurate with the existing ratings levels. The rating action
is the result of Moody's on-going surveillance of commercial real
estate collateralized debt obligation (CRE CDO and Re-Remic)
transactions.

Moody's rating action is as follows:

Class A First Priority Senior Secured Floating Rate Notes,
Upgraded to Ba1 (sf); previously on Jan 31, 2013 Affirmed B2 (sf)

Class B Second Priority Senior Secured Floating Rate Notes,
Affirmed Ca (sf); previously on Jan 31, 2013 Affirmed Ca (sf)

Class C Mezzanine Secured Floating Rate Notes, Affirmed C (sf);
previously on Jan 31, 2013 Affirmed C (sf)

Ratings Rationale:

Independence CDO I, Ltd. is a static cash transaction backed by a
portfolio of: i) asset back securities (ABS) (58.2% of the pool
balance) primarily in the form of manufactured housing and
aircraft leases; ii) commercial mortgage backed securities (CMBS)
(24.3%); and iii) collateralized debt obligations (CDO) (17.5%)
primarily in the form of CRE CDO. As of the October 28, 2013
trustee report, the aggregate note balance of the transaction has
decreased to $69.9 million from $288.5 million at issuance, with
the paydown directed to the senior most outstanding class of
notes, as a result of regular amortization and the transaction
acceleration status.

There are eleven assets with par balance of $22.9 million (31.7%
of the current pool balance) that are considered defaulted
securities as of the October 28, 2013 trustee report, compared to
eleven assets with a par balance of $24.7 million (30.8%) at last
review. These assets consist of: ABS (55.9% of the defaulted
balance); CDO (24.5%); and CMBS (19.6%).

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 excluding
defaulted assets of 5045 (compared to 5081 at last review). The
current distribution of Moody's rated collateral and assessments
for non-Moody's rated collateral is as follows: Aaa-Aa3 (15.6%
compared to 0.0% at last review), A1-A3 (6.1% compared to 8.5% at
last review), Baa1-Baa3 (0.5% compared to 11.4% at last review),
Ba1-Ba3 (0.0% compared to 0.0% at last review), B1-B3 (17.7%
compared to 21.7% at last review), and Caa1-C (60.1% compared to
58.4% at last review).

Moody's modeled a WAL of 5.0 years, compared to 5.2 years at last
review. The current WAL includes assumptions about extension risk
of the underlying collateral.

Moody's modeled a fixed WARR of 10.4%, compared to 8.4% at last
review.

Moody's modeled a MAC of 100%, the same as at last review.

Moody's review incorporated CDOROM(R) v2.10, one of Moody's CDO
rating models, which was released on November 20, 2013.

The cash flow model, CDOEdge(R) v3.2.1.2, 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 10.4% to 5.4% or up to 15.4% would result in a rating
movement on the rated tranches of 0 to 1 notch downward and 0
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.


KEUKA PARK: Moody's Rates $22.5MM Flaoting Notes 'Ba3(sf)'
----------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following ratings to notes issued by Keuka Park CLO, Ltd.

U.S.$246,000,000 Class A Senior Secured Floating Rate Notes due
October 2024 (the "Class A Notes"), Definitive Rating Assigned Aaa
(sf)

U.S.$10,000,000 Class B-1 Senior Secured Floating Rate Notes due
October 2024 (the "Class B-1 Notes"), Definitive Rating Assigned
Aa2 (sf)

U.S.$36,000,000 Class B-2 Senior Secured Fixed Rate Notes due
October 2024 (the "Class B-2 Notes"), Definitive Rating Assigned
Aa2 (sf)

U.S.$33,000,000 Class C Secured Deferrable Floating Rate Notes due
October 2024 (the "Class C Notes"), Definitive Rating Assigned A2
(sf)

U.S.$22,000,000 Class D Secured Deferrable Floating Rate Notes due
October 2024 (the "Class D Notes"), Definitive Rating Assigned
Baa3 (sf)

U.S.$7,000,000 Class F Secured Deferrable Floating Rate Notes due
October 2024 (the "Class F Notes"), Definitive Rating Assigned B2
(sf)

The Class A Notes, Class B-1 Notes, Class B-2 Notes, Class C
Notes, Class D Notes, Class E Notes and Class F Notes are referred
to, collectively, as the "Rated Notes".

Ratings Rationale:

Moody's ratings of the Rated Notes generally address the ultimate
cash receipt of all required interest and principal payments, and
are based on the expected losses posed to the noteholders. These
ratings reflect the risks due to defaults on the underlying
portfolio of loans, the transaction's legal structure, and the
characteristics of the underlying assets.

Keuka Park CLO is a managed cash-flow CLO. The issued notes are
collateralized primarily by broadly syndicated first-lien senior
secured corporate loans. At least 95% of the portfolio must
consist of senior secured loans, cash, and eligible investments,
and up to 5% of the portfolio may consist of second lien loans,
unsecured loans, senior secured bonds, senior secured floating
rate notes and unsecured bonds. As of the closing date, the
portfolio is required to be at least 60% ramped.

GSO/Blackstone Debt Funds Management LLC (the "Manager"), will
manage the CLO. It will direct the selection, acquisition, and
disposition of collateral on behalf of the Issuer, and it may
engage in trading activity, including discretionary trading,
during the transaction's four-year reinvestment period. During the
two-year period following the end of the reinvestment period, the
Manager may reinvest unscheduled principal payments and proceeds
from sales of credit risk obligations in additional collateral
obligations, subject to certain conditions.

In addition to the Rated Notes rated by Moody's, the Issuer will
issue subordinated notes. The transaction incorporates interest
and par coverage tests which, if triggered, divert interest and
principal proceeds to pay down the notes in order of seniority.


KKR FINANCIAL 2012-1: S&P Affirms 'BB' Rating on Class D Notes
--------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on KKR
Financial CLO 2012-1 Ltd./KKR Financial CLO 2012-1 LLC's
$367.5 million fixed-and floating-rate notes following the
transaction's effective date as of April 5, 2013.

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

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

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

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

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

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

On an ongoing basis after S&P issues an effective date rating
affirmation, it will periodically review whether, in its view, the
current ratings on the notes remain consistent with the credit
quality of the assets, the credit enhancement available to support
the notes, and other factors, and take rating actions as it deems
necessary.

RATINGS AFFIRMED

KKR Financial CLO 2012-1 Ltd./KKR Financial CLO 2012-1 LLC

Class              Rating           Amount
                                   (mil. $)
A-1A               AAA (sf)         231.00
A-1B               AAA (sf)          25.00
A-2                AA (sf)           41.00
B (deferrable)     A (sf)            33.00
C (deferrable)     BBB (sf)          20.00
D (deferrable)     BB (sf)           17.50


LB-UBS 2003-C1: Fitch Affirms 'CC' Rating on 2 Note Classes
-----------------------------------------------------------
Fitch Ratings has affirmed six classes of LB-UBS Commercial
Mortgage Trust's commercial mortgage pass-through certificates
series 2003-C1. A detailed list of rating actions follows at the
end of this press release.

Key Rating Drivers:

Although the transaction has paid down significantly since Fitch's
last rating action, increasing pool concentration, adverse
selection and interest shortfalls have warranted an affirmation of
the existing ratings. Fitch modeled losses of 2.3% of the
remaining pool; expected losses on the original pool balance total
1.3%, including $17.3 million (1.3% of the original pool balance)
in realized losses to date. Fitch has not designated any loans as
Fitch Loans of Concern, and no loans are in special servicing.
Interest shortfalls are currently affecting classes P through T.

As of the November 2013 distribution date, the pool's aggregate
principal balance has been reduced by 97.7% to $32.1 million from
$1.37 billion at issuance. There are five loans remaining in the
transaction, all of which are retail properties. The largest loan
is secured by a property in Dallas, TX (43%). The property is
92.5% occupied; Albertson is the largest tenant at 42% of the NRA
(lease expiration in March 2019). The loan matures in 2017. The
second largest loan is secured by a property in Fort Worth, TX
(39%). The property is 95% occupied with Babies R Us (27%) as the
largest tenant. The loan matures in 2017, but 53% of the leases
roll in 2016, including the largest tenant. The remaining three
loans are secured by single tenant Rite-Aid stores in CA, NJ and
NH.

Rating Sensitivity:

The Rating Outlook on class L remains Stable due to increasing
credit enhancement and continued paydown. The Rating Outlook on
class M remains Negative due to the binary risk of a default.

Fitch affirms the following classes:

-- $1.4 million class L at 'BBsf', Outlook Stable;
-- $6.9 million class M at 'Bsf', Outlook Negative;
-- $6.9 million class N at 'CCCsf', RE 100%;
-- $10.3 million class P at 'CCsf', RE 75%;
-- $5.1 million class Q at 'CCsf', RE 0%;
-- $1.6 million class S at 'Dsf', RE 0%.

The class A-1, A-2, A-3, A-4, A-1b, B, C, D, E, F, G, H, J, X-CP,
and K certificates have paid in full. Fitch does not rate the
class T certificates.


