TCR_Public/140622.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, June 22, 2014, Vol. 18, No. 172

                            Headlines

ACA CLO 2006-1: Moody's Affirms 'Ba1' Rating on Class D Notes
AMAC CDO FUNDING I: S&P Raises Rating on Class A-2 Notes to BB+
AMERICREDIT AUTOMOBILE 2014-2: Fitch Rates Class E Notes 'BBsf'
APIDOS CDO III: Moody's Hikes Rating on $6MM Class D Notes to Ba1
ATLAS SENIOR V: S&P Assigns 'BB-' Rating on Class E Notes

BEAR STEARNS 2004-PWR3: Fitch Affirms 'Csf' Ratings on 2 Certs
BEAR STEARNS 2006-PWR12: Moody's Affirms C Rating on 3 Securities
CENT CLO 21: S&P Assigns 'BB' Rating on Class D Notes
CITIGROUP 2014-388G: S&P Assigns 'BB-' Rating on Class E Notes
CITIGROUP 2014-J1: DBRS Assigns BB Rating on Class B-4 Certs

CITIGROUP 2014-J1: Fitch Expects to Rate Class B-4 Certs 'BBsf'
COMM 2006-FL12: Fitch Affirms 'BBsf' Rating on Class H Notes
COMMERCIAL MORTGAGE 2013-CCRE8: DBRS Confirms B Rating on E Certs
COMMERCIAL MORTGAGE 2014-1: DBRS Finalizes BB Rating on Cl E Certs
CONCORD REAL 2006-1: Fitch Affirms CCC Ratings on 3 Note Classes

CPS AUTO 2014-B: S&P Assigns 'BB' Rating on Class D Notes
CREDIT SUISSE 2002-CKP1: Moody's Hikes Rating on K-Z Certs to B3
CREDIT SUISSE 2005-11: Fitch Affirms BB Rating on Cl. 8-A-1 Secs.
CSMC 2010-UD1: Moody's Affirms 'Ba1' Rating on Class B-B Certs
DENALI CAPITAL VI: S&P Affirms 'B+' Rating on Class B-2L Notes

DLJ COMMERCIAL 1998-CF2: Fitch Cuts 'BB+' Rating on Cl. B-5 Certs
DLJ COMMERCIAL 2000-CKP1: Fitch Affirms D Rating on Cl. B-5 Certs
EQTY 2014-INNS: S&P Assigns 'BB-' Rating on Class E Notes
FLATIRON CLO 2014-1: Moody's Rates '(P)Ba3' Rating on Cl. D Notes
FREMF 2011-K703: Moody's Affirms 'Ba3' Rating on Class X-2 Certs

GMAC COMMERCIAL 1998-C1: Moody's Cuts Rating on Cl. X Certs to C
GRACE MORTGAGE 2014-GRCE: Fitch Rates Class G Certificates 'Bsf'
GRAMERCY REAL 2005-1: Fitch Lowers Rating on Cl. F Notes to 'CCC'
GS MORTGAGE 2011-GC5: Moody's Affirms B2 Rating on Cl. F Certs
GS MORTGAGE 2013-GC13: Fitch Affirms 'BB' Rating on Class E Notes

GSR MORTGAGE 2007-3F: Moody's Lowers Rating on 2 Tranches to Caa3
IMPAC SECURED 2002-2: Moody's Cuts Rating on Class M-3 Notes to C
JAMESTOWN CLO III: S&P Affirms 'BB-' Rating on Class D Notes
JP MORGAN 2002-CIBC5: Fitch Affirms D Rating on Cl. M Certificates
JP MORGAN 2003-PM1: S&P Lowers Rating on Class F Notes to 'D'

JP MORGAN 2004-C2: Fitch Affirms CCC Rating on Class K Certs
KINGSLAND VII: Fitch Assigns 'BBsf' Rating on Class E Notes
KVK CLO 2014-1: S&P Affirms 'BB' Rating on Class E Notes
LATITUDE CLO I: Moody's Affirms B3 Rating on Class D Notes
LB COMMERCIAL 1999-C1: Moody's Cuts Rating on Cl. X Certs to Caa3

LB-UBS COMMERCIAL 2000-C5: Moody's Affirms C Rating on Cl. G Certs
LB-UBS COMMERCIAL 2003-C5: Fitch Affirms CCC Rating on Cl. N Certs
LB-UBS COMMERCIAL 2007-C6: Fitch Cuts Cl. K Certs Rating to 'Dsf'
LB COMMERCIAL 96-C2: Moody's Hikes Rating on Class F Certs to Ba2
LCM XVI L.P.: S&P Assigns 'BB-' Rating on Class E Notes

LEGG MASON: Moody's Raises Rating on Class D Notes to 'Ba3'
LONE STAR 2011-1: Fitch Affirms 'Bsf' Rating on Class F Notes
LOOMIS SAYLES: Moody's Raises Rating on $15MM Cl. E Notes to Ba2
MADISON PARK XII: Moody's Assigns 'Ba3' Rating on Cl. E Notes
MCF CLO III: S&P Affirms 'BB' Rating on Class E Notes

MORGAN STANLEY 1999-CAM1: Fitch Affirms D Rating on Cl. N Certs
MORGAN STANLEY 2012-C5: Fitch Affirms B Rating on Cl. H Certs
MORGAN STANLEY 2014-C16: Fitch Assigns BB- Rating on Class E Notes
NAVIGATOR CDO 2006: Moody's Affirms 'Ba3' Rating on Class D Notes
OHA CREDIT X: Moody's Rates $6.25MM Class F Notes '(P)B3'

PREFERREDPLUS TRUST: S&P Raises Rating on $33.5MM Certs to BB+
SCHOONER TRUST 2006-5: DBRS Confirms B(low) Rating on Cl. L Certs
SDART 2014-3: Moody's Rates $73.5MM Class E Notes 'Ba2'
SDART 2014-3: S&P Assigns 'BB' Rating on Class E Notes
SEAWALL 2007-3: Moody's Affirms 'Ba1' Rating on Class C Notes

SHACKLETON 2013-IV: S&P Affirms 'BB' Rating on Class E Notes
SILVERMORE CLO: Moody's Assigns 'Ba3' Rating on Class D Notes
SYMPHONY CLO XIV: Moody's Assigns B3 Rating on $16MM Class F Notes
TRIMARAN CLO VII: S&P Affirms B+ Rating on Class B-2L Notes
WAMU COMMERCIAL 2007-SL2: Fitch Affirms BB Rating on Cl. B Certs

WFRBS COMMERCIAL 201-C4: Moody's Affirms B2 Rating on Cl. G Notes

* Moody's Takes Action on $1.1 Billion of Subprime RMBS
* Moody's Raises Rating on $597MM RMBS Issued From 2005-2007
* Moody's Takes Action on $175MM RMBS Issued From 2005 to 2006
* S&P Lowers 27 Ratings from 17 U.S. RMBS Transactions
* S&P Affirms Ratings on 18 Natural-Catastrophe Bonds

* S&P Puts 146 Tranches From 42 US CLO Deals on Watch Positive


                             *********


ACA CLO 2006-1: Moody's Affirms 'Ba1' Rating on Class D Notes
-------------------------------------------------------------
Moody's Investors Service has upgraded the rating on the following
notes issued by ACA CLO 2006-1, Limited:

  $11,375,000 Class C Deferrable Floating Rate Notes Due 2018,
  Upgraded to Aa3 (sf); previously on October 22, 2013 Upgraded
  to A2 (sf)

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

  $255,500,000 Class A-1 Senior Secured Floating Rate Notes Due
  2018 (current outstanding balance of $43,781,229.99), Affirmed
  Aaa (sf); previously on October 22, 2013 Affirmed Aaa (sf)

  $21,000,000 Class A-2 Senior Secured Floating Rate Notes Due
  2018, Affirmed Aaa (sf); previously on October 22, 2013
  Affirmed Aaa (sf)

  $22,750,000 Class B Deferrable Floating Rate Notes Due 2018,
  Affirmed Aaa (sf); previously on October 22, 2013 Upgraded to
  Aaa (sf)

  $11,375,000 Class D Deferrable Floating Rate Notes Due 2018,
  Affirmed Ba1 (sf); previously on October 22, 2013 Upgraded to
  Ba1 (sf)

ACA CLO 2006-1, Limited, issued in July 2006, is a collateralized
loan obligation (CLO) backed primarily by a portfolio of senior
secured loans with exposure to structured finance assets. The
transaction's reinvestment period ended in October 2012.

Ratings Rationale

These rating actions are primarily a result of deleveraging of the
senior notes and an increase in the transaction's over-
collateralization ratios since the last rating action in October
2013. The Class A-1 notes have been paid down by approximately
24.4% or $62.4 million since October 2013. Based on the trustee's
May 2014 report, the over-collateralization (OC) ratios for the
Class A, Class B, Class C and Class D notes are reported at
195.89%, 144.98%, 128.30% and 115.07%, respectively, versus
October 2013 levels of 148.28%, 125.79%, 116.92% and 109.22%,
respectively.

The deal has benefited from an improvement in the credit quality
of the portfolio since October 2013. Based on the trustee's May
2014 report, the weighted average rating factor is currently 2375
compared to 2456 in October 2013.

The portfolio includes a number of investments in securities that
mature after the notes do. Based on the trustee's May 2014 report,
securities that mature after the notes do currently make up
approximately 6.49% of the portfolio. These investments could
expose the notes to market risk in the event of liquidation when
the notes mature. Despite the increase in the OC ratio of the
Class D notes, Moody's affirmed the rating on the Class D notes
owing to market risk stemming from the exposure to these long-
dated assets.

The principal methodology used in this rating was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
February 2014.


AMAC CDO FUNDING I: S&P Raises Rating on Class A-2 Notes to BB+
---------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-1 and A-2 notes from AMAC CDO Funding I, a U.S. commercial real
estate collateralized debt obligation (CRE-CDO) transaction.
Concurrently, S&P lowered its rating on class F to 'D (sf)' and
affirmed its ratings on five other classes from the same
transaction.

The rating actions reflect the credit enhancement available to
support these classes and S&P's analysis of the transaction's
liability structure and the collateral's underlying credit
characteristics, in which it used its criteria for global CDOs of
pooled structured finance assets criteria, S&P's rating
methodology and assumptions for U.S. and Canadian commercial
mortgage-backed securities (CMBS), and our CMBS global property
evaluation methodology criteria.

The upgrades on classes A-1 and A-2 also reflect the transaction's
amortization.  S&P lowered its rating on class F to 'D (sf)'
because it expects that class is unlikely to be repaid in full.

According to the May 20, 2014 trustee report, the transaction had
no defaulted loans and its collateral totaled $263.6 million,
while the transaction's liabilities including capitalized interest
totaled $291.8 million, down from $400.0 million in liabilities at
issuance.  The transaction's current asset pool includes the
following:

   -- 24 senior notes ($248.4 million, 94.3%);

   -- Two subordinate or junior participation notes ($10.1
      million, 3.8%); and

   -- Two mezzanine loans ($5.1 million, 1.9%).

Using loan performance information provided by the collateral
manager, S&P applied asset-specific recovery rates in our analysis
of the performing loans ($263.6 million, 100%) using its criteria
for U.S. and Canadian CMBS and its CMBS global property evaluation
methodology.  S&P also considered qualitative factors such as the
loans' near-term maturities, refinancing prospects, and
modifications.

According to the May 20, 2014 trustee report, the deal failed the
class D/E overcollateralization coverage test, passed the class
A/B and class C overcollateralization coverage tests, and passed
all three interest coverage tests.  Because of the class D/E
overcollateralization test failure, any future interest proceeds
that will be paid after class E will be diverted to pay down the
class A-1 outstanding principal balance until it satisfies all of
the overcollateralization tests.

RATINGS LIST

AMAC CDO Funding I

                     Rating      Rating
Class   Identifier   To          From
A-1     02261EAA7    BBB+ (sf)   BB+ (sf)
A-2     02261EAW9    BB+ (sf)    B+ (sf)
B       02261EAG4    B (sf)      B (sf)
C       02261EAL3    CCC+ (sf)   CCC+ (sf)
D-1     02261EAQ2    CCC- (sf)   CCC- (sf)
D-2     02261EAN9    CCC- (sf)   CCC- (sf)
E       02261EAU3    CCC- (sf)   CCC- (sf)
F                    D (sf)      CCC- (sf)


AMERICREDIT AUTOMOBILE 2014-2: Fitch Rates Class E Notes 'BBsf'
---------------------------------------------------------------
Fitch Ratings assigns the following ratings and Rating Outlooks to
the notes issued by AmeriCredit Automobile Receivables Trust
(AMCAR) 2014-2:

-- $227,000,000 class A-1 notes 'F1+sf';
-- $245,000,000 class A-2-A notes 'AAAsf'; Outlook Stable;
-- $208,950,000 class A-2-B notes 'AAAsf'; Outlook Stable;
-- $313,460,000 class A-3 notes 'AAAsf'; Outlook Stable;
-- $107,120,000 class B notes 'AAsf'; Outlook Stable;
-- $132,980,000 class C notes 'Asf'; Outlook Stable;
-- $130,770,000 class D notes 'BBBsf'; Outlook Stable;
-- $34,720,000 class E notes 'BBsf'; Outlook Stable.

Key Rating Drivers

Stable Credit Quality: The 2014-2 pool displays relatively
consistent credit quality versus 2013 pools, with a 566 weighted
average (WA) Fair Isaac Corp. (FICO) score, and a 241 WA internal
credit score. Extended term contracts continue to account for the
majority of the pool at 89.46%. New vehicles total 47.82% of the
pool, consistent with prior AMCAR transactions.

Consistent Credit Enhancement: The cash flow distribution is a
sequential-pay structure. Initial hard credit enhancement (CE) is
consistent with the prior nine transactions. The reserve is 2.00%
(nondeclining), and initial overcollateralization (OC) is 5.25%,
growing to a target of 14.25% of the outstanding pool balance
(less the required reserve amount for the distributing period). Of
note, excess spread has decreased to one of the lowest levels seen
to date, at 8.88% per annum.

Stable Portfolio/Securitization Performance: Losses on GM
Financial's managed portfolio and securitizations declined to some
of its lowest levels, given the gradual economic recovery and
stronger used vehicle values.

Stable Corporate Health: Fitch rates GM and GM Financial Company
Inc. 'BB+' with a Positive Rating Outlook. The company has
recorded positive corporate financial results since 2010. Fitch
assessed the potential impact of GM/GM-affiliated brand vehicle
recalls in relation to this transaction; Fitch expects this to
have limited to no impact on the 2014-2 pool.

Consistent Origination/Underwriting/Servicing: AFSI demonstrates
adequate abilities as originator, underwriter, and servicer, as
evidenced by historical portfolio delinquency and loss experience
and securitization performance. Fitch deems AFSI capable of
adequately servicing this series.

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

Rating Sensitivity

Unanticipated increases in the frequency of defaults and loss
severity on defaulted receivables could produce loss levels higher
than the base case and could result in potential rating actions on
the notes. Fitch evaluated the sensitivity of the ratings assigned
to each class of AmeriCredit Automobile Receivables Trust 2014-2
to increased losses over the life of the transaction. Fitch's
analysis found that each class of notes displays some sensitivity
to increased defaults and losses, with some classes showing
potential downgrades of up to two rating categories under Fitch's
moderate (1.5x base case loss) scenario. Some classes of notes
could experience downgrades of more than three rating categories
under Fitch's severe (2.5x base case loss) scenario.


APIDOS CDO III: Moody's Hikes Rating on $6MM Class D Notes to Ba1
-----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on the
following notes issued by APIDOS CDO III:

  $15,000,000 Class B Mezzanine Notes Due 2020, Upgraded to
  Aaa(sf); previously on August 21, 2013 Upgraded to Aa3(sf)

  $10,500,000 Class C Mezzanine Notes Due 2020, Upgraded to
  A2(sf); previously on August 21, 2013 Upgraded to Baa2 (sf)

  $6,000,000 Class D Mezzanine Notes Due 2020, Upgraded to
  Ba1(sf); previously on August 21, 2013 Upgraded to Ba2 (sf)

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

  $212,000,000 Class A-1 Senior Notes Due 2020 (current
  outstanding balance of $46,958,352.60), Affirmed Aaa (sf);
  previously on August 21, 2013 Affirmed Aaa (sf)

  $19,000,000 Class A-2 Senior Notes Due 2020, Affirmed Aaa (sf);
  previously on August 21, 2013 Affirmed Aaa (sf)

APIDOS CDO III, issued in May 2006, is a collateralized loan
obligation (CLO) backed primarily by a portfolio of senior secured
loans. The transaction's reinvestment period ended in June 2012.

Ratings Rationale

These rating actions are primarily a result of deleveraging of the
senior notes and an increase in the transaction's over-
collateralization ratios since September 2013. The Class A-1 notes
have been paid down by approximately 56.3% or $61.3 million since
September 2013. Based on the trustee's June 2014 report, the over-
collateralization (OC) ratios for the Class A, Class B, Class C
and Class D notes are reported at 153.7%, 129.7%, 116.9% and
110.7%, respectively, versus September 2013 levels of 134.9%,
120.7%, 112.4% and 108.2%, respectively. Moody's notes the
reported June overcollateralization ratios do not reflect the June
12, 2014 payment of $15.1 million to the Class A-1 notes.


ATLAS SENIOR V: S&P Assigns 'BB-' Rating on Class E Notes
---------------------------------------------------------
Standard & Poor's Ratings Services assigned its ratings to Atlas
Senior Loan Fund V Ltd./Atlas Senior Loan Fund V LLC's $459.50
million floating-rate notes.

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

The ratings S&P's assessment of:

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

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

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

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

   -- The collateral manager's experienced management team.

   -- The transaction's ability to pay timely interest and
      ultimate principal on the rated notes, which S&P assessed
      using its cash flow analysis and assumptions commensurate
      with the assigned ratings under various interest-rate
      scenarios, including LIBOR ranging from 0.2281%-12.7531%.

   -- 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 before 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 as principal proceeds to purchase additional
      collateral assets or to pay down the notes according to the
      note payment sequence, at the collateral manager's option.

RATINGS ASSIGNED

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

Class                   Rating            Amount (mil. $)
A                       AAA (sf)                   310.50
B                       AA (sf)                     52.50
C (deferrable)          A (sf)                      42.50
D (deferrable)          BBB (sf)                    27.30
E (deferrable)          BB- (sf)                    26.70
Subordinated notes      NR                          51.50

NR-Not rated.


BEAR STEARNS 2004-PWR3: Fitch Affirms 'Csf' Ratings on 2 Certs
--------------------------------------------------------------
Fitch Ratings has affirmed all classes of Bear Stearns Commercial
Mortgage Securities Trust's commercial mortgage pass-through
certificates, series 2004-PWR3 (BS 2004-PWR3).

KEY RATING DRIVERS

The affirmations are a result of stable performance since Fitch's
last rating action. Fitch modeled losses of 19.7% of the remaining
pool; expected losses on the original pool balance total 2.9%,
including $11.5 million (1% of the original pool balance) in
realized losses to date.

As of the June 2014 distribution date, the pool's aggregate
principal balance has been reduced by 90.5% to $105 million from
$1.11 billion at issuance. There are sixteen loans remaining in
the pool, one of which (4.5% of the pool) is defeased. Fitch has
designated eight loans (74% of the pool) as Fitch Loans of
Concern, which includes six specially serviced assets (69.9%).
Interest shortfalls are currently affecting classes M through Q.

The largest contributor to expected losses is a specially-serviced
asset (33.4% of the pool) secured by a 504,746 square foot (sf)
portion of a shopping center located in Clay, NY. The collateral
is shadowed anchored by Macy's, Sears, and BJ's Wholesale Club,
which are not part of the collateral. The loan transferred to
special servicing in November 2013 due to potential maturity
default. A loan modification in March 2014 extended the maturity
date to January 2015. The loan is expected to be returned to the
master servicer shortly. The servicer- reported debt service
coverage ratio (DSCR) was 1.55x as of nine months ended 9/30/13.
Occupancy per the November rent roll increased to 87% from 75% at
September 2013.

The next largest contributor to expected losses is a real estate
owned (REO) 104,693 sf grocery anchored shopping center located in
Albertville, MN (9.5% of the pool). The special servicer is
expected to begin marketing the property for sale in the next two
months.

The third largest contributor to expected losses is a specially-
serviced asset (8.4% of the pool) secured by a 116,046 sf multi-
tenant office building located in Mineola, NY. The loan, which was
previously modified by the special servicer in 2012, was returned
to special servicing in March 2014 due to imminent default. The
Servicer reported DSCR and occupancy were 0.81x and 80%,
respectively, as of year-end 2013. Approximately 16% of its leases
roll in 2015.

RATING SENSITIVITY

Classes C through F have Stable Outlooks as no rating changes are
expected. Although credit enhancement has increased due to
amortization, loan pay-offs and defeasance, further upgrades to
these classes are limited due the pool's high concentration with
16 loans remaining.

The Negative Outlooks for Classes G through J reflect the
uncertain resolution surrounding the specially serviced loans and
the possibility of increased losses.

Fitch affirms the following classes and assigns REs as indicated:

-- $11.2 million class C at 'AAAsf'; Outlook Stable;
-- $16.6 million class D at 'AAsf'; Outlook Stable;
-- $9.7 million class E at 'A+sf'; Outlook Stable;
-- $15.2 million class F at 'A-sf'; Outlook Stable;
-- $11.1 million class G at 'BBB-sf'; Outlook Negative;
-- $13.9 million class H at 'Bsf'; Outlook Negative;
-- $2.8 million class J at 'Bsf'; Outlook Negative;
-- $5.5 million class K at 'CCCsf'; RE 90%;
-- $6.9 million class L at 'CCCsf'; RE 0%;
-- $5.5 million class M at 'CCsf'; RE 0%;
-- $2.8 million class N at 'Csf'; RE 0%;
-- $2.8 million class P at 'Csf'; RE 0%.

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

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


BEAR STEARNS 2006-PWR12: Moody's Affirms C Rating on 3 Securities
-----------------------------------------------------------------
Moody's Investors Service has affirmed the ratings of 12 classes
of Bear Stearns Commercial Mortgage Securities Trust 2006-PWR12 as
follows:

Cl. A-1A, Affirmed Aaa (sf); previously on Jun 27, 2013 Affirmed
Aaa (sf)

Cl. A-4, Affirmed Aaa (sf); previously on Jun 27, 2013 Affirmed
Aaa (sf)

Cl. A-AB, Affirmed Aaa (sf); previously on Jun 27, 2013 Affirmed
Aaa (sf)

Cl. A-M, Affirmed Aaa (sf); previously on Jun 27, 2013 Affirmed
Aaa (sf)

Cl. A-J, Affirmed Ba1 (sf); previously on Jun 27, 2013 Downgraded
to Ba1 (sf)

Cl. B, Affirmed B2 (sf); previously on Jun 27, 2013 Downgraded to
B2 (sf)

Cl. C, Affirmed Caa1 (sf); previously on Jun 27, 2013 Downgraded
to Caa1 (sf)

Cl. D, Affirmed Caa3 (sf); previously on Jun 27, 2013 Downgraded
to Caa3 (sf)

Cl. E, Affirmed C (sf); previously on Jun 27, 2013 Downgraded to C
(sf)

Cl. F, Affirmed C (sf); previously on Jun 27, 2013 Downgraded to C
(sf)

Cl. G, Affirmed C (sf); previously on Jun 27, 2013 Affirmed C (sf)

Cl. X, Affirmed Ba3 (sf); previously on Jun 27, 2013 Affirmed Ba3
(sf)

Ratings Rationale

The ratings on P&I Classes A-AB, A-4, A-1A and A-M were affirmed
because the transaction's key metrics, including Moody's loan-to-
value (LTV) ratio, Moody's stressed debt service coverage ratio
(DSCR) and the transaction's Herfindahl Index (Herf), are within
acceptable ranges. The ratings on P&I Classes A-J through G were
affirmed because the ratings are consistent with Moody's expected
loss. The rating on the IO Class, Class X, was affirmed based on
the credit performance of the referenced classes.

Moody's rating action reflects a base expected loss of 6.8% of the
current balance, compared to 7.8% at Moody's last review. Moody's
base expected loss plus realized losses is now 10.2% of the
original pooled balance, compared to 9.3% at the last review.

Factors that would lead to an upgrade or downgrade of the rating:

The performance expectations for a given variable indicate Moody's
forward-looking view of the likely range of performance over the
medium term. Performance that falls outside the given range can
indicate that the collateral's credit quality is stronger or
weaker than Moody's had previously expected.

Factors that could lead to an upgrade of the ratings include a
significant amount of loan paydowns or amortization, an increase
in the pool's share of defeasance or an improvement in pool
performance.

Factors that could lead to a downgrade of the ratings include a
decline in the performance of the pool, loan concentration, an
increase in realized and expected losses from specially serviced
and troubled loans or interest shortfalls.

Methodology Underlying The Rating Action

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

Description Of Models Used

Moody's review used the excel-based CMBS Conduit Model v 2.64,
which it uses 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 Moody's uses to
estimate Moody's value). Conduit model results at the B2 (sf)
level are based on a paydown analysis using the individual loan-
level Moody's LTV ratio. Moody's may consider other concentrations
and correlations in its analysis. Based on the model pooled credit
enhancement levels of Aa2 (sf) and B2 (sf), the required credit
enhancement on 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, Moody's merges the credit enhancement for loans with
investment-grade structured credit assessments with the conduit
model credit enhancement for an overall model result. Moody's
incorporates negative pooling (adding credit enhancement at the
structured credit assessment level) for loans with similar
structured credit assessments in the same transaction.

Moody's uses a variation of Herf to measure the diversity of loan
sizes, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including the risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 36, compared to 38 at Moody's last review.

Deal Performance

As of the May 12, 2014 distribution date, the transaction's
aggregate certificate balance has decreased by 24% to $1.57
billion from $2.08 billion at securitization. The certificates are
collateralized by 177 mortgage loans ranging in size from less
than 1% to 10% of the pool, with the top ten loans constituting
38% of the pool. Four loans, constituting 2% of the pool, have
defeased and are secured by US government securities. There are no
loans that have investment-grade structured credit assessments.

Fifty-four loans, constituting 20% of the pool, are on the master
servicer's watchlist. The watchlist includes loans that 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, the agency reviews
the watchlist to assess which loans have material issues that
could affect performance.

Twenty-one loans have been liquidated from the pool, resulting in
an aggregate realized loss of $104.8 million (for an average loss
severity of 57%). Eight loans, constituting 6% of the pool, are
currently in special servicing. The largest specially serviced
loan is the Stone Mountain Square Loan ($28.7 million -- 1.8% of
the pool), which is secured by a 336,600 square foot (SF) power
center located in Stone Mountain, Georgia. The loan transferred to
special servicing for the second time since securitization in
January of 2013 and the trust took title in August 2013. T.J. Maxx
(9.5% of the NRA) vacated its space in January 2014, although the
space had been dark for a year prior, with the tenant paying rent
until its lease expiration. The special servicer indicated that
the strategy is to re-lease the vacate T.J. Maxx space and other
vacant space.

Moody's estimates an aggregate $59.2 million loss for specially
serviced loans (60 % expected loss on average).

Moody's has assumed a high default probability for 14 poorly
performing loans, constituting 7.0% of the pool, and has estimated
an aggregate loss of $16.4 million (a 15% expected loss based on a
50% probability default) from these troubled loans.

Moody's received full year 2012 operating results for 96% of the
pool, and full or partial year 2013 operating results for 84%.
Moody's weighted average conduit LTV is 92%, compared to 94% at
Moody's last review. Moody's conduit component excludes loans with
credit assessments, defeased and CTL loans, and specially serviced
and troubled loans. Moody's net cash flow (NCF) reflects a
weighted average haircut of 12% to the most recently available net
operating income (NOI). Moody's value reflects a weighted average
capitalization rate of 9.1%.

Moody's actual and stressed conduit DSCRs are 1.39X and 1.14X,
respectively, compared to 1.38X and 1.11X at the last review.
Moody's actual DSCR is based on Moody's NCF and the loan's actual
debt service. Moody's stressed DSCR is based on Moody's NCF and a
9.25% stress rate the agency applied to the loan balance.

The top three conduit loans represent 24% of the pool. The largest
loan is the 1675 Broadway Loan ($149.1 million -- 9.5% of the
pool), which is secured by a leasehold interest in a 761,092 SF
office building located in the Times Square/West Side submarket of
New York City. The property is also encumbered by a $25.0 million
B-Note. The building is 100% leased to three tenants -- The
MacManus Group (56% of the NRA; lease expiration January 2021),
Mayer Brown LLP (33% of the NRA; lease expiration August 2015) and
ARENT Fox, PPLC (11% of the NRA; lease expiration June 2018).
After the conclusion of a five year interest-only period, the loan
began amortizing in July 2011. Moody's LTV and stressed DSCR are
59% and 1.66X, respectively, compared to 57% and 1.70X at last
review.

The second largest loan is the Woodland Mall Loan ($145.3 million
-- 9.3% of the pool), which is secured by a 1.2 million SF mall
located in Grand Rapids, Michigan. The collateral consists of
397,897 SF of in-line tenant space. Excluded from the collateral
are shadow anchors, including Sears, JC Penney, Macy's and Kohl's.
As of March 2014, the property was 98% leased compared to 97% at
last review. The loan is sponsored by PREIT. For the trailing
twelve months ending in June 2013, in-line sales and occupancy
costs were $425 PSF and 11.8% respectively. Average in-line sales
excluding sales from the Apple Store (<1% of the NRA; lease
expires June 2015) decreased to $342 PSF. Moody's LTV and stressed
DSCR are 113% and 0.81X, respectively, compared to 117% and 0.81X
at last review.

The third largest loan is the Orange Plaza Loan ($82.5 million --
5.3% of the pool), which is secured by a 765,400 SF power center
in Middletown, New York. Major tenants include Wal-Mart (30% of
the NRA; lease expiration April 2022), Home Depot (15% of the NRA;
lease expiration January 2020) and Kohl's (12% of the NRA; lease
expiration January 2023). The property cashflow decreased slightly
in 2012 due to a decrease in percentage rents and expense
reimbursements but has returned to normalized levels in 2013.
Moody's LTV and stressed DSCR are 101% and 0.91X, respectively,
compared to 105% and 0.88X at last review.


CENT CLO 21: S&P Assigns 'BB' Rating on Class D Notes
-----------------------------------------------------
Standard & Poor's Ratings Services assigned its ratings to Cent
CLO 21 Ltd./Cent CLO 21 Corp.'s $567.00 million fixed- and
floating-rate notes.

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

The ratings reflect S&P's assessment of:

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

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

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

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

   -- The collateral manager's experienced management team.

   -- The transaction's ability to make timely interest and
      ultimate principal payments on the rated notes, which S&P
      assessed using its cash flow analysis and assumptions
      commensurate with the assigned ratings under various
      interest-rate scenarios, including LIBOR ranging from
      0.2200%-13.8391%.

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

   -- The transaction's interest reinvestment
      overcollateralization test, a failure of which will lead to
      the reclassification of up to 50% of the excess interest
      proceeds that are available before paying uncapped
      administrative expenses and fees, subordinated hedge
      termination payments, collateral manager subordinated and
      incentive fees, and subordinated note payments during the
      reinvestment period only and at the collateral manager's
      option, as principal proceeds to purchase additional
      collateral assets or to pay principal on the notes according
      to the note payment sequence.

RATINGS LIST

Cent CLO 21 Ltd./Cent CLO 21 Corp.

Class                Rating              Amount
                                        (mil. $)
A-1A                 AAA (sf)           137.000
A-1B                 AAA (sf)           250.000
A-2A                 AA (sf)             62.000
A-2B                 AA (sf)             10.000
B                    A (sf)              39.000
C                    BBB (sf)            33.000
D                    BB (sf)             24.000
E                    B (sf)              12.000
Subordinated notes   NR                  54.475

NR-Not rated.


CITIGROUP 2014-388G: S&P Assigns 'BB-' Rating on Class E Notes
--------------------------------------------------------------
Standard & Poor's Ratings Services assigned its ratings to
Citigroup Commercial Mortgage Trust 2014-388G's $1.450 billion
commercial mortgage pass-through certificates series 2014-388G.

The certificate issuance is a commercial mortgage-backed
securities transaction backed by a $1.45 billion commercial
mortgage loan secured by the fee interest in 388 and 390 Greenwich
Street, two adjoined class A office buildings comprising 2.6
million sq. ft. in the TriBeCa neighborhood of lower Manhattan,
which are 100% leased by Citigroup Technology Inc. and guaranteed
by its parent, Citigroup Inc.

