TCR_Public/140713.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Sunday, July 13, 2014, Vol. 18, No. 193

                            Headlines

ACAS CLO 2014-1: Moody's Assigns '(P)B2' Rating on Class F Notes
AMERICAN HOME 2005-2: Moody's Hikes Rating on 2 Tranches to Ba1
APIDOS CLO XVIII: Moody's Assigns (P)Ba3 Rating on Class D Notes
BANC OF AMERICA 2004-3: Moody's Cuts Rating on Cl. X Certs to B3
BEAR STEARNS 2002-TOP6: S&P Raises Rating on Class H Notes to BB+

BEAR STEARNS 2005-PWR9: Moody's Affirms 'C' Rating on 2 Certs
BEAR STEARNS 2005-TOP20: Moody's Affirms 'C' Rating on 2 Certs
BEAR STEARNS 2007-BBA8: Moody's Affirms Caa1 Rating on Cl L Certs
BWP SCHOOL: S&P Cuts Rating on 2013A & B Revenue Bonds to 'B'
CAPITALSOURCE REAL: S&P Raises Rating on Class A-1A Notes to BB-

CENT CDO 15: Moody's Hikes Rating on $19MM Class D Notes to Ba3
CENT CLO 20: S&P Affirms 'BB' Rating on Class E Notes
CG-CCRE 2014-FL1: S&P Assigns BB Rating on 2 Note Classes
CHASE MORTGAGE 2005-S3: Moody's Cuts Rating on 4 Tranches to Caa2
CITICORP MORTGAGE: Moody's Takes Action on $76MM of RMBS

CITIGROUP MORTGAGE: Moody's Takes Action on $159MM of Alt-A RMBS
CITIGROUP 2004-C2: Moody's Cuts Class L Certs' Rating to C
COLUMBUSNOVA CLO 2007-1: Moody's Rates $15MM Class E Notes 'Ba3'
COMM 2006-C8: Moody's Cuts Rating on Class E Certs. to 'C'
COMM 2013-CCRE9: Fitch Affirms 'BBsf' Rating on Class E Certs

COMM 2014-KYO: S&P Assigns BB- Rating on Class F Notes
COMMERCIAL MORTGAGE 2001-CMLB1: Moody's Keeps Cl. X Certs' Rating
CPS AUTO: Moody's Takes Action on $175MM RMBS Issued 2011-2012
CREDIT SUISSE 2007-C3: Moody's Affirms C Rating on 4 Cert Classes
CVP CASCADE CLO-1: S&P Affirms 'BB' Rating on Class D Notes

CVP CASCADE CLO-2: S&P Assigns Prelim BB Rating on Class D Notes
DBUBS MORTGAGE 2011-LC3: Moody's Affirms Cl. E Certs' Ba2 Rating
DRYDEN XVII: Moody's Hikes Ratings on $200MM of CSOs
FLAGSHIP VII: S&P Affirms 'BB' Rating on Class E Notes
GALAXY XVII: S&P Assigns 'BB' Rating on Class E Notes

GE BUSINESS 2004-1: S&P Lowers Rating on Class C Notes to 'B+'
GE COMMERCIAL 2004-C2: Moody's Cuts Rating on X-1 Certs to Caa3
GE COMMERCIAL 2005-C3: Fitch Lowers Rating on Class J Certs to CC
GMAC COMMERCIAL 2004-C3: Fitch Affirms 'Csf' Rating on Cl. E Certs
GSAMP TRUST 2005-WMC3: Moody's Hikes Rating on $73MM of RMBS

HARCH CLO II: Moody's Lowers Rating on $10MM Cl. E Notes to Caa2
HEWETT'S ISLAND V: Moody's Ups Rating on $16MM Cl. E Notes to Ba1
HFR GAP 2005-01: Moody's Cuts Rating on $20MM Sec. Notes to Ba3
HIGHBRIDGE 3-2014: S&P Affirms 'BB' Rating on Class D Notes
INSTITUTIONAL MORTGAGE 2012-2: Fitch Affirms BB Rating on F Certs

INSTITUTIONAL MORTGAGE 2014-5: Fitch to Rate Class G Certs 'Bsf'
JAMESTOWN CLO IV: Moody's Assigns 'Ba3' Rating on Class D Notes
JFIN CLO 2014-II: Moody's Assigns (P)Ba3 Rating on $33.9MM Notes
JP MORGAN 1997-C5: S&P Raises Rating on Class G Certs to 'B+'
JP MORGAN 2002-CIBC4: Fitch Affirms 'Dsf' Rating on 7 Certs