LNR CDO 2002-1: Moody's Hikes Class C Notes Rating From Ba2
-----------------------------------------------------------
Moody's has upgraded the rating of two classes and affirmed the
rating of five classes of notes issued by LNR CDO 2002-1, Ltd. The
upgrades are due to rapid amortization of the senior notes and
higher interest coverage ratios on the outstanding collateral
pool. The affirmations are due to key transaction parameters
performing within levels commensurate with the existing ratings
levels. The rating action is the result of Moody's on-going
surveillance of commercial real estate collateralized debt
obligation (CRE CDO and Re-remic) transactions.

Moody's rating action is as follows:

Cl. B, Upgraded to A1 (sf); previously on Mar 21, 2013 Upgraded to
Baa1 (sf)

Cl. C, Upgraded to Baa1 (sf); previously on Mar 21, 2013 Upgraded
to Ba2 (sf)

Cl. D-FL, Affirmed Caa3 (sf); previously on Mar 21, 2013
Downgraded to Caa3 (sf)

Cl. D-FX, Affirmed Caa3 (sf); previously on Mar 21, 2013
Downgraded to Caa3 (sf)

Cl. E-FL, Affirmed C (sf); previously on Mar 21, 2013 Downgraded
to C (sf)

Cl. E-FX, Affirmed C (sf); previously on Mar 21, 2013 Downgraded
to C (sf)

Cl. E-FXD, Affirmed C (sf); previously on Mar 21, 2013 Downgraded
to C (sf)

Ratings Rationale:

LNR CDO 2002-1, Ltd. is a static cash transaction backed by a
portfolio of commercial mortgage backed securities (CMBS); 100% of
the collateral balance. As of the October 24, 2013 Trustee report,
the aggregate note balance of the transaction, including preferred
shares, has decreased to $634.4 million from $800.6 million at
issuance, as a result of rapid amortization of collateral, greater
recoveries from defaults and distribution of interest proceeds as
principal due to the failure of certain par value and interest
coverage tests.

Thirty-seven assets with a par balance of $162.9 million (78.4% of
the pool balance) were listed as defaulted or impaired securities
as of the October 24, 2013 Trustee Report; primarily due to a
combination of rating changes and/or interest shortfalls.Moody's
expects significant losses to occur on these assets once they are
realized.


MARATHON REAL 2006-1: Fitch Removes All Notes From Watch Negative
-----------------------------------------------------------------
Fitch Ratings removes all classes of Marathon Real Estate CDO
2006-1 from Rating Watch Negative, upgrades one class and affirms
the remaining ten classes. A detailed list of rating actions
follows at the end of this release.

Key Rating Drivers:

In July 2013, the transaction was placed on Rating Watch Negative
due to insufficient information. Subsequent to the Negative Watch
action, Fitch received material collateral updates and the asset
manager has been helpful in answering additional questions
surrounding the transaction.

While resolution of the Rating Watch is the result of improved
responsiveness from the asset manager, the upgrade and
affirmations are due to increased credit enhancement from
collateral pay down as well as stronger than expected recoveries
in recent dispositions.

Since the prior rating action in July 2012, class A-1 received
paydown of approximately $134 million primarily from scheduled
amortization and property releases. Realized losses were only $2.2
million from the discounted payoff of one asset; all other
property releases experienced full recoveries. Realized losses
were considerably lower than the $40 million in modeled losses for
the released assets. The CDO is overcollateralized by
approximately $55 million, as of the October 2013 trustee report.

Per the October 2013 trustee report, and per Fitch categorization,
approximately 45.4% of the total collateral is whole loans or A-
notes, while 10.1% is B-notes and 2.9% mezzanine debt. With
respect to CUSIP securities, commercial mortgage backed securities
(CMBS) represent 28.6% of the collateral, followed by CRE CDOs
(8%), REIT debt (1.7%), and other rated debt (3.2%). The weighted
average Fitch derived rating of the rated securities is in the BB
category.
Under Fitch's methodology, approximately 50.4% of the portfolio is
modeled to default in the base case stress scenario, defined as
the 'B' stress. In this scenario, the modeled average cash flow
decline is 5% from, generally, year-end 2012 and 2013 reporting.
Recoveries were modeled at 41.6% in the base case.
The largest component of Fitch's base case loss expectation is the
modeled losses on the rated debt collateral (41.5% of the pool).

The second largest component of Fitch's base case loss expectation
is a whole loan (7.8%) secured by a 363-key limited service hotel
located on Manhattan's Upper West Side. The sponsor has been
converting the property's single-occupancy rooms into traditional
rooms on an ongoing basis, and further planned an extensive
property improvement plan in order to convert the hotel into a
full-service hotel to be operated under a major flag. The
renovations fell behind schedule during the recession, and the
property continues to struggle. Cash flow remains below
expectations from issuance.

The transaction was analyzed according to the 'Surveillance
Criteria for U.S. CREL CDOs and CMBS Large Loan Floating-Rate
Transactions', which applies stresses to property cash flows and
debt service coverage ratio tests to project future default levels
for the underlying CREL portfolio. Recoveries are based on
stressed cash flows and Fitch's long-term capitalization rates.
The rated securities (CUSIP) portion of the collateral was
analyzed according to the 'Global Rating Criteria for Structured
Finance CDOs', whereby the default and recovery rates are derived
from Fitch's Structured Finance Portfolio Credit Model. Rating
default rates and rating recovery rates from both the CREL and
CUSIP portions of the collateral are then blended on a weighted
average basis. The default levels were then compared to the
breakeven levels generated by Fitch's cash flow model of the CDO
under the various defaults timing and interest rate stress
scenarios as described in the report 'Global Criteria for Cash
Flow Analysis in CDOs'. The breakeven rates for classes A-1
through E pass or exceed the cash flow model at the ratings listed
below.

The 'CCC' and below ratings for classes F through K are based on a
deterministic analysis that considers Fitch's base case loss
expectations 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 ratings of Class A-1 are expected to remain stable. The Rating
Outlooks for Classes A-2, B, and C are Positive; if the collateral
continues to repay at or near par, these classes may be upgraded,
although adverse selection of the pool remains a concern. Should
realized losses increase from current expectations, further
downgrades to the distressed classes may occur.

Fitch takes the following actions and removes all the following
ratings from Negative Watch:

-- $301,112,103 class A-1 Upgraded to 'Asf' from 'BBBsf'; Outlook
   Stable;
-- $50,000,000 class A-2 affirmed at 'BBBsf'; Outlook Positive;
-- $99,000,000 class B at affirmed 'BBsf'; Outlook Positive;
-- $51,500,000 class C at affirmed 'Bsf'; Outlook Positive;
-- $16,000,000 class D at affirmed 'Bsf'; Outlook Stable;
-- $14,000,000 class E at affirmed 'Bsf'; Outlook Stable;
-- $23,500,000 class F at affirmed 'CCCsf'; RE 100%;
-- $15,500,000 class G at affirmed 'CCCsf'; RE 100%;
-- $26,000,000 class H at affirmed 'CCCsf'; RE 75%;
-- $56,300,000 class J at affirmed 'CCCsf'; RE 0%;
-- $26,700,000 class K at affirmed 'CCCsf'; RE 0%.


MID-STATE CAPITAL 2004-1: Moody's Hikes Cl. B Notes Rating to Ba3
-----------------------------------------------------------------
Moody's Investors Service has upgraded the rating of Class B from
Mid-State Capital Corporation 2004-1 Trust. The collateral backing
this transaction consists primarily of stick-built single family
homes.

Complete rating actions are as follows:

Issuer: Mid-State Capital Corporation 2004-1 Trust

Cl. B, Upgraded to Ba3 (sf); previously on Jan 10, 2013 Upgraded
to B2 (sf)

Ratings Rationale:

The upgrade of Class B is primarily due to build-up in credit
enhancement of the tranche and improvement in Moody's updated loss
expectation on the underlying pool.

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
7.9% in October 2012 to 7.3% in October 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 2005-10: Moody's Slashes Ratings on 12 Note Classes
------------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of one tranche
and downgraded the ratings of 14 tranches from four transactions
backed by Alt-A loans, issued by Morgan Stanley.

Complete rating actions are as follows:

Issuer: Morgan Stanley Mortgage Loan Trust 2005-10

Cl. 1-A-1, Downgraded to Caa3 (sf); previously on Apr 26, 2010
Downgraded to Caa2 (sf)

Cl. 1-A-5, Downgraded to Caa3 (sf); previously on Apr 26, 2010
Downgraded to Caa2 (sf)

Cl. 1-A-6, Downgraded to Caa3 (sf); previously on Apr 26, 2010
Downgraded to Caa2 (sf)

Cl. 1-A-7, Downgraded to Caa3 (sf); previously on Apr 26, 2010
Downgraded to Caa2 (sf)

Cl. 1-A-8, Downgraded to Caa3 (sf); previously on Apr 26, 2010
Downgraded to Caa2 (sf)

Cl. 1-A-9, Downgraded to Caa3 (sf); previously on Apr 26, 2010
Downgraded to Caa2 (sf)

Cl. 1-A-X, Downgraded to Caa3 (sf); previously on Apr 26, 2010
Downgraded to Caa2 (sf)

Cl. 1-A-P, Downgraded to Caa3 (sf); previously on Apr 26, 2010
Downgraded to Caa2 (sf)

Cl. 3-A, Downgraded to Caa3 (sf); previously on Apr 26, 2010
Downgraded to Caa2 (sf)

Cl. 4-A-1, Downgraded to Caa3 (sf); previously on Apr 26, 2010
Downgraded to Caa2 (sf)

Cl. 5-A-1, Downgraded to Caa3 (sf); previously on Apr 26, 2010
Downgraded to Caa2 (sf)

Cl. 5-A-X, Downgraded to Caa3 (sf); previously on Apr 26, 2010
Downgraded to Caa2 (sf)

Issuer: Morgan Stanley Mortgage Loan Trust 2005-4

Cl. 5-A-5, Upgraded to Ba2 (sf); previously on Apr 26, 2010
Downgraded to B3 (sf)

Issuer: Morgan Stanley Mortgage Loan Trust 2006-2

Cl. 6-A-X, Downgraded to Caa3 (sf); previously on Feb 22, 2012
Upgraded to Caa1 (sf)

Issuer: Morgan Stanley Mortgage Loan Trust 2007-6XS

Cl. 2-A-1-SS, Downgraded to Baa3 (sf); previously on Aug 12, 2010
Upgraded 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. The Class 5-A-5 was upgraded in Morgan Stanley 2005-4
because of improving performance of the related pools and slower
than expected mezzanine depletion, which benefited the tranche due
to its short expected pay down time.