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 loan's terms, and the
transaction's structure.  S&P determined that the loan has
a beginning and ending loan-to-value ratio of 96.2%, based on
Standard & Poor's value.

RATINGS ASSIGNED

Citigroup Commercial Mortgage Trust 2014-388G

Class           Rating(i)             Amount ($)
A               AAA (sf)             595,156,000
X-CP            AA- (sf)         595,156,000(ii)
B               AA- (sf)             218,475,000
C               A- (sf)              128,072,000
D               BBB- (sf)            138,618,000
E               BB- (sf)             323,946,000
F               B+ (sf)               45,733,000
X-NCP(iii)      AA- (sf)         595,156,000(ii)

  (i) The certificates will be issued to qualified institutional
      buyers according to Rule 144A of the Securities Act of 1933.
(ii) Notional balance. The notional amount of the class X-CP and
      X-NCP certificates will be equal to the class A and B
      certificates' balance periodically.
(iii) Non-offered certificates.


CITIGROUP 2014-J1: DBRS Assigns BB Rating on Class B-4 Certs
------------------------------------------------------------
DBRS Inc. has assigned the following provisional ratings to the
Mortgage Pass-Through Certificates, Series 2014-1 issued by
Citigroup Mortgage Loan Trust 2014-J1:

-- $197.2 million Class A-1 at AAA (sf)
-- $197.2 million Class A-1-IO at AAA (sf)
-- $197.2 million Class A-1W at AAA (sf)
-- $6.9 million Class A-2 at AAA (sf)
-- $6.9 million Class A-2-IO at AAA (sf)
-- $6.9 million Class A-2W at AAA (sf)
-- $204.1 million Class A at AAA (sf)
-- $204.1 million Class A-IO at AAA (sf)
-- $204.1 million Class AW at AAA (sf)
-- $2.9 million Class B-1 at AA (sf)
-- $2.7 million Class B-2 at A (sf)
-- $3.1 million Class B-3 at BBB (sf)
-- $2.3 million Class B-4 at BB (sf)

Class A-1-IO, Class A-2-IO and Class A-IO are interest-only
certificates. The class balances represent notional amounts.
Class A-1W, Class A-2W, Class A, Class A-IO and Class AW are
exchangeable certificates.  These classes can be exchanged for
combinations of base certificates as specified in the offering
documents.

Class A-1 and Class A-1-IO are super senior certificates.  These
classes benefit from additional protection from senior support
certificates (Class A-2 and Class A-2-IO) with respect to loss
allocation.

The AAA (sf) ratings in this transaction reflect the 6.35% of
credit enhancement provided by subordination. The AA (sf), A (sf),
BBB (sf) and BB (sf) ratings reflect 5.00%, 3.75%, 2.35% and 1.30%
of credit enhancement, respectively.  Other than the specified
classes, DBRS does not rate any other classes in this transaction.
The certificates are backed by 285 loans with a total principal
balance of $217,985,825 as of the Cut-Off Date (June 1, 2014).
The mortgage loans were acquired by Citigroup Global Markets
Realty Corp. (Citi).  The originators for the mortgage pool are
Stearns Lending, Inc. (33.5%), Nationstar Mortgage LLC (Nationstar
30.3%), Freedom Mortgage Corporation ( 11.3%), and various other
originators each comprising less than 5% of the mortgage loans.
The loans will be serviced by Nationstar (71.1%), Fay Servicing,
LLC (23.0%), Fifth Third Mortgage Company (Fifth Third, 3.2%) and
PennyMac Corp. (2.8%).  Deutsche Bank National Trust Company will
act as the Trust Administrator and Custodian.  The transaction
employs a senior-subordinate shifting-interest cash flow structure
that is enhanced from a pre-crisis structure.

The ratings reflect transactional strengths that include high-
quality underlying assets, well-qualified borrowers and
satisfactory third-party due diligence review.  Compared with
other recently issued prime jumbo transactions, this portfolio
contains a very strong FICO score, and combined loan-to-value and
debt-to-income ratios with much less barbelled distributions.  In
addition, the pool contains 5.1% 15-year mortgages, and no
interest only loans.

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 or any loans
that incur loss upon liquidation, and the resolution of disputes
is ultimately subject to determination in an arbitration
proceeding.  The loans (except for Fifth Third-originated loans)
also benefit from representations and warranties back-stopped by
the sponsor, Citi, a wholly owned subsidiary of Citigroup Inc.
(DBRS rates Citigroup Inc. at A (low) Stable), in the event of an
originator's bankruptcy or insolvency proceeding and if the
originator fails to complete an effective remedy.  However, such
backstop is subject to certain sunset provisions that give
consideration to prior loan performance.

DBRS views the representations and warranties features for this
transaction to be consistent with recent DBRS-rated prime jumbo
transactions.  Although the transaction employs a strong standard
which includes automatic review of seriously delinquent loans,
mandatory arbitration and a sponsor backstop for representations
and warranties, the limited operating history and the weak
financial strength of certain originators and the sunset
provisions of the sponsor backstop still demand additional
penalties and credit enhancement protections.  To capture the
perceived weaknesses, DBRS adjusted downward the origination score
of the loans to account for the potential inability to fulfill
repurchase obligations.  Such adjustment resulted in increases in
default and loss assumptions for the transaction.


CITIGROUP 2014-J1: Fitch Expects to Rate Class B-4 Certs 'BBsf'
---------------------------------------------------------------
Fitch Ratings expects to rate Citigroup Mortgage Loan Trust 2014-
J1 (CMLTI 2014-J1) as follows:

   -- $197,222,000 class A-1 certificate 'AAAsf'; Outlook Stable;

   -- $197,222,000 class A-1-IO notional certificate 'AAAsf';
      Outlook Stable;

   -- $6,921,000 class A-2 certificate 'AAAsf'; Outlook Stable;

   -- $6,921,000 class A-2-IO notional certificate 'AAAsf';
      Outlook Stable;

   -- $197,222,000 class A-1W exchangeable certificate 'AAAsf';
      Outlook Stable;

   -- $6,921,000 class A-2W exchangeable certificate 'AAAsf';
      Outlook Stable;

   -- $204,143,000 class A exchangeable certificate 'AAAsf';
      Outlook Stable;

   -- $204,143,000 class A-IO notional exchangeable certificate
      'AAAsf'; Outlook Stable;

   -- $204,143,000 class AW exchangeable certificate 'AAAsf';
      Outlook Stable;

   -- $2,943,000 class B-1 certificate 'AAsf'; Outlook Stable;

   -- $2,725,000 class B-2 certificate 'Asf'; Outlook Stable;

   -- $3,052,000 class B-3 certificate 'BBBsf'; Outlook Stable;

   -- $2,289,000 class B-4 certificate 'BBsf'; Outlook Stable.

The $2,833,825 class B-5 certificate will not be rated by Fitch.

KEY RATING DRIVERS

High-Quality Mortgage Pool: The collateral pool consists of very
high quality 15- and 30-year fixed-rate, fully documented loans to
borrowers with strong credit profiles, low leverage and
substantial liquid reserves.  Third-party, loan-level due
diligence was conducted on 100% of the pool with no material
findings, indicating strong underwriting controls.

Small Loan Count: The total loan count in this pool is 285 loans.
RMBS pools with a small number of loans carry the risk that
portfolio performance may be adversely impacted by a few assets
that may underperform relative to the statistically derived
assumptions underlying their ratings.  To reduce potential ratings
volatility arising from this risk later in the transaction's life,
Fitch applied a penalty of approximately 1.09x to the pool's
lifetime default expectations.  The subordination floor also
mitigates this risk.

Extraordinary Trust Expense Adjustment: For this transaction, the
extraordinary trust expenses will be deducted from available funds
as opposed to the pool's net weighted average coupon (WAC).
Because collections and credit loss protection otherwise
distributable as interest and principal to the certificateholders
may be used to pay for such expenses, Fitch adjusted the credit
enhancement (CE) upwards by 25 basis points (bps) for the class A
bonds, 20bps for class B-1, 15bps for class B2, and 10bps for
classes B-3 and B-4.

Market Value Decline Sensitivity: Fitch considered further market
value decline (MVD) sensitivities, in addition to those generated
by its sustainable home price (SHP) model.  These scenarios
aligned Fitch's 'Asf' sustainable MVD (sMVD) assumptions with
peak-to-trough MVDs experienced during the housing crisis through
2009.  The sensitivity analysis, which was factored into Fitch's
loss expectations, resulted in applying an sMVD of 18% down from
22%.

RATING SENSITIVITIES

In its analysis, Fitch considered additional sMVD stress
assumptions to those generated by the SHP model.  These
supplementary scenarios reflected base case sMVDs that aligned
Fitch's 'Asf' sMVD stress assumptions with peak-to-trough MVDs
experienced during the housing crisis through 2009.  This is
consistent with Fitch's view as described in its U.S. RMBS Loan
Loss Model Criteria, which associates the recent national housing
recession and related performance observations with an 'Asf'
stress.  The result of this sensitivity analysis was included in
the consideration of the loss expectations for this transaction.
The sensitivity analysis resulted in decrease in the base sMVD
from 22.1% to 17.8%.

Fitch's analysis incorporates sensitivity analyses to demonstrate
how the ratings would react to steeper MVDs than assumed at both
the metropolitan statistical area (MSA) and national levels.  The
implied rating sensitivities are only an indication of some of the
potential outcomes and do not consider other risk factors that the
transaction may become exposed to or be considered in the
surveillance of the transaction.

Fitch conducted sensitivity analysis determining how the ratings
would react to steeper MVDs at the national level.  The analysis
assumes MVDs of 10%, 20%, and 30%, in addition to the model-
projected 22.1% for this pool.  The analysis indicates there is
some potential rating migration with higher MVDs, compared with
the model projection.

Fitch also conducted sensitivities to determine the stresses to
MVDs that would reduce a rating by one full category, to non-
investment grade, and to 'CCCsf'.


COMM 2006-FL12: Fitch Affirms 'BBsf' Rating on Class H Notes
------------------------------------------------------------
Fitch maintains five classes on Rating Watch Negative and affirms
seven classes of COMM Mortgage Trust, Series 2006-FL12 (COMM 2006-
FL12).

KEY RATING DRIVERS

The final remaining loan in the trust is the Atlantis (formerly
referred to as Kerzner International), which is primarily
comprised of a 3,000+ key resort and casino located in the
Bahamas.  At issuance the Atlantis (Kerzner) loan represented
23.7% of the transaction.  Given the increased concentration in
the Bahamas, the transaction's rating linkage to this sovereign is
significant.

Fitch's Criteria for Rating Securitizations in Emerging Markets
limit securitization ratings to a maximum of three to four notches
above a country's Issuer Default Rating (IDR) and country ceiling
depending upon the mitigants available to address potential
transfer and convertibility risk arising from capital controls
being imposed.  The transactions have certain mechanisms
available, including servicer advancing, which would allow for
continuation of transaction cash flows in the event of an
interruption of revenues from the Bahamas collateral owing to the
imposition of capital controls.  In addition, given the large draw
of American tourists that vacation at the Atlantis resort, a
considerable portion of revenues for the collateral is collected
outside of the Bahamas in U.S. dollars through credit card sales.
These factors support a rating level of up to four notches above
an investment-grade country ceiling; however, this would fall
short of a level of 'AAsf' or 'AAAsf', resulting in the Negative
Watch.

The Atlantis property is a diverse portfolio of real estate.  The
main collateral consists of: the 3,023-key Atlantis Resort and
casino, Paradise Island; 600-room all-suite hotel tower; 495-unit
condominium hotel; 40 acres of water attractions; 106-key One &
Only Ocean Club and 18-hole Ocean Club Golf Course; water
treatment and desalinization facility; 63-slip Marina at Atlantis
and associated retail at Marina Village.  As of year-end 2013 the
portfolio reported a net cash flow debt service coverage ratio of
5.76x, compared with 6.02x in 2012.  A recent value estimate
indicates the collective value of the collateral would result in
full repayment of the rated debt.  The loan, after an earlier
modification, was extended and the final maturity is in September
2014.

RATING SENSITIVITIES

Recent press indicates the Atlantis loan has been circled by a
consortium of issuers for the purpose of refinancing the existing
debt.  Fitch anticipates the refinance will be executed prior to
its maturity in September 2014; however, should the loan not make
significant progress towards take-out financing over the next few
months, downgrades between one to two rating categories are
expected.

Fitch maintains the following classes on Rating Watch Negative:

   -- $115.8 million class A-J 'AAAsf';
   -- $71.9 million class B 'AA+sf';
   -- $50.5 million class C 'AA+sf';
   -- $55.7 million class D 'AAsf';
   -- $41.4 million class E 'AA-sf'.

Fitch affirms the following classes and revises the Outlook as
indicated:

   -- $41.4 million class F at 'Asf'; Outlook Stable;
   -- $39.5 million class G at 'BBBsf'; Outlook to Stable from
      Negative;
   -- $24.6 million class H at 'BBsf'; Outlook to Stable from
      Negative;
   -- $19.3 million class J at 'Dsf'; RE 90%;
   -- $63.3 million class KR1 at 'BBB-sf'; Outlook Stable;
   -- $19.7 million class KR2 at 'BBsf' ; Outlook Stable;
   -- $55.8 million class KR3 at 'CCCsf'; RE 100%.


COMMERCIAL MORTGAGE 2013-CCRE8: DBRS Confirms B Rating on E Certs
-----------------------------------------------------------------
DBRS Inc. has confirmed the ratings of Commercial Mortgage Pass-
Through Certificates, Series 2013-CCRE8, as follows:

-- Class A-1 at AAA (sf)
-- Class A-2 at AAA (sf)
-- Class A-3 at AAA (sf)
-- Class A-4 at AAA (sf)
-- Class A-5 at AAA (sf)
-- Class X-A at AAA (sf)
-- Class A-SBFL at AAA (sf)
-- Class A-SBFX at AAA (sf)
-- Class X-B at AAA (sf)
-- Class X-C at AAA (sf)
-- Class A-M at AAA (sf)
-- Class B at AA (sf)
-- Class C at A (high) (sf)
-- Class D at BBB (sf)
-- Class E at BB (high) (sf)
-- Class F at B (high) (sf)

DBRS does not rate the first loss piece, Class G.  All trends are
Stable.  The Class A-SBFX certificates are exchangeable with the
Class A-SBFL certificates (and vice versa).

The rating confirmations reflect the overall stability of the
pool's performance since issuance in June 2013.  The collateral
consists of 59 fixed-rate loans secured by 94 commercial
properties.  As of the May 2014 Remittance Report, the transaction
has a balance of $1.37 billion, representative of collateral
reduction of 0.74% since issuance.  The transaction benefits from
loans secured by properties located within urban markets
representing 38.7% of the current pool balance, and loans secured
by properties located within tertiary and rural markets
representing only 16.9% of the current pool balance.  The pool is
concentrated in multiple respects, however, as the largest ten
loans represent 57.7% of the transaction and 60.0% of the pool is
secured by properties in New York, California and Florida.

As of the May 2014 reporting period, eight of the ten largest
loans are reporting YE2013 financials, which is considered strong
for the first year of a transaction.  These eight loans reported a
stable weighted-average debt service coverage ratio (DSCR) of 1.41
times (x).  There is one loan in special servicing and two loans
on the servicer's watchlist, representing 0.77% and 1.20% of the
current pool balance, respectively.  According to the master
servicer, the loans on the servicer's watchlist will be removed in
the next month as the performance of both loans has improved.

The Georgetown MHC Portfolio loan is secured by three adjacent
manufactured housing communities (MHCs) in Georgetown, Kentucky,
located ten miles north of Lexington.  The loan transferred to
special servicing due to payment default, with the March 2014 and
subsequent payments currently outstanding.  According to the
servicer, the property performance suffers from late-paying
tenants and a slight decrease in the occupancy rate to 94% as of
May 2014.  Additionally, the effects of the harsh winter,
including the freezing of several tenants' pipes, resulted in
several items of deferred maintenance.  The servicer is pursuing
foreclosure and CF Lane was installed as the receiver in late May.
Based in Atlanta, CF Lane specializes in operating multifamily
properties, including MHCs.  Its portfolio contains 3,000 MHC pads
in eastern Kentucky.  The property was reappraised in May 2014 at
$12.9 million ($25,700/pad), down from $16.2 million at issuance
($32,270/pad).  While this represents a value decrease from
issuance, the current appraised value remains greater than the
outstanding $10.5 million ($21,000/pad) loan balance.

At issuance, DBRS shadow-rated two loans, representing 19.2% of
the current pool balance, as investment grade.  DBRS has confirmed
that the performance of the loans remains consistent with
investment-grade loan characteristics.

The 375 Park Avenue loan is the largest loan in the transaction
(15.2% of the current pool balance) and is secured by a 38-story,
Class A, trophy office tower in Midtown Manhattan.  The subject is
designated as a New York City landmark and has an open plaza with
reflecting pools, landscaping and public art.  The tower interior
includes the original lobby with travertine floors and walls, a
mosaic tile ceiling and two bronze clad pillars, as well as the
Four Seasons Restaurant on the first floor.  Individual tenant
spaces include Class A finishes such as glass-paneled offices and
conference rooms and modern kitchens and reception areas.  Total
financing on the property totals $1.0 billion, including two pari
passu A-notes, a B-note and mezzanine debt.  The property is
currently 90% occupied by 57 tenants.  The largest tenant is Wells
Fargo Bank N.A. (Wells), which occupies 29% of the net rentable
area through February 2021.  Wells has the option to terminate its
lease in November 2015 with 16 months' notice; however, DBRS views
this is as unlikely, given that their current rental rate of $100
psf is well below the current market rental rate of $130 psf.  The
property as a whole reports a weighted-average rental rate between
$15 psf and $30 psf below current prevailing market rates,
estimated between $130 psf to $145 psf.  This presence of below-
market rents provides potential rental revenue gains for the
property in future years.  As of YE2013 reporting, the loan
reported a stable DSCR of 1.64x.


COMMERCIAL MORTGAGE 2014-1: DBRS Finalizes BB Rating on Cl E Certs
------------------------------------------------------------------
DBRS Inc. has finalized the provisional ratings on the following
Commercial Mortgage Pass-Through Certificates, Series 2014-1
issued by A10 Term Asset Financing 2014-1, LLC.  The trends are
Stable.

-- Class A-1 at AAA (sf)
-- Class A-2 at AAA (sf)
-- Class B at A (sf)
-- Class C at BBB (sf)
-- Class D at BBB (low) (sf)
-- Class E at BB (sf)
-- Class F at B (sf)

Class E and Class F are non-offered classes.

The collateral consists of 18 loans secured by commercial real
estate, all originated by A10 Capital, LLC (A10 Capital).  A10
Capital specializes in mini-perm loans, which typically have two-
to five-year terms and are used to finance properties until they
are fully stabilized.  The borrowers are often new equity sponsors
of fairly well-positioned assets within their respective markets.
A10 Capital's initial advance is the senior debt component
typically for the purchase of a real estate-owned acquisition or
discounted payoff.  Most loans are structured with three-year
terms and include built-in extensions at the lender's sole
discretion.

The pool was analyzed to determine the indicative ratings,
reflecting the probability of loan default within the term,
including the lender extension options, and its liquidity at
maturity.

The ratings assigned by DBRS contemplate timely payments of
distributable interest and, in the case of senior subordinate
notes other than the Class A-1 and A-2 Notes, ultimate recovery of
Deferred Collateralized Note Interest Amounts (inclusive of
interest payable thereon at the applicable rate, to the extent
permitted by law).  Accordingly, DBRS will assign its Interest in
Arrears designation to any class of Offered Notes (other than the
Class A Notes) during any Interest Accrual Period when such class
accrues Deferred Collateralized Note Interest Amounts.


CONCORD REAL 2006-1: Fitch Affirms CCC Ratings on 3 Note Classes
----------------------------------------------------------------
Fitch Ratings has upgraded one class and affirmed six classes of
Concord Real Estate CDO 2006-1, Ltd/LLC, reflecting Fitch's base
case loss expectation of 43.6%.  Fitch's performance expectation
incorporates prospective views regarding commercial real estate
market value and cash flow declines.

KEY RATING DRIVERS

Since last rating action, class A-1 has received pay down totaling
approximately $113 million primarily from the full and partial
payoff of eight assets as well as scheduled amortization.
Realized losses since last review were $4.2 million.  The CDO is
overcollateralized by approximately $48 million, as of the May
2014 trustee report.  Per the asset manager, a $20 million loan
was recently paid off in full.  The principal proceeds are
expected to be applied to pay down class A-1 at the next payment
date.

As of the May 2014 trustee report, and per Fitch categorization,
the CDO is substantially invested as follows: whole loans/A-notes
(15%), B-notes (43%), mezzanine debt (15%), CMBS (14%), CDOs (5%),
and cash (8%).  There are interests in approximately 19 different
assets contributed to the CDO.  The current percentage of
defaulted assets and assets of concern is 14.9% and 41.7%,
respectively.  The CDO is currently passing all of its par value
and interest coverage tests.

Under Fitch's methodology, approximately 60.3% of the portfolio is
modeled to default in the base case stress scenario, defined as
the 'B' stress.  Modeled recoveries are below average at 27.7%
reflecting the significant subordinate debt in the transaction.

The largest contributor to Fitch's base case loss expectation is a
B-note (13% of the total collateral) secured by two office towers
located in Farmers Branch, TX.  While the property is currently
100% leased to an investment grade tenant, the property is
considered overleveraged, and Fitch modeled a substantial loss on
this loan in its base case scenario.

The next largest contributor to Fitch's base case loss expectation
is a defaulted B-note (11.7% of the total collateral) secured by a
575-room full-service resort located in Tucson, AZ.  Since August
2010, the loan has been in maturity default and the special
servicer is pursuing foreclosure.  Fitch modeled a substantial
loss on this loan in its base case scenario.

This transaction was analyzed according to the 'Surveillance
Criteria for U.S. CREL CDOs and CMBS Large Loan Floating-Rate
Transactions', which applies stresses to property cash flows and
debt service coverage ratio tests to project future default levels
for the underlying portfolio.  Recoveries are based on stressed
cash flows and Fitch's long-term capitalization rates.  The
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 through C pass the cash flow model
at the ratings listed below.

The Positive and Stable Outlooks on classes A through C generally
reflect the senior positions in the capital structure and/or
cushion in the modeling.

The 'CCC' ratings for classes D through F are based on a
deterministic analysis that considers Fitch's base case loss
expectation for the pool and the current percentage of defaulted
assets and Fitch Assets of Concern, factoring in anticipated
recoveries relative to each class' credit enhancement.

RATING SENSITIVITIES

If the collateral continues to repay at or near par, classes may
be upgraded.  The junior classes are subject to further downgrade
should realized losses begin to increase.

WRP Management, LLC is the collateral asset manager for the
transaction.  The CDO's reinvestment period ended in December
2011.

Fitch upgrades the following:

   -- $20.3 million class A-1 to 'A' from 'BBBsf'; Outlook Stable;

Fitch affirms the following classes and revises Outlooks as
indicated:

   -- $23.3 million class A-2 at 'BBsf'; Outlook to Positive from
      Stable;
   -- $46.5 million class B at 'BBsf'; Outlook Stable;
   -- $10 million class C at 'Bsf'; Outlook Stable;
   -- $6 million class D at 'CCCsf' RE 100%;
   -- $8.1 million class E at 'CCCsf'; RE 100%;
   -- $22.4 million class F at 'CCCsf'; RE 70%.


CPS AUTO 2014-B: S&P Assigns 'BB' Rating on Class D Notes
---------------------------------------------------------
Standard & Poor's Ratings Services assigned its ratings to CPS
Auto Receivables Trust 2014-B's $202.5 million asset-backed notes.

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

The ratings reflect S&P's view of:

   -- The availability of approximately 44.8%, 36.4%, 30.2%,
      26.7%, and 24.9% of credit support for the class A, B, C, D,
      and E notes, respectively, based on stressed cash flow
      scenarios (including excess spread).  These credit support
      levels provide coverage of 2.80x, 2.30x, 1.75x, 1.50x, and
      1.17x its 14.8%-15.2% expected cumulative net loss range for
      the class A, B, C, D, and E notes, respectively.

   -- The expectation that, under a moderate stress scenario of
      1.75x S&P's expected net loss level, the rating on the class
      A notes will not decline by more than one rating category
      during the first year, and the ratings on class B through E
      notes will not decline by more than two rating categories
      during the first year, all else being equal, which is
      consistent with S&P's credit stability criteria.

   -- The rated notes' underlying credit enhancement in the form
      of subordination, overcollateralization, a reserve account,
      and excess spread for the class A, B, C, D, and E notes.

   -- The timely interest and principal payments made to the rated
      notes under S&P's stressed cash flow modeling scenarios,
      which S&P believes is appropriate for the assigned ratings.

   -- The transaction's payment and credit enhancement structure,
      which includes a noncurable performance trigger.

RATINGS ASSIGNED

CPS Auto Receivables Trust 2014-B

Class  Rating   Type         Interest  Amount   Final scheduled
                             rate     (mil. $)  payment date
A      AA- (sf) Senior       Fixed      141.24  Nov. 15, 2018
B      A (sf)   Subordinate  Fixed       26.83  May 15, 2020
C      BBB (sf) Subordinate  Fixed       18.73  May 15, 2020
D      BB (sf)  Subordinate  Fixed       10.13  May 15, 2020
E      B+ (sf)  Subordinate  Fixed        5.57  Aug. 16, 2021


CREDIT SUISSE 2002-CKP1: Moody's Hikes Rating on K-Z Certs to B3
----------------------------------------------------------------
Moody's Investors Service upgraded the ratings of one class and
affirmed the ratings of two classes of Credit Suisse First Boston
Commercial Mortgage Corp., Commercial Mortgage Pass-Through
Certificates, Series 2002-CKP1 as follows:

Cl. A-X, Affirmed Caa3 (sf); previously on Dec 5, 2013 Affirmed
Caa3 (sf)

Cl. K-Z, Upgraded to B3 (sf); previously on Dec 5, 2013 Affirmed
Caa2 (sf)

Cl. L, Affirmed C (sf); previously on Dec 5, 2013 Affirmed C (sf)

Ratings Rationale

The rating on the IO class was affirmed because the credit
performance (or the weighted average rating factor or WARF) of the
referenced classes are consistent with Moody's expectations.

The rating on P&I Class K-Z was upgraded due to increased credit
support from paydowns and amortization.

The rating on the P&I Class L was affirmed because the rating is
consistent with Moody's expected loss.

Moody's rating action reflects a base expected loss of 18.6% of
the current balance, compared to 12.9% at Moody's last review.
Moody's base expected loss plus realized losses is now 6.3% of the
original pooled balance, same as at Moody's last review.

Factors that would lead to an upgrade or downgrade of the rating:

The performance expectations for a given variable indicate Moody's
forward-looking view of the likely range of performance over the
medium term. Performance that falls outside the given range can
indicate that the collateral's credit quality is stronger or
weaker than Moody's had previously expected.

Factors that could lead to an upgrade of the ratings include a
significant amount of loan paydowns or amortization, an increase
in the pool's share of defeasance or an improvement in pool
performance.

Factors that could lead to a downgrade of the ratings include a
decline in the performance of the pool, loan concentration, an
increase in realized and expected losses from specially serviced
and troubled loans or interest shortfalls.

Methodology Underlying The Rating Action

The methodologies used in this rating were "Moody's Approach to
Rating U.S. CMBS Conduit Transactions" published in September
2000, and "Moody's Approach to Rating CMBS Large Loan/Single
Borrower Transactions" published in July 2000.

Description Of Models Used

Moody's review used the excel-based CMBS Conduit Model v 2.64,
which it uses 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 Moody's uses to
estimate Moody's value). Conduit model results at the B2 (sf)
level are based on a paydown analysis using the individual loan-
level Moody's LTV ratio. Moody's may consider other concentrations
and correlations in its analysis. Based on the model pooled credit
enhancement levels of Aa2 (sf) and B2 (sf), the required credit
enhancement on 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, Moody's merges the credit enhancement for loans with
investment-grade credit assessments with the conduit model credit
enhancement for an overall model result. Moody's incorporates
negative pooling (adding credit enhancement at the structured
credit assessment level) for loans with similar structured credit
assessments in the same transaction.

Moody's uses a variation of Herf to measure the diversity of loan
sizes, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including the risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 6, the same as at Moody's last review.

When the Herf falls below 20, Moody's uses the excel-based Large
Loan Model v 8.7 and then reconciles and weights the results from
the conduit and large loan 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. Moody's also further adjusts these
aggregated proceeds for any pooling benefits associated with loan
level diversity and other concentrations and correlations.

Deal Performance

As of the May 16, 2014 distribution date, the transaction's
aggregate certificate balance has decreased by 98% to $18.3
million from $1.0 billion at securitization. The certificates are
collateralized by nine mortgage loans ranging in size from 1% to
23% of the pool. No loans have investment-grade structured credit
assessments, and there are no defeased loans.

Two loans, constituting 25% of the pool, are on the master
servicer's watchlist. The watchlist includes loans that 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, the agency reviews
the watchlist to assess which loans have material issues that
could affect performance.

Thirty-seven loans have been liquidated from the pool, resulting
in an aggregate realized loss of $59.3 million (for an average
loss severity of 40%). Three loans, constituting 38% of the pool,
are currently in special servicing. The largest specially serviced
loan is the North Port Shopping Center Loan ($3.7 million -- 20.5%
of the pool), which is secured by a 67,000 square foot (SF) retail
property located in Port Washington, Wisconsin. The loan matured
in August 2011 and became real estate owned (REO) in August 2012.
The two largest tenants include Sanfilippo Bros. (70% of the NRA)
and Lakeshore Vet (7% of the NRA).

The remaining specially serviced loans are mix of multi-family and
mixed-use properties. Moody's estimates an aggregate $3.0 million
loss for the specially serviced loans (44% expected loss on
average).

Moody's received full or partial year 2013 operating results for
100% of the pool. Moody's weighted average conduit LTV is 78.3%,
compared to 78.5% at Moody's last review. Moody's conduit
component excludes loans with credit assessments, defeased and CTL
loans, and specially serviced and troubled loans. Moody's net cash
flow (NCF) reflects a weighted average haircut of 9.3% to the most
recently available net operating income (NOI). Moody's value
reflects a weighted average capitalization rate of 9.4%.

Moody's actual and stressed conduit DSCRs are 1.12X and 1.34X,
respectively, compared to 1.15X and 1.46X at the last review.
Moody's actual DSCR is based on Moody's NCF and the loan's actual
debt service. Moody's stressed DSCR is based on Moody's NCF and a
9.25% stress rate the agency applied to the loan balance.

The largest conduit loan is Chapel Ridge of Emporia Apartments
Loan ($4.2 million -- 23.1% of the pool), which is secured by a
128-unit multifamily building located in Emporia, Kansas. As of
March 2013, the property was approximately 90% leased, same as at
last review. Despite the stable occupancy, net operating income
for 2013 has declined slightly due to a decline in apartment rents
and higher operating expenses. Moody's LTV and stressed DSCR are
95% and 1.03X, respectively, compared to 96% and 1.01X at last
review.

The second largest loan is the Chapel Ridge Apartments at
Haysville Loan ($3.7 million -- 20.3% of the pool), which is
secured by a 128-unit multifamily property located in Haysville,
Kansas. As of March 2014, the property was 96% leased compared to
98% at last review. The property's performance is stable and the
loan is benefiting from amortization. Moody's LTV and stressed
DSCR are 70% and 1.40X, respectively, compared to 71% and 1.38X at
last review.

The third largest loan is the Barry Town Shopping Center Loan
($1.3 million -- 6.9% of the pool), which is secured by a 17,600
SF retail property in Kansas City, Missouri. The property has been
fully leased since 2010 by three tenants. The largest tenant is
Famous Footwear, which leases 57% of the NRA through October 2016.
Net operating income has been trending down since 2010 due to a
decline in base revenues and recoveries. However, this has been
offset by an increase in amortization. Moody's LTV and stressed
DSCR are 47% and 2.29X, respectively, compared to 48% and 2.24X at
last review.


CREDIT SUISSE 2005-11: Fitch Affirms BB Rating on Cl. 8-A-1 Secs.
-----------------------------------------------------------------
Fitch Ratings has resolved the Rating Watch Negative on one class
from Credit Suisse First Boston Mortgage Securities Corp. 2005-11:
-- Class 8-A-1 (Cusip: 2254W0PE9) affirmed at 'BBsf'; assigned
Outlook Stable.