JP MORGAN 2007-CIBC18: S&P Lowers Rating on 3 Notes to 'D'
JP MORGAN 2007-LDP10: Fitch Cuts Rating on 4 Cert. Classes to 'C'
JP MORGAN 2010-C1: Fitch Affirms 'B+' Rating on Cl. G Certificates
JP MORGAN 2011-C5: Fitch Affirms 'BB' Rating on Class E Notes
JP MORGAN 2011-C5: Moody's Affirms 'B1' Rating on Class F Certs

JP MORGAN 2013-C12: Moody's Affirms B2 Rating on Class F Notes
JP MORGAN 2014-INN: S&P Assigns 'BB-' Rating on Class E Notes
KVK CLO 2014-2: S&P Assigns 'BB' Rating on Class E Notes
LATITUDE CLO II: Moody's Hikes Rating on Cl. C Notes to Ba2
LB-UBS COMMERCIAL 2006-C3: Moody's Takes Action on 14 Certs

LB-UBS COMMERCIAL 2004-C4: Moody's Hikes H Certs' Rating to Ba3
MC FUNDING: Moody's Affirms Ba2 Rating on $17.6MM Class E Notes
MERRILL LYNCH 2004-MKB1: Moody's Hikes Cl. L Certs' Rating to Ba3
MERRILL LYNCH 2005-CIP1: Moody's Cuts Rating on 2 Certs to 'C'
MORGAN STANLEY 2006-IQ11: Fitch Affirms D Rating on Class J Certs

MORGAN STANLEY 2007-HQ11: Moody's Affirms C Rating on Cl. K Notes
MORGAN STANLEY 2012-C5: Moody's Affirms B2 Rating on Cl. H Certs
N-STAR REAL IX: S&P Lowers Rating on Class A-1 Notes to 'CCC+'
NEWMARK CAPITAL 2014-2: S&P Assigns 'BB-' Rating on Class E Notes
NEWCASTLE CDO V: Moody's Affirms Ratings on 6 Note Classes

NEWSTAR ARLINGTON: Moody's Assigns 'Ba3' Rating on Class E Notes
NOB HILL CLO: Moody's Hikes Rating on $11.3MM Cl. E Notes to Ba3
NORTHSTAR 2013-1: Moody's Affirms B3 Rating on Class C Notes
OCP CLO 2014-6: S&P Assigns 'BB' Rating on Class D Notes
OCTAGON INVESTMENT XX: Moody's Rates $39.6MM Cl. E Notes '(P)Ba3'

OHA CREDIT X: Moody's Assigns Ba3 Rating on $49.75MM Cl. E Notes
OZLM FUNDING V: S&P Affirms 'BB' Rating on Class D Notes
OZLM VII: Moody's Assigns 'B2' Rating on $20.8MM Class E Notes
PARK PLACE 2005-WHQ4: Moody's Ups Rating on Cl. M-2 Debt to Caa2
REGATTA IV FUNDING: Moody's Assigns Ba3 Rating on Class E Notes

SAN GABRIEL I: Moody's Hikes Rating on Class B-2L Notes to Ba3
SEQUOIA MORTGAGE 2004-12: Moody's Cuts Rating on 2 Notes to 'Ba1'
STONE TOWER VII: Moody's Affirms 'Ba1' Rating on Class C Notes
STRUCTURED ASSET 2006-2: Moody's Ups Rating on Cl. A3 Secs to B1
TALMAGE STRUCTURED 2006-4: Fitch Hikes Class B Notes Rating to BB

TELOS CLO 2007-2: S&P Affirms BB Rating on Class E Notes
TELOS CLO 2014-5: S&P Affirms 'BB' Rating on Class E Notes
TRAINER WORTHAM V: Moody's Confirms Caa3 Rating on Cl. A-1 Notes
UBS-BARCLAYS 2012-C3: Moody's Affirms B2 Rating on Class F Notes
U.S. EDUCATION IV: Fitch Affirms B Rating on 4 Cert. Classes

VALHALLA CLO: Moody's Places Ba3 Rating Under Review for Upgrade
VOYA CLO IV: Moody's Hikes Rating on $22MM Cl. C Notes to Ba1
WACHOVIA BANK 2006-C24: Moody's Cuts Rating on 2 Certs to 'C'
WACHOVIA BANK 2005-C20: Fitch Affirms 'BBsf' Rating on Cl. D Certs
WELLS FARGO 2010-C1: Moody's Affirm Ba2 Rating on Class E Certs.