The Class 2-A-1-SS issued from Morgan Stanley Mortgage Loan Trust
2007-6XS was downgraded because of increased risk for credit
related interest shortfall. The deal is currently
undercollateralized and is projected to increase over time putting
the senior tranches, at risk of sustaining unrecoverable interest
shortfalls.

In Morgan Stanley 2005-10 the tranches downgraded reflect the pro-
rata pay nature of the transaction after mezzanine bonds have been
written down and certain senior support bonds are also depleted.

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
7.9% in October 2012 to 7.3% in October 2013. Moody's forecasts an
unemployment central range of 6.5% to 7.5% for the 2014 year.
Moody's expects house prices to continue to rise in 2014.
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 2006-17XS: Moody's Cuts 2-A-1 Notes Rating to Caa1
-----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of one tranche
and downgraded the ratings of 17 tranches from two transactions
backed by Alt-A loans, issued by Morgan Stanley and Credit Suisse
First Boston.

Complete rating actions are as follows:

Issuer: CSMC Mortgage-Backed Trust Series 2007-2

Cl. 2-A-1, Downgraded to Caa1 (sf); previously on Oct 12, 2010
Confirmed at B3 (sf)

Cl. 2-A-2, Downgraded to Caa1 (sf); previously on Oct 12, 2010
Confirmed at B3 (sf)

Cl. 2-A-3, Downgraded to C (sf); previously on Oct 12, 2010
Downgraded to Ca (sf)

Cl. 2-A-4, Downgraded to B2 (sf); previously on Oct 12, 2010
Downgraded to Ba3 (sf)

Cl. 2-A-5, Downgraded to Caa1 (sf); previously on Oct 12, 2010
Upgraded to B1 (sf)

Cl. 3-A-4, Downgraded to Caa3 (sf); previously on Oct 12, 2010
Confirmed at B3 (sf)

Cl. 3-A-5, Downgraded to Caa2 (sf); previously on Oct 12, 2010
Downgraded to Caa1 (sf)

Cl. 3-A-6, Downgraded to Caa2 (sf); previously on Oct 12, 2010
Downgraded to Caa1 (sf)

Cl. 3-A-7, Downgraded to Caa2 (sf); previously on Oct 12, 2010
Downgraded to Caa1 (sf)

Cl. 3-A-8, Downgraded to Caa2 (sf); previously on Oct 12, 2010
Downgraded to Caa1 (sf)

Cl. 3-A-9, Downgraded to Caa2 (sf); previously on Oct 12, 2010
Downgraded to Caa1 (sf)

Cl. 3-A-10, Downgraded to Caa2 (sf); previously on Oct 12, 2010
Downgraded to Caa1 (sf)

Cl. 3-A-11, Downgraded to Caa2 (sf); previously on Oct 12, 2010
Downgraded to Caa1 (sf)

Cl. 3-A-13, Upgraded to Caa2 (sf); previously on Oct 12, 2010
Downgraded to Caa3 (sf)

Cl. 3-A-15, Downgraded to Caa2 (sf); previously on Oct 12, 2010
Downgraded to B3 (sf)

Cl. A-X, Downgraded to Caa1 (sf); previously on Apr 10, 2013
Affirmed B2 (sf)

Cl. A-P, Downgraded to Caa1 (sf); previously on Oct 12, 2010
Confirmed at B3 (sf)

Issuer: Morgan Stanley Mortgage Loan Trust 2006-17XS

Cl. A-1, Downgraded to Caa3 (sf); previously on Aug 12, 2010
Downgraded to Caa2 (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 actions reflect the pro-rata pay nature of the
bonds after credit support depletion as well as actual realized
losses on the tranches. Additionally, in the case of the Class 3-
A-13, the Class 3-A-1 bond for which it was a loss support first
has paid down making it pro-rata with other group 3 seniors.

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
7.9% in October 2012 to 7.3% in October 2013. Moody's forecasts an
unemployment central range of 6.5% to 7.5% for the 2014 year.
Moody's expects house prices to continue to rise in 2014.
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 2013-C13: Fitch Rates $13.68MM Cl. E Notes 'BB+sf'
-----------------------------------------------------------------
Fitch Ratings has reissued a presale report on Morgan Stanley Bank
of America Merrill Lynch Trust, series 2013-C13 commercial
mortgage trust pass-through certificates. The Chicago Mixed Use
Portfolio, previously the 9th largest loan in the pool, has been
removed from the transaction. In the revised presale report, all
relevant statistics have been updated for the removal of this
loan.

On Nov. 19, Fitch assigned expected ratings for this transaction.
Revised class balances are as follows:

-- $49,500,000 class A-1 'AAAsf'; Outlook Stable;
-- $75,600,000 class A-2 'AAAsf'; Outlook Stable;
-- $77,200,000 class A-SB 'AAAsf'; Outlook Stable;
-- $220,000,000 class A-3 'AAAsf'; Outlook Stable;
-- $274,427,000 class A-4 'AAAsf'; Outlook Stable;
-- $772,619,000* class X-A 'AAAsf'; Outlook Stable;
-- $55,988,000*b class X-B 'AA-sf'; Outlook Stable;
-- $75,892,000a class A-S 'AAAsf'; Outlook Stable;
-- $55,988,000a class B 'AA-sf'; Outlook Stable;
-- $176,670,000a class PST 'A-sf'; Outlook Stable;
-- $44,790,000a class C 'A-sf'; Outlook Stable;
-- $48,522,000b class D 'BBB-sf'; Outlook Stable;
-- $13,686,000b class E 'BB+sf'; Outlook Stable;
-- $11,197,000b class F 'BB-sf'; Outlook Stable;
-- $9,953,000b class G 'B-sf'; Outlook Stable.

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

The expected ratings are based on information provided by the
issuer as of Nov. 16, 2013. Fitch does not expect to rate the
$38,569,646 class H or the interest-only class X-C.

The certificates represent the beneficial ownership in the trust,
primary assets of which are 63 loans secured by 74 commercial
properties having an aggregate principal balance of approximately
$995 million as of the cutoff date. The loans were contributed to
the trust by Morgan Stanley Mortgage Capital Holdings LLC; Bank of
America, National Association; and CIBC Inc.

The master servicer will be Wells Fargo Bank, National
Association, rated 'CMS1-' by Fitch. The special servicer will be
Rialto Capital Advisors, LLC, rated 'CSS2-' by Fitch.


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 National Collegiate Student Loan Trust 2005-2 to
'D (sf)' from 'CC (sf)'.

S&P lowered its rating to 'D (sf)' because the affected class did
not receive any interest payment on the Nov. 25, 2013,
distribution date.  The series 2005-2 transaction breached its
class B note interest trigger because its cumulative default rate
and parity tests failed.  The cumulative default rate test failed
because the 33.36% cumulative default rate was above the current
33.25% required threshold as of Nov. 25, 2013.  The parity test
failed because the aggregate class A notes' outstanding balance
exceeded the sum of the collateral balance plus the amounts on
deposit in the reserve account.  The aforementioned parity test
was 96.55% as of Nov. 25, 2013.  The increase in defaults and
declines in parity reflect the effect that continuing poor
collateral performance has had on this transaction.

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

The transaction may draw on its reserve account to cover fees to
the servicer, trustee, paying agent, administrator, backup
administrator fees and expenses, and the class A, B, and C note
interest when no triggers are in effect.  However, when a class B
notes interest trigger is in effect, the reserve account cannot be
drawn on to cover interest payments to the class B notes.

Standard & Poor's will continue to monitor the performance of the
student loan receivables backing this trust relative to S&P's
cumulative default expectations and available credit enhancement.


NATIONSLINK FUNDING: S&P Raises Rating on Class E Notes to 'BB+'
----------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
C, D, and E commercial loan pass-through certificates from
NationsLink Funding Corp.'s series 1999-LTL-1, a U.S. commercial
mortgage-backed securities credit tenant lease transaction.  At
the same time, S&P affirmed its ratings on the class A-3, B, F,
and X certificates from the same transaction.

The upgrades primarily reflect the amortization of the transaction
from the underlying credit tenant lease (CTL) loans and commercial
real estate (CRE) mortgage loans.