Key Rating Drivers

This class was placed on Rating Watch Negative in January 2014 due
to the risk of a writedown before it fully paid off. Over the past
few months the performance has improved and a writedown is much
less likely.

Rating Sensitivities

Fitch analyzes each bond in a number of different scenarios to
determine the likelihood of full principal recovery and timely
interest. The scenario analysis incorporates various combinations
of the following stressed assumptions: mortgage loss, loss timing,
interest rates, prepayments, servicer advancing and loan
modifications.

The analysis includes rating stress scenarios from 'CCCsf' to
'AAAsf'. The 'CCCsf' scenario is intended to be the most likely
base-case scenario. Rating scenarios above 'CCCsf' are
increasingly more stressful and less likely outcomes. Although
many variables are adjusted in the stress scenarios, the primary
driver of the loss scenarios is the home price forecast
assumption. In the 'Bsf' scenario, Fitch assumes home prices
decline 10% below their long-term sustainable level. The home
price decline assumption is increased by 5% at each higher rating
category up to a 35% decline in the 'AAAsf' scenario.

Classes with a rating below 'CCCsf' are likely to default at some
point in the future. As default becomes more imminent, those
classes are expected to migrate towards 'Csf' and eventually
'Dsf'.

The ratings of bonds currently rated 'Bsf' or higher will be
sensitive to future mortgage borrower behavior, which historically
has been strongly correlated with home price movements. Despite
recent positive trends, Fitch currently expects home prices to
decline in some areas before reaching a sustainable level. While
Fitch's ratings reflect this home price view, the ratings of
outstanding classes may be subject to revision to the extent
actual home price and mortgage performance trends differ from
those currently projected by Fitch.


CSMC 2010-UD1: Moody's Affirms 'Ba1' Rating on Class B-B Certs
--------------------------------------------------------------
Moody's Investors Service has affirmed the ratings on the
following certificates issued by CSMC 2010-UD1 Trust:

Cl. A, Affirmed Aaa (sf); previously on Jun 26, 2013 Affirmed Aaa
(sf)

Cl. A-A, Affirmed Aaa (sf); previously on Jun 26, 2013 Affirmed
Aaa (sf)

Cl. A-B, Affirmed Aa1 (sf); previously on Jun 26, 2013 Affirmed
Aa1 (sf)

Cl. B, Affirmed Baa3 (sf); previously on Jun 26, 2013 Affirmed
Baa3 (sf)

Cl. B-A, Affirmed A2 (sf); previously on Jun 26, 2013 Affirmed A2
(sf)

Cl. B-B, Affirmed Ba1 (sf); previously on Jun 26, 2013 Affirmed
Ba1 (sf)

Ratings Rationale

Moody's has affirmed the ratings of six classes of certificates
because the key transaction metrics are commensurate with the
existing ratings. The rating actions are the result of Moody's on-
going surveillance of commercial real estate collateralized debt
obligation (CRE CDO and Re-REMIC) transactions.

CSMC 2010-UD1 is a static cash pooled Re-REMIC transaction backed
by a portfolio of eight senior-pay commercial mortgage backed
securities (CMBS) certificates from seven separate transactions
(100.0% of the pool balance). The CMBS collateral are from pools
securitized in 2007 (84.4%) and 2008 (15.6%). The five largest
CMBS exposures are CWCI 2007-C3 (31.2%), CSMC 2007-C3 (23.0%),
CMLT 2008-LS1 (11.3%), CSMC 2007-C4 (10.6%) and MSC 2007-IQ14
(10.6%). As of the May 19, 2014 trustee report, the aggregate
certificate balance of the transaction has decreased to $257.5
million from $275.9 million at issuance, with the paydown directed
to the most senior class of certificates as a result of regular
amortization of the collateral pool.

Class A-A and Class A-B are exchangeable certificates that can be
exchanged for Class A exchangeable certificates and vice-versa.
Class B-A and Class B-B are exchangeable certificates that can be
exchanged for Class B exchangeable certificates and vice-versa.

Moody's has identified the following as key indicators of the
expected loss in CRE CDO transactions: the weighted average rating
factor (WARF), the weighted average life (WAL), the weighted
average recovery rate (WARR), and Moody's asset correlation (MAC).
Moody's typically models these 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 updated its assessments for the collateral it does not
rate. The rating agency modeled a bottom-dollar WARF of 53,
compared to 45 at last review. The current ratings on the Moody's-
rated collateral and the assessments of the non-Moody's rated
collateral follow: Aaa-Aa3 and 65.4% compared to 71.0% at last
review; and A1-A3 and 34.6% compared to 29.0% at last review).

Moody's modeled a WAL of 2.8 years, compared to 3.8 years at last
review.

Moody's modeled a fixed WARR of 64.8%, compared to 64.1% at last
review.

Moody's modeled a MAC of 65.9%, compared to 68.9% at last review.

Methodology Underlying the Rating Action:

The principal methodology used in this rating was "Moody's
Approach to Rating SF CDOs" published in March 2014.


DENALI CAPITAL VI: S&P Affirms 'B+' Rating on Class B-2L Notes
--------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on two
classes of notes and affirmed its ratings on four classes of notes
from Denali Capital CLO VI Ltd., a U.S. collateralized loan
obligation transaction managed by Denali Capital LLC.  S&P also
removed its ratings on three classes of notes from CreditWatch,
where it placed them with positive implications on April 9, 2014.

The upgrades reflect post-reinvestment period principal
amortization paydowns to the class A-1 notes.  Since S&P raised
its ratings on five classes in August 2013, the class A-1L and A-
1LR notes paid down $72.5 million, which reduced the notes to 3.3%
of their original balances and increased credit support for the
subordinate notes.

According to the May 2014 trustee report, the transaction had
$3.08 million (2.9%) of assets from obligors in the 'CCC' rating
category, down from $10.78 million (4.6%) in July 2013.  S&P also
observed that defaulted assets have increased to 3.1%, up from
2.7% in July 2013.  The transaction's class A, B-1L, and B-2L
overcollateralization ratios have increased by approximately
43.1%, 16.4%, and 5.0%, respectively.

Although S&P's cash flow analysis indicated that it could raise
its ratings on the class B-2L notes to 'BB+ (sf)', its rating on
these notes is constrained at 'B+ (sf)' by S&P's application of
the top obligor test which measures concentration risk.

S&P affirmed 'AAA (sf)' ratings on the class A-1L, A-1LR, and A-2L
notes to reflect the availability of adequate credit support at
the current rating levels.

"Our review of this transaction included a cash flow analysis,
based on the portfolio and transaction as reflected in the May
2014 trustee report, to estimate future performance.  Our cash
flow scenarios applied forward-looking assumptions on the expected
timing and pattern of defaults and on recoveries upon default
under various interest rate and macroeconomic scenarios.  In
addition, we considered the transaction's ability to pay timely
interest and/or ultimate principal to each of the rated tranches.
The results of the cash flow analysis demonstrated, in our view,
that all of the rated outstanding classes have adequate credit
enhancement available at the rating levels associated with this
rating action," S&P said.

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

CASH FLOW RESULTS AND SENSITIVITY ANALYSIS

Denali Capital CLO VI Ltd.

                            Cash flow
       Previous             implied    Cash flow   Final
Class  rating               rating     cushion(i)  rating
A-1L   AAA (sf)             AAA (sf)   32.00%      AAA (sf)
A-1LR  AAA (sf)             AAA (sf)   32.00%      AAA (sf)
A-2L   AAA (sf)             AAA (sf)   32.00%      AAA (sf)
A-3L   AA+ (sf)/Watch Pos   AAA (sf)   14.08%      AAA (sf)
B-1L   BBB+ (sf)/Watch Pos  A+ (sf)    8.76%       A+ (sf)
B-2L   B+ (sf)/Watch Pos    BB+ (sf)   1.04%       B+ (sf)

(i) The cash flow cushion is the excess of the tranche break-even
    default rate above the scenario default rate at the cash flow
    implied rating for a given class of rated notes.

RECOVERY RATE AND CORRELATION SENSITIVITY

In addition to S&P's base-case analysis, it generated additional
scenarios in which it made negative adjustments of 10% to the
current collateral pool's recovery rate relative to each tranche's
weighted average recovery rate.  S&P also generated other
scenarios by adjusting the intra- and inter-industry correlations
to assess the current portfolio's sensitivity to different
correlation assumptions assuming the correlation scenarios
outlined below.

Correlation
Scenario        Within industry (%)  Between industries (%)
Below base case                15.0                     5.0
Base case                      20.0                     7.5
Above base case                25.0                    10.0

                  Recovery   Correlation  Correlation
       Cash flow  decrease   increase     decrease
       implied    implied    implied      implied    Final
Class  rating     rating     rating       rating     rating
A-1L   AAA (sf)   AAA (sf)   AAA (sf)     AAA (sf)   AAA (sf)
A-1LR  AAA (sf)   AAA (sf)   AAA (sf)     AAA (sf)   AAA (sf)
A-2L   AAA (sf)   AAA (sf)   AAA (sf)     AAA (sf)   AAA (sf)
A-3L   AAA (sf)   AAA (sf)   AAA (sf)     AAA (sf)   AAA (sf)
B-1L   A+ (sf)    A+ (sf)    AA (sf)      AA (sf)    A+ (sf)
B-2L   BB+ (sf)   B+ (sf)    BB (sf)      BB+ (sf)   B+ (sf)

DEFAULT BIASING SENSITIVITY

To assess whether the current portfolio has sufficient diversity,
S&P biased defaults on the assets in the current collateral pool
with the highest spread and lowest base-case recoveries.

                    Spread        Recovery
       Cash flow    compression   compression
       implied      implied       implied      Final
Class  rating       rating        rating       rating
A-1L   AAA (sf)     AAA (sf)      AAA (sf)     AAA (sf)
A-1LR  AAA (sf)     AAA (sf)      AAA (sf)     AAA (sf)
A-2L   AAA (sf)     AAA (sf)      AAA (sf)     AAA (sf)
A-3L   AAA (sf)     AAA (sf)      AAA (sf)     AAA (sf)
B-1L   A+ (sf)      A+ (sf)       A- (sf)      A+ (sf)
B-2L   BB+ (sf)     BB (sf)       B+ (sf)      B+ (sf)

RATING AND CREDITWATCH ACTIONS

Denali Capital CLO VI Ltd.

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

RATING AFFIRMATIONS

Denali Capital CLO VI Ltd.

Class             Rating
A-1L              AAA (sf)
A-1LR             AAA (sf)
A-2L              AAA (sf)


DLJ COMMERCIAL 1998-CF2: Fitch Cuts 'BB+' Rating on Cl. B-5 Certs
-----------------------------------------------------------------
Fitch Ratings has downgraded one distressed class and affirmed one
class of DLJ Commercial Mortgage Corporation's commercial mortgage
pass-through certificates, series 1998-CF2.

KEY RATING DRIVERS

The downgrade is due to a realized loss to class B-6 following the
liquidation of two specially serviced loans following Fitch's
previous rating action. The affirmation is due to the relatively
stable performance of the remaining pool.

As of the June 2014 distribution date, the pool's aggregate
principal balance has been reduced by 98.3% to $19 million from
$1.11 billion at issuance. There are 16 loans remaining in the
pool, three of which are defeased (29.8% of the pool), no loans
are in special servicing. Fitch has designated one a Fitch Loan of
Concern (19.4%).

The largest loan in the pool and Fitch loan of Concern (19.4%), is
collateralized by a 224 unit multifamily property located in
Savannah, GA. Per the March 2014 rent roll, the property was 87%
occupied, down from 90% at year-end 2013. Additionally, the
expenses for repairs and maintenance and payroll and benefit
expenses have increased.

RATING SENSITIVITY

The Rating Outlook for class B-5 remains negative as the deal is
highly concentrated. There are seven loans backed by single tenant
retail properties.

Fitch affirms the following class as indicated:

-- $16.6 million class B-5 at 'BB+sf', Outlook Negative.

Fitch downgrades the following class as indicated:

-- $2.1 million class B-6 to 'Dsf' from 'Csf'; RE 0%.

Classes A-1A through B-4 have been paid in full. Fitch did not
rate class C. Fitch previously withdrew the rating on class S.


DLJ COMMERCIAL 2000-CKP1: Fitch Affirms D Rating on Cl. B-5 Certs
-----------------------------------------------------------------
Fitch Ratings has affirmed four distressed classes of DLJ
Commercial Mortgage Corp (DLJ) commercial mortgage pass-through
certificates series 2000-CKP1.

KEY RATING DRIVERS

The affirmations reflect Fitch's high expected losses and the
concentrated nature of the pool with only five loans remaining.
Two of the three non-specially serviced loans (50.8%) have balloon
maturity dates in 2014 and 2015.  The remaining non-specially
serviced loan is a fully amortizing loan with projected maturity
date of October 2020.  Of the two specially serviced assets
(41.5%), one is in foreclosure and the other is real estate owned
(REO).

Fitch modeled losses of 30.9% of the remaining pool; expected
losses on the original pool balance total 5.9%, including $71.2
million (5.5% of the original pool balance) in realized losses to
date.

As of the May 2014 distribution date, the pool's aggregate
principal balance has been reduced by 98.7% to $16.7 million from
$1.29 billion at issuance.  No loans are defeased.  Interest
shortfalls are currently affecting classes B-5 through C.

The largest contributor to expected losses is secured by a 117,340
square foot (sf) industrial property in Wayne Township, NJ (17.4%
of the pool).  The loan was transferred to the special servicer in
July 2010 due to its pending maturity date of in August 2010.  The
special servicer has begun the foreclosure process and continues
to pursue its legal rights through litigation.  The property is
100% occupied at this time and the next court date is scheduled
for late June.

The next largest contributor to expected losses is a REO 106 unit
retirement community in Great Falls, MT (8%).  The loan
transferred to the special servicer in January 2008 due to the
borrower's failure to pay off the loan at maturity.  Motion for
summary judgment for foreclosure was granted in December 2012.
Occupancy was 51% as of April 2013.  The property is currently
being marketed for sale with a projected disposition scheduled for
July.

RATING SENSITIVITY

Class B-4 is expected to remain at 'Csf' due to high expected
losses, high concentration risk, and poor historical asset
performance.

Fitch affirms the following classes as indicated:

   -- $12.2 million class B-4 at 'Csf', RE 95%;
   -- $4.5 million class B-5 at 'Dsf', RE 0%;
   -- $0 million class B-6 at 'Dsf', RE 0%;
   -- $0 million class B-7 at 'Dsf', RE0%.

The class A-1A, A-1B, A-2, A-3, A-4, B-1, B-2, and B-3
certificates have paid in full. Fitch does not rate the class C
certificates.  Fitch previously withdrew the rating on the classes
B-8, B-9 and the interest-only class S certificates.


EQTY 2014-INNS: S&P Assigns 'BB-' Rating on Class E Notes
---------------------------------------------------------
Standard & Poor's Ratings Services assigned its ratings to EQTY
2014-INNS Mortgage Trust's $865 million commercial mortgage pass-
through certificates series 2014-INNS.

The certificate issuance is a commercial mortgage-backed
securities transaction backed by one two-year, floating-rate
commercial mortgage loan totaling $865.0 million, with three one-
year extension options, secured by the fee and leasehold interests
in 104 limited-service and extended-stay hotels and two full-
service hotels.

The ratings reflect S&P's view of the collateral's historic and
projected performance, the sponsors' and managers' experience, the
trustee-provided liquidity, the loan's terms, and the
transaction's structure.  S&P determined that the loan has
a beginning and ending loan-to-value ratio of 95.4%, based on
Standard & Poor's value.

RATINGS ASSIGNED

EQTY 2014-INNS Mortgage Trust

Class        Rating(i)              Amount ($)
A            AAA (sf)              271,878,000
X-CP         B- (sf)           425,701,000(ii)
X-EXT        B- (sf)           425,701,000(ii)
B            AA- (sf)              101,421,000
C            A- (sf)                66,000,000
D            BBB- (sf)             120,769,000
E            BB- (sf)              167,658,000
F            B- (sf)               137,274,000

(i) The issuer will issue the certificates to qualified
     institutional buyers in line with Rule 144A of the Securities
     Act of 1933.

(ii) Notional balance.  The notional amount of the class X-CP and
     X-EXT certificates will be reduced by the aggregate amount of
     principal distributions and realized losses allocated to the
     class D, E, and F certificates.


FLATIRON CLO 2014-1: Moody's Rates '(P)Ba3' Rating on Cl. D Notes
-----------------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following provisional ratings to notes to be issued by Flatiron
CLO 2014-1 Ltd.

  $256,000,000 Class A-1 Senior Secured Floating Rate Notes due
  2026 (the "Class A-1 Notes"), Assigned (P)Aaa (sf)

  $45,500,000 Class A-2 Senior Secured Floating Rate Notes due
  2026 (the "Class A-2 Notes"), Assigned (P)Aa2 (sf)

  $21,000,000 Class B Senior Secured Deferrable Floating Rate
  Notes due 2026 (the "Class B Notes"), Assigned (P)A2 (sf)

  $25,500,000 Class C Senior Secured Deferrable Floating Rate
  Notes due 2026 (the "Class C Notes"), Assigned (P)Baa3 (sf)

  $18,500,000 Class D Senior Secured Deferrable Floating Rate
  Notes due 2026 (the "Class D Notes"), Assigned (P)Ba3 (sf)

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 Class A-1 Notes, the Class A-2
Notes, the Class B Notes, the Class C Notes, and the Class D Notes
(collectively, the "Rated Notes") address the expected losses
posed to the holders of the Rated Notes. 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.

Flatiron CLO is a managed cash flow CLO. The issued notes will be
collateralized primarily by broadly syndicated first lien senior
secured corporate loans. At least 90.0% of the portfolio must be
invested in senior secured loans, cash and eligible investments
and up to 10.0% of the portfolio may consist of second lien loans
and unsecured loans. The underlying collateral pool is expected to
be approximately 70% ramped as of the closing date.

NYL Investors 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, purchases are permitted using principal proceeds from
unscheduled principal payments and proceeds from sales of credit
risk obligations, subject to certain restrictions.

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.

Moody's modeled the transaction using a cash-flow model based on
the Binomial Expansion Technique, as described in Section 2.3.2.1
of the "Moody's Global Approach to Rating Collateralized Loan
Obligations" rating methodology published in February 2014.

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

Par amount of $400,000,000

Diversity of 55

WARF of 2850

Weighted Average Spread of 3.55%

Weighted Average Coupon of 7.0%

Weighted Average Recovery Rate of 48.0%

Weighted Average Life of 8.25 years

Methodology Underlying the Rating Action

The principal methodology used in this rating was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
February 2014.


FREMF 2011-K703: Moody's Affirms 'Ba3' Rating on Class X-2 Certs
----------------------------------------------------------------
Moody's Investors Service has affirmed the ratings of five classes
in FREMF 2011-K703 Mortgage Trust, Multifamily Mortgage Pass-
Through Certificates, Series 2011-K703 as follows:

Cl. A-1, Affirmed Aaa (sf); previously on Sep 12, 2013 Affirmed
Aaa (sf)

Cl. A-2, Affirmed Aaa (sf); previously on Sep 12, 2013 Affirmed
Aaa (sf)

Cl. B, Affirmed A3 (sf); previously on Sep 12, 2013 Affirmed A3
(sf)

Cl. X-1, Affirmed Aaa (sf); previously on Sep 12, 2013 Affirmed
Aaa (sf)

Cl. X-2, Affirmed Ba3 (sf); previously on Sep 12, 2013 Affirmed
Ba3 (sf)

Ratings Rationale

The ratings on the three P&I classes were affirmed because the
transaction's key metrics, including Moody's loan-to-value (LTV)
ratio, Moody's stressed debt service coverage ratio (DSCR) and the
transaction's Herfindahl Index (Herf), are within acceptable
ranges.

The ratings on the two IO classes were affirmed based on the
credit quality of their referenced classes.

Moody's rating action reflects a base expected loss of 2.0% of the
current balance compared to 1.8% at Moody's prior review. Moody's
base expected loss plus realized losses is now 1.9% of the
original pooled balance compared to 1.7% at the prior review.

Factors that would lead to an upgrade or downgrade of the rating:

The performance expectations for a given variable indicate Moody's
forward-looking view of the likely range of performance over the
medium term. Performance that falls outside the given range may
indicate that the collateral's credit quality is stronger or
weaker than Moody's had previously anticipated. Factors that may
cause an upgrade of the ratings include significant loan paydowns
or amortization, an increase in the pool's share of defeasance or
overall improved pool performance. Factors that may cause a
downgrade of the ratings include a decline in the overall
performance of the pool, loan concentration, increased expected
losses from specially serviced and troubled loans or interest
shortfalls.

Methodology Underlying The Rating Action

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

Description of Models Used

Moody's review used the excel-based CMBS Conduit Model v 2.64,
which it uses 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 Moody's uses to
estimate Moody's value). Conduit model results at the B2 (sf)
level are based on a paydown analysis using the individual loan-
level Moody's LTV ratio. Moody's may consider other concentrations
and correlations in its analysis. Based on the model pooled credit
enhancement levels of Aa2 (sf) and B2 (sf), the required credit
enhancement on 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, Moody's merges the credit enhancement for loans with
investment-grade credit assessments with the conduit model credit
enhancement for an overall model result. Moody's incorporates
negative pooling (adding credit enhancement at the credit
assessment level) for loans with similar credit assessments in the
same transaction.

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

Deal Performance

As of the May 12, 2014 distribution date, the transaction's
aggregate certificate balance has decreased by 1.8% to $1.20
billion from $1.23 billion at securitization. The Certificates are
collateralized by 71 mortgage loans ranging in size from less than
1% to 6.9% of the pool, with the top ten loans (excluding
defeasance) representing 35% of the pool. Two loans, representing
1.6% of the pool have defeased and are secured by US Government
securities.

Six loans, representing 3% 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.

No loans have been liquidated from the pool and no loans are in
special servicing.

Moody's has assumed a high default probability for three poorly
performing loans representing 1% of the pool and has estimated an
aggregate $2.1 million loss (15% expected loss based on a 50%
probability of default) from these troubled loans.

Moody's received full-year 2012 operating results for 100% of the
pool and full or partial year 2013 operating results for 90% of
the pool. Moody's weighted average conduit LTV is 92% compared to
91% at Moody's last review. Moody's conduit component excludes
loans with credit assessments, defeased and CTL loans and
specially serviced and troubled loans. Moody's net cash flow (NCF)
reflects a weighted average haircut of 9.4% to the most recently
available net operating income (NOI). Moody's value reflects a
weighted average capitalization rate of 8.8%.

Moody's actual and stressed conduit DSCRs are 1.51X and 1.06X,
respectively, compared to 1.52X and 1.06X at the 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 15% of the pool
balance. The largest loan is The Pavilions Loan ($82.9 million --
6.9% of the pool), which is secured by a 932-unit multifamily
property located in Manchester, Connecticut. Improvements consist
of 34 garden-style apartment buildings, two leasing
office/clubhouse buildings, a recreation center building, four
maintenance buildings and 13 carport buildings. As of March 2014,
the property was 97% leased compared to 91% as of March 2013.
Moody's LTV and stressed DSCR are 102% and 0.93X, respectively,
compared to 107% and 0.89X at the last review.

The second largest loan is The Park at Arlington Ridge II Loan
($51.9 million -- 4.3% of the pool, which is secured by a 395-unit
multifamily property located in Arlington, Virginia, approximately
three miles south of the Washington, D.C. central business
district. The property was 92% leased as of December 2013 compared
to 97% as of March 2013. Moody's LTV and stressed DSCR are 89% and
1.00X, respectively, compared to 91% and 0.98X at the last review.

The third largest loan is the Casoleil Apartments Loan ($48.2
million -- 4% of the pool), which is secured by a 346-unit
multifamily property located in San Diego, California. The
property was approximately 95% leased as of year-end 2013 compared
to 96% as of June 2013. Moody's LTV and stressed DSCR are 100% and
0.92X, respectively, compared to 104% and 0.89X at the last
review.


GMAC COMMERCIAL 1998-C1: Moody's Cuts Rating on Cl. X Certs to C
----------------------------------------------------------------
Moody's Investors Service has downgraded the rating of one
interest-only class of GMAC Commercial Mortgage Securities, Inc.,
Mortgage Pass-Through Certificates, Series 1998-C1 as follows:

Cl. X, Downgraded to C (sf); previously on Aug 15, 2013 Affirmed
Caa3 (sf)

Ratings Rationale

The rating on the IO Class, Class X, was downgraded due the bond
not receiving any scheduled interest payments. The IO class is the
only outstanding Moody's rated class in this transaction.

Moody's base expected loss plus realized losses is now 10.0% of
the original pooled balance, compared to 8.6% at the last review.

Factors that would lead to an upgrade or downgrade of the rating:

The rating of an IO class is based on the credit performance of
its referenced classes. An IO class may be upgraded based on a
lower weighted average rating factor or WARF due to an overall
improvement in the credit quality of its reference classes. An IO
class may be downgraded based on a higher WARF due to a decline in
the credit quality of its reference classes, paydowns of higher
quality reference classes or non-payment of interest. Classes that
have paid off through loan paydowns or amortization are not
included in the WARF calculation. Classes that have experienced
losses are grossed up for losses and included in the WARF
calculation, even if Moody's has withdrawn the rating.

Methodology Underlying The Rating Action

The principal methodology used in this rating was "Moody's
Approach to Rating CMBS Large Loan/Single Borrower Transactions"
published in July 2000.

Loss and Cash Flow Analysis:

Moody's analysis incorporated a loss and recovery approach in
rating the P&I classes in this deal since 93% of the pool is in
special servicing and performing conduit loans only represent 7%
of the pool. In this approach, Moody's determines a probability of
default for each specially serviced loan that it expects will
generate a loss and estimates a loss given default based on a
review of broker's opinions of value (if available), other
information from the special servicer, available market data and
Moody's internal data. The loss given default for each loan also
takes into consideration repayment of servicer advances to date,
estimated future advances and closing costs. Translating the
probability of default and loss given default into an expected
loss estimate, Moody's then applies the aggregate loss from
specially serviced loans to the most junior class(es) and the
recovery as a pay down of principal to the most senior class(es).

Description Of Models Used

Moody's review used the excel-based CMBS Conduit Model v 2.64,
which it uses 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 Moody's uses to
estimate Moody's value). Conduit model results at the B2 (sf)
level are based on a paydown analysis using the individual loan-
level Moody's LTV ratio. Moody's may consider other concentrations
and correlations in its analysis. Based on the model pooled credit
enhancement levels of Aa2 (sf) and B2 (sf), the required credit
enhancement on 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, Moody's merges the credit enhancement for loans with
investment-grade structured credit assessments with the conduit
model credit enhancement for an overall model result. Moody's
incorporates negative pooling (adding credit enhancement at the
structured credit assessment level) for loans with similar
structured credit assessments in the same transaction.

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

When the Herf falls below 20, Moody's uses the excel-based Large
Loan Model v 8.7 and then reconciles and weights the results from
the conduit and large loan 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. Moody's also further adjusts these
aggregated proceeds for any pooling benefits associated with loan
level diversity and other concentrations and correlations.

Deal Performance

As of the May 15, 2014 distribution date, the transaction's
aggregate certificate balance has decreased by 92% to $120.8
million from $1.44 billion at securitization. The certificates are
collateralized by two mortgage loans. There are no defeased loans
or loans that have investment-grade structured credit assessments.

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

Fourteen loans have been liquidated from the pool, resulting in an
aggregate realized loss of $12.0 million (for an average loss
severity of 14%). One loan, constituting 93% of the pool, is
currently in special servicing. The Senior Living Properties (SLP)
Portfolio Loan ($112.0 million -- 92.8% of the pool), which is
secured by a portfolio of 42 skilled nursing facilities located
throughout Texas. The loan was transferred to the special
servicing in October 2001 due to a decline in performance
resulting from changes in Medicare and Medicaid reimbursement
rates. Although the portfolio's net cash flow has been
insufficient to cover operating expenses and debt service payments
for years, the deficit was covered during the original loan term
by an insurance surety bond issued by ZC Specialty Insurance
Company (ZC). The loan matured on February 1, 2008 and the
remaining balance of the surety bond, approximately $70.0 million,
was applied to reduce the outstanding balance of the loan. The
portfolio originally consisted of 74 properties, but 31 were
liquidated in 2005 and 2006 and one additional property was
released in 2012. The special servicer entered into a modification
with the borrower which converted the loan to interest only
payments and extended the maturity date to August 2013. The
servicer has deemed this loan non-recoverable. Moody's expects a
significant loss from this loan.

The sole performing loan is the Nickelodeon Studio Center Loan
($8.7 million -- 7.2% of the pool), which is secured by a 72,000
square foot office building located in the Burbank submarket of
Los Angeles, California. The property is 100% leased to Viacom
Inc. through January 2018. Moody's valuation of this loan is based
on a dark/lit analysis. Moody's LTV and stressed DSCR are 64% and
1.69X, respectively, compared to 70% and 1.54X at last review.
Moody's stressed DSCR is based on Moody's NCF and a 9.25% stressed
rate applied to the loan balance.


GRACE MORTGAGE 2014-GRCE: Fitch Rates Class G Certificates 'Bsf'
----------------------------------------------------------------
Fitch Ratings has assigned the following ratings and Rating
Outlooks to the GRACE 2014-GRCE Mortgage Trust commercial mortgage
pass-through certificates:

-- $520,598,000 class A 'AAAsf'; Outlook Stable;
-- $594,676,000* class X-A 'AA-sf'; Outlook Stable;
-- $74,078,000 class B 'AA-sf'; Outlook Stable;
-- $51,324,000 class C 'A-sf'; Outlook Stable;
-- $18,000,000 class D 'A-sf'; Outlook Stable;
-- $96,000,000 class E 'BBB-sf'; Outlook Stable;
-- $115,000,000 class F 'BB-sf'; Outlook Stable;
-- $25,000,000 class G 'Bsf'; Outlook Stable.

* Interest-only class X-A is equal to the notional balance of
   class A and class B.

The certificates represent the beneficial ownership in the issuing
entity, the primary asset of which is one loan having an aggregate
principal balance of approximately $900 million as of the cutoff
date and secured by the fee interest in the Grace Building, a 1.5
million sf office building located in the Grand Central submarket
of Manhattan. As of March 2014 the property was 91.2% leased by 41
tenants, with major tenants including HBO (20.7% of NRA), Cooley
LP (6.8%), Bain & Company (6.1%), Interpublic Group (6.1%) and
Tahari ASL (3.9%). The loan was originated by German American
Capital Corporation, Bank of America, National Association, and
JPMorgan Chase Bank, National Association. Prior to closing, the
special servicer was changed from Situs, LLC to Talmage, LLC
(rated CLLSS3+ by Fitch).

KEY RATING DRIVERS

Trophy Office Collateral in Prime Manhattan Location: The Grace
Building is a well-known class A office tower with iconic design
located on Bryant Park, an excellent Manhattan location.

Credit Tenancy: As of March 2014, the property was 91.2% leased by
41 tenants, with six investment-grade rated tenants accounting for
approximately 30.8% of the NRA, including Home Box Office (HBO;
guaranteed by Time Warner Inc., rated 'BBB+' by Fitch) and
Interpublic Group of Companies (rated 'BBB' by Fitch).

Increased Probability that HBO Will Vacate in 2018: Based on
information provided at issuance, Fitch considers there an
increased probability that HBO (20.7% of the NRA) will vacate
their space when their lease expires in December 2018 as part of
Time Warner moving to Hudson Yards.

Tenant Concentration and Rollover Risk: During the seven-year loan
term 63.4% of the leased NRA rolls.

Leasing Momentum: Over the past year, the property manager has
leased approximately 176,000 sf of new, expansion and renewal
space with an average lease term of 10 years at an average gross
rent of over $91 psf.

Institutional Sponsorship: The Grace Building is 49.9% owned by an
affiliate of Trizec Properties, Inc. (controlled by a partnership
of Brookfield Office Properties Inc.) and 50% owned by an
affiliate of The Swig Company, LLC, who originally developed the
property in 1971. The sponsors recently completed $34.5 million in
renovations over the past four years including plaza renovations
and modernization of the lobby and entrances. The sponsor expects
to be able to continue to drive rents upward upon lease
expirations.