WFRBS 2011-C5: Moody's Affirms 'B2' Rating on Class G Certs
WHITEHORSE IX: Moody's Assigns (P)Ba3 Rating on Class E Notes

* Moody's Upgrades Ratings on $765MM RMBS Issued 2002-2006
* Moody's Takes Action on $487MM Subprime RMBS Issued 1999-2004
* Moody's Takes Action on $281MM Prime Jumbo RMBS
* Moody's Takes Action on $175MM of RMBS Issued 2003 to 2006
* Moody's Takes Action on $149MM Alt-A RMBS Issued 2004 to 2005

* Moody's Takes Action on $112MM RMBS by Morgan Stanley and SARM
* S&P Cuts Ratings on 99 Certificate Classes to 'Dsf'
* S&P Puts 21 Ratings on 7 U.S. CDO Deals on Watch Negative


                             *********

ACAS CLO 2014-1: Moody's Assigns '(P)B2' Rating on Class F Notes
----------------------------------------------------------------
Moody's Investors Service has assigned provisional ratings to
seven classes of notes to be issued by ACAS CLO 2014-1, Ltd.:

$374,000,000 Class A Senior Secured Floating Rate Notes due July
2026 (the "Class A Notes"), Assigned (P)Aaa (sf)

$50,000,000 Class B-1 Senior Secured Floating Rate Notes due
July 2026 (the "Class B-1 Notes"), Assigned (P)Aa2 (sf)

$21,250,000 Class B-2 Senior Secured Fixed Rate Notes due July
2026 (the "Class B-2 Notes"), Assigned (P)Aa2 (sf)

$45,000,000 Class C Senior Secured Deferrable Floating Rate
Notes due July 2026 (the "Class C Notes"), Assigned (P)A2 (sf)

$34,250,000 Class D Senior Secured Deferrable Floating Rate
Notes due July 2026 (the "Class D Notes"), Assigned (P)Baa3 (sf)

$29,500,000 Class E Senior Secured Deferrable Floating Rate
Notes due July 2026 (the "Class E Notes"), Assigned (P)Ba2 (sf)

$13,000,000 Class F Senior Secured Deferrable Floating Rate
Notes due July 2026 (the "Class F Notes"), Assigned (P)B2 (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."

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
assets, the transaction's legal structure, and the characteristics
of the underlying assets.

ACAS CLO 2014-1 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 70% ramped as of the closing date.

American Capital CLO 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.

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: $600,000,000

Diversity Score: 60

Weighted Average Rating Factor (WARF): 2650

Weighted Average Spread (WAS): 3.85%

Weighted Average Coupon (WAC): 7.00%

Weighted Average Recovery Rate (WARR): 46.50%

Weighted Average Life (WAL): 8 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.

Factors That Would Lead to an Upgrade or Downgrade of the Rating:

The performance of the Rated Notes is subject to uncertainty. The
performance of the Rated Notes is sensitive to the performance of
the underlying portfolio, which in turn depends on economic and
credit conditions that may change. The Manager's investment
decisions and management of the transaction will also affect the
performance of the Rated Notes.

Together with the set of modeling assumptions above, Moody's
conducted an additional sensitivity analysis, which was an
important component in determining the ratings assigned to the
Rated Notes. This sensitivity analysis includes increased default
probability relative to the base case.

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

Percentage Change in WARF -- increase of 15% (from 2650 to 3048)

Rating Impact in Rating Notches

Class A Notes: 0

Class B-1 Notes: 0

Class B-2 Notes: 0

Class C Notes: -2

Class D Notes: -1

Class E Notes: -1

Class F Notes: -1

Percentage Change in WARF -- increase of 30% (from 2650 to 3445)

Rating Impact in Rating Notches

Class A Notes: -1

Class B-1 Notes: -2

Class B-2 Notes: -2

Class C Notes: -3

Class D Notes: -2

Class E Notes: -2

Class F Notes: -4

The V Score for this transaction is Medium/High. This V Score has
been assigned in a manner similar to the Medium/High V Score
assigned for the global cash flow CLO sector, as described in the
special report titled "V Scores and Parameter Sensitivities in the
Global Cash Flow CLO Sector," dated July 6, 2009 and available on
www.moodys.com.