The upgrades and affirmations also reflect S&P's analysis of the
transaction, which included a review of the credit characteristics
of all of the remaining loans in the pool, the transaction
structure, and the liquidity available to the trust.  The analysis
of the CRE loans reflects the application of S&P's rating
methodology and assumptions for U.S. and Canadian CMBS and the
CMBS global property evaluation methodology, while the analysis of
the CTL loans reflects the application of S&P's global rating
methodology for credit-tenant lease transactions.  The credit
enhancement levels derived from the two sets of collateral are
combined to obtain the credit enhancement levels for the
transaction.  While available credit enhancement levels may
suggest positive rating movement on the class D, E, and F
certificates, S&P's analysis also considered the liquidity
available to each of the class.

S&P affirmed its rating on the class X interest-only (IO)
certificates based on its current criteria.

As of the Oct. 22, 2013, remittance report, the transaction
consisted of 71 CTL loans ($94.9 million, 81.6%) and seven CRE
loans ($21.4 million, 18.4%), with an aggregate principal balance
of $116.3 million, down from $492.5 million at issuance.  No loans
in the transaction are defeased.

Of the 71 CTL loans, five ($24.3 million, 20.1%) were bondable CTL
loans, while the remaining 66 ($70.6 million, 60.7%) were triple-
and double-net CTL loans supplemented by a non-cancelable lease
enhancement policy from Lexington Insurance Co. (A+/Stable).  In
addition, any CTL loans with an amortization period or a term to
maturity that extends beyond the initial lease term executed by
the credit tenant has the benefit of an extended amortization
insurance policy from Columbia Insurance Co. (AA+/Negative).
These policies mitigate against a default by the borrower in
making debt service payments following a non-renewal in the lease.
All of the CTL loans are fully amortizing.

Tenants representing greater than 5% of the transaction include
Rite Aid Corp. (26 loans, $19.6 million, 16.8%, B/Stable); Home
Depot Inc. (three loans, $17.7 million, 15.3%, 'A/Stable');
Koninklijke Ahold N.V. (three loans, $12.6 million, 10.8%,
'BBB/Stable'); Delhaize Group S.A. (three loans, $11.2 million,
9.6%, 'BBB-/Stable'); CVS Caremark Corp. (12 loans, $9.9 million,
8.5%, 'BBB+/Stable'); and Circuit City Stores/Carmax (one loan,
$5.8 million, 5.0%, not rated).

In addition to the 71 CTL loans, the transaction also contains
seven CRE loans, which are secured by various office, retail, and
manufactured housing properties.  All of the CRE loans are fully
amortizing.  The master servicer, Midland Loan Services (Midland),
provided year-end 2011 or year-end 2012 financial information for
the CRE loans in the pool.  Using servicer-provided financial
information, S&P calculated an adjusted Standard & Poor's debt
service coverage (DSC) ratio of 2.12x and a loan-to-value (LTV)
ratio of 17.6% for the CRE loans in the pool.

Broadway at the Beach is the largest CRE loan ($14.6 million,
12.6%).  The loan is secured by a 342,705 sq.-ft. retail property
in Myrtle Beach, S.C.  The master servicer reported DSC was 2.87x
for the year ended Dec. 31, 2012, and the reported occupancy was
98.3% as of March 11, 2013.  The loan matures Aug. 1, 2017.

Midland reported six loans ($4.5 million, 3.9%) on the watchlist
that consists of one CRE loan and five CTL loans.  The sole CRE
loan is the Plaza Galeria ($2.1 million, 1.8%).  The loan is
secured by a 15,376 sq.-ft. retail property in Santa Fe, N.M.  The
loan appears on the watchlist due to a low DSC.  The master
servicer reported DSC was 0.47X for the year ended Dec. 31, 2012,
with a corresponding occupancy rate of 75.7%.  Based on the
June 30, 2013, rent roll, occupancy remains stable at 73.4%.  The
loan matures June 1, 2018.  The CTL loans ($2.4 million, 2.1%)
that appear on the watchlist are due to the properties being
vacant.  The CTL loans remain current on payment due to leases
that are currently in place.

The CTL loan ($10.8 million, 9.3%) is the only loan with the
special servicer, KeyBank Real Estate Capital.  It is 100% leased
to Home Depot and is secured by a 230,000 sq.-ft. retail property
in Dallas, Texas.  The lease to Home Depot matures Jan. 31, 2017,
while the loan matures Jan. 15, 2022.  The loan was transferred to
the special servicer on July 18, 2013, because the borrower
requested a waiver of the pre-payment premium.  S&P expects a
minimal loss upon the final resolution of this loan.  With respect
to the specially serviced loan noted above, a minimal loss is less
than 25%, a moderate loss is 26%-59%, and a significant loss is
60% or greater.

RATINGS RAISED

NationsLink Funding Corp.
Mortgage pass-through certificates series 1999-LTL-1

               Rating
Class    To          From            Credit enhancement (%)
C        AA+ (sf)    AA- (sf)                         41.30
D        BBB+ (sf)   BBB (sf)                         14.83
E        BB+ (sf)    BB (sf)                           5.29

RATINGS AFFIRMED

NationsLink Funding Corp.
Mortgage pass-through certificates series 1999-LTL-1

Class    Rating          Credit enhancement (%)
A-3      AAA (sf)                         81.54
B        AAA (sf)                         59.30
F        B (sf)                            2.12
X        AAA (sf)                           N/A

N/A-Not applicable.


NEWSTAR TRUST 2005-1: S&P Withdraws CCC- Ratings From 2 Notes
-------------------------------------------------------------
Standard & Poor's Ratings Services withdrew its ratings on 43
classes of notes from:

   -- 18 collateralized loan obligation (CLO) transactions.

   -- Four collateralized debt obligation (CDO) transaction backed
      by mezzanine structured finance assets.

   -- One CDO transaction backed by commercial mortgage-backed
      securities (CMBS).

   -- One CDO transaction backed by trust preferred securities.

   -- One emerging market CDO transaction.

   -- One CDO retranching transaction.

The withdrawals follow the complete paydown of the notes as
reflected in the trustees' note payment reports.

The following transactions redeemed their classes in full after
providing S&P notice that the equity noteholders directed optional
redemptions:

   -- Hewett's Island CLO III Ltd.

   -- NewStar Trust 2005-1.

   -- Sandelman Finance 2006-2 Ltd.

   -- Victoria Falls CLO Ltd.

The following transactions fully paid off their last rated notes:

   -- Ableco Finance LLC.

   -- Metropolis II LLC.

   -- NYLIM Flatiron CLO 2005-1 Ltd.

The remaining paid-off tranches have other rated tranches still
outstanding in their transaction's capital structure.

RATINGS WITHDRAWN

Ableco Finance LLC
                            Rating
Class               To                  From
A-R                 NR                  AAA (sf)
A-T                 NR                  AAA (sf)

ACA ABS 2002-1 Ltd.
                            Rating
Class               To                  From
A                   NR                  AA (sf)

Adirondack Park CLO Ltd.
                            Rating
Class               To                  From
X                   NR                  AAA (sf)

Attentus CDO III Ltd.
                            Rating
Class               To                  From
A-1A                NR                  A+ (sf)

Bristol Bay Funding Ltd.
                            Rating
Class               To                  From
A-1                 NR                  AAA (sf)

Canyon Capital CLO 2012-1 Ltd.
                            Rating
Class               To                  From
X                   NR                  AAA (sf)

Cent CLO 18 Ltd.
                            Rating
Class               To                  From
X                   NR                  AAA (sf)

Crest 2002-IG Ltd.
                            Rating
Class               To                  From
C                   NR                  B+ (sf)

Denali Capital CLO V Ltd.
                            Rating
Class               To                  From
A-1                 NR                  AAA (sf)
A-2                 NR                  AAA (sf)

Dryden XXVIII Senior Loan Fund
                            Rating
Class               To                  From
X                   NR                  AAA (sf)

Galaxy V CLO Ltd.
                            Rating
Class               To                  From
A-1                 NR                  AAA (sf)
A-2                 NR                  AAA (sf)

Hewett's Island CLO III Ltd.
                            Rating
Class               To                  From
A-2                 NR                  AAA (sf)
B-2                 NR                  AA+ (sf)
C                   NR                  A+ (sf)
D                   NR                  CCC+ (sf)

Hewett's Island CLO IV Ltd.
                            Rating
Class               To                  From
A                   NR                  AAA (sf)

ICE 3: Global Credit CLO Ltd.
                            Rating
Class               To                  From
X                   NR                  AAA (sf)

LCM XIV Limited Partnership
                            Rating
Class               To                  From
X                   NR                  AAA (sf)

Marathon CLO I Ltd.
                            Rating
Class               To                  From
C                   NR                  AAA (sf)

MCG Commercial Loan Trust 2006-1
                            Rating
Class               To                  From
C                   NR                  A (sf)

Metropolis II LLC
                            Rating
Class               To                  From
A                   NR                  AAA (sf)

MKP CBO III Ltd.
                            Rating
Class               To                  From
A-2                 NR                  A (sf)

NewStar Trust 2005-1
                            Rating
Class               To                  From
B                   NR                  AA+ (sf)
C                   NR                  B+ (sf)
D                   NR                  CCC- (sf)
E                   NR                  CCC- (sf)