Rating Sensitivities

Fitch found that the property could withstand a 71.1% decline in
value and an approximate 50% decrease in the issuer's net cash
flow prior to experiencing $1 of loss to any 'AAAsf' rated class.

Fitch performed several stress scenarios in which the Fitch NCF
was stressed. Fitch determined that a 53.9% reduction in Fitch's
NCF would cause the notes to break even at a 1.0x DSCR, based on
the actual debt service.

Fitch evaluated the sensitivity of the ratings for class A (rated
'AAAsf') and found that a 8% decline in Fitch NCF would result in
a one category downgrade, while a 32% decline would result in a
downgrade to below investment grade.


GRAMERCY REAL 2005-1: Fitch Lowers Rating on Cl. F Notes to 'CCC'
-----------------------------------------------------------------
Fitch Ratings has upgraded two classes, downgraded one and
affirmed eight classes of Gramercy Real Estate CDO 2005-1,
Ltd./LLC, reflecting Fitch's base case loss expectation of 42.7%.
Fitch's performance expectation incorporates prospective views
regarding commercial real estate market value and cash flow
declines.

KEY RATING DRIVERS

Since the last rating action, five assets are no longer in the
pool; four positions paid in full while one took a large loss
totaling approximately $30 million.  Total pay down to class A-1
from loan payoffs, scheduled amortization, diverted interest, and
asset sales since last review was $90.1 million.  Principal
proceeds of $25 million are currently held by the CDO and are
expected to be applied to pay down the senior class at the next
payment date.  The CDO is currently undercollateralized by
approximately $60 million.  As of the May 2014 trustee report, the
CDO is failing two over-collateralization tests resulting in the
diversion of interest payments from classes F and below.

The portfolio has become increasingly concentrated.  Commercial
real estate loans (CREL) comprise the majority of the collateral.
Approximately 18% of the total collateral consists of whole loans
or A-notes, while 21% are real estate owned (REO) assets, 12% are
B-notes or rake bonds, and 7% mezzanine debt.  CMBS represent 36%
of the collateral.  Since last review, the average Fitch derived
rating for the underlying CMBS collateral declined to 'B/B-' from
'B+/B'.  The combined percentage of defaulted loans and assets of
concern is in line with last review at 49%.

Under Fitch's methodology, approximately 68.8% of the portfolio is
modeled to default in the base case stress scenario, defined as
the 'B' stress.  Modeled Recoveries are 38%.

The largest component of Fitch's base case loss expectation is REO
land for development (13.8% of the portfolio) located within the
Coyote Valley of southern San Jose, CA.  The original business
plan was to market the 279 developable acres for lot sales;
however, to date, no sales have occurred.  The loan matured in
July 2012 and the lender took title via a deed in lieu of
foreclosure.  Fitch modeled a substantial loss on this property in
its base case scenario.

The next largest component of Fitch's base case loss expectation
is the modeled losses on the CMBS bond collateral (36.1% of the
pool).

The third largest component of Fitch's base case loss expectation
is a defaulted junior mezzanine loan (6.9%) secured by ownership
interests in a multifamily property located in New York, NY.  The
property contains over 11,000 residential units and approximately
120,000 square feet of office and retail space.  Fitch modeled no
recovery on this highly leveraged mezzanine position.

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 Rating Criteria for Structured Finance CDOs'.
The breakeven rates for classes A-1 through E pass the cash flow
model at the ratings listed below.

The Stable Outlooks on classes A-1 through D generally reflect the
classes' senior position in the capital structure and/or cushion
in the modeling.

The 'CCC' ratings for classes F through K are based on a
deterministic analysis that considers Fitch's base case loss
expectation for the pool and the current percentage of defaulted
assets and Fitch assets of concern factoring in anticipated
recoveries relative to each classes credit enhancement.

RATING SENSITIVITIES

If the collateral continues to repay at or near par, classes may
be upgraded.  The junior classes are subject to further downgrade
should realized losses begin to increase.

Gramercy 2005-1 is a commercial real estate (CRE) CDO managed by
CWCapital Investments LLC, which became the successor collateral
manager in March 2013.

In December 2011, $6.1 million of notes were surrendered to the
trustee for cancellation, including partial amounts of classes E,
F, G and H.

Fitch upgrades the following classes as indicated:

   -- $77.6 million class A-1 to 'A' from 'BBBsf'; Outlook Stable;
   -- $57 million class A-2 to 'BBB' from 'BBsf'; Outlook Stable.

Fitch affirms the following classes as indicated:

   -- $102.5 million class B at 'BBsf'; Outlook Stable;
   -- $47 million class C at 'Bsf'; Outlook Stable;
   -- $12.5 million class D at 'Bsf'; Outlook Stable;
   -- $14.9 million class E at 'Bsf'; Outlook Negative;
   -- $16.1 million class G at 'CCCsf'; RE 0%;
   -- $28.3 million class H at 'CCsf'; RE 0%;
   -- $53.5 million class J at 'Csf'; RE 0%;
   -- $40.1 million class K at 'Csf'; RE 0%.

Fitch downgrades the following classes as indicated:

   -- $ 15.6 million class F to 'CCCsf from 'Bsf'; RE 25%.


GS MORTGAGE 2011-GC5: Moody's Affirms B2 Rating on Cl. F Certs
--------------------------------------------------------------
Moody's Investors Service has affirmed the ratings of 12 classes
of GS Mortgage Securities Trust 2011-GC5, Commercial Mortgage
Pass-Through Certificates, Series 2011-GC5 as follows:

Cl. A-1, Affirmed Aaa (sf); previously on Aug 15, 2013 Affirmed
Aaa (sf)

Cl. A-2, Affirmed Aaa (sf); previously on Aug 15, 2013 Affirmed
Aaa (sf)

Cl. A-3, Affirmed Aaa (sf); previously on Aug 15, 2013 Affirmed
Aaa (sf)

Cl. A-4, Affirmed Aaa (sf); previously on Aug 15, 2013 Affirmed
Aaa (sf)

Cl. A-S, Affirmed Aaa (sf); previously on Aug 15, 2013 Affirmed
Aaa (sf)

Cl. B, Affirmed Aa3 (sf); previously on Aug 15, 2013 Affirmed Aa3
(sf)

Cl. C, Affirmed A3 (sf); previously on Aug 15, 2013 Affirmed A3
(sf)

Cl. D, Affirmed Baa3 (sf); previously on Aug 15, 2013 Affirmed
Baa3 (sf)

Cl. E, Affirmed Ba3 (sf); previously on Aug 15, 2013 Affirmed Ba3
(sf)

Cl. F, Affirmed B2 (sf); previously on Aug 15, 2013 Affirmed B2
(sf)

Cl. X-A, Affirmed Aaa (sf); previously on Aug 15, 2013 Affirmed
Aaa (sf)

Cl. X-B, Affirmed Ba3 (sf); previously on Aug 15, 2013 Affirmed
Ba3 (sf)

Ratings Rationale

The ratings on the ten P&I Classes were affirmed because the
transaction's key metrics, including Moody's loan-to-value (LTV)
ratio, Moody's stressed debt service coverage ratio (DSCR) and the
transaction's Herfindahl Index (Herf), are within acceptable
ranges. The ratings on the IO Classes, Classes X-A and X-B, were
affirmed based on the credit performance of their referenced
classes.

Moody's rating action reflects a base expected loss of 2.7% of the
current balance, compared to 2.8% at Moody's last review. Moody's
base expected loss plus realized losses is now 2.7% of the
original pooled balance, compared to 2.7% at the last review.

Factors that would lead to an upgrade or downgrade of the rating:

The performance expectations for a given variable indicate Moody's
forward-looking view of the likely range of performance over the
medium term. Performance that falls outside the given range can
indicate that the collateral's credit quality is stronger or
weaker than Moody's had previously expected.

Factors that could lead to an upgrade of the ratings include a
significant amount of loan paydowns or amortization, an increase
in the pool's share of defeasance or an improvement in pool
performance.

Factors that could lead to a downgrade of the ratings include a
decline in the performance of the pool, loan concentration, an
increase in realized and expected losses from specially serviced
and troubled loans or interest shortfalls.

Methodology Underlying The Rating Action

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

Description of Models Used

Moody's review used the excel-based CMBS Conduit Model v 2.64,
which it uses 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 Moody's uses to
estimate Moody's value). Conduit model results at the B2 (sf)
level are based on a paydown analysis using the individual loan-
level Moody's LTV ratio. Moody's may consider other concentrations
and correlations in its analysis. Based on the model pooled credit
enhancement levels of Aa2 (sf) and B2 (sf), the required credit
enhancement on 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, Moody's merges the credit enhancement for loans with
investment-grade structured credit assessments with the conduit
model credit enhancement for an overall model result. Moody's
incorporates negative pooling (adding credit enhancement at the
structured credit assessment level) for loans with similar
structured credit assessments in the same transaction.

Moody's uses a variation of Herf to measure the diversity of loan
sizes, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including the risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 22, compared to 23 at Moody's last review.

Deal Performance

As of the May 12, 2014 distribution date, the transaction's
aggregate certificate balance has decreased by 3% to $1.69 billion
from $1.75 billion at securitization. The certificates are
collateralized by 74 mortgage loans ranging in size from less than
1% to 11% of the pool, with the top ten loans constituting 54% of
the pool. Three loans, constituting 5% of the pool, have
investment-grade structured credit assessments. Two loans,
constituting 2% of the pool, have defeased and are secured by US
government securities.

Six loans, constituting 3% of the pool, are on the master
servicer's watchlist. The watchlist includes loans that 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, the agency reviews
the watchlist to assess which loans have material issues that
could affect performance.

There are no loans that have been liquidated from the pool.
Currently one loan, The Hills Loan ($14.9 million -- 0.9% of the
pool), is in special servicing. The loan is secured by a complex
of office/flex buildings located in North Richland Hills, Texas,
transferring to special servicing on April 2013 due to imminent
default. The subjects largest tenant, ATI Enterprises (44% of the
GLA), defaulted and vacated the site without notice in February of
2013 and the borrower has filed a lawsuit against ATI. Effective
July 2, 2013, the Trust SPE took title to the property through a
non-judicial foreclosure. The Trust SPE was the successful bidder
with a credit bid of $7.5 million.

Moody's has assumed a high default probability for one poorly
performing loan, constituting less than 1% of the pool, and has
estimated an aggregate loss of $1.3 million (a 15% expected loss)
from this troubled loan.

Moody's received full year 2012 operating results for 100% of the
pool, and full or partial year 2013 operating results for 78%.
Moody's weighted average conduit LTV is 83%, compared to 88% at
Moody's last review. Moody's conduit component excludes loans with
credit assessments, defeased and CTL loans, and specially serviced
and troubled loans. Moody's net cash flow (NCF) reflects a
weighted average haircut of 11% to the most recently available net
operating income (NOI). Moody's value reflects a weighted average
capitalization rate of 9.3%.

Moody's actual and stressed conduit DSCRs are 1.69X and 1.23X,
respectively, compared to 1.62X and 1.16X at the last review.
Moody's actual DSCR is based on Moody's NCF and the loan's actual
debt service. Moody's stressed DSCR is based on Moody's NCF and a
9.25% stress rate the agency applied to the loan balance.

The largest loan with a structured credit assessment is the Museum
Square Loan ($58.4 million -- 3.4% of the pool), which is secured
by a 553,000 square foot (SF) class B+ office located in the
Miracle Mile submarket of Los Angeles, California. The property
was 89% leased as of March 2014, the same at last review. The
property's average occupancy over the past five years is 89%.
Moody's structured credit assessment and stressed DSCR are
baa1(sca.pd) and 1.75X, respectively, compared to baa1(sca.pd) and
1.70X at last review.

The other two loans with structured credit assessments, the ARCT
Wal-Mart & Sam's Portfolio Loan and the Alhambra Renaissance
Center Loan, each represent less than 1% of the pool. ARCT Wal-
Mart & Sam's Portfolio Loan has a structured credit assessment of
baa3(sca.pd), the same as at last review. Alhambra Renaissance
Center Loan has a structured credit assessment of baa2(sca.pd)
compared to baa3(sca.pd) at last review.

The top three conduit loans represent 29% of the pool balance. The
largest conduit loan is the Park Place Mall Loan ($191.5 million -
- 11.3% of the pool), which is secured by the borrower's interest
in a 1.06 million SF dominant super-regional mall in Tucson,
Arizona. Sears, Dillard's and Macy's anchor the mall and own their
own spaces. The largest collateral tenant is an 18-screen movie
theatre. As of December 2013, total mall and in-line occupancy
were 98% and 96%, respectively, compared to 97% and 96% in March
2013. In-line sales for the trailing twelve months (TTM) ending
December 2013 were $448 PSF compared to $457 PSF for TTM December
2012. Moody's LTV and stressed DSCR are 88% and 1.05X,
respectively, compared to 93% and 0.99X at last review.

The second largest conduit loan is the 1551 Broadway Loan ($180.0
million -- 10.6% of the pool), which is secured by a 26,000 SF
single tenant retail property and a 15,000 SF LED sign located in
the Bow Tie area of Manhattan's Times Square district. The
property and LED sign are leased to AE Outfitters, Inc. a fully
owned subsidiary of American Eagle Outfitters, Inc. through
February 2024. Year-end NOI increased due to an increase in base
rents, increasing 3% annually in March. Moody's LTV and stressed
DSCR are 87% and 0.96X compared to 88% and 0.96X at last review.

The third largest conduit loan is the Copper Beech Portfolio Loan
($115.3 million -- 6.8% of the pool), which is secured by four
cross-defaulted and cross-collateralized student housing complexes
in Virginia, West Virginia, Texas and Pennsylvania. The collateral
consists of 3,052 beds in 1,063 units (2.87 beds per unit on
average). The average monthly rent is $1,362 per unit or $475 per
bed. Moody's LTV and stressed DSCR are 85% and 1.11X compared to
86% and 1.10X at last review.


GS MORTGAGE 2013-GC13: Fitch Affirms 'BB' Rating on Class E Notes
-----------------------------------------------------------------
Fitch Ratings has affirmed 15 classes of GS Mortgage Securities
Trust 2013-GC13 commercial mortgage pass-through certificates,
series 2013-GC13.

KEY RATING DRIVERS

The affirmations are based on stable performance of the underlying
collateral pool since issuance.  As of the June 2014 distribution
date, the pool's aggregate principal balance has been reduced by
0.7% to $1.324 billion from $1.334 billion at issuance.  There
have been no delinquent or specially serviced loans since
issuance, and there are no loans on the master servcier's
watchlist.

The largest loan in the pool (11.3%) is the 11 West 42nd Street
loan; a 943,701 square foot (sf), 32-story office tower located in
midtown New York, NY.  The property was originally built in 1927
and renovated in 1978.  Major tenants include CIT Group, Inc. (16%
net rentable area [NRA], expires October 2021), NYU (11.9% NRA,
expires September 2021), Estee Lauder Companies Inc. (11.9% NRA,
expires March 2025) and WellPoint Holding Corp (11.2%, expires
December 2015).  Occupancy has improved to 100% with net operating
income (NOI) debt service coverage ratio (DSCR) at 2.36x as of
December 2013.

The second largest loan in the pool (11.1%) is the Mall St.
Matthews loan; a 1,020,376 sf regional mall located in Louisville,
KY.  Anchors Dillard's (expires December 2045) and Dillard's Men's
& Home (expires December 2045) are not part of the collateral
while JCPenney (expires August 2017) and Forever 21 (expires
February 2026) are.  Total collateral is 670,376 sf.  The property
was originally built in 1962 but most recently renovated in 2013.
Occupancy was 95.9% as of December 2013, which is in-line with
performance at issuance.  NOI DSCR was 2.10x as of December 2013.

The third largest loan in the pool (7.9%) is the Crossroads Center
loan; an 895,488 sf regional mall located in St. Cloud, Minnesota.
The property is anchored by Target (not part of the collateral),
JCPenney, Sears, Macy's and Scheels.  The property was originally
built in 1964 and most recently renovated in 2004.  Occupancy was
96.3% as of December 2013, which is in-line with performance at
issuance.  NOI DSCR was 2.10x as of December 2013.

RATING SENSITIVITY

Rating Outlooks remain Stable.  Due to the recent issuance of the
transaction and stable performance, Fitch does not foresee
positive or negative ratings migration until a material economic
or asset level event changes the transaction's overall portfolio-
level metrics.

Fitch affirms the following classes:

   -- $57.3 million class A-1 at 'AAAsf', Outlook Stable;
   -- $72.7 million class A-2 at 'AAAsf', Outlook Stable;
   -- $149.7 million class A-3 at 'AAAsf', Outlook Stable;
   -- $135 million class A-4 at 'AAAsf', Outlook Stable;
   -- $420.3 million class A-5 at 'AAAsf', Outlook Stable;
   -- $89.2 million class A-AB at 'AAAsf', Outlook Stable;
   -- $98.4 million** class A-S at 'AAAsf', Outlook Stable;
   -- $88.4 million** class B at 'AA-sf', Outlook Stable;
   -- $50 million** class C at 'Asf', Outlook Stable;
   -- $236.8 million** class PEZ at 'Asf', Outlook Stable;
   -- $76.7 million class D at 'BBB-sf', Outlook Stable;
   -- $30 million class E at 'BBsf', Outlook Stable;
   -- $13.3 million class F at 'Bsf', Outlook Stable;
   -- $1.023 billion* class X-A 'AAAsf'; Outlook Stable;
   -- $30.01 million* class X-B 'BBsf'; Outlook Stable.

  * Notional amount and interest only.
** Class A-S, class B, and class C certificates may be exchanged
    for class PEZ certificates, and class PEZ certificates may be
    exchanged for up to the full certificate principal amount of
    the class A-S, class B and class C certificates.

Fitch does not rate the interest-only class X-C or class G
certificates.


GSR MORTGAGE 2007-3F: Moody's Lowers Rating on 2 Tranches to Caa3
-----------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of two
tranches issued by GSR Mortgage Loan Trust 2007-3F. The tranches
are backed by Prime Jumbo RMBS loans issued in 2007.

Complete rating actions are as follows:

Issuer: GSR Mortgage Loan Trust 2007-3F

  Cl. 3A-1, Downgraded to Caa3 (sf); previously on Apr 27, 2010
  Downgraded to Caa1 (sf)

  Cl. 3A-2, Downgraded to Caa3 (sf); previously on Aug 3, 2012
  Downgraded to Caa2 (sf)

Ratings Rationale

The rating actions on classes 3A-1 and 3A-2 are to align the
ratings of the exchangeable bonds with the related certificates.

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

Factors that would lead to an upgrade or downgrade of the rating:

Ratings in the US RMBS sector remain exposed to the high level of
macroeconomic uncertainty, and in particular the unemployment
rate. The unemployment rate fell to 6.3% in May 2014 down from
7.5% in May 2013. Moody's forecasts an unemployment central range
of 6.0% to 7.0% for the 2014 year. Deviations from this central
scenario could lead to rating actions in the sector.

House prices are another key driver of US RMBS performance.
Moody's expects house prices to continue to rise in 2014. Lower
increases than Moody's expects or decreases could lead to negative
rating actions.

Finally, 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.


IMPAC SECURED 2002-2: Moody's Cuts Rating on Class M-3 Notes to C
-----------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of five
tranches from one RMBS transaction, backed by Alt-A RMBS loans
issued by Impac Secured Assets Corp. Mortgage Pass-Through
Certificates, Series 2002-2.

Complete rating actions are as follows:

Issuer: Impac Secured Assets Corp. Mortgage Pass-Through
Certificates, Series 2002-2

Cl. A-3, Downgraded to Baa1 (sf); previously on Jun 26, 2013
Downgraded to A3 (sf)

Cl. A-PO, Downgraded to Baa1 (sf); previously on Jun 26, 2013
Downgraded to A3 (sf)

Cl. M-1, Downgraded to B1 (sf); previously on Jun 26, 2013
Downgraded to Ba1 (sf)

Cl. M-2, Downgraded to Caa2 (sf); previously on Jun 26, 2013
Downgraded to B3 (sf)

Cl. M-3, Downgraded to C (sf); previously on Nov 15, 2012
Downgraded to Ca (sf)

Ratings Rationale

The ratings downgraded are a result of deteriorating performance
and higher than expected losses on bonds where the credit support
has been depleted. The trustee has corrected the tranche balance
in the March 2014 remittance report and this resulted in the
transaction becoming under-collateralized since the bond balance
exceed the collateral balance. This will reduce the amount of
principal payments because an increasing portion of principal
collection will be used to pay interests to outstanding bonds.

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

Factors that would lead to an upgrade or downgrade of the rating:

Ratings in the US RMBS sector remain exposed to the high level of
macroeconomic uncertainty, and in particular the unemployment
rate. The unemployment rate fell to 6.3% in April 2014 from 7.5%
in April 2013. Moody's forecasts an unemployment central range of
6.5% to 7.5% for the 2014 year. Deviations from this central
scenario could lead to rating actions in the sector.

House prices are another key driver of US RMBS performance.
Moody's expects house prices to continue to rise in 2014. Lower
increases than Moody's expects or decreases could lead to negative
rating actions.

Finally, 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.


JAMESTOWN CLO III: S&P Affirms 'BB-' Rating on Class D Notes
------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on
Jamestown CLO III Ltd./Jamestown CLO III Corp. $461.10 million
fixed- and floating-rate notes following the transaction's
effective date as of April 16, 2014.

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

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 S&P's published effective date report, it discusses its
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, S&P intends to
publish an effective date report each time it issues an effective
date rating affirmation on a publicly rated U.S. cash flow CLO.

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 S&P deems
necessary.

RATINGS AFFIRMED

Jamestown CLO III Ltd./Jamestown CLO III Corp.

Class                  Rating                         Amount
                                                    (mil. $)
A-1A                   AAA (sf)                       287.70
A-1B                   AAA (sf)                        20.00
A-2A                   AA (sf)                         43.90
A-2B                   AA (sf)                         10.00
B (deferrable)         A (sf)                          45.10
C (deferrable)         BBB- (sf)                       33.00
D (deferrable)         BB- (sf)                        21.40


JP MORGAN 2002-CIBC5: Fitch Affirms D Rating on Cl. M Certificates
------------------------------------------------------------------
Fitch Ratings has upgraded three classes of JP Morgan Chase
Commercial Mortgage Securities Corporation's (JPMC) commercial
mortgage pass-through certificates, series 2002-CIBC5.

Key Rating Drivers

The upgrades are the result of increased credit enhancement due to
scheduled amortization and defeasance.  The upgrade of class G to
'AAAsf' reflects the high amount of defeased collateral and the
expected payoff of the class from scheduled principal.  While
class H also benefits from defeasance, ratings were capped at
'Asf' due to the possibility of interest shortfalls to the class
should loans transfer to the special servicer as the deal becomes
more concentrated.

Fitch modeled losses of 3.7% of the remaining pool; expected
losses on the original pool balance total 2.5%, including losses
already incurred (2.3% of the original pool balance).  As of the
May 2014 distribution date, the pool's aggregate principal balance
has been reduced by 94.8% to $51.7 million from $1 billion at
issuance.  There are 12 loans remaining, three of which are
defeased (38.8%), and two (14.9%) have been identified as Fitch
loans of concern. There are no loans in special servicing.
Interest shortfalls are currently affecting classes L and NR.

Rating Sensitivities

Ratings on classes G, H, and J are expected to remain stable,
given their senior position in the capital structure.  The
upgrades of classes H and J were limited due to increased
concentration of the remaining loans in the pool and the
associated greater risk of adverse selection.  If the collateral
performance deteriorates, future downgrades to classes K and L are
possible.

The largest remaining loan is secured by a 384,763 square foot
(sf) industrial property in Las Vegas, NV (27.1%).  The
distribution facility is 100% leased to a single tenant - Southern
Wine & Spirits of America, on a triple-net (NNN) lease until year-
end 2020.  The loan is fully amortizing. As of third quarter 2013,
the servicer reported DSCR was 1.47x, which is in line with
performance from issuance.

The second largest remaining non-defeased loan is secured by a
118,298 sf retail property in Bedford, TX (13.8%).  The center's
anchor, Tom Thumb Grocery, occupies 41% of the net rentable area
(NRA) until August 2017. All tenants are under NNN leases.  The
performance of the property remains below expectation with a debt
service coverage ratio (DSCR) below 1.0x since 2011.  As of year-
end 2013, the servicer-reported DSCR was 0.88x, compared to 0.88x
at YE2012, 0.8x at YE2011 and 1.00x at YE2010.  The poor
performance is due to the weak market and rent concessions to
maintain tenancy. As of first quarter 2014 rent roll, the property
was 91.6% occupied, improved from 87.9% a year ago.

Fitch upgrades the following classes as indicated:

-- $5 million class G to 'AAAsf' from 'AA-sf'; Outlook Stable;
-- $18.8 million class H to 'Asf' from 'BBB+sf'; Outlook Stable;
-- $12.6 million class J to 'BBBsf' from 'BBB-sf'; Outlook Stable.

Fitch affirms the following classes as indicated:

-- $5 million class K at 'BBsf'; Outlook Negative;
-- $5 million class L at 'Bsf'; Outlook Negative;
-- $5.4 million class M at 'Dsf'; RE 0%;
-- $0 class N at 'Dsf'; RE 0%.

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


JP MORGAN 2003-PM1: S&P Lowers Rating on Class F Notes to 'D'
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on the
class E and F commercial mortgage pass-through certificates from
JPMorgan Chase Commercial Mortgage Securities Corp.'s series 2003-
PM1, a U.S. commercial mortgage-backed securities (CMBS)
transaction.  In addition, S&P affirmed its rating on the class D
certificates.  Lastly, the ratings on the class D, E, and F
certificates were removed from CreditWatch, where they were placed
with negative implications on April 17, 2014.

On April 17, 2014, S&P lowered its ratings on classes D, F, and G
and placed its ratings on classes D, E, and F on CreditWatch with
negative implications.  S&P's rating actions were primarily
because the trust did not receive any principal and interest
payments per the April 14, 2014, trustee remittance report.
According to the master servicer, Midland Loan Services, the
additional trust-related expenses were primarily related to an
ongoing litigation on the Palm Beach Mall asset.

"We lowered and removed from CreditWatch our ratings on classes E
and F to reflect our analysis of the trust's ability to generate
sufficient cash flow to reimburse the servicer's outstanding
advances and fees.  We lowered our rating on the class E
certificates because of continued interest shortfalls to the
class, as reflected in the June 12, 2014, trustee remittance
report, and the class' susceptibility to experiencing interest
shortfalls.  Since 2013, class E had accumulated interest
shortfalls outstanding for nine months.  If the class continues to
have accumulated interest shortfalls outstanding in the near term,
we may further lower our rating.  We lowered our rating on class F
to 'D (sf)' because we believe that the accumulated interest
shortfalls will remain outstanding in the near term.  The
accumulated interest shortfalls on class F have been outstanding
for 10 consecutive months," S&P said.

"Lastly, we affirmed and removed from CreditWatch our 'A- (sf)'
rating on the class D certificates because, based on information
we received from the paying agent and special servicer, we do not
anticipate this class to experience continued interest shortfalls
in the near term.  However, if interest shortfalls increase and
affect this class, we may lower our rating on this class," S&P
added.

The trust incurs monthly interest shortfalls that are mainly
attributable to the Palm Beach Mall asset ($43.6 million, 41.5%).
According to the June 12, 2014, trustee remittance report, the
trust incurred $454,536 in monthly interest shortfalls that mainly
consist of $227,407 in interest not advanced on the Palm Beach
Mall asset, $207,343 in principal payments from interest
distribution, $11,068 in special servicing fees, and $3,619 in
appraisal subordinate entitlement reduction amounts on two ($7.8
million, 7.4%) of the specially serviced assets.

According to ORIX Capital Markets LLC, the special servicer, the
litigation is ongoing on the Palm Beach Mall asset and the trust
will continue to incur legal fees associated with it.  As of the
June 12, 2014, trustee remittance report, the collateral pool had
an aggregate trust balance of $105.0 million, down from $1.2
billion at issuance.  The pool currently has 20 assets, down from
148 loans at issuance.  To date, the transaction has experienced
losses totaling $35.1 million.

Credit Enhancement Levels

Class                      Credit enhancement (%)
D                          87.36
E                          75.00
F                          59.89

RATINGS LIST

JPMorgan Chase Commercial Mortgage Securities Corp.
Commercial mortgage pass-through certificates series 2003-PM1
                           Rating
Class      Identifier      To            From
D          46625MYX1       A- (sf)       A- (sf)/Watch Neg
E          46625MYY9       B+ (sf)       BB- (sf)/Watch Neg
F          46625MZE2       D (sf)        CCC- (sf)/Watch Neg


JP MORGAN 2004-C2: Fitch Affirms CCC Rating on Class K Certs
------------------------------------------------------------
Fitch Ratings has upgraded six classes of J.P. Morgan Chase
Commercial Mortgage Securities Corp., commercial mortgage pass-
through certificates, series 2004-C2.

KEY RATING DRIVERS

The upgrades reflect an increase in credit enhancement from loan
paydown primarily from loan payoffs, as the transaction has paid
down $690.3 million since Fitch's last rating action. Despite high
credit enhancement the upgrades were limited given interest
shortfalls that had previously reached class D before they were
subsequently recovered, as well as the high percentage of the pool
in special servicing.

Fitch modeled losses of 13.1% of the remaining pool; expected
losses of the original pool total 2.3%, including $12 million
(1.1% of the original pool balance) in realized losses to date. Of
the original 134 loans, 19 remain; Fitch has designated 12 loans
(45.1%) as Fitch Loans of Concern, which includes eight specially
serviced loans (42.3%). Remaining loan maturities are concentrated
in 2014 and 2019 comprising of 46.7% and 34.9% of the pool
balance, respectively.
As of the May 2014 distribution date, the pool's aggregate
principal balance has been reduced by 90.2% to $101.2 million from
$1.03 billion at issuance. Per the servicer reporting, one loan
(1.9%) in the trust is currently defeased. As of the May 2014
distribution date, interest shortfalls were affecting classes H
through NR.

The largest contributor to expected losses is the real estate
owned 135,004 square foot retail center, Tower Plaza Retail Center
(11.6% of the pool balance), located in Temacula, CA. The property
experienced cash flow issues due to occupancy declines in 2009
when the grocery anchor vacated the property. The asset was
transferred to the special servicer in February 2012 for payment
default and the special servicer completed the foreclosure process
in March 2014. The property's occupancy is currently 74% which is
an improvement from the 2010 low of 57%. The special servicer is
evaluating options before determining the disposition strategy.

The second largest contributor to expected losses is
collateralized by a 139,534 sf retail property located in Slidell,
LA. The property is shadowed anchored by Target and has
experienced cash flow and occupancy issues when the local economy
struggled during the last recession. Economic activity has
subsequently stabilized and the property's occupancy was 80% with
a debt service coverage ratio (DSCR) of 1.5x at year end 2013. The
property transferred to the special servicer in March 2014 when it
was apparent that the loan would not pay off at its April 2014
maturity date. The special servicer notes indicate that a full
pay-off is expected.

The third largest contributor to expected losses is the specially
serviced loan, Woodforest Square, a 44,399 sf retail center
located in Houston, TX. The property reported year end 2013
occupancy of 68% and DSCR of 1.22x. The loan was transferred to
the special servicer in 2012 after one of the loan guarantors
filed for bankruptcy protection. The sponsor issues are expected
to prevent the loan from refinancing by the July 2014 maturity
date and the special servicer continues to evaluate workout
options.

RATING SENSITIVITIES

The ratings of classes C through E have Stable Outlooks due to
high credit enhancement. Classes D and E will remain at 'A' due to
previously incurred interest shortfalls in accordance to the May
28, 2014 Fitch report 'Criteria for Rating Caps and Limitations in
Global Structured Finance Transactions'. Classes F through J also
have Stable Outlooks; despite the increasing credit enhancement,
upgrades are not warranted due to the high amount of specially
serviced loans and increasing overall concentrations.

Fitch upgrades the following classes:

-- $3.1 million class C to 'AAAsf' from 'AAsf'; Outlook Stable;
-- $9.1 million class E to 'Asf' from 'BBBsf'; Outlook Stable;
-- $11.6 million class F to 'BBBsf' from 'BBB-sf'; Outlook Stable
   from Negative;
-- $7.8 million class G to 'BBBsf' from 'BBsf'; Outlook Stable
   from Negative;
-- $11.6 million class H to 'BBsf' from 'Bsf'; Outlook Stable from
   Negative;
-- $6.5 million class J to 'Bsf' from 'CCCsf'; assigned Outlook
   Stable.