NYLIM Flatiron CLO 2005-1 Ltd.
                            Rating
Class               To                  From
D                   NR                  BBB+ (sf)/Watch Pos

Pacific Bay CDO. Ltd.
                            Rating
Class               To                  From
A-1                 NR                  A+ (sf)

Plymouth Rock CLO Ltd.
                            Rating
Class               To                  From
B                   NR                  A+ (sf)/Watch Pos

Sandelman Finance 2006-2 Ltd.
                            Rating
Class               To                  From
B                   NR                  AA- (sf)/Watch Pos
C                   NR                  BBB+ (sf)/Watch Pos
D                   NR                  BB+ (sf)/Watch Pos

South Coast Funding V Ltd.
                            Rating
Class               To                  From
A-1                 NR                  A (sf)

Victoria Falls CLO Ltd.
                            Rating
Class               To                  From
A-1B                NR                  AAA (sf)
A-2                 NR                  AAA (sf)
A-3                 NR                  AAA (sf)
B-1                 NR                  AAA (sf)
B-2                 NR                  AAA (sf)
C Def               NR                  A+ (sf)
D Def               NR                  B- (sf)


NORTHWOODS CAPITAL V: S&P Hikes Rating on Class C-1 Notes From BB-
------------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-1a, A-1b, A-2, B, C-1, and C-2 notes from Northwoods Capital V
Ltd., a U.S. collateralized loan obligation transaction (CLO)
managed by Angelo, Gordon, & Co. L.P.  At the same time, S&P
removed the ratings on the class A-1a, A-1b, A-2, and B notes from
CreditWatch, where it placed them with positive implications on
Sept. 5, 2013.

The upgrades mainly reflect the increased credit support available
to the rated notes as the deal continues to amortize and pay down
the senior notes.

The transaction's reinvestment period ended in November 2012.
Since then, it has paid down approximately $180.5 million to the
class A-1a and A-1b notes; their note balances are now 48.7% of
their original balance, down from 100% during our September 2012
rating actions.

The note paydowns have increased the transaction's
overcollateralization (O/C) ratios.  According to the October 2013
monthly trustee report, the O/C ratios increased for each class of
notes as follows:

   -- The class A-2 O/C ratio is 173.90%, up from 138.40% in the
      September 2012 trustee report that S&P used for its
      September 2012 analysis.

   -- The class B O/C ratio is 145.90%, up from 125.60% in
      September 2012.

   -- The class C O/C ratio is 123.30%, up from 113.70% in
      September 2012.

The portfolio's credit quality has improved and has fewer
defaulted obligations than it did in September 2012.  Based on the
October 2013 trustee report, which S&P referenced for the rating
actions, the transaction contained no defaulted assets, down from
the $7.34 million noted in the September 2012 trustee report.
Furthermore, the exposure to 'CCC' rated assets has declined to
approximately $15.3 million from $19.6 million in September 2012.

The rating upgrades on the class C-1 and C-2 notes were driven by
the largest obligor default test, one of the two supplemental
tests S&P introduced as part of its revised corporate CDO criteria
published in 2009.

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 necessary.

RATING ACTIONS

Northwoods Capital V Ltd.

                 Rating
Class        To           From
A-1a         AAA (sf)     AA+ (sf)/Watch Pos
A-1b         AAA (sf)     AA+ (sf)/Watch Pos
A-2          AAA (sf)     AA (sf)/Watch Pos
B            AA+ (sf)     BBB+ (sf)/Watch Pos
C-1          BBB+ (sf)    BB- (sf)
C-2          BBB+ (sf)    BB- (sf)

TRANSACTION INFORMATION
Issuer:              Northwoods Capital V Ltd.
Co-issuer:           Northwoods Capital V Inc.
Collateral manager:  Angelo, Gordon, & Co. L.P.
Trustee:             U.S. Bank National Association
Transaction type:    Cash flow CLO

CLO--Collateralized loan obligation.


SARANAC CLO I: Moody's Rates $18MM Class E Notes 'Ba3(sf)'
----------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following ratings to notes issued by Saranac CLO I Limited (the
"Issuer"):

U.S.$160,500,000 Class A-1A Senior Secured Floating Rate Notes due
2024 (the "Class A-1A Notes"), Definitive Rating Assigned Aaa (sf)

U.S.$25,000,000 Class A-1F Senior Secured Fixed Rate Notes due
2024 (the "Class A-1F Notes"), Definitive Rating Assigned Aaa (sf)

U.S.$37,000,000 Class A-2 Senior Secured Floating Rate Notes due
2024 (the "Class A-2 Notes"), Definitive Rating Assigned Aaa (sf)

U.S.$27,500,000 Class B Senior Secured Floating Rate Notes due
2024 (the "Class B Notes"), Definitive Rating Assigned Aa2 (sf)

U.S.$27,000,000 Class C Secured Deferrable Floating Rate Notes due
2024 (the "Class C Notes"), Definitive Rating Assigned A2 (sf)

U.S.$20,000,000 Class D Secured Deferrable Floating Rate Notes due
2024 (the "Class D Notes"), Definitive Rating Assigned Baa3 (sf)

U.S.$18,000,000 Class E Secured Deferrable Floating Rate Notes due
2024 (the "Class E Notes"), Definitive Rating Assigned Ba3 (sf)

Ratings Rationale:

Moody's ratings of the Class A-1A Notes, Class A-1F Notes, Class
A-2 Notes, Class B Notes, Class C Notes, Class D Notes and Class E
Notes (collectively, the "Notes") address the expected losses
posed to the noteholders. The ratings reflect the risks due to
defaults on the underlying portfolio of loans, the transaction's
legal structure, and the characteristics of the underlying assets

Saranac CLO I Limited is a managed cash-flow CLO. The transaction
is collateralized primarily by broadly syndicated first-lien
senior secured corporate loans. At least 92.5% of the portfolio
must consist of senior secured loans and eligible investments, and
up to 7.5% of the portfolio may consist, in the aggregate, of
senior unsecured loans, bonds, second lien loans and first-lien
last-out obligations. At closing, the portfolio is approximately
75% ramped and is expected to be 100% ramped within four months
thereafter.

Saranac Advisory Limited (the "Manager") will direct the
selection, acquisition and disposition of collateral on behalf of
the Issuer and may engage in trading activity, including
discretionary trading, during the transaction's four-year
reinvestment period. Thereafter, unscheduled principal payments
and sale proceeds of credit risk assets and credit improved assets
can be used to purchase additional collateral obligations, subject
to certain conditions.

In addition to the Notes rated by Moody's, the Issuer will issue
two other tranches of notes, including income notes. The
transaction incorporates interest and par coverage tests which, if
triggered, divert interest and principal proceeds to pay down the
notes in order of seniority.



SDART 2013-5: Moody's Rates Ba2 Rating on $87.38MM Class E Notes
----------------------------------------------------------------
Moody's Investors Service has assigned definitive ratings to the
notes issued by Santander Drive Auto Receivables Trust 2013-5
(SDART 2013-5). This is the sixth transaction of the year for
Santander Consumer USA Inc. (SCUSA).

The complete rating actions are as follows:

Issuer: Santander Drive Auto Receivables Trust 2013-5

$223,000,000, 0.26000%, Class A-1 Asset Backed Notes, Definitive
Rating Assigned P-1 (sf)

$252,000,000, 0.64%, Class A-2-A Asset Backed Notes, Definitive
Rating Assigned Aaa (sf)

$252,000,000, LIBOR + 0.38%, Class A-2-B Asset Backed Notes,
Definitive Rating Assigned Aaa (sf)

$226,580,000 , 0.82%, Class A-3 Asset Backed Notes, Definitive
Rating Assigned Aaa (sf)

$201,920,000, 1.55%, Class B Asset Backed Notes, Definitive Rating
Assigned Aa1 (sf)

$204,470,000, 2.25%, Class C Asset Backed Notes, Definitive Rating
Assigned A2 (sf)

$100,960,000, 2.73%, Class D Asset Backed Notes, Definitive Rating
Assigned Baa2 (sf)

$87,380,000, 3.73%, Class E Asset Backed Notes, Definitive Rating
Assigned Ba2 (sf)

Ratings Rationale:

Moody's said the ratings are based on the quality of the
underlying auto loans and their expected performance, the strength
of the structure, the availability of excess spread over the life
of the transaction, and the experience and expertise of SCUSA as
servicer.

Moody's median cumulative net loss expectation for the 2013-5 pool
is 17.0% and the Aaa level is 49.0%. The loss expectation was
based on an analysis of SCUSA's portfolio vintage performance as
well as performance of past securitizations, and current
expectations for future economic conditions.

The Assumption Volatility Score for this transaction is Low/Medium
versus a Medium for the sector. This is driven by the a Low/Medium
assessment for Governance due to the presence of the investment
grade rated parent, Banco Santander (Baa2/P-2). In addition, the
securitization documents include a provision that requires the
appointment of a back-up servicer in the event that the rating on
Banco Santander is downgraded below Baa3, or if Banco Santander
ceases to own at least 50% of the common stock of SCUSA.

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

Moody's Parameter Sensitivities: If the net loss used in
determining the initial rating were changed to 19.5%, 26.0% or
29.5%, the initial model output for the Class A notes might change
from Aaa to Aa1, A1, and Baa1, respectively. If the net loss used
in determining the initial rating were changed to 17.25%, 19.5% or
22.5%, the initial model output for the Class B notes might change
from Aa1 to Aa2, A2, and Baa2, respectively. If the net loss used
in determining the initial rating were changed to 17.25%, 18.0% or
22.0%, the initial model output for the Class C notes might change
from A2 to A3, Baa3, and Ba3, respectively. If the net loss used
in determining the initial rating were changed to 17.25%, 18.0% or
20.5%, the initial model output for the Class D notes might change
from Baa2 to Baa3, Ba3, and B3 respectively. If the net loss used
in determining the initial rating were changed to 17.25%, 17.5% or
19.0%, the initial model output for the Class E notes might change
from Ba2 to Ba3, B3, and
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.


SEQUIOA MORTGAGE 9: Moody's Cuts Rating on B-2 Debt to Caa3
-----------------------------------------------------------
Moody's Investors Service has downgraded the ratings of eight
tranches backed by Prime Jumbo RMBS loans, issued by miscellaneous
issuers.

Complete rating actions are as follows:

Issuer: Merrill Lynch Mortgage Investors Trust Series MLCC 2003-A

Cl. B-1, Downgraded to B2 (sf); previously on Apr 18, 2011
Downgraded to Ba3 (sf)

Issuer: Sequoia Mortgage Trust 9 (2002-9)

Cl. 1A, Downgraded to Baa3 (sf); previously on Dec 4, 2012
Downgraded to Baa1 (sf)

Cl. 2A, Downgraded to Baa3 (sf); previously on Dec 4, 2012
Downgraded to Baa1 (sf)

Cl. B-1, Downgraded to B2 (sf); previously on Dec 4, 2012
Downgraded to Ba2 (sf)

Cl. B-2, Downgraded to Caa3 (sf); previously on Dec 4, 2012
Downgraded to Caa1 (sf)

Cl. X-1A, Downgraded to Baa3 (sf); previously on Dec 4, 2012
Downgraded to Baa1 (sf)

Cl. X-1B, Downgraded to Baa3 (sf); previously on Dec 4, 2012
Downgraded to Baa1 (sf)

Cl. X-B, Downgraded to B2 (sf); previously on Dec 4, 2012
Downgraded to Ba2 (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 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
7.8% in September 2012 to 7.2% in September 2013. Moody's
forecasts an unemployment central range of 6.5% to 7.5% for the
2014 year. Moody's expects house prices to continue to rise in
2014. 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.


SHACKLETON 2013-III: S&P Affirms 'BB' Rating on Class E Notes
-------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on
Shackleton 2013-III CLO Ltd./Shackleton 2013-III CLO LLC's
$476.50 million fixed- and floating-rate notes following the
transaction's effective date as of March 28, 2013.

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

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

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

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

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

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

On an ongoing basis after S&P issues an effective date rating
affirmation, it will periodically review whether, in its view, the
current ratings on the notes remain consistent with the credit
quality of the assets, the credit enhancement available to support
the notes, and other factors, and take rating actions as it deems
necessary.

RATINGS AFFIRMED

Shackleton 2013-III CLO Ltd./Shackleton 2013-III CLO LLC

Class              Rating         Amount (mil. $)
X                  AAA (sf)                  4.00
A                  AAA (sf)                316.00
B-1                AA (sf)                  37.00
B-2                AA (sf)                  18.50
C-1 (deferrable)   A (sf)                   36.50
C-2 (deferrable)   A (sf)                    6.00
D (deferrable)     BBB (sf)                 26.00
E (deferrable)     BB (sf)                  23.75
F (deferrable)     B (sf)                    8.75

SDR-Scenario default rate.
BDR-Break-even default rate.


SOUND POINT IV: Moody's Rates $26MM Class E Secured Notes 'Ba3'
---------------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following provisional ratings to notes to be issued by Sound Point
CLO IV, Ltd.:

U.S. $5,000,000 Class X Senior Secured Floating Rate Notes due
2026 (the "Class X Notes"), Assigned (P)Aaa (sf)

U.S. $390,000,000 Class A Senior Secured Floating Rate Notes due
2026 (the "Class A Notes"), Assigned (P)Aaa (sf)

U.S. $69,000,000 Class B Senior Secured Floating Rate Notes due
2026 (the "Class B Notes"), Assigned (P)Aa2 (sf)

U.S. $34,000,000 Class C Mezzanine Secured Deferrable Floating
Rate Notes due 2026 (the "Class C Notes"), Assigned (P)A2 (sf)

U.S. $32,500,000 Class D Mezzanine Secured Deferrable Floating
Rate Notes due 2026 (the "Class D Notes"), Assigned (P)Baa3 (sf)

U.S. $26,500,000 Class E Junior Secured Deferrable Floating Rate
Notes due 2026 (the "Class E Notes"), Assigned (P)Ba3 (sf)

U.S. $16,500,000 Class F Junior Secured Deferrable Floating Rate
Notes due 2026 (the "Class F Notes"), Assigned (P)B2 (sf)

Moody's issues provisional ratings in advance of the final sale of
financial instruments, but these ratings only represent Moody's
preliminary credit opinion. Upon a conclusive review of a
transaction and associated documentation, Moody's will endeavor to
assign definitive ratings. A definitive rating (if any) may differ
from a provisional rating.

Ratings Rationale:

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

Sound Point CLO IV is a managed cash flow CLO. The transaction is
collateralized primarily by broadly syndicated senior secured
corporate loans. At least 92.5% of the portfolio must be invested
in first lien senior secured loans and eligible investments and up
to 7.5% of the portfolio may consist of senior secured bonds,
senior secured floating rate notes, senior unsecured bonds and
second lien loans. The underlying collateral pool is expected to
be approximately 70% ramped as of the closing date.

Sound Point Capital Management, LP ("Sound Point") will direct the
selection, acquisition and disposition of collateral on behalf of
the Issuer and may engage in trading activity, including
discretionary trading, during the transaction's four year
reinvestment period. Thereafter, unscheduled principal payments
and proceeds from sales of credit risk assets may be used to
purchase additional collateral obligations, subject to certain
restrictions.

In addition to the notes rated by Moody's, the Issuer will issue
subordinated notes. The transaction incorporates interest and par
coverage tests, which, if triggered, divert interest and principal
proceeds to pay down the notes in order of seniority.


STRUCTURED ASSET 2005-HE2: Moody's Hikes Cl. M1 Debt Rating to Ba2
------------------------------------------------------------------
Moody's Investors Service has upgraded the rating of Cl. M-1 from
Structured Asset Investment Loan Trust 2005-HE2 which is backed by
Subprime mortgage loans.

Complete rating actions are as follows:

Issuer: Structured Asset Investment Loan Trust 2005-HE2

Cl. M1, Upgraded to Ba2 (sf); previously on Apr 12, 2010
Downgraded to B2 (sf)

Ratings Rationale:

The upgrade action is a result of improving performance of the
related pool, and reflects Moody's updated loss expectations on
the pool.

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
7.9% in October 2012 to 7.3% in October 2013. Moody's forecasts an
unemployment central range of 6.5% to 7.5% for the 2014 year.
Moody's expects house prices to continue to rise in 2014.
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.


TRADE MAPS 1: S&P Assigns Prelim. 'BB' BB Rating on Class D Notes
-----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary
ratings to Trade MAPS 1 Ltd.'s $1.00 billion floating-rate notes
series 2013-1.

The note issuance is backed by a revolving pool consisting
primarily of trade finance assets related to import or export
finance.

The preliminary ratings are based on information as of Nov. 27,
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 program subordinated notes.

   -- The transaction's credit enhancement, which is sufficient to
      withstand the defaults applicable for the supplemental tests
      (not counting excess spread), and structure, which can
      withstand the loss 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 we expect to comply
      with S&P's bankruptcy-remoteness criteria.  S&P also expects
      to receive a number of legal opinions addressing certain
      structural aspects, including true sale opinions that
      indicate the assets sold to the issuer by each participating
      bank, both at the transaction's closing and thereafter,
      will not be consolidated back to either seller upon their
      default or insolvency.

   -- The diversified collateral portfolio, which consists
      primarily of loans and other forms of financing, extended to
      different corporate entities ("borrowers") to facilitate the
      import and export of goods ("trade finance assets," or
      "assets.")  The risks inherent to each trade finance asset
      are heterogeneous:  The credit profile and industry of the
      borrowers may differ, the number of countries where they are
      domiciled is diverse and the likelihood that those countries
      may restrict payments to service debt in a foreign country
      varies, and the principal balance and tenor of the trade
      finance assets--although generally less than six months--is
      not the same.

   -- Furthermore, S&P expects the pool of assets to change
      significantly over time when trade finance assets are repaid
      and the issuer uses the proceeds to buy new ones.  The
      issuer's ability to acquire trade finance assets is subject
      to certain concentration limitations and collateral quality
      tests.

   -- The participating banks' long histories and experience
      originating and managing trade finance assets.

   -- The transaction's structural features, which are expected to
      protect the credit quality of the rated notes when the trade
      finance assets default.

PRELIMINARY RATINGS ASSIGNED

Trade MAPS 1 Ltd. (Series 2013-1)

Class                          Rating                   Amount
                                                      (mil. $)
A                              AAA (sf)                 874.44
B                              A (sf)                    77.61
C                              BBB (sf)                  31.34
D                              BB (sf)                   16.61
Program subordinated notes     NR                        41.14

NR-Not rated.