Fitch also affirms the following classes:

--$24.6 million class D at 'Asf'; Outlook Stable;
--$5.2 million class K at 'CCCsf'; RE 100%;
--$2.6 million class L at 'CCsf'; RE 75%;
--$3.9 million class M at 'Csf'; RE 0%;
--$2.6 million class N at 'Csf'; RE 0%;
--$2.6 million class P at 'Csf'; RE: 0%;

The class A-1, A-2, A-3, A-1A, B, RP-1, RP-2, RP-3, RP-4, and the
RP-5 certificates have paid in full. Fitch does not rate the class
NR certificate. Fitch previously withdrew the rating on the
interest-only class X certificate.


KINGSLAND VII: Fitch Assigns 'BBsf' Rating on Class E Notes
-----------------------------------------------------------
Fitch Ratings assigns the following ratings to Kingsland VII:

   -- $297,000,000 class A notes 'AAAsf'; Outlook Stable;
   -- $48,500,000 class B notes 'AAsf'; Outlook Stable;
   -- $21,500,000 class C notes 'Asf'; Outlook Stable;
   -- $17,750,000 class D notes 'BBBsf'; Outlook Stable;
   -- $21,500,000 class E notes 'BBsf'; Outlook Stable.

Fitch does not rate the subordinated notes.

TRANSACTION SUMMARY

Kingsland VII (the issuer) and Kingsland VII LLC (the co-issuer)
together comprise an arbitrage cash flow collateralized loan
obligation (CLO) that will be managed by Kingsland Capital
Management LLC.  Net proceeds from the issuance of the secured and
subordinated notes will be used to purchase a portfolio of
approximately $472 million of primarily senior secured leveraged
loans.  The CLO will have a four-year reinvestment period and a
two-year noncall period.

KEY RATING DRIVERS

Sufficient Credit Enhancement: Credit enhancement (CE) available
to the notes, in addition to excess spread, is sufficient to
protect against portfolio default and recovery rate projections in
the respective rating stress scenarios.  The degree of CE
available to the class A notes is slightly below the average CE of
notes with the same priority in recent CLO issuances.  The degree
of CE for the class B, C, D, and E notes are all above the average
CE of notes in the same respective rating categories in recent CLO
issuances.

'B' Asset Quality: The average credit quality of the indicative
portfolio is approximately 'B', which is comparable to recent
CLOs.  Issuers rated in the 'B' rating category denote a highly
speculative credit quality; however, in Fitch's opinion, each
class of rated notes is projected to be sufficiently robust
against default rates commensurate with its applicable rating
stress.

Strong Recovery Expectations: The indicative portfolio consists of
97% first lien senior secured loans.  Approximately 91.5% of the
indicative portfolio has either strong recovery prospects or a
Fitch-assigned recovery rating of 'RR2' or higher.

Consistent Portfolio Parameters: The concentration limitations and
collateral quality test levels are within the range of limits set
in the majority of recent CLOs.  Fitch addressed the impact of the
most prominent risk-presenting concentration allowances in the
Fitch stressed portfolio analysis.

RATING SENSITIVITIES

Fitch evaluated the structure's sensitivity to the potential
variability of key model assumptions including decreases in
weighted average spread or recovery rates and increases in default
rates or correlation.  The class A notes are expected to remain
investment grade, while classes B, C, D, and E are generally
expected to remain within two rating categories of their assigned
ratings, even under the most extreme sensitivity scenarios.
Results under these sensitivity scenarios ranged between 'A+sf'
and 'AAAsf' for the class A notes, between 'BB+sf' and 'AAAsf' for
the class B notes, between 'BBsf' and 'AA+sf' for the class C
notes, between 'Bsf' and 'AA+sf' for the class D notes, and
between a level below 'CCCsf' and 'A+sf' for the class E notes.
Fitch views the results of these scenarios as consistent with the
assigned ratings.


KVK CLO 2014-1: S&P Affirms 'BB' Rating on Class E Notes
--------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on KVK CLO
2014-1 Ltd./KVK CLO 2014-1 LLC's $526.015 million fixed- and
floating-rate notes following the transaction's effective date as
of May 1, 2014.

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

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 noted.

"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 S&P deems
necessary.

RATINGS LIST

KVK CLO 2014-1 Ltd.
                     Rating
Class   Identifier   To         From
A-1     48274LAA9    AAA (sf)   AAA (sf)
A-2     48274LAB7    AAA (sf)   AAA (sf)
B       48274LAC5    AA (sf)    AA (sf)
C       48274LAD3    A (sf)     A (sf)
D       48274LAE1    BBB (sf)   BBB (sf)
E       48274KAA1    BB (sf)    BB (sf)


LATITUDE CLO I: Moody's Affirms B3 Rating on Class D Notes
----------------------------------------------------------
Moody's Investors Service has upgraded the ratings on the
following notes issued by Latitude CLO I, Ltd.:

   $23,000,000 Class B-1 Notes Due 2017, Upgraded to Aaa (sf);
   previously on October 17, 2013 Upgraded to Aa2 (sf);

   $2,000,000 Class B-2 Notes Due 2017, Upgraded to Aaa (sf);
   previously on October 17, 2013 Upgraded to Aa2 (sf);

   $13,300,000 Class C Notes Due 2017, Upgraded to Baa2 (sf);
   previously on October 17, 2013 Upgraded to Ba1 (sf).

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

   $45,000,000 Class A-2 Notes Due 2017 (current outstanding
   balance $41,467,362.05), Affirmed Aaa (sf); previously on
   October 17, 2013 Affirmed Aaa (sf);

   $9,500,000 Class D Notes Due 2017, Affirmed B3 (sf); previously
   on October 17, 2013 Affirmed B3 (sf).

Latitude CLO I, Ltd., issued in December 2005, is a collateralized
loan obligation (CLO) backed primarily by a portfolio of senior
secured loans. The transaction's reinvestment period ended in
December 2012.

Ratings Rationale

These rating actions are primarily a result of deleveraging of the
senior notes and an increase in the transaction's over-
collateralization ratios since October 2013. The Class A-1 notes
have been paid down completely or $29.3 million and the Class A-2
notes have been paid down by approximately 8% or $3.5 million
since October 2013. Based on the trustee's April 18, 2014 report,
the over-collateralization (OC) ratios for the Class A, Class B,
Class C, and Class D notes are reported at 226.45%, 141.28%,
117.72% and 105.19%, respectively, versus October 2013 levels of
171.08%, 128.01%, 112.90% and 104.11%, respectively.

Additionally, although the principal balance of investments in
assets that mature after the CLO's legal maturity date (long-dated
assets) has decreased from $24.05 million in October 2013 to
$22.79 million in April 2014, the percentage of the collateral
pool that it represents has increased owning to deleveraging of
loans in the portfolio that are not long-dated assets. Based on
Moody's calculations the long-dated assets in the portfolio are
currently 28.99% of performing par compared to 19.88% of
performing par in October 2013.

Methodology Used for the Rating Action

The principal methodology used in this rating was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
February 2014.


LB COMMERCIAL 1999-C1: Moody's Cuts Rating on Cl. X Certs to Caa3
-----------------------------------------------------------------
Moody's Investors Service upgraded the ratings of one class,
downgraded one class and affirmed two classes of LB Commercial
Mortgage Trust, Commercial Mortgage Pass-Through Certificates,
Series 1999-C1 as follows:

Cl. G, Upgraded to A2 (sf); previously on Jul 25, 2013 Upgraded to
Baa1 (sf)

Cl. H, Affirmed Caa3 (sf); previously on Jul 25, 2013 Affirmed
Caa3 (sf)

Cl. J, Affirmed C (sf); previously on Jul 25, 2013 Affirmed C (sf)

Cl. X, Downgraded to Caa3 (sf); previously on Jul 25, 2013
Affirmed Caa2 (sf)

Ratings Rationale

The rating on the P&I class, Class G, was upgraded based primarily
on an increase in credit support resulting from loan paydowns and
amortization. The deal has paid down 52% since Moody's last
review.

The ratings on the P&I classes were affirmed because the ratings
are consistent with Moody's expected loss.

The rating on the IO Class, Class X, was downgraded due to the
decline in the credit performance of its reference classes
resulting from principal paydowns of higher quality reference
classes.

Moody's rating action reflects a base expected loss of 12.3% of
the current balance, compared to 16.5% at Moody's last review.
Moody's base expected loss plus realized losses is now 2.9% of the
original pooled balance, compared to 3.0% at the last review.

Factors that would lead to an upgrade or downgrade of the rating:

The performance expectations for a given variable indicate Moody's
forward-looking view of the likely range of performance over the
medium term. Performance that falls outside the given range can
indicate that the collateral's credit quality is stronger or
weaker than Moody's had previously expected.

Factors that could lead to an upgrade of the ratings include a
significant amount of loan paydowns or amortization, an increase
in the pool's share of defeasance or an improvement in pool
performance.

Factors that could lead to a downgrade of the ratings include a
decline in the performance of the pool, loan concentration, an
increase in realized and expected losses from specially serviced
and troubled loans or interest shortfalls.

Methodology Underlying The Rating Action

The principal methodology used in this rating was "Moody's
Approach to Rating CMBS Large Loan/Single Borrower Transactions"
published in July 2000.

Moody's analysis incorporated a Credit Tenant Lease (CTL)
financing approach in assessing the credit quality of the pool's
CTL component. In this approach, the rating of the CTL component
is based primarily on the senior unsecured debt rating (or the
corporate family rating) of the tenants, usually investment-grade-
rated companies, leasing the real estate collateral supporting the
bonds. The tenants' credit rating is the key factor in determining
the probability of default on the underlying lease. The lease
generally is "bondable," which means it is an absolute net lease,
yielding a fixed rent paid to the trust through a lock box,
sufficient under all circumstances to pay in full all interest and
principal of the loan. The leased property should be owned by a
bankruptcy-remote special purpose borrower, which grants a first-
lien mortgage and assignment of rents to the securitization trust.
Moody's determines a dark value of the collateral, (which assumes
the property is vacant or dark), which the agency uses to
determine a recovery rate upon a loan's default. Moody's currently
uses a Gaussian copula model, incorporated in its public CDO
rating model CDOROMv2.12-2, to generate a portfolio loss
distribution to assess the ratings.

Description Of Models Used

Moody's uses a variation of Herf to measure the diversity of loan
sizes, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including the risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 2, compared to 3 at Moody's last review.

When the Herf falls below 20, Moody's uses the excel-based Large
Loan Model v 8.7 and then reconciles and weights the results from
the conduit and large loan 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. Moody's also further adjusts these
aggregated proceeds for any pooling benefits associated with loan
level diversity and other concentrations and correlations.

Deal Performance

As of the May 15, 2014 distribution date, the transaction's
aggregate certificate balance has decreased by 98% to $26.7
million from $1.6 billion at securitization. The certificates are
collateralized by 18 mortgage loans ranging in size from 2% to 18%
of the pool, with the top ten loans constituting 75% of the pool.
Four loans, constituting 25% of the pool, have defeased and are
secured by US government securities.

Three loans, constituting 17% of the pool, are on the master
servicer's watchlist. The watchlist includes loans that 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, the agency reviews
the watchlist to assess which loans have material issues that
could affect performance.

Thirty-three loans have been liquidated from the pool, resulting
in an aggregate realized loss of $42.4 million (for an average
loss severity of 34%). No loans are currently in special
servicing.

Moody's received full year 2012 operating results for 100% of the
pool, and full or partial year 2013 operating results for 100%.
Moody's weighted average conduit LTV is 64%, compared to 71% at
Moody's last review. Moody's conduit component excludes loans with
structured credit assessments, defeased and CTL loans, and
specially serviced and troubled loans. Moody's net cash flow (NCF)
reflects a weighted average haircut of 1% to the most recently
available net operating income (NOI). Moody's value reflects a
weighted average capitalization rate of 9.8%.

Moody's actual and stressed conduit DSCRs are 1.26X and 1.70X,
respectively, compared to 1.22X and 1.64X at the last review.
Moody's actual DSCR is based on Moody's NCF and the loan's actual
debt service. Moody's stressed DSCR is based on Moody's NCF and a
9.25% stress rate the agency applied to the loan balance.

Only two conduit loans remain which represent 24% of the pool
balance. The largest conduit loan is the Kohl's Shopping Center
Loan ($4.7 million -- 18% of the pool balance), which is secured
by a 102,000 square foot (SF) retail center located in suburban
Knoxville, Tennessee. The property was 100% leased as of April
2014, the same as at the prior review. Kohl's Department Store
leases 86% of the net rentable area (NRA) through February 2019.
The Moody's LTV and stressed DSCR are 69% and 1.48X, respectively,
compared to 68% and 1.5X at last review.

The other remaining conduit loan is the Spalding Shopping Center
($1.7 million -- 6% of the pool balance), which is secured by a
59,000 SF retail center located 25 miles from Atlanta's CBD. The
property was 89% leased as of year-end 2013, compared to 86% at
last review. This loan is currently on the watchlist due to a
decline in occupancy from Best Thrift (22% of the NRA) vacating in
June 2011; however, a new tenant leased the space in February
2013. The property also benefits from rent steps and the loan
fully amortizes over its term. The Moody's LTV and stressed DSCR
are 49% and 2.3X, respectively, compared to 72% and 1.58X at last
review.

The CTL component consists of 12 loans, constituting 52% of the
pool, secured by properties leased to four tenants. The largest
exposures are Rite-Aid Corp. ($6.4 million -- 24% of the pool
balance; senior unsecured rating: Caa1) and CVS ($3.2 million --
12% of the pool; backed senior unsecured rating: Baa1). Moody's
has completed updated credit assessments for the non-Moody's rated
tenants. The bottom-dollar weighted average rating factor (WARF)
for this pool is 3155, compared to 3830 at the last review. WARF
is a measure of the overall quality of a pool of diverse credits.
The bottom-dollar WARF is a measure of default probability.


LB-UBS COMMERCIAL 2000-C5: Moody's Affirms C Rating on Cl. G Certs
------------------------------------------------------------------
Moody's Investors Service affirmed five classes of LB-UBS
Commercial Mortgage Trust 2000-C5, Commercial Mortgage Pass-
Through Certificates, Series 2000-C5 as follows:

Cl. D, Affirmed Aa2 (sf); previously on Jun 27, 2013 Upgraded to
Aa2 (sf)

Cl. E, Affirmed Baa1 (sf); previously on Jun 27, 2013 Upgraded to
Baa1 (sf)

Cl. F, Affirmed Caa1 (sf); previously on Jun 27, 2013 Affirmed
Caa1 (sf)

Cl. G, Affirmed C (sf); previously on Jun 27, 2013 Downgraded to C
(sf)

Cl. X, Affirmed Caa3 (sf); previously on Jun 27, 2013 Affirmed
Caa3 (sf)

Ratings Rationale

The ratings on the P&I Classes D and E were affirmed because the
transaction's key metrics, including Moody's loan-to-value (LTV)
ratio, Moody's stressed debt service coverage ratio (DSCR) and the
transaction's Herfindahl Index (Herf), are within acceptable
ranges.

The ratings on the P&I Classes F and G were affirmed because the
ratings are consistent with Moody's expected loss.

The rating on the IO Class X was affirmed because the credit
performance (or the weighted average rating factor or WARF) of the
referenced classes are consistent with Moody's expectations.

Moody's rating action reflects a base expected loss of 30.7% of
the current balance, compared to 30.8% at Moody's last review.
Moody's base expected loss plus realized losses is now 8.3% of the
original pooled balance, compared to 8.4% at the last review.

Factors that would lead to an upgrade or downgrade of the rating:

The performance expectations for a given variable indicate Moody's
forward-looking view of the likely range of performance over the
medium term. Performance that falls outside the given range can
indicate that the collateral's credit quality is stronger or
weaker than Moody's had previously expected.

Factors that could lead to an upgrade of the ratings include a
significant amount of loan paydowns or amortization, an increase
in the pool's share of defeasance or an improvement in pool
performance.

Factors that could lead to a downgrade of the ratings include a
decline in the performance of the pool, loan concentration, an
increase in realized and expected losses from specially serviced
and troubled loans or interest shortfalls.

Methodology Underlying The Rating Action

The methodologies used in this rating were "Moody's Approach to
Rating U.S. CMBS Conduit Transactions" published in September
2000, and "Moody's Approach to Rating CMBS Large Loan/Single
Borrower Transactions" published in July 2000.

Description of Models Used

Moody's review used the excel-based CMBS Conduit Model v 2.64,
which it uses 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 Moody's uses to
estimate Moody's value). Conduit model results at the B2 (sf)
level are based on a paydown analysis using the individual loan-
level Moody's LTV ratio. Moody's may consider other concentrations
and correlations in its analysis. Based on the model pooled credit
enhancement levels of Aa2 (sf) and B2 (sf), the required credit
enhancement on 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, Moody's merges the credit enhancement for loans with
investment-grade structured credit assessments with the conduit
model credit enhancement for an overall model result. Moody's
incorporates negative pooling (adding credit enhancement at the
structured credit assessment level) for loans with similar
structured credit assessments in the same transaction.

Moody's uses a variation of Herf to measure the diversity of loan
sizes, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including the risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 2, the same as at Moody's last review.

When the Herf falls below 20, Moody's uses the excel-based Large
Loan Model v 8.7 and then reconciles and weights the results from
the conduit and large loan 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. Moody's also further adjusts these
aggregated proceeds for any pooling benefits associated with loan
level diversity and other concentrations and correlations.

Deal Performance

As of the May 16, 2014 distribution date, the transaction's
aggregate certificate balance has decreased by 97% to $32.9
million from $1.0 billion at securitization. The certificates are
collateralized by six mortgage loans ranging in size from 1% to
78% of the pool. There are no loans with investment-grade
structured credit assessments. One loan, constituting 2% of the
pool, has defeased and is secured by US government securities.

Four loans, constituting 96% of the pool, are on the master
servicer's watchlist. The watchlist includes loans that 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, the agency reviews
the watchlist to assess which loans have material issues that
could affect performance.

Thirty-two loans have been liquidated from the pool, resulting in
an aggregate realized loss of $72.9 million (for an average loss
severity of 47%). No loans are currently in special servicing.

There are no loans in special servicing. Moody's has assumed a
high default probability for two poorly performing loans,
constituting 17% of the pool, and has estimated an aggregate loss
of $2.8 million (a 52% expected loss based on a 75% probability
default) from these troubled loans.

Moody's received full year 2013 operating results for 80% of the
pool. Moody's weighted average conduit LTV is 112%, compared to
128% at Moody's last review. Moody's conduit component excludes
loans with structured credit assessments, defeased and CTL loans,
and specially serviced and troubled loans. Moody's net cash flow
(NCF) reflects a weighted average haircut of 24% to the most
recently available net operating income (NOI). Moody's value
reflects a weighted average capitalization rate of 9.5%.

Moody's actual and stressed conduit DSCRs are 0.74X and 0.98X,
respectively, compared to 0.66X and 0.86X at the last review.
Moody's actual DSCR is based on Moody's NCF and the loan's actual
debt service. Moody's stressed DSCR is based on Moody's NCF and a
9.25% stress rate the agency applied to the loan balance.

The top two conduit loans represent 94% of the pool balance. The
largest loan is the Utica Park Place Shopping Center Loan ($25.7
million -- 78.1% of the pool balance), which is secured by a
456,000 square foot (SF) power center located in Utica, Michigan.
The center was 89% leased as of January 2014, the same as at last
review. The three largest tenants are Sam's Club, Garden Ridge and
Value City Furniture. The lease for Sam's Club, representing 36%
of the NRA, was recently renewed for ten years. Additionally, Best
Buy, representing 10% of the NRA, exercised a five year lease
extension at a reduced rent. The loan has been on the servicer's
watchlist since May 2009 for low DSCR and missing its anticipated
repayment date (ARD) of August 11, 2010. As a result of the
reduced rents and lease rollover risk. Moody's LTV and stressed
DSCR are 116% and 0.87X, respectively, compared to 133% and 0.75X
at last review.

The second largest loan is the Express Scripts Building Loan ($5.1
million -- 15.6% of the pool balance). The loan is secured by a
mixed used (office / flex warehouse) property located in
Albuquerque, New Mexico. The loan transferred to special servicing
in September 2010 due to imminent default. The loan passed its
anticipated repayment date (ARD) on October 1, 2010 after Express
Scripts reduced its space to 37% of the NRA from previously fully
leasing the property. The loan returned to the master servicer in
October 2012 and the Borrower remains current on its payments. The
property remains only 37% leased and is on the watchlist due to
low occupancy and DSCR. The servicer indicated that the Borrower
is currently evaluating its options in regards to this loan. Due
to the low occupancy and DSCR, Moody's views this as a troubled
loan.


LB-UBS COMMERCIAL 2003-C5: Fitch Affirms CCC Rating on Cl. N Certs
------------------------------------------------------------------
Fitch Ratings has affirmed all classes of LB-UBS commercial
mortgage trust pass-through certificates, series 2003-C5.

Key Rating Drivers

The pool is highly concentrated. The affirmations reflect the high
credit enhancement of the classes. There are three remaining loans
in the pool, one of which is defeased (15.4% of the pool) with an
anticipated repayment date (ARD) of April 2018. As of the May 2014
distribution date, the pool's aggregate principal balance has been
reduced by 95.8% to $59.5 million from $1.41 billion at issuance.
The pool has experienced $5.5 million (0.4% of the original pool
balance) in realized losses to date. Interest shortfalls are
currently affecting classes L through T.

The largest loan (62.4% of the pool) and leading contributor to
modeled losses is secured by a 568,657 square foot (sf) mall
located in Scranton, PA. The loan was transferred to the special
servicer in March 2010 and matured without repayment in July 2013.
The servicer reported debt service coverage ratio (DSCR) as of
June 2013 was 0.65x. The special servicer is now pursuing
foreclosure.

The second largest loan (22.2% of the pool) is secured by a
256,384 sf single-tenant, office property located in Buffalo
Grove, IL. The loan had an ARD of June 2013 with a final maturity
of June 2033. The sole tenant's lease expires in 2016. Servicer
reported DSCR was 1.59x as of year-end 2013.

Rating Sensitivity

The Rating Outlook of class J remains Stable as no rating change
is expected. Although credit enhancement has increased the class
previously experienced an interest shortfall, and is susceptible
to another given the uncertain resolution surrounding the
specially serviced loan and high concentration of the pool. The
Outlook remains Negative for classes K and L. The distressed
classes are subject to further downgrade should additional losses
be realized.

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

-- $2 million class J at 'Asf; Outlook Stable;
-- $14 million class K at 'BBB-sf; Outlook Negative;
-- $12.3 million class L at 'Bsf'; Outlook Negative;
-- $5.3 million class M at 'CCCsf'; RE 0%;
-- $3.5 million class N at 'CCCsf'; RE 0%.

Fitch does not rate classes P, Q, S, and T and classes A-1, A-2,
A-3, A-4, B, C, D, E, F, G, H and X-CP have paid in full. Fitch
previously withdrew the rating on the interest-only class X-CL
certificates.


LB-UBS COMMERCIAL 2007-C6: Fitch Cuts Cl. K Certs Rating to 'Dsf'
-----------------------------------------------------------------
Fitch Ratings has downgraded one distressed class and affirmed 19
classes of LB-UBS Commercial Mortgage Trust (LBUBS) commercial
mortgage pass-through certificates series 2007-C6.

KEY RATING DRIVERS

The downgrade to class K reflects losses incurred on the class.
Fitch modeled losses of 16.3% of the remaining pool; expected
losses on the original pool balance total 15.6%, including $159.8
million (5.4% of the original pool balance) in realized losses to
date. Fitch has designated 67 loans (52.8%) as Fitch Loans of
Concern, which includes 48 specially serviced assets (23.3%).

As of the June 2014 distribution date, the pool's aggregate
principal balance has been reduced by 37.2% to $1.87 billion from
$2.98 billion at issuance. Per the servicer reporting, one loan
(1.7% of the pool) is defeased. Interest shortfalls are currently
affecting classes J through T.

RATING SENSITIVITIES

The Negative Outlook on classes A-M and A-MFL reflects the
potential risk for greater than expected losses on the specially
serviced loans, primarily the PEC0 Portfolio. In addition, the
Negative Outlook reflects performance concerns and declining cash
flows for several underperforming properties in the top 15 loans.
The classes could be subjected to future downgrades should
expected losses increase.

The largest contributor to expected losses is the specially-
serviced PECO Portfolio loan (17% of the pool), which consists of
39 cross-collateralized loans totaling $317.3 million secured by
39 retail properties totaling 4.25 million square feet (SF)
located across 13 states. Primarily grocery-anchored, the
portfolio's major tenants include Tops Markets, Bi-Lo Grocery, Big
Lots, and Publix. The portfolio had experienced cash flow issues
due to turnover and vacancy costs at several of the properties.
Occupancy for the portfolio reported at 81.6%, per the December
2013 rent rolls.

The loan had transferred to special servicing in August 2012 due
to the borrower's request for a loan modification; the loan has
been in payment default since September 2012. A court-ordered cash
management agreement was enforced by the servicer in December
2012, and the borrower had subsequently executed a deed-in-lieu
(DIL) of foreclosure agreement. Per the DIL agreement, all 39
properties are expected to become real estate owned (REO) by year
end (YE) 2014. The special servicer reports it is currently
evaluating the appropriate resolution and disposition strategy.

The next largest contributor to expected losses is the McCandless
Towers loan (6.1%). The property, which is also referred to as the
Santa Clara Towers, is collateralized by two 11-story, Silicone
Valley office buildings totaling 426,326 SF, located in Santa
Clara, CA. The property has experienced cash flow issues due to
occupancy declines, as well as softening market conditions. McAfee
Associates Inc. (McAfee) (previously 46% of the total net rentable
area [NRA]), which occupied 100% of Tower II (214,080 SF), had
vacated the property at its lease expiration in March 2013. The
borrower has been successful in re-leasing approximately 85,000 SF
(20% of total NRA) of the vacated McAfee space to CA Technologies
on a long-term lease from July 2013 through January 2024. As a
result occupancy improved to 67% per the December 2013 rent roll,
from 42% in December 2012.

The net operating income (NOI) debt service coverage ratio (DSCR)
for YE 2013 reported at 0.51x, compared to 0.92x at YE 2012.
Property cash flow is expected to significantly improve for 2014
due to the burn off of CA Technologies rent concessions, which
have gradually expired between January 2014 and May 2014. The loan
is current as of the June 2014 payment date.

The third largest contributor to Fitch expected losses is the
Islandia Shopping Center loan (3.9%) which is collateralized by a
376,774 SF retail center located in Islandia, NY (Long Island).
The property's anchors are a Wal-Mart and a Stop & Shop.
Additional major tenants include Dave & Busters and TJ Maxx.
Although the property is currently 96% occupied, the borrower
cited previous cash flow constraints from vacancies, reduced
rental rates and chronically delinquent payments.

The property transferred to special servicing in March 2013 due to
imminent default and loan modification request, and subsequently
went into payment default in October 2013. The loan was recently
modified in April 2014 while in special servicing, which included
an extension of the loans maturity date, a reduction of the
interest-only period with amortization scheduled to begin in year
two, a reduced initial interest rate with scheduled rate
increases, and a bifurcation of the loan into a senior ($63.5
million) and junior ($10.1 million) component. Although losses are
not imminent , any recovery to the B-note is contingent upon full
recovery to the A-note proceeds at the loan's maturity in July
2021. Unless collateral performance improves, recovery to the B-
note component is unlikely. The loan is current under the modified
terms and is expected to be returned to the master servicer after
the monitoring period.

Fitch downgrades the following class:

-- $4 million class K to 'Dsf' from 'Csf'; RE 0%.

Fitch affirms the following classes:

-- $859.1 million class A-4 at 'AAAsf'; Outlook Stable;
-- $276.9 million class A-1A at 'AAAsf'; Outlook Stable;
-- $227.9 million class A-M at 'Asf'; Outlook Negative;
-- $70 million class A-MFL at 'Asf'; Outlook Negative;
-- $156.4 million class A-J at 'CCCsf'; RE 80%;
-- $33.5 million class B at 'CCCsf'; RE 0%;
-- $37.2 million class C at 'CCCsf'; RE 0%;
-- $33.5 million class D at 'CCsf'; RE 0%;
-- $29.8 million class E at 'CCsf'; RE 0%;
-- $29.8 million class F at 'Csf'; RE 0%;
-- $33.5 million class G at 'Csf'; RE 0%;
-- $37.2 million class H at 'Csf'; RE 0%;
-- $41 million class J at 'Csf'; 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 P at 'Dsf'; RE 0%;
-- $0 class Q at 'Dsf'; RE 0%;
-- $0 class S at 'Dsf'; RE 0%.

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


LB COMMERCIAL 96-C2: Moody's Hikes Rating on Class F Certs to Ba2
-----------------------------------------------------------------
Moody's Investors Service has upgraded the rating of one class,
affirmed the rating of one class and reinstated the rating of one
class issued in LB Commercial Conduit Mortgage Trust II,
Multiclass Pass-Through Certificates, Series 96-C2 as follows:

Cl. F, Upgraded to Ba2 (sf); previously on Dec 5, 2013 Affirmed B1
(sf)

Cl. G, Reinstated to C (sf); previously on Dec 27, 2011 Withdrawn
(sf)

Cl. IO, Affirmed Caa3 (sf); previously on Dec 5, 2013 Affirmed
Caa3 (sf)

Ratings Rationale

The rating on the P&I Class, Class F, was upgraded due to the
recoupment of proceeds which cured the previous loss outstanding
on the bond.

Moody's reinstated the rating on Class G following the trustee's
reinstatement of the principal balance of this tranche. The
trustee's report for LBCMT 1996-C2 showed that Class G was
reopened due to the trust recouping advances and curing the losses
on Class F. In reports issued since June 2010, Class G had
realized losses causing the principal balance to be written down
to zero. As a result, Moody's withdrew the rating on Class G in
accordance with Moody's withdrawal policy.

The rating on the interest-only class, Class IO, was affirmed
based on the weighted average rating factor or WARF of the
referenced classes.

Factors that would lead to an upgrade or downgrade of the rating:

The performance expectations for a given variable indicate Moody's
forward-looking view of the likely range of performance over the
medium term. Performance that falls outside the given range can
indicate that the collateral's credit quality is stronger or
weaker than Moody's had previously expected.

Factors that could lead to an upgrade of the ratings include a
significant amount of loan paydowns or amortization, an increase
in the pool's share of defeasance or an improvement in pool
performance.

Factors that could lead to a downgrade of the ratings include a
decline in the performance of the pool, loan concentration, an
increase in realized and expected losses from specially serviced
and troubled loans or interest shortfalls.

Methodology Underlying The Rating Action

The principal methodology used in this rating was "Moody's
Approach to Rating CMBS Large Loan/Single Borrower Transactions"
published in July 2000.

Description of Models Used

Moody's used the excel-based Large Loan Model v 8.7 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. Moody's also further
adjusts these aggregated proceeds for any pooling benefits
associated with loan level diversity and other concentrations and
correlations.

Deal Performance

As of the May 27, 2014 distribution date, the transaction's
aggregate certificate balance has decreased by 99.9% to $125,650
from $397.2 million at securitization. The remaining certificates
are collateralized by one mortgage loan representing 100% of the
pool. The loan is fully amortizing, with a remaining term of 27
months.

Sixteen loans have been liquidated from the pool, resulting in an
aggregate realized loss of $29.7 million (68% loss severity on
average), which represents 7.5% of the original pool balance. Due
to the realized losses, Classes H and J were completely eliminated
and Class G has realized over a 99% loss to its original principal
balance.

Moody's was provided with full year 2013 operating results for the
remaining loan. The single remaining loan is the 32nd Street Shops
/ Denny's Loan ($125,650 -- 100% of the pool), which is secured by
a 9,618 square foot neighborhood retail center located in Boca
Raton, Florida. The property was 100% leased as of March 2014, the
same at last review. The largest tenant is Denny's, Inc. (41% of
NRA, lease expiration February 28, 2017). Performance has been
stable. Moody's LTV and stressed DSCR are 9% and 11.79X,
respectively, compared to 14% and 7.77X at last review.


LCM XVI L.P.: S&P Assigns 'BB-' Rating on Class E Notes
-------------------------------------------------------
Standard & Poor's Ratings Services assigned its ratings to LCM XVI
L.P./LCM XVI LLC's $654.10 million floating-rate notes.

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

The ratings reflect:

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

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

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

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

   -- The collateral manager's experienced management team.