TRIMARAN CLO V: S&P Raises Rating on Class B-2L Notes to 'BB+'
--------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
B, C, and D notes from Trimaran CLO V Ltd. and the class A-2L, A-
3L, and B-2L notes from Trimaran CLO VI Ltd., both of which are
cash flow collateralized loan obligation (CLO) transactions
managed by Trimaran Advisors LLC.  In addition, S&P affirmed its
ratings on the class E notes from Trimaran CLO V Ltd. and the
class B-1L notes from Trimaran CLO VI Ltd.  S&P removed these
eight ratings from the two transactions from CreditWatch, where
S&P had placed them with positive implications on Sept. 5, 2013.
S&P also affirmed its 'AAA (sf)' ratings on the class A1 and A2
notes from Trimaran CLO V Ltd. and the class A-1L and A-1LR notes
from Trimaran CLO VI Ltd.

S&P's last rating action on both transactions was in May 2012.
Since then, the reinvestment periods of both transactions have
ended, and the transactions have each begun their amortization
phase.

The current balance of Trimaran CLO V Ltd.'s class A1 notes is
54.75% of its original balance, down from 100% in May 2012.
Similarly, Trimaran CLO VI Ltd.'s class A-1L and A-1LR notes'
outstanding balances declined to 45.61% after the Nov. 1, 2013,
payment date, down from 100% in May 2012.  As a result of the
lower senior notes balances, the overcollateralization (O/C)
ratios have increased for both transactions.

As per the November 2013 monthly trustee report for Trimaran CLO V
Ltd.:

   -- The class A/B O/C ratio was 133.48%, up from 122.58% in
      April 2012, which S&P used for its May 2012 rating actions.

   -- The class C O/C ratio was 120.18%, up from 114.34% in April
      2012.

   -- The class D O/C ratio was 112.29%, up from 109.16% in April
      2012.

   -- The class E O/C ratio was 105.91%, up from 104.81% in April
      2012.

Similarly, as per the October 2013 monthly trustee report for
Trimaran CLO VI Ltd.:

   -- The senior class A O/C ratio (measured at class A-2L notes)
      was 142.46%, up from 123.74% in April 2012, which S&P used
      for its May 2012 rating actions.

   -- The class A O/C ratio (measured at class A-3L notes) was
      124.79%, up from 114.73% in April 2012.

   -- The class B-1L O/C ratio was 117.15%, up from 110.50% in
      April 2012.

   -- The class B-2L O/C ratio was 109.12%, up from 105.82% in
      April 2012.

S&P expects the next trustee report to reflect a further increase
in the O/C ratios for Trimaran CLO VI Ltd., after giving effect to
the Nov. 1, 2013, payment.

In addition, S&P notes that both transactions continue to have a
low level of defaults: each has only two defaulted obligations.
As per Trimaran CLO V Ltd.'s November 2013 monthly trustee report,
the total par of the defaults is $4.6 million.  The corresponding
number for Trimaran CLO VI Ltd. (based on the October 2013 monthly
report) is $2.7 million.

The upgrades reflect increased credit support at the prior rating
levels from the respective transactions.  The affirmations reflect
sufficient credit support to the notes at the current ratings from
each transaction.

S&P's ratings on Trimaran CLO V Ltd.'s class C, D, and E notes and
Trimaran CLO VI Ltd.'s class A-3L and B-1L notes were affected by
S&P's largest-obligor default test, one of two supplemental tests
we introduced as part of S&P's 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 the ratings currently 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.

RATING AND CREDITWATCH ACTIONS

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

Trimaran CLO VI Ltd.
                   Rating
Class         To           From
A-2L          AAA (sf)     AA+ (sf)/Watch Pos
A-3L          A+ (sf)      A (sf)/Watch Pos
B-1L          BBB+ (sf)    BBB+ (sf)/Watch Pos
B-2L          BB+ (sf)     B- (sf)/Watch Pos

RATINGS AFFIRMED

Trimaran CLO V Ltd.
Class                   Rating
A1                      AAA (sf)
A2                      AAA (sf)

Trimaran CLO VI Ltd.
Class                   Rating
A-1L                    AAA (sf)
A-1LR                   AAA (sf)


* Moody's Takes Action on $321MM of Alt-A & Option ARM RMBS
-----------------------------------------------------------
Moody's Investors Service has upgraded the ratings of three
tranches and downgraded the ratings of ten tranches from five
transactions backed by Alt-A and Option ARM loans, issued by
multiple issuers.

Complete rating actions are as follows:

Issuer: HSI Asset Loan Obligation Trust 2006-2

Cl. II-A-1, Downgraded to Caa3 (sf); previously on Jan 3, 2011
Confirmed at B3 (sf)

Cl. II-IO, Downgraded to Caa3 (sf); previously on Jan 3, 2011
Confirmed at B3 (sf)

Issuer: MASTR Alternative Loan Trust 2006-3

Cl. 2-A-1, Downgraded to Ca (sf); previously on Aug 6, 2010
Downgraded to Caa3 (sf)

Cl. 2-A-2, Downgraded to Ca (sf); previously on Aug 6, 2010
Downgraded to Caa3 (sf)

Cl. 2-A-7, Downgraded to Ca (sf); previously on Aug 6, 2010
Downgraded to Caa3 (sf)

Cl. 15-A-X, Upgraded to Caa1 (sf); previously on Feb 22, 2012
Downgraded to Caa3 (sf)

Cl. 30-A-X, Downgraded to Ca (sf); previously on Feb 22, 2012
Upgraded to Caa1 (sf)

Issuer: MASTR Asset Backed Securities Trust 2005-AB1

Cl. A-3A, Downgraded to Baa3 (sf); previously on Aug 27, 2012
Upgraded to Aa3 (sf)

Underlying Rating: Downgraded to Baa3 (sf); previously on Aug 27,
2012 Upgraded to Aa3 (sf)

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

Cl. A-3B, Downgraded to Baa3 (sf); previously on Aug 27, 2012
Upgraded to Aa3 (sf)

Cl. A-4, Downgraded to B2 (sf); previously on Aug 27, 2012
Confirmed at Ba3 (sf)

Issuer: MASTR Asset Backed Securities Trust 2006-AB1

Cl. A-2, Downgraded to Baa2 (sf); previously on Aug 6, 2010
Upgraded to A2 (sf)

Issuer: WaMu Mortgage Pass-Through Certificates, Series 2005-AR13

Cl. A-1B2, Upgraded to B1 (sf); previously on Aug 17, 2012
Upgraded to Caa1 (sf)

Cl. A-1B3, Upgraded to B1 (sf); previously on Aug 17, 2012
Upgraded to Caa1 (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 senior tranches downgraded from MASTR 2005-AB1 and MASTR 2006-
AB1 are expected to incur interest shortfalls since they are
projected to be under collateralized. This will eventually create
a mismatch between the interest accrued on the collateral and that
due on the larger balance bonds.

The actions on group 2 senior tranches from MASTR Alternative Loan
Trust 2006-3 are a result of the pro-rata allocation of losses on
these bonds subsequent to the depletion of the super senior
support Class 2-A-5. Moody's has also corrected the ratings of
certain interest only tranches from this transaction. Class 30-A-X
and Class 15-A-X are linked to collateral groups 2 and 3,
respectively. However, in Moody's February 2012 rating action,
Class 30-A-X was linked to collateral group 3, and Class 15-A-X
was linked to collateral group 2. The error has now been
corrected, and actions reflect this change.


* Moody's Takes Action on $303MM of Alt-A RMBS Issued 2005-2007
---------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of three
tranche and downgraded the ratings of 28 tranches from nine
transactions backed by Alt-A loans, issued by multiple issuers.

Complete rating actions are as follows:

Issuer: ChaseFlex Trust Series 2007-M1

Cl. 2-AV2, Downgraded to Ca (sf); previously on Oct 20, 2010
Downgraded to Caa3 (sf)

Issuer: CSMC Mortgage-Backed Trust Series 2006-7

Cl. 3-A-1, Downgraded to Caa3 (sf); previously on Oct 12, 2010
Downgraded to Caa2 (sf)

Cl. 3-A-2, Downgraded to Caa3 (sf); previously on Oct 12, 2010
Downgraded to Caa2 (sf)

Cl. 8-A-4, Downgraded to Ca (sf); previously on Oct 12, 2010
Downgraded to Caa3 (sf)

Cl. 8-A-11, Downgraded to Ca (sf); previously on Oct 12, 2010
Confirmed at Caa3 (sf)

Cl. 10-A-4, Downgraded to Ca (sf); previously on Oct 12, 2010
Downgraded to Caa3 (sf)

Cl. 10-A-6, Downgraded to Ca (sf); previously on Oct 12, 2010
Confirmed at Caa3 (sf)

Cl. D-P, Downgraded to Ca (sf); previously on Oct 12, 2010
Confirmed at Caa2 (sf)

Cl. D-X, Downgraded to Ca (sf); previously on Feb 22, 2012
Upgraded to Caa2 (sf)

Issuer: J.P. Morgan Alternative Loan Trust 2006-A6

Cl. 2-A-1, Downgraded to Caa1 (sf); previously on Sep 17, 2010
Downgraded to B3 (sf)