   -- The timely interest and ultimate principal payments on the
      rated notes, which S&P assessed using its cash flow analysis
      and assumptions commensurate with the assigned ratings under
      various interest-rate scenarios, including LIBOR ranging
      from 0.2281%-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.

RATINGS ASSIGNED

LCM XVI L.P./LCM XVI LLC

Class                   Rating                  Amount
                                              (mil. $)
X                       AAA (sf)                  4.50
A                       AAA (sf)                441.00
B                       AA (sf)                  84.70
C (deferrable)          A (sf)                   56.00
D (deferrable)          BBB (sf)                 34.30
E (deferrable)          BB- (sf)                 33.60
Subordinated notes      NR                       71.50

NR-Not rated.


LEGG MASON: Moody's Raises Rating on Class D Notes to 'Ba3'
-----------------------------------------------------------
Moody's Investors Service has upgraded the ratings on the
following notes issued by Legg Mason Real Estate CDO I, Ltd.:

Cl. A2, Upgraded to Aa2 (sf); previously on Aug 8, 2013 Affirmed
A1 (sf)

Cl. B, Upgraded to Baa1 (sf); previously on Aug 8, 2013 Affirmed
Baa3 (sf)

Cl. C, Upgraded to Baa3 (sf); previously on Aug 8, 2013 Affirmed
Ba2 (sf)

Cl. D, Upgraded to Ba3 (sf); previously on Aug 8, 2013 Affirmed B1
(sf)

Moody's Investors Service has also affirmed the ratings on the
following notes issued by Legg Mason Real Estate CDO I, Ltd.:

Cl. E, Affirmed B2 (sf); previously on Aug 8, 2013 Affirmed B2
(sf)

Cl. F-1, Affirmed Caa1 (sf); previously on Aug 8, 2013 Affirmed
Caa1 (sf)

Cl. G, Affirmed Caa3 (sf); previously on Aug 8, 2013 Affirmed Caa3
(sf)

Ratings Rationale

Moody's has upgraded the ratings on the transaction because of
rapid redemption of the underlying collateral resulting in
material amortization of senior classes of notes while other key
credit parameters of underlying pool of assets either are improved
or remain stable. Moody's has affirmed the ratings of on the
transaction because key transaction metrics are commensurate with
the existing ratings. The rating action is the result of Moody's
on-going surveillance of commercial real estate collateralized
debt obligation and collateralized loan obligation (CRE CDO CLO)
transactions.

Legg Mason Real Estate CDO I is a cash CRE CDO transaction whose
reinvestment period ended in April 2011. The transaction is backed
by a portfolio of 100% commercial real estate whole loans and
senior participations. As of the May 12, 2014 note valuation
report, the aggregate note balance of the transaction, including
income notes, has decreased to $240.6 million from $532.0 million
at issuance, with the paydown directed to the senior most
outstanding classes of notes. This was the result of the
combination of regular amortization and resolution and sales of
defaulted collateral.

Moody's has identified the following as key indicators of the
expected loss in CRE CDO transactions: the weighted average rating
factor (WARF), the weighted average life (WAL), the weighted
average recovery rate (WARR), and Moody's asset correlation (MAC).
Moody's typically models these 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 updated its assessments for the reference obligations
it does not rate. The rating agency modeled a bottom-dollar WARF
of 7619, compared to 8106 at last review. The current ratings on
the Moody's-rated reference obligations and the assessments of the
non-Moody's rated reference obligation follow: Aaa-Aa3 and 0.0%
compared to 2.1% at last review; A1-A3 and 0.0% compare to 0.1% at
last review; Baa1-Baa3 and 0.7% compared to 0.3% at last review;
Ba1-Ba3 and 13.7% compared to 0.0% at last review; B1-B3 and 0.0%
compared to 10.3% at last review; and Caa1-Ca/C and 85.6% compared
to 87.2% at last review.

Moody's modeled a WAL of 2.2 years, compared to 2.9 years at last
review. The WAL is based on assumptions about extensions on the
underlying collateral.

Moody's modeled a fixed WARR of 54.1%, compared to 52.8% at last
review.

Moody's modeled a MAC of 100.0%, the same as at last review.

Methodology Underlying the Rating Action:

The principal methodology used in this rating was "Moody's
Approach to Rating SF CDOs" published in March 2014.

Factors that would lead to an upgrade or downgrade of the rating:

The performance of the notes is subject to uncertainty, because it
is sensitive to the performance of the underlying portfolio, which
in turn depends on economic and credit conditions that are subject
to change. The servicing decisions of the master and special
servicer and surveillance by the operating advisor with respect to
the collateral interests and oversight of the transaction will
also affect the performance of the rated notes.

Moody's Parameter Sensitivities: Changes to any one or more of the
key parameters could have rating implications for the rated notes,
although a change in one key parameter assumption could be offset
by a change in one or more of the other key parameter assumptions.
The rated notes are particularly sensitive to changes in the
recovery rate of the underlying collateral and credit assessments.
Holding all other key parameters static, reducing the recovery
rate by 10% would result in modeled rating movement on the rated
notes of zero to eight notches downward (e.g. one notch down
implies a rating movement from Baa3 to Ba1). Increasing the
recovery rate by 10% would result in modeled rating movement on
the rated notes of zero to fourteen notches upward (e.g. one notch
up implies a rating movement from Ba1 to Baa3).

The primary sources of uncertainty in Moody's assumptions are the
extent of growth in the current macroeconomic environment given
the weak recovery and commercial real estate property markets.
Commercial real estate property values continue to improve
modestly, 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, sustained growth will not be possible until investment
increases steadily for a significant period, non-performing
properties are cleared from the pipeline and fears of a euro area
recession abate.


LONE STAR 2011-1: Fitch Affirms 'Bsf' Rating on Class F Notes
-------------------------------------------------------------
Fitch Ratings has affirmed six classes of Lone Star Funds (LSTAR)
commercial mortgage pass-through certificates series 2011-1.

KEY RATING DRIVERS

The rating affirmations reflect the performance of the underlying
collateral pool being in line with expectations at issuance.  The
attributes of this transaction are materially different from
recent Fitch-rated conduit transactions.  The collateral at
issuance featured high initial loan to values (LTV's), low debt
service coverage ratios (DSCR) and several loans in the
transaction had a history of delinquency at issuance.  The loans
were seasoned at issuance and are scheduled to amortize more
rapidly than newly originated loans.

As of the May 2014 distribution date, the pool's aggregate
principal balance has been reduced by 58.4% to $149.4 million from
$359.5 million at issuance.  No loans are defeased.  Interest
shortfalls are currently affecting class G.

Fitch modeled losses of 28.8% of the remaining pool; expected
losses on the original pool balance total 12%, which includes the
minimal realized losses to date.  Fitch has designated 37 loans
(55.4%) as Fitch Loans of Concern, which includes nine specially
serviced assets (16%).

The largest contributor to expected losses is a multifamily
property consisting of 148 units located in Carmichael, CA (3.5%
of the pool).  The property was assumed in March 2013 and has
undergone approximately $1.4 million in renovations.  As of
January 2014, occupancy has improved to 63% with average rent of
$631 per unit.  Rental rates at the property have remained below
market in order to improve occupancy.  Per REIS as of 1st quarter
(1Q) 2014, the Sacramento, Carmichael multifamily submarket
vacancy rate is 2.4% with average asking rent $830 per unit.

The next largest contributor to expected losses is a 30,551 square
foot (sf) office property located in Tigard, OR (2%).  The decline
in performance is mainly attributed to loss of the top two tenants
who vacated at their lease expirations in 2012.  The property is
currently 40% occupied.  Per REIS as of 1Q 2014, the
Beaverton/Sylvan submarket of Portland vacancy rate is 18.2% with
average asking rent $20 sf.

The third largest contributor to expected losses is an 85,106 sf
shopping center anchored by Harvest Fare, a free standing retail
building, and a bank pad located in Fallston, MD (2.7%).  The loan
is specially serviced and currently real estate owned (REO).  The
property is 64% occupied as of December 2013.  The commercial
portion of the property was foreclosed on 02/08/2013 and the
residential portion was foreclosed on 9/17/2013.  The
environmental reports contain no issues and a property manager has
been retained.  The property is currently listed for sale with
Marcus Millichap.

RATING SENSITIVITY

Rating Outlooks on classes A and B through F are expected to
remain Stable due to increasing credit enhancement and continued
amortization and paydown.  The rating outlook on class C is
revised to positive reflecting the potential for a future upgrade
with continued paydown, stable overall performance and loss
expectations.

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

   -- $28.3 million class C at 'Asf'; Outlook to Positive from
      Stable.

Fitch affirms the following classes:

   -- $9.3 million class A at 'AAAsf'; Outlook Stable;
   -- $18 million class B at 'AAAsf'; Outlook Stable;
   -- $27.4 million class D at 'BBB-sf'; Outlook Stable;
   -- $7.6 million class E at 'BBsf'; Outlook Stable;
   -- $6.7 million class F at 'Bsf'; Outlook Stable.

Fitch does not rate the class G, residual class R or the interest
only class X certificates.


LOOMIS SAYLES: Moody's Raises Rating on $15MM Cl. E Notes to Ba2
----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on the
following notes issued by Loomis Sayles CLO I, Ltd.:

  $20,000,000 Class C Deferrable Floating Rate Notes, Due 2020,
  Upgraded to Aaa (sf); previously on January 14, 2014 Upgraded
  to Aa1 (sf)

  $21,000,000 Class D Deferrable Floating Rate Notes, Due 2020,
  Upgraded to A3 (sf); previously on January 14, 2014 Upgraded to
  Baa3 (sf)

  $15,000,000 Class E Deferrable Floating Rate Notes, Due 2020
  (current outstanding balance of $9,968,977), Upgraded to
  Ba2(sf); previously on January 14, 2014 Upgraded to Ba3 (sf)

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

  $296,000,000 Class A Floating Rate Notes, Due 2020 (current
  outstanding balance of $42,995,735), Affirmed Aaa (sf);
  previously on January 14, 2014 Affirmed Aaa (sf)

  $20,000,000 Class B Floating Rate Notes, Due 2020, Affirmed Aaa
  (sf); previously on January 14, 2014 Upgraded to Aaa (sf)

Loomis Sayles CLO I, Ltd., issued in October 2006, is a
collateralized loan obligation (CLO) backed primarily by a
portfolio of senior secured loans. The transaction's reinvestment
period ended in October 2013.

Ratings Rationale

These rating actions are primarily a result of deleveraging of the
senior notes and an increase in the transaction's over-
collateralization ratios since January 2014. The Class A notes
have been paid down by approximately 65.1% or $80.2 million since
January 2014. Based on the trustee's May 2014 report, the over-
collateralization (OC) ratios for the Class A/B, C, D, and E notes
are reported at 195.5%, 148.4%, 118.4% and 108.1%, respectively,
versus December 2014 levels of 142.5%, 125.1%, 110.8% and 105.1%,
respectively.

The deal has benefited from an improvement in the credit quality
of the portfolio since January 2014. Based on the Moody's
calculation, the weighted average rating factor is currently 2451
compared to 2551 in January 2014.

Methodology Used for the Rating Action

The principal methodology used in this rating was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
February 2014.


MADISON PARK XII: Moody's Assigns 'Ba3' Rating on Cl. E Notes
-------------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following ratings to seven classes of notes issued by Madison Park
Funding XII, Ltd.:

  $495,000,000 Class A Floating Rate Notes due 2026 (the "Class A
  Notes"), Definitive Rating Assigned Aaa (sf)

  $87,000,000 Class B-1 Floating Rate Notes due 2026 (the "Class
  B-1 Notes"), Definitive Rating Assigned Aa2 (sf)

  $10,000,000 Class B-2 Fixed Rate Notes due 2026 (the "Class B-2
  Notes"), Definitive Rating Assigned Aa2 (sf)

  $52,000,000 Class C Deferrable Floating Rate Notes due 2026 (the
  "Class C Notes"), Definitive Rating Assigned A2 (sf)

  $49,600,000 Class D Deferrable Floating Rate Notes due 2026 (the
  "Class D Notes"), Definitive Rating Assigned Baa3 (sf)

  $48,400,000 Class E Deferrable Floating Rate Notes due 2026 (the
  "Class E Notes"), Definitive Rating Assigned Ba3 (sf)

  $10,000,000 Class F Deferrable Floating Rate Notes due 2026 (the
  "Class F Notes"), Definitive Rating Assigned B3 (sf)

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

Ratings Rationale

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

Madison Park XII is a managed cash flow CLO. The notes will be
collateralized primarily by broadly syndicated first lien senior
secured corporate loans. At least 92.5% of the portfolio must be
invested in senior secured loans, and up to 7.5% of the portfolio
may consist of second lien loans, senior unsecured loans and
senior secured notes. The underlying collateral pool is
approximately 70% ramped as of the closing date.

Credit Suisse Asset Management, 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, the Manager may reinvest
unscheduled principal payments and proceeds from sales of credit
risk assets, subject to certain restrictions.

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.

Moody's modeled the transaction using a cash flow model based on
the Binomial Expansion Technique, as described in Section 2.3.2.1
of the "Moody's Global Approach to Rating Collateralized Loan
Obligations" rating methodology published in February 2014.

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

Par amount: $800,000,000

Diversity Score: 65

Weighted Average Rating Factor (WARF): 2925

Weighted Average Spread (WAS): 3.70%

Weighted Average Coupon (WAC): 7.50%

Weighted Average Recovery Rate (WARR): 49.0%

Weighted Average Life (WAL): 8.0 years.

Methodology Underlying the Rating Action

The principal methodology used in this rating was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
February 2014.


MCF CLO III: S&P Affirms 'BB' Rating on Class E Notes
-----------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on MCF CLO
III LLC's $263.0 million floating-rate notes following the
transaction's effective date as of May 8, 2014.

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.

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

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 S&P's 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
committeem," S&P noted.

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

On an ongoing basis after 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 S&P deems
necessary.

RATINGS AFFIRMED

MCF CLO III LLC

Class                    Rating                       Amount
                                                    (mil. $)
A                        AAA (sf)                     173.25
B                        AA (sf)                       25.00
C                        A (sf)                        22.25
D                        BBB (sf)                      17.00
E                        BB (sf)                       25.50


MORGAN STANLEY 1999-CAM1: Fitch Affirms D Rating on Cl. N Certs
---------------------------------------------------------------
Fitch Ratings has downgraded one and affirmed three classes of
Morgan Stanley Capital I Trust 1999-CAM1 (MSC 1999-CAM1).

Key Rating Drivers

The downgrade of class M reflects a greater certainty of losses,
primarily from the one specially serviced loan (10% of pool). The
affirmations of the other remaining classes reflect stable overall
pool performance and continued amortization since Fitch's last
rating action. As of the May 2014 distribution date, the pool
balance has been reduced by 97.9% to $16.7 million from $806.5
million at issuance. Eighteen of the original 152 loans remain.
There are no defeased loans and 32.3% of the pool is fully
amortizing. There are 12 loans (53.4%) which are credit-tenant
lease loans on single-tenanted properties. The pool's largest
listed credit tenants include: CVS Caremark Corporation (18.2% of
pool), Best Buy (16.9%), and Walgreen Co. (5.8%). Interest
shortfalls are currently affecting classes M through O.

The specially serviced loan (10% of pool) is secured by a 48,678
square foot (sf) office property located in Columbia, SC. The loan
was transferred to special servicing after Fitch's last rating
action in August 2013 for maturity default; the loan matured in
June 2013. According to the latest January 2013 rent roll provided
by the special servicer, the property was 56% occupied by six
tenants, compared to 93% at issuance. Near-term lease expiration
includes 8.4% of the property square footage in 2014 and 32% in
2015. The servicer indicated the borrower is in the process of
addressing and remediating mold issues at the property. The
servicer expects a deed-in-lieu of foreclosure and a real-estate
owned sale.

The largest loan (20.2%) is secured by a 79,038 sf medical office
property located in Fairfax, VA. Occupancy has continually
declined since issuance. According to the December 2013 rent roll,
occupancy was 76%, compared to 87% in 2012 and 95% at issuance.
The property is occupied mostly by doctors and medically-related
tenants as it is located by the Inova Fair Oaks Hospital. Although
occupancy has declined, the loan's debt service coverage ratio was
2.37x for 2013.

Ratings Sensitivities

The Rating Outlook on classes K and L remains Stable as upgrades
are not anticipated due to the significant concentration of the
remaining pool and the risks associated with single-tenanted
properties.

Fitch has downgraded the following class:

-- $6 million class M to 'Csf' from 'CCsf'; RE 90%.

In addition, Fitch has affirmed the following classes:

-- $3.8 million class K at 'BBBsf'; Outlook Stable;
-- $6 million class L at 'BB-sf'; Outlook Stable;
-- $0.8 million class N at 'Dsf'; RE 0%.

Classes A-1 through J have paid in full. Fitch does not rate class
O. Fitch previously withdrew its rating on the interest-only class
X.


MORGAN STANLEY 2012-C5: Fitch Affirms B Rating on Cl. H Certs
-------------------------------------------------------------
Fitch Ratings has affirmed all classes of Morgan Stanley Bank of
America Merrill Lynch Trust 2012-C5 commercial mortgage pass-
through certificates (MSBAM 2012-C5).

Key Rating Drivers

The affirmations of MSBAM 2012-C5 are based on the stable
performance of the underlying collateral pool. As of the May 2014
remittance, the pool had no delinquent, watch list or specially
serviced loans. The pool's aggregate principal balance has been
paid down by 1.8% to $1.33 billion from $1.35 billion at issuance.
The year-end (YE) 2013 reported net operating income (NOI) for the
pool was approximately 4% higher than the reported NOI at
issuance.

Ratings Sensitivity

The Rating Outlook for all classes remains Stable. No rating
actions are expected unless there are material changes to property
occupancies or cash flows, increased delinquencies, or additional
loans transferred to special servicing. The pool has maintained
performance consistent with issuance. Additional information on
rating sensitivity is available in the report 'MSBAM 2012-C5'
(Sept. 24, 2012), available at www.fitchratings.com.

The largest loan of the pool (13.4%) is collateralized by the Legg
Mason Tower, a 24-story office building located in Baltimore, MD.
The subject was developed in 2009 by H&S Properties Development
Corporation, Inc. as part of a 70-acre mixed-use development known
as Harbor East. The subject shares a five-story underground
parking garage with the adjacent, newly built Four Seasons Hotel.
Proceeds from the loan were used to refinance the $146 million
construction loan. The tower serves as the headquarters for Legg
Mason. The property was 86% occupied as of YE 2013, consistent
with issuance.

The second largest loan (7.5%) is secured by Silver Sands Factory
Stores, a 442,126 square foot (sf) retail outlet center located in
Destin, FL. The subject was 97% leased as of YE 2013 to a diverse
rent roll of nationally recognized retailers. No single tenant
represents more than 4% of the rent. Proceeds from the loan were
used by Simon Property Group to acquire a 50% interest in the
property for $100 million, refinance an existing loan of $60
million and return cash of $20 million to the other 50% sponsor.

The third largest loan (6.6%) is secured by U.S. Bank Tower a 26-
story, 520,227-sf office property located in downtown Denver, CO.
The property offers two levels of subterranean private parking for
tenants as well as public parking in an adjacent six-story parking
structure, both of which are part of the loan collateral. U.S.
Bank Tower has a diverse rent roll, including tenants in the
financial services, government, legal, and oil and gas sectors, as
well as major retailers, which occupy street-level space. This
property was 88% leased as of YE 2013.

Fitch has affirmed the following classes as indicated:

-- $61.2 million class A-1 at 'AAAsf'; Outlook Stable;
-- $221.8 million class A-2 at 'AAAsf'; Outlook Stable;
-- $149.6 million class A-3 at 'AAAsf'; Outlook Stable;
-- $489.8 million class A-4 at 'AAAsf'; Outlook Stable;
-- $59.2 million class A-S at 'AAAsf'; Outlook Stable;
-- $33 million class B at 'AAsf'; Outlook Stable;
-- $24.5 million class C at 'Asf'; Outlook Stable;
-- $116.7 million class PST at 'Asf'; Outlook Stable;
-- $1.053 billion interest-only class X-A at 'AAAsf'; Outlook
   Stable;
-- $66 million interest only class X-B at 'AAsf'; Outlook Stable;
-- $27.1 million class D at 'BBB+sf'; Outlook Stable;
-- $49.1 million class E at 'BBB-sf'; Outlook Stable;
-- $8.5 million class F at 'BBB-sf'; Outlook Stable;
-- $18.6 million class G at 'BB+sf'; Outlook Stable;
-- $23.7 million class H at 'Bsf'; Outlook Stable.

The class A-S, class B, and class C certificates will, at all
times, each represent 50% of the outstanding principal balance of
the class A-S, class B, and class C trust components,
respectively. The class PST certificates will, at all times,
represent beneficial ownership of 50% of the outstanding principal
balance of the class A-S trust component, 50% of the outstanding
principal balance of the class B trust component, and 50% of the
outstanding principal balance of the class C trust component.

Fitch does not rate the interest-only class X-C or class J.


MORGAN STANLEY 2014-C16: Fitch Assigns BB- Rating on Class E Notes
------------------------------------------------------------------
Fitch Ratings assigns the following ratings and Rating Outlooks to
Morgan Stanley Bank of America Merrill Lynch Trust, series 2014-
C16 commercial mortgage trust pass-through certificates:

   -- $52,700,000 class A-1 'AAAsf'; Outlook Stable;
   -- $132,100,000 class A-2 'AAAsf'; Outlook Stable;
   -- $72,300,000 class A-SB 'AAAsf'; Outlook Stable;
   -- $43,900,000 class A-3 'AAAsf'; Outlook Stable;
   -- $250,000,000 class A-4 'AAAsf'; Outlook Stable;
   -- $335,852,000 class A-5 'AAAsf'; Outlook Stable;
   -- $956,533,000a class X-A 'AAAsf'; Outlook Stable;
   -- $69,681,000b class A-S 'AAAsf'; Outlook Stable;
   -- $91,853,000b class B 'AA-sf'; Outlook Stable;
   -- $209,044,000b class PST 'A-sf'; Outlook Stable;
   -- $47,510,000b class C 'A-sf'; Outlook Stable;
   -- $91,853,000ac class X-B 'AA-sf'; Outlook Stable;
   -- $72,848,000c class D 'BBB-sf'; Outlook Stable;
   -- $28,506,000c class E 'BB-sf'; Outlook Stable.

(a) Notional amount and interest only.
(b) Class A-S, class B and class C certificates may be exchanged
    for class PST Certificates, and class PST Certificates may be
    exchanged for class A-S, class B and class C certificates.
(c) Privately placed pursuant to Rule 144A.

Fitch does not rate the $12,669,000 class F, the $14,253,000 class
G, the $42,759,846 class H or the $98,187,846 interest-only class
X-C.

Since Fitch issued its expected ratings on May 30, 2014, one class
balance (X-B) has been updated by the issuer and has decreased
from $139,363,000 to $91,853,000.  The classes above reflect the
final ratings and deal structure.

The certificates represent the beneficial ownership in the trust,
primary assets of which are 76 loans secured by 110 commercial
properties having an aggregate principal balance of approximately
$1.267 billion 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.

Fitch reviewed a comprehensive sample of the transaction's
collateral, including site inspections on 72.2% of the properties
by balance, cash flow analysis of 73.0%, and asset summary reviews
on 83.5% of the pool.

KEY RATINGS DRIVERS

High Leverage: The pool's Fitch DSCR and LTV of 1.25x and 105.4%,
respectively, are higher than the first-quarter 2014 averages of
1.18x and 104.7%, respectively.

Large Hotel Concentration: At 24.0%, the transaction has among the
highest hotel concentrations for Fitch-rated transactions in 2013
and 2014.  Four of the top 10 loans (14.3% of the pool) are
secured by hotel properties.

High Concentration of Full and Partial Interest-Only Loans: Nine
loans (24.7%) are subject to full-term interest-only payments, and
31 loans (40.6%) are subject to partial interest-only payments.
These figures are higher than those for Fitch-rated transactions
in first quarter 2014, which had average full-term and partial-
interest-only loans of 15.8% and 37.6%, respectively.

Collateral Quality: When including five of the largest 10 loans,
42.2% of the pool received property quality grades of 'B+' or
better.  Higher property quality grades result in a lower
probability of loss in Fitch's multiborrower conduit model.

RATING SENSITIVITIES

For this transaction, Fitch's net cash flow (NCF) was 16.1% below
the most recent full-year net operating income (NOI) (for
properties for which a full-year NOI was provided, excluding
properties that were stabilizing during this period).

Unanticipated further declines in property-level NCF could result
in higher defaults and loss severity on defaulted loans and could
result in potential rating actions on the certificates.  Fitch
evaluated the sensitivity of the ratings assigned to MSBAM 2014-
C16 certificates and found that the transaction displays average
sensitivity to further declines in NCF.  In a scenario in which
NCF declined a further 10% from Fitch's NCF, a downgrade of the
junior 'AAAsf' certificates to 'AA-sf' could result.  In a
scenario in which NCF declined a further 20% from Fitch's NCF, a
downgrade of the junior 'AAAsf' certificates to 'A-sf' could
result.  In a more severe scenario, in which NCF declined a
further 30% from Fitch's NCF, a downgrade of the junior 'AAAsf'
certificates to 'BBB-sf' could result.  The presale report
includes a detailed explanation of additional stresses and
sensitivities.

The master servicer will be Wells Fargo Bank, National
Association, rated 'CMS1-' by Fitch.  The special servicer will be
LNR Partners, LLC, rated 'CSS1-' by Fitch.


NAVIGATOR CDO 2006: Moody's Affirms 'Ba3' Rating on Class D Notes
-----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on the
following notes issued by Navigator CDO 2006, Ltd.:

  $26,000,000 Class B-1 Floating Rate Secured Deferrable Term
  Notes Due 2020, Upgraded to Aa3 (sf); previously on August 7,
  2013 Upgraded to A3 (sf)

  $7,000,000 Class B-2 Fixed Rate Secured Deferrable Term Notes
  Due 2020, Upgraded to Aa3 (sf); previously on August 7, 2013
  Upgraded to A3 (sf)

  $15,500,000 Class C Floating Rate Secured Deferrable Term Notes
  Due 2020, Upgraded to Baa2 (sf); previously on August 7, 2013
  Upgraded to Baa3 (sf)

  $10,000,000 Class 1 Combination Notes Due 2020 (current rated
  balance of $4,105,175.33), Upgraded to Aaa (sf); previously on
  August 7, 2013 Upgraded to Aa1 (sf)

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

  $40,000,000 Class A Floating Rate Senior Secured Revolving Notes
  Due 2020 (current outstanding balance of $19,275,088.24),
  Affirmed Aaa (sf); previously on August 7, 2013 Affirmed
  Aaa (sf)

  $265,000,000 Class A Floating Rate Senior Secured Term Notes Due
  2020 (current outstanding balance of $127,697,459.28), Affirmed
  Aaa (sf); previously on August 7, 2013 Affirmed Aaa (sf)

  $12,500,000 Class D Floating Rate Secured Deferrable Term Notes
  Due 2020 (current outstanding balance of $10,437,972),Affirmed
  Ba3 (sf); previously on August 7, 2013 Upgraded to Ba3 (sf)

Navigator CDO 2006, Ltd., issued in September 2006, is a
collateralized loan obligation (CLO) backed primarily by a
portfolio of senior secured loans. The transaction's reinvestment
period ended in September 2013.

Ratings Rationale

These rating actions are primarily a result of deleveraging of the
senior notes and an increase in the transaction's over-
collateralization ratios since August 2013. The Class A notes have
been paid down by approximately 41% or $102.1 million since August
2013. Based on the trustee's April 2014 report, the over-
collateralization (OC) ratios for the Class A, Class B, Class C
and Class D notes are reported at 147.72%, 120.63%, 111.07% and
105.44%, respectively, versus August 2013 levels of 128.16%,
113.17%, 107.27% and 103.64%, respectively.

Methodology Used for the Rating Action

The principal methodology used in this rating was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
February 2014.


OHA CREDIT X: Moody's Rates $6.25MM Class F Notes '(P)B3'
---------------------------------------------------------
Moody's Investors Service assigned the following provisional
ratings to seven classes of notes to be issued by OHA Credit
Partners X, Ltd.

  $4,000,000 Class X Senior Secured Floating Rate Notes due 2026
  (the "Class X Notes"), Assigned (P)Aaa (sf)

  $463,500,000 Class A Senior Secured Floating Rate Notes due
  2026 (the "Class A Notes"), Assigned (P)Aaa (sf)

  $93,750,000 Class B Senior Secured Floating Rate Notes due 2026
  (the "Class B Notes"), Assigned (P)Aa2 (sf)

  $37,750,000 Class C Mezzanine Secured Deferrable Floating Rate
  Notes due 2026 (the "Class C Notes"), Assigned (P)A2 (sf)

  $49,000,000 Class D Mezzanine Secured Deferrable Floating Rate
  Notes due 2026 (the "Class D Notes"), Assigned (P)Baa3 (sf)

  $49,750,000 Class E Junior Secured Deferrable Floating Rate
  Notes due 2026 (the "Class E Notes"), Assigned (P)Ba3 (sf)

  $6,250,000 Class F Junior Secured Deferrable Floating Rate
  Notes due 2026 (the "Class F Notes"), Assigned (P)B3 (sf)

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 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.

OHA X is a managed cash flow CLO. The issued notes will be
collateralized primarily by broadly syndicated first lien senior
secured corporate loans. At least 90% of the portfolio must be
invested in senior secured loans, up to 10% of the portfolio may
consist of (a) debt securities in a form other than senior secured
loans or participation interests and (b) second lien loans. The
underlying collateral pool is expected to be approximately 51%
ramped as of the closing date.

Oak Hill Advisors, L.P. (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, the Manager may reinvest unscheduled principal
payments and proceeds from sales of credit improved assets and
credit risk assets, subject to certain restrictions.

In addition to the Rated Notes, the Issuer will issue one tranche
of 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.

Moody's modeled the transaction using a cash flow model based on
the Binomial Expansion Technique, as described in Section 2.3.2.1
of the "Moody's Global Approach to Rating Collateralized Loan
Obligations" rating methodology published in February 2014.

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

Par amount: $750,000,000

Diversity Score: 50

Weighted Average Rating Factor (WARF): 2775

Weighted Average Spread (WAS): 3.50%

Weighted Average Coupon (WAC): 7.00%

Weighted Average Recovery Rate (WARR): 47.0%

Weighted Average Life (WAL): 8.0 years.

Methodology Underlying the Rating Action

The principal methodology used in this rating was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
February 2014.


PREFERREDPLUS TRUST: S&P Raises Rating on $33.5MM Certs to BB+
--------------------------------------------------------------
Standard & Poor's Ratings Services raised its rating on
PreferredPLUS Trust Series BLC-2's $33.530 million certificates to
'BB+' from 'BB'.

S&P's rating on the certificates is dependent on its rating on the
underlying security, Belo Corp.'s 7.25% debentures due Sept. 15,
2027 ('BB+').

The upgrade follows S&P's June 6, 2014, upgrade of the underlying
security to 'BB+' from 'BB'.  S&P may take subsequent rating
actions on the certificates if its rating on the underlying
security changes.


SCHOONER TRUST 2006-5: DBRS Confirms B(low) Rating on Cl. L Certs
-----------------------------------------------------------------
DBRS Inc. has upgraded seven classes of Commercial Mortgage Pass-
Through Certificates, Series 2006-5 issued by Schooner Trust,
Series 2006-5 as follows:

-- Class C to AA (high) (sf) from AA (sf)
-- Class D to A (high) (sf) from A (low)
-- Class E to A (sf) from BBB (high) (sf)
-- Class F to BBB (high) (sf) from BBB (low) (sf)
-- Class G to BBB (sf) from BB (high) (sf)
-- Class H to BB (high) (sf) from BB (sf)
-- Class J to BB (sf) from BB (low) (sf)

In addition, DBRS has confirmed the remaining classes:

-- Class A-1 at AAA (sf)
-- Class A-2 at AAA (sf)
-- Class B at AAA (sf)
-- Class X-C at AAA (sf)
-- Class K at B (high) (sf)
-- Class L at B (low) (sf)

The trends on all classes are Stable.

The pool has experienced a 29.85% collateral reduction since
issuance, with 71 of the original 91 loans still outstanding as of
the May 2014 remittance.  Loans in the top 15 have experienced a
weighted-average net cash flow growth of 7.2% since issuance and
the weighted-average debt yield for these loans is 12.2%.  Since
the last surveillance review, four loans were repaid from the
trust and one loan was defeased, bringing the total defeasance in
the pool to 10.5% of the current pool balance.  One loan,
representing 4.4% of the current pool balance, is scheduled to
mature in 2014, with the rest of the outstanding loans scheduled
to mature in 2015 and 2016.  The weighted-average debt-service-
coverage-ratio for the pool is 1.6 times (x), compared with 1.5x
at issuance, and the weighted-average debt yield is 14.5%,
compared with 10.6% at issuance.

There are no delinquent or specially serviced loans; however,
seven loans are currently flagged for the servicer's watchlist as
of the May 2014 remittance.  DBRS does not consider any of these
loans to be at immediate risk of default and continues to monitor
the watchlist on a monthly basis.

DBRS maintains investment-grade shadow ratings on three loans in
the transaction, which collectively represent 5.65% of the current
pool balance.  DBRS has confirmed that the performance of these
loans remains consistent with investment-grade loan
characteristics.


SDART 2014-3: Moody's Rates $73.5MM Class E Notes 'Ba2'
-------------------------------------------------------
Moody's Investors Service has assigned definitive ratings to the
notes issued by Santander Drive Auto Receivables Trust 2014-3
(SDART 2014-3). This is the third SDART transaction of the year
for Santander Consumer USA Inc. (SCUSA).

The complete rating actions are as follows:

Issuer: Santander Drive Auto Receivables Trust 2014-3

$256,250,000, 0.25000%, Class A-1 Asset Backed Notes, Definitive
Rating Assigned P-1 (sf)

$225,750,000, 0.54%, Class A-2-A Asset Backed Notes, Definitive
Rating Assigned Aaa (sf)

$168,000,000, LIBOR + 0.28%, Class A-2-B Asset Backed Notes,
Definitive Rating Assigned Aaa (sf)

$140,400,000, 0.81%, Class A-3 Asset Backed Notes, Definitive
Rating Assigned Aaa (sf)

$154,400,000, 1.45%, Class B Asset Backed Notes, Definitive Rating
Assigned Aa1 (sf)

$191,175,000, 2.13%, Class C Asset Backed Notes, Definitive Rating
Assigned Aa3 (sf)

$114,025,000, 2.65%, Class D Asset Backed Notes, Definitive Rating
Assigned Baa2 (sf)

$73,525,000, 3.49%, 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 2014-3 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 principal methodology used in this rating was "Moody's
Approach to Rating Auto Loan-Backed ABS" published in May 2013.

Factors that would lead to an upgrade or downgrade of the rating:

Up

Levels of credit protection that are higher than necessary to
protect investors against current expectations of loss could drive
the ratings up. Losses could decline from Moody's original
expectations as a result of a lower number of obligor defaults or
appreciation in the value of the vehicles securing an obligor's
promise of payment. Transaction performance also depends greatly
on the US job market and the market for used vehicles. Other
reasons for better-than-expected performance include changes to
servicing practices that enhance collections or refinancing
opportunities that result in prepayments.

Down

Levels of credit protection that are insufficient to protect
investors against current expectations of loss could drive the
ratings down. Losses could rise above Moody's original
expectations as a result of a higher number of obligor defaults or
deterioration in the value of the vehicles securing an obligor's
promise of payment. Transaction performance also depends greatly
on the US job market and the market for used vehicles. Other
reasons for worse-than-expected performance include poor
servicing, error on the part of transaction parties, inadequate
transaction governance and fraud.


SDART 2014-3: S&P Assigns 'BB' Rating on Class E Notes
------------------------------------------------------
Standard & Poor's Ratings Services assigned its ratings to
Santander Drive Auto Receivables Trust 2014-3's $1,323.53 million
automobile receivables-backed notes series 2014-3.

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

The ratings reflect S&P's view of:

   -- The availability of 52.27%, 45.81%, 36.93%, 31.32%, and
      28.01% of credit support for the class A-1, A-2-A, A-2-B, A-
      3 (collectively, the class A), B, C, D, and E notes,
      respectively, based on stress cash flow scenarios (including
      excess spread), which provide coverage of more than 3.30x,
      2.85x, 2.25x, 1.90x, and 1.40x our 15.00%-16.00% expected
      cumulative net loss.

   -- The timely interest and principal payments made under
      stressed cash flow modeling scenarios appropriate to the
      assigned ratings.

   -- The expectation that under a moderate ('BBB') stress
      scenario, all else being equal, S&P's ratings on the class
      A, B, and C notes will remain within one rating category of
      the assigned ratings during the first year, and its ratings
      on the class D and E notes will remain within two rating
      categories of the assigned ratings, which is within the
      outer bounds of S&P's credit stability criteria.

   -- The originator/servicer's history in the subprime/specialty
      auto finance business.

   -- S&P's analysis of eight years of static pool data on
      Santander Consumer USA Inc.'s lending programs.

   -- The transaction's payment/credit enhancement and legal
      structures.

RATINGS ASSIGNED

Santander Drive Auto Receivables Trust 2014-3

Class     Rating     Type         Interest              Amount
                                  Rate                (mil. $)
A-1       A-1+ (sf)  Senior       Fixed                256.250
A-2-A     AAA (sf)   Senior       Fixed                225.750
A-2-B     AAA (sf)   Senior       Floating             168.000
A-3       AAA (sf)   Senior       Fixed                140.400
B         AA (sf)    Subordinate  Fixed                154.400
C         A (sf)     Subordinate  Fixed                191.175
D         BBB+ (sf)  Subordinate  Fixed                114.025
E         BB (sf)    Subordinate  Fixed                 73.525


SEAWALL 2007-3: Moody's Affirms 'Ba1' Rating on Class C Notes
-------------------------------------------------------------
Moody's Investors Service has placed the ratings of the following
notes issued by Seawall 2007-3, Ltd., on watch for downgrade.

Cl. A, A2 (sf) Placed Under Review for Possible Downgrade;
previously on Aug 1, 2013 Affirmed A2 (sf)

Super Senior, Aa1 (sf) Placed Under Review for Possible Downgrade;
previously on Aug 1, 2013 Affirmed Aa1 (sf)

Cl. X, Aa2 (sf) Placed Under Review for Possible Downgrade;
previously on Aug 1, 2013 Affirmed Aa2 (sf)

Moody's has also affirmed the ratings on the following notes:

Cl. B, Affirmed Baa3 (sf); previously on Aug 1, 2013 Affirmed Baa3
(sf)

Cl. C, Affirmed Ba1 (sf); previously on Aug 1, 2013 Affirmed Ba1
(sf)

Ratings Rationale

Moody's has placed the ratings of the notes on watch for downgrade
due to potential counterparty risk. Moody's has affirmed the
ratings on the transaction because its key transaction metrics are
commensurate with existing ratings. The affirmation is the result
of Moody's on-going surveillance of commercial real estate
collateralized debt obligation (CRE CDO Synthetic) transactions.

Seawall 2007-3 is a static synthetic transaction backed by a
portfolio of credit default swaps referencing 100% commercial
mortgage backed securities (CMBS). The CMBS reference obligations
were securitized in 2006 (75.8%) and 2007 (24.2%). As of this
review, 74.1% of the reference obligations are publicly rated by
Moody's.

Moody's has identified the following as key indicators of the
expected loss in CRE CDO transactions: the weighted average rating
factor (WARF), the weighted average life (WAL), the weighted
average recovery rate (WARR), and Moody's asset correlation (MAC).
Moody's typically models these 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 updated its assessments for the reference obligations
it does not rate. The rating agency modeled a bottom-dollar WARF
of 11, compared to 13 at last review. The current ratings on the
Moody's-rated reference obligations and the assessments of the
non-Moody's rated reference obligations follow: Aaa-Aa3 (96.2%
compared to 96.0% at last review); A1-A3 (2.1% compared to 2.0% at
last review); and Baa1-Baa3 (1.7% compared to 2.0% at last
review).

Moody's modeled a WAL of 2.1 years, compared to 3.1 at last
review. The WAL is based on assumptions about extensions on the
underlying reference obligations.

Moody's modeled a variable WARR of 73.4%, compared to 73.2% at
last review.

Moody's modeled a MAC of 50.9%, compared to 46.4% at last review.

Methodology Underlying the Rating Action:

The principal methodology used in this rating was "Moody's
Approach to Rating SF CDOs" published in March 2014.

Factors that would lead to an upgrade or downgrade of the rating:

The performance of the notes is subject to uncertainty, because it
is sensitive to the performance of the underlying portfolio, which
in turn depends on economic and credit conditions that are subject
to change. The servicing decisions of the master and special
servicer and surveillance by the operating advisor with respect to
the collateral interests and oversight of the transaction will
also affect the performance of the rated notes.

Moody's Parameter Sensitivities: Changes to any one or more of the
key parameters could have rating implications for some of the
rated notes, although a change in one key parameter assumption
could be offset by a change in one or more of the other key
parameter assumptions. The rated notes are particularly sensitive
to changes in the ratings of the reference obligations and credit
assessments. Notching the reference obligations down by -1 notches
would result in an an average modeled rating movement on the rated
notes of one to two notch downward (e.g. one notch downward
implies Ba1 to Ba2). Notching the reference obligations upward by
+1 notch would result in an average modeled rating movement of one
to two notches upward (e.g. one notch upward implies Ba1 to Baa3).

The primary sources of uncertainty in Moody's assumptions are the
extent of growth in the current macroeconomic environment given
the weak recovery and commercial real estate property markets.
Commercial real estate property values continue to improve
modestly, 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, sustained growth will not be possible until investment
increases steadily for a significant period, non-performing
properties are cleared from the pipeline and fears of a euro area
recession abate.


SHACKLETON 2013-IV: S&P Affirms 'BB' Rating on Class E Notes
------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on
Shackleton 2013-IV CLO Ltd./Shackleton 2013-IV CLO LLC's $400.70
million fixed- and floating-rate notes following the transaction's
effective date as of April 3, 2014.

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

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

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 S&P's 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 added.

In S&P's published effective date report, it discusses its
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, S&P intends to
publish an effective date report each time it issues an effective
date rating affirmation on a publicly rated U.S. cash flow CLO.

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 S&P deems
necessary.

RATINGS AFFIRMED

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

Class                      Rating                       Amount
                                                      (mil. $)
A                          AAA (sf)                     265.10
B-1                        AA (sf)                       39.20
B-2                        AA (sf)                       10.00
C (deferrable)             A (sf)                        35.40
D (deferrable)             BBB (sf)                      21.53
E (deferrable)             BB (sf)                       18.13
F (deferrable)             B (sf)                        11.35


SILVERMORE CLO: Moody's Assigns 'Ba3' Rating on Class D Notes
-------------------------------------------------------------
Moody's Investors Service has assigned definitive ratings to six
classes of notes issued by Silvermore CLO Ltd.

Moody's rating action is as follows:

   $322,500,000 Class A-1 Senior Secured Floating Rate Notes due
   May 2026 (the "Class A-1 Notes"), Definitive Rating Assigned
   Aaa (sf)

   $57,800,000 Class A-2 Senior Secured Floating Rate Notes due
   May 2026 (the "Class A-2 Notes"), Definitive Rating Assigned
   Aa2 (sf)

   $29,700,000 Class B Senior Secured Deferrable Floating Rate
   Notes due May 2026 (the "Class B Notes"), Definitive Rating
   Assigned A2 (sf)

   $26,000,000 Class C Senior Secured Deferrable Floating Rate
   Notes due May 2026 (the "Class C Notes"), Definitive Rating
   Assigned Baa3 (sf)

   $26,200,000 Class D Senior Secured Deferrable Floating Rate
   Notes due May 2026 (the "Class D Notes"), Definitive Rating
   Assigned Ba3 (sf)

   $5,000,000 Class E Senior Secured Deferrable Floating Rate
   Notes due May 2026 (the "Class E Notes"), Definitive Rating
   Assigned B2 (sf)

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

Ratings Rationale

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

Silvermore CLO is a managed cash flow CLO. The issued notes will
be collateralized primarily by broadly syndicated first lien
senior secured corporate loans. At least 90% of the portfolio must
consist of senior secured loans, cash, and eligible investments,
and up to 10% of the portfolio may consist of second lien loans
and unsecured loans. The Issuer's documents require the portfolio
to be at least 80% ramped as of the closing date.

Silvermine Capital Management LLC (the "Manager") will direct the
selection, acquisition and disposition of the assets on behalf of
the Issuer and may engage in trading activity, including
discretionary trading, during the transaction's four year
reinvestment period. Thereafter, the Manager may reinvest
unscheduled principal payments and proceeds from sales of credit
risk assets, subject to certain restrictions.

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.


SYMPHONY CLO XIV: Moody's Assigns B3 Rating on $16MM Class F Notes
------------------------------------------------------------------
Moody's Investors Service has assigned ratings to 12 classes of
notes issued by Symphony CLO XIV, Ltd.

Moody's rating action is as follows:

  $5,000,000 Class X Senior Floating Rate Notes due 2017 (the
  "Class X Notes"), Definitive Rating Assigned Aaa (sf)

  $250,000,000 Class A-1 Senior Floating Rate Notes due 2026 (the
  "Class A-1 Notes"), Definitive Rating Assigned Aaa (sf)

  $236,000,000 Class A-2 Senior Floating Rate Notes due 2026 (the
  "Class A-2 Notes"), Definitive Rating Assigned Aaa (sf)

  $10,000,000 Class A-3 Senior Fixed Rate Notes due 2026 (the
  "Class A-3 Notes"), Definitive Rating Assigned Aaa (sf)

  $73,000,000 Class B-1 Senior Floating Rate Notes due 2026 (the
  "Class B-1 Notes"), Definitive Rating Assigned Aa2 (sf)

  $35,000,000 Class B-2 Senior Fixed Rate Notes due 2026 (the
  "Class B-2 Notes"), Definitive Rating Assigned Aa2 (sf)

  $25,000,000 Class C-1 Deferrable Mezzanine Floating Rate Notes
  due 2026 (the "Class C-1 Notes"), Definitive Rating Assigned A2
  (sf)

  $15,000,000 Class C-2 Deferrable Mezzanine Fixed Rate Notes due
  2026 (the "Class C-2 Notes"), Definitive Rating Assigned A2 (sf)

  $26,000,000 Class D-1 Deferrable Mezzanine Floating Rate Notes
  due 2026 (the "Class D-1 Notes"), Definitive Rating Assigned
  Baa3 (sf)

  $26,000,000 Class D-2 Deferrable Mezzanine Floating Rate Notes
  due 2026 (the "Class D-2 Notes"), Definitive Rating Assigned
  Baa3 (sf)

  $48,000,000 Class E Deferrable Mezzanine Floating Rate Notes due
  2026 (the "Class E Notes"), Definitive Rating Assigned Ba3 (sf)

  $16,000,000 Class F Deferrable Mezzanine Floating Rate Notes due
  2026 (the "Class F Notes"), Definitive Rating Assigned B3 (sf)

The Class X Notes, Class A-1 Notes, Class A-2 Notes, Class A-3
Notes, Class B-1 Notes, Class B-2 Notes, Class C-1 Notes, Class C-
2 Notes, Class D-1 Notes, Class D-2 Notes, Class E Notes and Class
F Notes are referred to herein, collectively, as the "Rated
Notes."

Ratings Rationale

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

Symphony XIV is a managed cash flow CLO. The issued notes will be
collateralized primarily by broadly syndicated senior secured
corporate loans. At least 90% of the portfolio must consist of
first lien senior secured loans (including participations with
respect to senior secured loans) and eligible investments and up
to 10% of the portfolio may consist of second lien loans and
unsecured loans. The portfolio will be approximately 60% ramped as
of the closing date.

Symphony Asset Management LLC (the "Manager") will direct the
selection, acquisition and disposition of the assets on behalf of
the Issuer and may engage in trading activity, including
discretionary trading, during the transaction's four year
reinvestment period. Thereafter, the Manager may reinvest
unscheduled principal payments and proceeds from sales of credit
risk assets, subject to certain restrictions.

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.


TRIMARAN CLO VII: S&P Affirms B+ Rating on Class B-2L Notes
-----------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-1L, A-1LR, A-2L, and A-3L notes from Trimaran CLO VII Ltd., a
U.S. cash flow collateralized loan obligation (CLO) transaction
managed by Trimaran Advisors LLC.  S&P also removed the ratings
from CreditWatch, where it had placed them with positive
implications on April 9, 2014.  At the same time, S&P affirmed its
ratings on the class B-1L, and B-2L notes.

The upgrades reflect post-reinvestment period principal
amortization paydowns to the class A-1 and A-1LR notes (which are
pari passu).  Since June 2012, when we upgraded the ratings on
four classes and affirmed the ratings on two classes, the
transaction's reinvestment period ended (in June 2013), and the
transaction has commenced paying down the class A-1L and A-1LR
notes.  As per the May 2014 monthly trustee report, the class A-1L
and A-1LR balances were at 80.2% of their original balances, down
from 100% in June 2012.  The lower balances increased the credit
support available to the notes.

In addition, the transaction's credit quality has improved since
S&P's June 2012 rating actions, and the defaults have declined.
As per the May 2014 monthly trustee report, there were no defaults
in the portfolio (versus $4.4 million par of defaults in June
2012).

The upgrades primarily reflect increased credit support.  The
affirmations reflect the availability of adequate credit support
at the current rating levels.

"Our review of this transaction included a cash flow analysis,
based on the portfolio and transaction as reflected in the May
2014 trustee report, to estimate future performance.  Our cash
flow scenarios applied forward-looking assumptions on the expected
default timing, pattern, and recoveries under various interest-
rate and macroeconomic scenarios.  In addition, we considered the
transaction's ability to pay timely interest and ultimate
principal to each of the rated tranches.  The results of the cash
flow analysis demonstrated, in our view, that all of the rated
outstanding classes have adequate credit enhancement available at
the rating levels associated with this rating action," S&P said.

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

CASH FLOW RESULTS AND SENSITIVITY ANALYSIS

Trimaran CLO VII Ltd.

Class    Previous            Cash flow   Cash flow    Final
         rating              implied     cushion(i)   rating
A-1L     AA+(sf)/Watch Pos   AAA (sf)    6.87%        AAA (sf)
A-1LR    AA+ (sf)/Watch Pos  AAA (sf)    6.87%        AAA (sf)
A-2L     AA (sf)/Watch Pos   AA+ (sf)    8.39%        AA+ (sf)
A-3L     A (sf)/Watch Pos    A+ (sf)     3.99%        A+ (sf)
B-1L     BBB (sf)            BBB (sf)    0.69%        BBB (sf)
B-2L     B+ (sf)             B+ (sf)     9.51%        B+ (sf)

(i) The cash flow cushion is the excess of the tranche break-even
default rate above the scenario default rate at the cash flow
implied rating for a given class of rated notes.

RECOVERY RATE AND CORRELATION SENSITIVITY

In addition to S&P's base-case analysis, it generated additional
scenarios in which it made negative adjustments of 10% to the
current collateral pool's recovery rates relative to each
tranche's weighted average recovery rate.

S&P also generated other scenarios by adjusting the intra- and
inter-industry correlations to assess the current portfolio's
sensitivity to different correlation assumptions assuming the
correlation scenarios outlined below.

Correlation
scenario        Within industry (%)  Between industries (%)
Below base case               15.0                      5.0
Base case                     20.0                      7.5
Above base case               25.0                     10.0

                     Recovery   Correlation Correlation
          Cash flow  decrease   increase    decrease
          implied    implied    implied     implied     Final
Class     rating     rating     rating      rating      rating
A-1L      AAA (sf)   AAA (sf)   AAA (sf)    AAA (sf)    AAA (sf)
A-1LR     AAA (sf)   AAA (sf)   AAA (sf)    AAA (sf)    AAA (sf)
A-2L      AA+ (sf)   AA+ (sf)   AA+ (sf)    AA+ (sf)    AA+ (sf)
A-3L      A+ (sf)    A+ (sf)    A+ (sf)     A+ (sf)     A+ (sf)
B-1L      BBB (sf)   BB+ (sf)   BBB- (sf)   BBB (sf)    BBB (sf)
B-2L      B+ (sf)    B+ (sf)    B+ (sf)     B+ (sf)     B+ (sf)

DEFAULT BIASING SENSITIVITY

To assess whether the current portfolio has sufficient diversity,
S&P biased defaults on the assets in the current collateral pool
with the highest spread and lowest base-case recoveries.

                       Spread        Recovery
          Cash flow    compression   compression
          implied      implied       implied       Final
Class     rating       rating        rating        rating
A-1L      AAA (sf)     AAA (sf)      AA+ (sf)      AAA (sf)
A-1LR     AAA (sf)     AAA (sf)      AA+ (sf)      AAA (sf)
A-2L      AA+ (sf)     AA+ (sf)      AA (sf)       AA+ (sf)
A-3L      A+ (sf)      A+ (sf)       BBB+ (sf)     A+ (sf)
B-1L      BBB (sf)     BBB- (sf)     BB+ (sf)      BBB (sf)
B-2L      B+ (sf)      B+ (sf)       B- (sf)       B+ (sf)

RATINGS RAISED AND REMOVED FROM CREDITWATCH

Trimaran CLO VII Ltd.

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

RATINGS AFFIRMED

Trimaran CLO VII Ltd.

Class        Rating
B-1L         BBB (sf)
B-2L         B+ (sf)


WAMU COMMERCIAL 2007-SL2: Fitch Affirms BB Rating on Cl. B Certs
----------------------------------------------------------------
Fitch Ratings has affirmed 12 classes of WAMU Commercial Mortgage
Securities Trust 2007-SL2 commercial mortgage pass-through
certificates.

KEY RATING DRIVERS

The affirmations are the result of sufficient credit enhancement
due to scheduled amortization and paydown.  Although credit
enhancement is high compared to other mulitborrower transactions,
upgrades are not warranted at this time due to the small balance
nature of the loans, which have higher loss severities than
traditional loans, the lack of operating performance on many of
the loans, increasing concentrations, as well as the small size of
the junior classes.  To date, $23.4 million (2.8% of the original
pool balance) in losses has been realized to date.  Fitch has
designated 81 loans (27.4%) as Fitch Loans of Concern, which
includes 16 specially serviced assets (5.2%).

As of the May 2014 distribution date, the pool's aggregate
principal balance has been reduced by 62.2% to $318.1 million from
$842.1 million at issuance and 303 of the original 664 loans
remain.  No loans are defeased.  Interest shortfalls are currently
affecting classes G through N.

The largest contributor to expected losses is a specially-serviced
loan (1% of the pool), which is secured by 26,872 square foot (sf)
mixed use property located in Lynbrook, NY.  The loan was
transferred to the special servicer in June 2010 due to payment
default.  The borrower then defaulted on a plan approved in
bankruptcy court.  The special servicer has motioned for a
bankruptcy sale, which is expected to take place in summer 2014.

The next largest contributor to expected losses is a specially-
serviced loan (1.2%), which is secured by a 45,421 sf
industrial/warehouse property located in Elk Grove, CA.  The loan
was transferred to special servicing in May 2012 due to imminent
default.  The special servicer and the borrower have agreed to a
discounted pay off and is expected to close in July 2014.

The third largest contributor to expected losses is secured by a
49 unit multi-family property located in Deer Park, NY.  Occupancy
was reported at 84% as of April 2013 and the debt service coverage
ratio was reported at 0.77x as of December 2012.  The borrower
hopes to improve cash flow at the property by increasing rents.

RATING SENSITIVITY

The Rating Outlook on class A1A remains Stable due to the class
seniority and expected continued paydown.  The Rating Outlook on
class B is revised to Stable from Negative due to increasing
credit enhancement.

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

   -- $17.9 million class B at 'BBsf', Outlook to Stable from
      Negative;
   -- $16.8 million class D at 'CCsf', RE 90%;
   -- $6.3 million class E at 'Csf', RE 0%.

Fitch affirms the following classes:

   -- $222.6 million class A1A at 'BBB-sf', Outlook Stable;
   -- $25.3 million class C at 'CCCsf', RE 100%;
   -- $7.4 million class F at 'Csf', RE 0%;
   -- $13.7 million class G at 'Csf', RE 0%;
   -- $4.2 million class H at 'Csf', RE 0%;
   -- $4 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%.

The class A certificates have paid in full.  Fitch does not rate
the class N certificates.  Fitch previously withdrew the rating on
the interest-only class X certificates.


WFRBS COMMERCIAL 201-C4: Moody's Affirms B2 Rating on Cl. G Notes
-----------------------------------------------------------------
Moody's Investors Service has affirmed the ratings of 14 classes
of WF-RBS Commercial Mortgage Trust 2011-C4, Commercial Mortgage
Pass-Through Certificates, Series 2011-C4 as follows:

Cl. A-1, Affirmed Aaa (sf); previously on May 30, 2013 Affirmed
Aaa (sf)

Cl. A-2, Affirmed Aaa (sf); previously on May 30, 2013 Affirmed
Aaa (sf)

Cl. A-3, Affirmed Aaa (sf); previously on May 30, 2013 Affirmed
Aaa (sf)

Cl. A-4, Affirmed Aaa (sf); previously on May 30, 2013 Affirmed
Aaa (sf)

Cl. A-FL, Affirmed Aaa (sf); previously on May 30, 2013 Affirmed
Aaa (sf)

Cl. A-FX, Affirmed Aaa (sf); previously on May 30, 2013 Affirmed
Aaa (sf)

Cl. B, Affirmed Aa2 (sf); previously on May 30, 2013 Affirmed Aa2
(sf)

Cl. C, Affirmed A2 (sf); previously on May 30, 2013 Affirmed A2
(sf)

Cl. D, Affirmed Baa1 (sf); previously on May 30, 2013 Affirmed
Baa1 (sf)

Cl. E, Affirmed Baa3 (sf); previously on May 30, 2013 Affirmed
Baa3 (sf)

Cl. F, Affirmed Ba2 (sf); previously on May 30, 2013 Affirmed Ba2
(sf)

Cl. G, Affirmed B2 (sf); previously on May 30, 2013 Affirmed B2
(sf)

Cl. X-A, Affirmed Aaa (sf); previously on May 30, 2013 Affirmed
Aaa (sf)

Cl. X-B, Affirmed Ba3 (sf); previously on May 30, 2013 Affirmed
Ba3 (sf)

Ratings Rationale

The ratings on the P&I classes were affirmed because the
transaction's key metrics, including Moody's loan-to-value (LTV)
ratio, Moody's stressed debt service coverage ratio (DSCR) and the
transaction's Herfindahl Index (Herf), are within acceptable
ranges.

The ratings on the IO classes were affirmed because the credit
performance (or the weighted average rating factor or WARF) of the
referenced classes are consistent with Moody's expectations.

Moody's rating action reflects a base expected loss of 2.2% of the
current balance compared to 1.8% at Moody's last review. Moody's
base expected loss plus realized losses is now 2.1% of the
original pooled balance, compared to 1.8% at the last review.

Factors that would lead to an upgrade or downgrade of the rating:

The performance expectations for a given variable indicate Moody's
forward-looking view of the likely range of performance over the
medium term. Performance that falls outside the given range can
indicate that the collateral's credit quality is stronger or
weaker than Moody's had previously expected.

Factors that could lead to an upgrade of the ratings include a
significant amount of loan paydowns or amortization, an increase
in the pool's share of defeasance or an improvement in pool
performance.

Factors that could lead to a downgrade of the ratings include a
decline in the performance of the pool, loan concentration, an
increase in realized and expected losses from specially serviced
and troubled loans or interest shortfalls.

Methodology Underlying The Rating Action

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

Description Of Models Used

Moody's review used the excel-based CMBS Conduit Model v 2.64,
which it uses 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 Moody's uses to
estimate Moody's value). Conduit model results at the B2 (sf)
level are based on a paydown analysis using the individual loan-
level Moody's LTV ratio. Moody's may consider other concentrations
and correlations in its analysis. Based on the model pooled credit
enhancement levels of Aa2 (sf) and B2 (sf), the required credit
enhancement on 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, Moody's merges the credit enhancement for loans with
investment-grade structured credit assessments with the conduit
model credit enhancement for an overall model result. Moody's
incorporates negative pooling (adding credit enhancement at the
structured credit assessment level) for loans with similar
structured credit assessments in the same transaction.

Moody's uses a variation of Herf to measure the diversity of loan
sizes, where a higher number represents greater diversity. Loan
concentration has an important bearing on potential rating
volatility, including the risk of multiple notch downgrades under
adverse circumstances. The credit neutral Herf score is 40. The
pool has a Herf of 27, compared to 28 at Moody's last review.

Deal Performance

As of the May 16, 2014 distribution date, the transaction's
aggregate certificate balance has decreased by 4% to $1.42 billion
from $1.48 billion at securitization. The certificates are
collateralized by 77 mortgage loans ranging in size from less than
1% to 11% of the pool, with the top ten loans (excluding
defeasance) constituting 49% of the pool. Two loans, constituting
11% of the pool, have investment-grade structured credit
assessments. One loan, constituting 1% of the pool, has defeased
and is secured by US government securities.

Five loans, constituting 5% of the pool, are on the master
servicer's watchlist. The watchlist includes loans that 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, the agency reviews
the watchlist to assess which loans have material issues that
could affect performance.

There are no loans in special servicing.

Moody's has assumed an elevated default and loss probability for
the Wausau Center Loan ($19 million -- 1% of the pool). The Wausau
Center Loan is secured by a regional mall in downtown Wausau,
Wisconsin. The mall was constructed in 1983. JC Penney, the
property's largest tenant and major anchor, closed its store at
this location in May 2014. The mall owner and loan sponsor is CBL
and Associates.

Moody's received full year 2012 operating results for 96% of the
pool, and full or partial year 2013 operating results for 88% of
the pool. Moody's weighted average conduit LTV is 82%, compared to
88% at Moody's last review. Moody's conduit component excludes
loans with structured credit assessments, defeased and CTL loans,
and specially serviced and troubled loans. Moody's net cash flow
(NCF) reflects a weighted average haircut of 13.0% to the most
recently available net operating income (NOI). Moody's value
reflects a weighted average capitalization rate of 9.5%.

Moody's actual and stressed conduit DSCRs are 1.68X and 1.29X,
respectively, compared to 1.59X and 1.20X at the last review.
Moody's actual DSCR is based on Moody's NCF and the loan's actual
debt service. Moody's stressed DSCR is based on Moody's NCF and a
9.25% stress rate the agency applied to the loan balance.

The largest loan with a structured credit assessment is the E Walk
Loan ($82.0 million -- 6% of the pool), which is secured by a
182,000 square foot (SF) retail property located in Mahattan's
Times Square. The property is anchored by Regal Cinemas. Occupancy
as of year-end 2013 was 100%, the same as at last review and
securitization. Moody's structured structured credit assessment
and stressed DSCR are a1 (sca.pd) and 1.45X, respectively,
compared to a1 (sca.pd) and 1.47X at the last review.

The second largest loan with a structured credit assessment is the
Windsor Hotel Portfolio ($75.0 million -- 5% of the pool), which
is secured by five Embassy Suite hotels (1,054 rooms) located
throughout California. There is an additional $95 million of
unsecured financing associated with the loan. Portfolio occupancy
was 83% in 2013, up from 79% in 2012. Moody's structured
structured credit assessment and stressed DSCR are baa3 (sca.pd)
and 1.95X, respectively, compared to baa3 (sca.pd) and 1.89X at
last review.

The top three performing conduit loans represent 23% of the pool
balance. The largest loan is the Fox River Mall Loan ($155.6
million -- 11% of the pool), which is secured by the borrower's
interest in a 1.2 million square foot super-regional mall in
Appleton, Wisconsin. The mall's anchors include Macy's, Target,
Younkers and Scheel's. Scheel's is the only anchor that is part of
the collateral. The collateral was 96% leased as of December 2013,
compared to 97% leased as of December 2012 and 92% at
securitization. Moody's LTV and stressed DSCR are 75% and 1.30X,
respectively, compared to 83% and 1.17X at last review.

The second largest loan is the Preferred Freezer Portfolio Loan
($115.1 million -- 8% of the pool), which is secured by seven
industrial cold storage facilities across the US. The portfolio is
subject to a 25-year triple net lease through 2033 to Preferred
Freezer Operating, LLC. The lease provides for rent steps every
five years. Moody's LTV and stressed DSCR are 68% and 1.59X,
respectively, compared to 74% and 1.47X at the last review.