Cl. 2-A-4, Downgraded to Caa2 (sf); previously on Sep 17, 2010
Downgraded to Caa1 (sf)

Issuer: Merrill Lynch Mortgage Investors Trust 2005-A3

Cl. A-1, Upgraded to A3 (sf); previously on Apr 26, 2013 Upgraded
to Baa2 (sf)

Cl. A-2, Upgraded to Baa3 (sf); previously on Apr 26, 2013
Upgraded to Ba1 (sf)

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

Issuer: RALI Series 2005-QS12 Trust

Cl. A-3, Downgraded to Caa2 (sf); previously on Jun 7, 2010
Downgraded to Caa1 (sf)

Cl. A-V, Downgraded to Caa2 (sf); previously on Jun 7, 2010
Downgraded to Caa1 (sf)

Issuer: RALI Series 2005-QS13 Trust

Cl. I-A-4, Downgraded to Caa3 (sf); previously on Jun 7, 2010
Downgraded to Caa2 (sf)

Cl. A-V, Downgraded to Caa3 (sf); previously on Jun 7, 2010
Downgraded to Caa2 (sf)

Issuer: RALI Series 2005-QS6 Trust

Cl. A-1, Downgraded to Caa2 (sf); previously on Jun 7, 2010
Downgraded to Caa1 (sf)

Cl. A-2, Downgraded to Caa2 (sf); previously on Jun 7, 2010
Downgraded to Caa1 (sf)

Cl. A-6, Downgraded to Caa2 (sf); previously on Jun 7, 2010
Downgraded to Caa1 (sf)

Cl. A-V, Downgraded to Caa2 (sf); previously on Jun 7, 2010
Downgraded to Caa1 (sf)

Issuer: RALI Series 2007-QS5 Trust

Cl. A-1, Downgraded to Ca (sf); previously on Dec 23, 2010
Downgraded to Caa3 (sf)

Cl. A-4, Downgraded to Ca (sf); previously on Dec 23, 2010
Downgraded to Caa3 (sf)

Cl. A-9, Downgraded to Ca (sf); previously on Dec 23, 2010
Downgraded to Caa3 (sf)

Cl. A-10, Downgraded to Ca (sf); previously on Dec 23, 2010
Downgraded to Caa3 (sf)

Cl. A-14, Downgraded to Ca (sf); previously on Dec 23, 2010
Downgraded to Caa3 (sf)

Cl. A-P, Downgraded to Ca (sf); previously on Dec 23, 2010
Confirmed at Caa3 (sf)

Cl. A-V, Downgraded to Ca (sf); previously on Dec 23, 2010
Downgraded to Caa3 (sf)

Issuer: Wells Fargo Alternative Loan 2007-PA01 Trust

Cl. A-5, Downgraded to Caa3 (sf); previously on Sep 1, 2010
Downgraded to Caa2 (sf)

Cl. A-WIO, Downgraded to Caa3 (sf); previously on Sep 1, 2010
Downgraded to Caa2 (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 tranches downgraded are a result of deteriorating
performance and structural features resulting in higher expected
losses for the bonds than previously anticipated. The actions
reflect the bonds' pro-rata pay structure after credit support
depletion and the actual and projected losses on the tranches.

The tranches upgraded in Merrill Lynch Mortgage Investors Trust
2005-A3 are a result of improving performance of the related pools
and build up of credit enhancement due to excess spread.

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
7.9% in October 2012 to 7.3% in October 2013. Moody's forecasts an
unemployment central range of 6.5% to 7.5% for the 2014 year.
Moody's expects house prices to continue to rise in 2014.
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 Lowers Rating on 5 Note Classes From 3 CDOs
-------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on five
subordinate classes of notes from two collateralized loan
obligation (CLO) transactions and one collateralized debt
obligation (CDO) of corporate CDO transactions.  At the same time,
S&P also withdrew its ratings on four classes of notes from
another CLO transaction.

The downgraded tranches, all previously rated 'CC', continue to
defer interest as a result of failing overcollateralization tests
and have little realistic prospects of receiving their full
principal payment.

The withdrawals follow a notice from the trustee that all of the
remaining notes in the transaction have been cancelled.

RATINGS LOWERED

Coast Investment Grade 2002-1 Ltd.
            Rating      Rating
Class       To          From
C-1         D (sf)      CC (sf)
C-2         D (sf)      CC (sf)
D           D (sf)      CC (sf)

Katonah V Ltd.
            Rating      Rating
Class       To          From
D           D (sf)      CC (sf)

Longhorn CDO III Ltd.
            Rating      Rating
Class       To          From
E           D (sf)      CC (sf)


RATINGS WITHDRAWN

Airlie CDO I Ltd.
            Rating      Rating
Class       To          From
A           NR          D (sf)
B           NR          CC (sf)
C           NR          CC (sf)
D           NR          CC (sf)

NR-Not rated.


* S&P Puts 21 Ratings on 12 U.S. CDO Transactions on Watch Pos.
---------------------------------------------------------------
Standard & Poor's Ratings Services placed its ratings on 21
tranches from 12 U.S. collateralized debt obligation (CDO)
transactions on CreditWatch with positive implications.  Of the 21
tranches, 13 are from seven CDO transactions backed by trust-
preferred securities (TRuPS), seven are from four CDOs of
structured finance securities, and one is a retranche of a
structured finance transaction.

The CreditWatch placements follow paydowns to the liabilities,
which have increased coverage and credit enhancement levels
available to these notes.  In addition, in the CDOs backed by
TRuPs, the number of assets that were deferring their interest
payments has decreased.

The 21 tranches have a total original issuance amount of
$1.67 billion, with $1.39 billion from CDO transactions of TRuPs
backed mostly by securities issued by bank holding companies.  The
remaining $0.28 million is from CDOs backed by structured finance
securities and a repackaged security.

S&P will resolve the CreditWatch status of these ratings after it
completes a comprehensive cash flow analysis and review by
committee each of the affected transactions.  S&P expects to
resolve these CreditWatch placements within 90 days.  S&P will
continue to monitor the CDO transactions it rates and take rating
actions, including CreditWatch placements, as it deems
appropriate.

RATINGS PLACED ON CREDITWATCH POSITIVE

Anthracite CDO II Ltd.
                            Rating
Class               To                      From
C                   BB+ (sf)/Watch Pos      BB+ (sf)
C-FL                BB+ (sf)/Watch Pos      BB+ (sf)

C-Bass CBO VIII Ltd.
                            Rating
Class               To                      From
B                   BB- (sf)/Watch Pos      BB- (sf)

LNR CDO 2002-1 Ltd.
                            Rating
Class               To                      From
B                   BB- (sf)/Watch Pos      BB- (sf)
C                   B+ (sf)/Watch Pos       B+ (sf)

Preferred Term Securities VIII Ltd.
                            Rating
Class               To                      From
A-1                 BBB+ (sf)/Watch Pos     BBB+ (sf)
A-2                 CCC+ (sf)/Watch Pos     CCC+ (sf)

Preferred Term Securities X Ltd.
                            Rating
Class               To                      From
A-1                 BB+ (sf)/Watch Pos      BB+ (sf)
A-2                 B (sf)/Watch Pos        B (sf)
A-3                 B (sf)/Watch Pos        B (sf)

Putnam Structured Product CDO 2001-1 Ltd.
                            Rating
Class               To                      From
A-2                 A (sf)/Watch Pos        A (sf)
B                   B+ (sf)/Watch Pos       B+ (sf)

Restructured Asset Certificates with Enhanced Returns, Series
2004-13-ETrust
                            Rating
Class               To                      From
Certificate         BBB- (sf)/Watch Pos     BBB- (sf)

Trapeza CDO II LLC
                            Rating
Class               To                      From
A1B                 BBB+ (sf)/Watch Pos     BBB+ (sf)

Trapeza CDO V Ltd.
                            Rating
Class               To                      From
A1A                 BBB- (sf)/Watch Pos     BBB- (sf)
A1B                 B- (sf)/Watch Pos       B- (sf)

Tropic CDO III Ltd.
                            Rating
Class               To                      From
A-1L                BB+ (sf)/Watch Pos      BB+ (sf)
A-2L                CCC+ (sf)/Watch Pos     CCC+ (sf)

U.S. Capital Funding I Ltd.
                            Rating
Class               To                      From
A-1                 B+ (sf)/Watch Pos       B+ (sf)

U.S. Capital Funding III Ltd.
                            Rating
Class               To                      From
A-1                 B+ (sf)/Watch Pos       B+ (sf)
A-2                 CCC- (sf)/Watch Pos     CCC- (sf)


                            *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers"
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR.  Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com/

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

For copies of court documents filed in the District of Delaware,
please contact Vito at Parcels, Inc., at 302-658-9911.  For
bankruptcy documents filed in cases pending outside the District
of Delaware, contact Ken Troubh at Nationwide Research &
Consulting at 207/791-2852.

                           *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors" Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,
Meriam Fernandez, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R.
Villacampa, Sheryl Joy P. Olano, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman,
Editors.

Copyright 2013.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $975 for 6 months delivered via
e-mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Peter A.
Chapman at 215-945-7000 or Nina Novak at 202-241-8200.


                  *** End of Transmission ***