The third largest loan is known as the Cole Retail Portfolio
($60.5 million -- 4% of the pool), which is secured by 13 single-
tenant properties, one unanchored multi-tenanted property and one
anchored multi-tenanted property located across 11 states. Tenants
include CVS, Carmax, On the Border, and Bed Bath and Beyond. As of
year-end 2013 the portfolio was 99% leased, compared to 98% leased
at last review. Cole Real Estate Investments was acquired by
American Realty Capital Properties in February 2014. Moody's LTV
and stressed DSCR are 87% and 1.15X, similar to last review.


* Moody's Takes Action on $1.1 Billion of Subprime RMBS
-------------------------------------------------------
Moody's Investors Service has upgraded the ratings of 36 tranches
from 16 transactions backed by Subprime mortgage loans.

Complete rating actions are as follows:

Issuer: ACE Securities Corp. Home Equity Loan Trust, Series 2005-
HE4

Cl. M-4, Upgraded to B3 (sf); previously on Oct 29, 2013 Upgraded
to Caa2 (sf)

Cl. M-5, Upgraded to Ca (sf); previously on Feb 26, 2013 Affirmed
C (sf)

Issuer: Carrington Mortgage Loan Trust Series 2006-FRE1

Cl. A-2, Upgraded to Ba3 (sf); previously on Jul 15, 2011
Downgraded to B2 (sf)

Issuer: Carrington Mortgage Loan Trust, Series 2007-HE1

Cl. A-1, Upgraded to Ba1 (sf); previously on Apr 29, 2010
Downgraded to Ba3 (sf)

Cl. A-2, Upgraded to Caa1 (sf); previously on Apr 29, 2010
Downgraded to Caa2 (sf)

Cl. A-3, Upgraded to Caa2 (sf); previously on Apr 29, 2010
Downgraded to Caa3 (sf)

Cl. A-4, Upgraded to Caa2 (sf); previously on Apr 29, 2010
Downgraded to Caa3 (sf)

Issuer: Citicorp Residential Mortgage Trust Series 2006-1

Cl. A-4, Upgraded to Ba2 (sf); previously on Jun 1, 2010
Downgraded to B1 (sf)

Cl. A-5, Upgraded to B2 (sf); previously on Jun 1, 2010 Downgraded
to Caa1 (sf)

Cl. A-6, Upgraded to Ba3 (sf); previously on Jun 1, 2010
Downgraded to B2 (sf)

Cl. M-1, Upgraded to Caa3 (sf); previously on Jun 1, 2010
Downgraded to C (sf)

Issuer: Citicorp Residential Mortgage Trust Series 2007-2

Cl. A-3, Upgraded to Ba3 (sf); previously on Aug 20, 2012
Downgraded to B2 (sf)

Cl. A-4, Upgraded to Caa1 (sf); previously on Aug 20, 2012
Confirmed at Caa2 (sf)

Cl. A-5, Upgraded to Caa3 (sf); previously on Aug 20, 2012
Confirmed at Ca (sf)

Cl. A-6, Upgraded to Caa1 (sf); previously on Aug 20, 2012
Confirmed at Caa2 (sf)

Issuer: Citigroup Mortgage Loan Trust, Series 2005-OPT4

Cl. M-4, Upgraded to B1 (sf); previously on Feb 26, 2013 Affirmed
Caa1 (sf)

Cl. M-5, Upgraded to Caa2 (sf); previously on Feb 26, 2013
Affirmed Ca (sf)

Issuer: EquiFirst Loan Securitization Trust 2007-1

Cl. A-2A, Upgraded to B2 (sf); previously on Dec 13, 2011
Downgraded to Caa1 (sf)

Issuer: Fremont Home Loan Trust 2005-1

Cl. M-5, Upgraded to B3 (sf); previously on Oct 29, 2013 Upgraded
to Caa2 (sf)

Issuer: HSI Asset Securitization Corporation Trust 2006-OPT1

Cl. II-A-3, Upgraded to Baa3 (sf); previously on Jul 18, 2011
Downgraded to Ba2 (sf)

Cl. II-A-4, Upgraded to Ba1 (sf); previously on Sep 14, 2012
Confirmed at Ba3 (sf)

Cl. M-1, Upgraded to B3 (sf); previously on Jul 18, 2011
Downgraded to Caa2 (sf)

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

Cl. M-5, Upgraded to B1 (sf); previously on Dec 19, 2013 Upgraded
to Caa1 (sf)

Cl. M-6, Upgraded to Ca (sf); previously on Feb 26, 2013 Affirmed
C (sf)

Issuer: IXIS Real Estate Capital Trust 2005-HE2

Cl. M-4, Upgraded to B3 (sf); previously on Feb 28, 2013 Confirmed
at Caa1 (sf)

Issuer: Nomura Home Equity Loan Trust 2005-FM1

Cl. M-2, Upgraded to B1 (sf); previously on Aug 13, 2010
Downgraded to B2 (sf)

Cl. M-3, Upgraded to Ca (sf); previously on Aug 13, 2010
Downgraded to C (sf)

Issuer: Park Place Securities, Inc., Asset-Backed Pass-Through
Certificates, Series 2005-WHQ3

Cl. M-3, Upgraded to Ba1 (sf); previously on Feb 28, 2013 Upgraded
to Ba3 (sf)

Cl. M-4, Upgraded to B2 (sf); previously on Feb 28, 2013 Affirmed
Caa2 (sf)

Cl. M-5, Upgraded to Ca (sf); previously on Feb 28, 2013 Affirmed
C (sf)

Issuer: Park Place Securities, Inc., Asset-Backed Pass-Through
Certificates, Series 2005-WLL1

Cl. M-4, Upgraded to B3 (sf); previously on Oct 29, 2013 Upgraded
to Caa2 (sf)

Cl. M-5, Upgraded to Caa3 (sf); previously on Mar 6, 2013 Affirmed
C (sf)

Issuer: Popular ABS Mortgage Pass-Through Trust 2005-2

Cl. AV-2, Upgraded to Baa1 (sf); previously on Oct 12, 2012
Confirmed at Baa2 (sf)

Cl. AV-1B, Upgraded to Baa3 (sf); previously on Oct 12, 2012
Confirmed at Ba2 (sf)

Cl. M-1, Upgraded to B1 (sf); previously on Sep 26, 2013 Upgraded
to B3 (sf)

Issuer: Popular ABS Mortgage Pass-Through Trust 2005-C

Cl. M-2, Upgraded to B3 (sf); previously on Dec 28, 2010 Upgraded
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 upgrades are a result of improving performance of
the related pools and/or faster pay-down of the bonds due to high
prepayments/faster liquidations.


* Moody's Raises Rating on $597MM RMBS Issued From 2005-2007
------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of sixteen
tranches from seven subprime RMBS transactions, which are all
backed by Subprime mortgage loans.

Complete rating actions are as follows:

Issuer: J.P. Morgan Mortgage Acquisition Corp. 2005-OPT2

Cl. M-3, Upgraded to B2 (sf); previously on Aug 21, 2013 Upgraded
to Caa1 (sf)

Cl. M-4, Upgraded to Caa3 (sf); previously on Jul 14, 2010
Downgraded to C (sf)

Issuer: J.P. Morgan Mortgage Acquisition Corp. 2006-HE2

Cl. A-1, Upgraded to B3 (sf); previously on Dec 28, 2010 Upgraded
to Caa2 (sf)

Issuer: J.P. Morgan Mortgage Acquisition Corp. 2006-WMC1

Cl. A-1, Upgraded to Ba1 (sf); previously on Jan 9, 2013 Upgraded
to Ba2 (sf)

Issuer: J.P. Morgan Mortgage Acquisition Trust 2007-CH3, Asset-
Backed Pass-Through Certificates, Series 2007-CH3

Cl. A-1A, Upgraded to B1 (sf); previously on Dec 28, 2010 Upgraded
to B3 (sf)

Cl. A-1B, Upgraded to Caa2 (sf); previously on Dec 28, 2010
Upgraded to Ca (sf)

Cl. A-3, Upgraded to B2 (sf); previously on Dec 28, 2010 Upgraded
to Caa1 (sf)

Issuer: J.P. Morgan Mortgage Acquisition Trust 2007-CH5

Cl. A-3, Upgraded to Ba3 (sf); previously on Dec 28, 2010 Upgraded
to B2 (sf)

Cl. A-4, Upgraded to B3 (sf); previously on Dec 28, 2010 Upgraded
to Caa1 (sf)

Cl. A-5, Upgraded to B3 (sf); previously on Dec 28, 2010 Upgraded
to Caa1 (sf)

Issuer: Morgan Stanley ABS Capital I Inc. Trust 2005-NC1

Cl. M-2, Upgraded to B1 (sf); previously on Sep 12, 2012 Confirmed
at B3 (sf)

Cl. M-3, Upgraded to B2 (sf); previously on Dec 28, 2010 Upgraded
to Caa1 (sf)

Cl. M-4, Upgraded to Caa2 (sf); previously on Jul 15, 2010
Downgraded to Ca (sf)

Cl. M-5, Upgraded to Ca (sf); previously on Jul 15, 2010
Downgraded to C (sf)

Issuer: Soundview Home Loan Trust 2005-CTX1

Cl. M-3, Upgraded to Ba3 (sf); previously on Aug 21, 2013 Upgraded
to B1 (sf)

Cl. M-4, Upgraded to Caa1 (sf); previously on Aug 21, 2013
Upgraded to Caa3 (sf)

Ratings Rationale

The ratings upgraded are a result of improving performance of the
related pools and/or faster pay-down of the bonds due to high
prepayments/faster liquidations. The actions reflect Moody's
updated loss expectations on those pools.

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

Factors that would lead to an upgrade or downgrade of the rating:

Ratings in the US RMBS sector remain exposed to the high level of
macroeconomic uncertainty, and in particular the unemployment
rate. The unemployment rate fell to 6.3% in May 2014 from 7.5% in
May 2013. Moody's forecasts an unemployment central range of 6.5%
to 7.5% for the 2014 year. Deviations from this central scenario
could lead to rating actions in the sector. House prices are
another key driver of US RMBS performance. Moody's expects house
prices to continue to rise in 2014. Lower increases than Moody's
expects or decreases could lead to negative rating actions.
Finally, performance of RMBS continues to remain highly dependent
on servicer procedures. Any change resulting from servicing
transfers or other policy or regulatory change can impact the
performance of these transactions.


* Moody's Takes Action on $175MM RMBS Issued From 2005 to 2006
--------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of two
tranches and upgraded the ratings of eight tranches from five RMBS
transactions backed by Alt-A RMBS loans.

Complete rating actions are as follows:

Issuer: CWALT, Inc. Mortgage Pass-Through Certificates, Series
2006-HY12

Cl. A-4, Upgraded to Baa3 (sf); previously on Jul 26, 2013
Upgraded to Ba2 (sf)

Cl. A-4X, Upgraded to Baa3 (sf); previously on Jul 26, 2013
Upgraded to Ba2 (sf)

Issuer: Lehman XS Trust Series 2005-1

Cl. 2-A2, Upgraded to Baa3 (sf); previously on Jul 24, 2013
Upgraded to Ba1 (sf)

Issuer: Lehman XS Trust Series 2005-3

Cl. 1-A4, Upgraded to Baa3 (sf); previously on Jul 24, 2013
Upgraded to Ba1 (sf)

Cl. 3-A2A, Downgraded to Caa1 (sf); previously on Sep 3, 2010
Downgraded to B2 (sf)

Cl. 3-A2B, Downgraded to B3 (sf); previously on Sep 3, 2010
Downgraded to B1 (sf)

Issuer: Lehman XS Trust Series 2006-1

Cl. 1-A1, Upgraded to Baa3 (sf); previously on Jul 30, 2013
Upgraded to Ba2 (sf)

Cl. 1-A2, Upgraded to Baa3 (sf); previously on Jul 30, 2013
Upgraded to Ba2 (sf)

Cl. 1-M1, Upgraded to Caa2 (sf); previously on Jul 30, 2013
Upgraded to Caa3 (sf)

Issuer: Nomura Asset Acceptance Corporation, Alternative Loan
Trust, Series 2005-AR1

Cl. M-1, Upgraded to Caa2 (sf); previously on Aug 16, 2012
Upgraded to Ca (sf)

Ratings Rationale

The ratings downgraded are a result of deteriorating performance
and higher than expected losses on bonds where the credit support
has been depleted. The ratings upgraded are due to an increase in
the credit enhancement available to the bonds.

The principal methodology used in these ratings was "US RMBS
Surveillance Methodology" published in November 2013.
Factors that would lead to an upgrade or downgrade of the rating:

Ratings in the US RMBS sector remain exposed to the high level of
macroeconomic uncertainty, and in particular the unemployment
rate. The unemployment rate fell to 6.3% in May 2014 from 7.5% in
May 2013. Moody's forecasts an unemployment central range of 6.5%
to 7.5% for the 2014 year. Deviations from this central scenario
could lead to rating actions in the sector.

House prices are another key driver of US RMBS performance.
Moody's expects house prices to continue to rise in 2014. Lower
increases than Moody's expects or decreases could lead to negative
rating actions.

Finally, 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 27 Ratings from 17 U.S. RMBS Transactions
------------------------------------------------------
Standard & Poor's Ratings Services lowered 27 ratings (including
three to 'D (sf)') from 15 U.S. residential mortgage-backed
securities (RMBS) transactions issued between 1997 and 2006 and
removed 18 of them from CreditWatch with negative implications.
In addition, S&P affirmed 72 ratings from 14 transactions and
removed three of them from CreditWatch with negative implications.
Lastly, S&P withdrew one rating.

The complete list of rating actions is available in "U.S. RMBS
Classes Affected By The June 19, 2014, Rating Actions," available
at the Standard & Poor's public Web site.

The rating actions resolve a portion of the ratings that S&P
placed on CreditWatch from January 2014 through May 2014 because
of apparent interest shortfalls that the trustee reported.

All of the transactions in this review were issued between 1997
and 2006 and are supported by a mix of fixed- and adjustable-rate
Alternative-A (Alt-A), prime jumbo, reperforming, and subprime
mortgage loans secured primarily by first liens on one- to four-
family residential properties.

S&P lowered 22 ratings--including three to 'D (sf)'--from 13
transactions and removed 17 from CreditWatch negative based on its
assessment of interest shortfalls on the affected classes during
recent remittance periods.  The lowered ratings were derived by
applying S&P's interest shortfall criteria.  S&P also lowered its
ratings on five classes from four transactions, and removed one
from CreditWatch negative, because of increased projected losses
from a changing delinquency pipeline.

Of the lowered ratings, S&P lowered six out of the investment-
grade range to 'BB+ (sf)' or lower; 13 other lowered ratings
remain investment-grade.  The remaining eight lowered ratings were
already non-investment grade before the downgrades.

For certain transactions, S&P considered specific performance
characteristics that, in its view, could add a layer of volatility
to our loss assumptions when they are stressed at the rating, as
suggested by S&P's cash flow models.  In these circumstances, S&P
affirmed its ratings on those classes to promote ratings
stability.  In general, the bonds that were affected reflect the
following:

   -- Historical interest shortfalls.
   -- Low priority in principal payments.
   -- Significant growth in the delinquency pipeline.
   -- A high proportion of reperforming loans in the pool.
   -- Significant growth in observed loss severities.
   -- Low subordination and/or overcollateralization.

S&P affirmed the 'AAA (sf)' ratings on Asset Backed Securities
Corp. Home Equity Loan Trust, Series 2004-HE7's classes A-1, A-2,
and A-4 due to their sufficient credit support to absorb the
projected remaining losses associated with this rating stress.

The affirmations on 19 ratings in the 'AA (sf)' or 'A (sf)'
categories from five transactions affect classes that are
currently first, second, or third in their payment priorities.
S&P removed one of these ratings from CreditWatch with negative
implications.  In addition, S&P affirmed 14 ratings in the 'BBB
(sf)' through 'B (sf)' rating categories from six transactions and
removed two of them from CreditWatch with negative implications.
The projected credit support on these classes remained relatively
consistent with prior projections.

S&P affirmed 36 additional ratings in the 'CCC (sf)' or 'CC (sf)'
rating categories.  S&P believes that the projected credit support
for these classes will remain insufficient to cover the revised
projected losses to these classes.

Lastly, S&P withdrew its rating on class 2AX from GSR Mortgage
Loan Trust 2004-14 based on the application of its criteria
regarding the treatment of interest-only (IO) classes.

According to S&P's counterparty criteria, it considered any
applicable hedges related to these securities when performing
these rating actions.

The reviewed transactions generally receive credit support from
subordination, overcollateralization (when available), and excess
interest.

ECONOMIC OUTLOOK

When determining a U.S. RMBS collateral pool's relative credit
quality, S&P's loss expectations stem, to a certain extent, from
our view of how the loans will behave under various economic
conditions.  Standard & Poor's baseline macroeconomic outlook
assumptions for variables that it believes could affect
residential mortgage performance are as follows:

   -- A 6.4% unemployment rate for 2014, decreasing to 5.9% for
      2015.

   -- Home prices will increase 6% in 2014, using the 20-city
      Standard & Poor's/Case-Shiller Home Price Index.

   -- Real GDP growth will be 2.5% in 2014 and 3.2% in 2015.

   -- The 30-year mortgage rate will average 4.5% for 2014 and
      then slightly increase in 2015.

   -- The inflation rate will be 1.9% in 2014 and 1.5% in 2015.

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.  However, if the U.S. economy were
to become stressed in line with Standard & Poor's downside
forecast, it believes that U.S. RMBS credit quality would weaken.
S&P's downside scenario reflects the following key assumptions:

   -- Total unemployment rises to 7.0% in 2014 and then 7.1% in
      2015.

   -- Downward pressure causes just over 1.0% GDP growth in 2014,
      with slightly higher gains in 2015.

   -- Home price momentum slows as potential buyers are not able
      to purchase property.

   -- The 30-year fixed mortgage rate falls slightly to 4.4% in
      2014, but limited access to credit and pressure on home
      prices largely prevents consumers from capitalizing on such
      lower rates.


* S&P Affirms Ratings on 18 Natural-Catastrophe Bonds
-----------------------------------------------------
Standard & Poor's Ratings Services said that it affirmed its
ratings on 18 natural-peril catastrophe bonds issued by seven
different issuers, which had annual resets of the probability of
attachment.  In each case the probability of attachment was reset
to a percentage consistent with the transaction documents and the
current rating.  In addition, S&P reviewed the creditworthiness of
each ceding company and the ratings on the collateral that,
barring the occurrence of a covered event, will be used to redeem
the principal on the redemption date.

RATINGS LIST

Ratings Affirmed
Embarcadero Re Ltd.
  Series 2012-I Class A            BB-(sf)

Ibis Re II Ltd.
  Series 2012-I Class A            BB-(sf)
  Series 2012-I Class B            B-(sf)
  Series 2013-I Class A            BB+(sf)
  Series 2013-I Class B            BB-(sf)
  Series 2013-I Class C            B(sf)

Long Point Re III Ltd.
  Series 2012-I Class A            BB+(sf)

Mystic Re III Ltd.
  Series 2012-I Class A            BB(sf)
  Series 2012-I Class B            B(sf)

Residential Reinsurance 2011 Ltd.
  Series 2011-I Class 1           BB-(sf)
  Series 2011-I Class 2           B-(sf)
  Series 2011-I Class 5           B+(sf)

Residential Reinsurance 2012 Ltd.
  Series 2012-I Class 3           BB-(sf)
  Series 2012-I Class 5           BB(sf)
  Series 2012-II Class 1          BB+(sf)
  Series 2012-II Class 2          BB(sf)

Residential Reinsurance 2013 Ltd.
  Series 2013-I Class 3           B-(sf)
  Series 2013-II Class 4          BB-(sf)


* S&P Puts 146 Tranches From 42 US CLO Deals on Watch Positive
--------------------------------------------------------------
Standard & Poor's Ratings Services placed its ratings on 146
tranches from 42 U.S. collateralized loan obligation (CLO)
transactions on CreditWatch with positive implications.

The tranches had an original issuance of $8.07 billion.

S&P made the CreditWatch positive placements because of the
enhanced overcollateralization resulting from the continued pay
down to the tranches among these CLO transactions.  All 42
transactions have exited their reinvestment period.

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

RATINGS PLACED ON CREDITWATCH POSITIVE

AMMC VII Ltd.
                                Rating
Class               To                       From
C                   AA+ (sf)/Watch Pos       AA+ (sf)
D                   BBB+ (sf)/Watch Pos      BBB+ (sf)
E                   BB+  (sf)/Watch Pos      BB+ (sf)

Apidos Cinco CDO
                                Rating
Class               To                      From
B                   A (sf)/Watch Pos        A (sf)

Ares Enhanced Loan Investment Strategy II Ltd.
                                Rating
Class               To                      From
B-1                 AA (sf)/Watch Pos       AA (sf)
B-2                 AA (sf)/Watch Pos       AA (sf)
C-1                 A- (sf)/Watch Pos       A- (sf)
C-2                 A- (sf)/Watch Pos       A- (sf)

Ares XXI CLO Ltd.
                                Rating
Class               To                      From
A-1                 AA+ (sf)/Watch Pos      AA+ (sf)
A-2                 AA (sf)/Watch Pos       AA (sf)
B                   A (sf)/Watch Pos        A (sf)
C                   BBB (sf)/Watch Pos      BBB (sf)

Atrium IV
                                Rating
Class               To                      From
B                   AA+ (sf)/Watch Pos      AA+ (sf)
C                   BBB+ (sf)/Watch Pos     BBB+ (sf)

Babson CLO Ltd. 2005-II
                                Rating
Class               To                      From
B                   AA+ (sf)/Watch Pos      AA+ (sf)
C-1                 BBB+ (sf)/Watch Pos     BBB+ (sf)
C-2                 BBB+ (sf)/Watch Pos     BBB+ (sf)

Babson CLO Ltd. 2006-II
                                Rating
Class               To                      From
A-1B                AA+ (sf)/Watch Pos      AA+ (sf)
A-2                 AA+ (sf)/Watch Pos      AA+ (sf)

Babson CLO Ltd. 2007-I
                                Rating
Class               To                      From
A-1                 AA+ (sf)/Watch Pos      AA+ (sf)
A-2b                AA+ (sf)/Watch Pos      AA+ (sf)
A-3                 AA+ (sf)/Watch Pos      AA+ (sf)
B-1                 A+ (sf)/Watch Pos       A+ (sf)
B-2                 A+ (sf)/Watch Pos       A+ (sf)
C                   BBB+ (sf)/Watch Pos     BBB+ (sf)
D-1                 BB+ (sf)/Watch Pos      BB+ (sf)
D-2                 BB+ (sf)/Watch Pos      BB+ (sf)

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

Baker Street Funding CLO 2005-1 Ltd.
                                Rating
Class               To                      From
A-1                 AA+ (sf)/Watch Pos      AA+ (sf)
A-2                 AA+ (sf)/Watch Pos      AA+ (sf)

Carlyle High Yield Partners VIII Ltd.
                                Rating
Class               To                      From
A-1                 AA+ (sf)/Watch Pos      AA+ (sf)
A-2-b               AA+ (sf)/Watch Pos      AA+ (sf)
B                   AA (sf)/Watch Pos       AA (sf)
C                   A (sf)/Watch Pos        A (sf)
D                   BBB (sf)/Watch Pos      BBB (sf)

CIT CLO I Ltd.
                                Rating
Class               To                      From
C                   AA+ (sf)/Watch Pos      AA+ (sf)
D                   A+ (sf)/Watch Pos       A+ (sf)
E                   BB+ (sf)/Watch Pos      BB+ (sf)

Copper River CLO Ltd.
                                Rating
Class               To                      From
A-1A                A+ (sf)/Watch Pos       A+ (sf)
A-1B                A+ (sf)/Watch Pos       A+ (sf)
A-2A                AA (sf)/Watch Pos       AA (sf)
A-2B                A+ (sf)/Watch Pos       A+ (sf)
B                   BBB (sf)/Watch Pos      BBB (sf)
C                   BB+ (sf)/Watch Pos      BB+ (sf)
D                   B+ (sf)/Watch Pos       B+ (sf)
E                   B (sf)/Watch Pos        B (sf)

Del Mar CLO I Ltd.
                                Rating
Class               To                      From
C                   AA+ (sf)/Watch Pos      AA+ (sf)
D                   BBB+ (sf)/Watch Pos     BBB+ (sf)

Diamond Lake CLO Ltd.
                                Rating
Class               To                      From
A-2L                AA+ (sf)/Watch Pos      AA+ (sf)
A-3L                AA- (sf)/Watch Pos      AA- (sf)
B-1L                BBB+ (sf)/Watch Pos     BBB+ (sf)

Duane Street CLO IV Ltd.
                                Rating
Class               To                      From
A-1R                AA+ (sf)/Watch Pos      AA+ (sf)
A-1T                AA+ (sf)/Watch Pos      AA+ (sf)
B                   AA- (sf)/Watch Pos      AA- (sf)
C                   A- (sf)/Watch Pos       A- (sf)
D                   BBB- (sf)/Watch Pos     BBB- (sf)
E                   BB- (sf)/Watch Pos      BB- (sf)

Eaton Vance CDO VIII Ltd.
                                Rating
Class               To                      From
A                   AA+ (sf)/Watch Pos      AA+ (sf)
B                   A+ (sf)/Watch Pos       A+ (sf)
C                   BBB+ (sf)/Watch Pos     BBB+ (sf)
D                   BB+ (sf)/Watch Pos      BB+ (sf)

Fairway Loan Funding Company
                                Rating
Class               To                      From
A-3L                AA+ (sf)/Watch Pos      AA+ (sf)
B-1L                BBB+ (sf)/Watch Pos     BBB+ (sf)
B-2L                CCC+ (sf)/Watch Pos     CCC+ (sf)

FM Leveraged Capital Fund II
                                Rating
Class               To                      From
E                   BBB+ (sf)/Watch Pos     BBB+ (sf)

Fraser Sullivan CLO I Ltd.
                                Rating
Class               To                      From
C                   AA- (sf)/Watch Pos      AA- (sf)
D-1                 BB- (sf)/Watch Pos      BB- (sf)
D-2                 BB- (sf)/Watch Pos      BB- (sf)
E-1                 CCC+ (sf)/Watch Pos     CCC+ (sf)
E-2                 CCC+ (sf)/Watch Pos     CCC+ (sf)

Gallatin CLO III 2007-1 Ltd.
                                Rating
Class               To                      From
A-2L                AA+ (sf)/Watch Pos      AA+ (sf)
A-3L                A+ (sf)/Watch Pos       A+ (sf)
B-1L                BBB+ (sf)/Watch Pos     BBB+ (sf)
B-2L                B+ (sf)/Watch Pos       B+ (sf)

Gannett Peak CLO I Ltd.
                                Rating
Class               To                      From
B-1                 AA (sf)/Watch Pos       AA (sf)
B-2                 AA (sf)/Watch Pos       AA (sf)
C                   BBB+ (sf)/Watch Pos     BBB+ (sf)
D-1                 B+ (sf)/Watch Pos       B+ (sf)
D-2                 B+ (sf)/Watch Pos       B+ (sf)

Greyrock CDO Ltd.
                                Rating
Class               To                      From
B-1F                AA (sf)/Watch Pos       AA (sf)
B-1L                AA (sf)/Watch Pos       AA (sf)
B-2F                BB+ (sf)/Watch Pos      BB+ (sf)
B-2L                BB+ (sf)/Watch Pos      BB+ (sf)

GSC Group CDO Fund VIII Ltd.
                                Rating
Class               To                      From
A-1                 AA+ (sf)/Watch Pos      AA+ (sf)
A-2                 AA- (sf)/Watch Pos      AA- (sf)
B                   A- (sf)/Watch Pos       A- (sf)
C                   BB+ (sf)/Watch Pos      BB+ (sf)
D                   B+ (sf)/Watch Pos       B+ (sf)


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

Hewett's Island CLO VI Ltd.
                                Rating
Class               To                      From
C                   AA (sf)/Watch Pos       AA (sf)
D                   BBB+ (sf)/Watch Pos     BBB+ (sf)

Katonah IX CLO Ltd.
                                Rating
Class               To                      From
A-2L                AA+ (sf)/Watch Pos      AA+ (sf)
A-3L                A+ (sf)/Watch Pos       A+ (sf)
B-1L                BBB- (sf)/Watch Pos     BBB- (sf)

Kingsland III Ltd.
                                Rating
Class               To                      From
A-2                 AA+ (sf)/Watch Pos      AA+ (sf)
A-3                 AA (sf)/Watch Pos       AA (sf)
B                   A (sf)/Watch Pos        A (sf)

Lafayette CLO I Ltd.
                                Rating
Class               To                      From
C                   AA+ (sf)/Watch Pos      AA+ (sf)

LCM VI Ltd.
                                Rating
Class               To                      From
A                   AA+ (sf)/Watch Pos      AA+ (sf)

LightPoint CLO V Ltd.
                                Rating
Class               To                      From
A-2                 AA+ (sf)/Watch Pos      AA+ (sf)
B                   A+ (sf)/Watch Pos       A+ (sf)

Madison Park Funding III Ltd.
                                Rating
Class               To                      From
A-1                 AA+ (sf)/Watch Pos      AA+ (sf)
A-2b                AA+ (sf)/Watch Pos      AA+ (sf)
A-3                 AA (sf)/Watch Pos       AA (sf)
B                   A (sf)/Watch Pos        A (sf)
C                   BBB (sf)/Watch Pos      BBB (sf)
D                   BB (sf)/Watch Pos       BB (sf)
Q                   BBB- (sf)/Watch Pos     BBB- (sf)

Octagon Investment Partners IX Ltd.
                                Rating
Class               To                      From
A-2                 AA+ (sf)/Watch Pos      AA+ (sf)
B                   A+ (sf)/Watch Pos       A+ (sf)

Octagon Investment Partners V Ltd.
                                Rating
Class               To                      From
B                   AA+ (sf)/Watch Pos      AA+ (sf)
C-1                 A (sf)/Watch Pos        A (sf)
C-2                 A (sf)/Watch Pos        A (sf)

Pacifica CDO VI Ltd.
                                Rating
Class               To                      From
A-1a                AA+ (sf)/Watch Pos      AA+ (sf)
A-1c                AA+ (sf)/Watch Pos      AA+ (sf)

Race Point IV CLO Ltd.
                               Rating
Class               To                  From
B                   AA /Watch Pos       AA
C                   A+ /Watch Pos       A+
D                   BBB+ /Watch Pos     BBB+

Saratoga CLO I Ltd.
                                Rating
Class               To                      From
A-2                 AA+ (sf)/Watch Pos      AA+ (sf)
B                   A+ (sf)/Watch Pos       A+ (sf)
C                   BB+ (sf)/Watch Pos      BB+ (sf)
D                   BB (sf)/Watch Pos       BB (sf)

Symphony CLO III Ltd.
                                Rating
Class               To                      From
A-1a                AA+ (sf)/Watch Pos      AA+ (sf)
A-1b                AA+ (sf)/Watch Pos      AA+ (sf)
A-2a                AA+ (sf)/Watch Pos      AA+ (sf)
A-2b                AA+ (sf)/Watch Pos      AA+ (sf)
B                   AA- (sf)/Watch Pos      AA- (sf)
C                   A- (sf)/Watch Pos       A- (sf)

T2 Income Fund CLO I Ltd.
                                Rating
Class               To                      From
B                   AA+ (sf)/Watch Pos      AA+ (sf)
C                   AA- (sf)/Watch Pos      AA- (sf)

Tralee CDO I Ltd.
                                Rating
Class               To                      From
A-1                 AA+ (sf)/Watch Pos      AA+ (sf)
A-2a                AA (sf)/Watch Pos       AA (sf)
A-2b                AA (sf)/Watch Pos       AA (sf)
B                   A (sf)/Watch Pos        A (sf)
C                   BBB (sf)/Watch Pos      BBB (sf)

Vitesse CLO Ltd.
                    Rating                  Rating
Class               To                      From
A3L                 AA- (sf)/Watch Pos      AA- (sf)
B1L                 BBB+ (sf)/Watch Pos     BBB+ (sf)
B2L                 B+ (sf)/Watch Pos       B+ (sf)

Wasatch CLO Ltd.
                    Rating                  Rating
Class               To                      From
D                   BB (sf)/Watch Pos       BB (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 by e-mail.

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 the nation's bankruptcy courts.  The
list includes links to freely downloadable of these small-dollar
petitions in Acrobat PDF documents.

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.

                           *********

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
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Meriam Fernandez, 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 2014.  All rights reserved.  ISSN: 1520-9474.

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                  *** End of Transmission ***