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


AMERICAN HOME 2005-2: Moody's Hikes Rating on 2 Tranches to Ba1
---------------------------------------------------------------
Moody's Investors Service has upgraded the rating of two tranches
issued by American Home Mortgage Investment Trust 2005-2. The
tranches are backed by Alt-A RMBS loans issued in 2005.

Complete rating actions are as follows:

Issuer: American Home Mortgage Investment Trust 2005-2

Cl. IV-A-1, Upgraded to Ba1 (sf); previously on Aug 23, 2010
Downgraded to Ba3 (sf)

Cl. IV-A-2, Upgraded to Ba1 (sf); previously on Aug 23, 2010
Downgraded to Ba3 (sf)

Ratings Rationale

The rating actions are a result of performance on the underlying
pools and reflect Moody's updated loss expectations on the pools.
The upgrade is due to stable pool performance.

The rating actions also reflect updates and corrections to the
cash-flow models used by Moody's in rating these transactions. The
modeling changes pertain to the calculation of the interest
payments to the bonds and the loss allocation to the 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 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.


APIDOS CLO XVIII: Moody's Assigns (P)Ba3 Rating on Class D Notes
----------------------------------------------------------------
Moody's Investors Service has assigned provisional ratings to
seven classes of notes to be issued by Apidos CLO XVIII.

Moody's rating action is as follows:

$449,800,000 Class A-1 Senior Secured Floating Rate Notes due
2026 (the "Class A-1 Notes"), Assigned (P)Aaa (sf)

$71,350,000 Class A-2A Senior Secured Floating Rate Notes due
2026 (the "Class A-2A Notes"), Assigned (P)Aa2 (sf)

$23,000,000 Class A-2B Senior Secured Fixed Rate Notes due 2026
(the "Class A-2B Notes"), Assigned (P)Aa2 (sf)

$31,300,000 Class B Mezzanine Deferrable Floating Rate Notes due
2026 (the "Class B Notes"), Assigned (P)A2 (sf)

$42,700,000 Class C Mezzanine Deferrable Floating Rate Notes due
2026 (the "Class C Notes"), Assigned (P)Baa3 (sf)

$39,850,000 Class D Junior Deferrable Floating Rate Notes due
2026 (the "Class D Notes"), Assigned (P)Ba3 (sf)

$8,000,000 Class E Junior Deferrable Floating Rate Notes due 2026
(the "Class E Notes"), Assigned (P)B2 (sf)

The Class A-1 Notes, the Class A-2A Notes, the Class A-2B 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."

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
assets, the transaction's legal structure, and the characteristics
of the underlying assets.

Apidos XVIII 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. Moody's expects the portfolio to be
approximately 70% ramped as of the closing date.

CVC Credit Partners, 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 and credit improved 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: $714,000,000

Diversity Score: 60

Weighted Average Rating Factor (WARF): 2520

Weighted Average Spread (WAS): 3.65%

Weighted Average Coupon (WAC): 7.00%

Weighted Average Recovery Rate (WARR): 43.0%

Weighted Average Life (WAL): 8 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.

Factors That Would Lead to an Upgrade or Downgrade of the Rating:

The performance of the Rated Notes is subject to uncertainty. The
performance of the Rated Notes is sensitive to the performance of
the underlying portfolio, which in turn depends on economic and
credit conditions that may change. The Manager's investment
decisions and management of the transaction will also affect the
performance of the Rated Notes.

Together with the set of modeling assumptions above, Moody's
conducted an additional sensitivity analysis, which was an
important component in determining the ratings assigned to the
Rated Notes. This sensitivity analysis includes increased default
probability relative to the base case.

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

Percentage Change in WARF -- increase of 15% (from 2520 to 2898)

Rating Impact in Rating Notches

Class A-1 Notes: 0

Class A-2A Notes: -2

Class A-2B Notes: -2

Class B Notes: -2

Class C Notes: -1

Class D Notes: 0

Class E Notes: -1

Percentage Change in WARF -- increase of 30% (from 2520 to 3276)

Rating Impact in Rating Notches

Class A-1 Notes: -1

Class A-2A Notes: -4

Class A-2B Notes: -4

Class B Notes: -4

Class C Notes: -2

Class D Notes: -1

Class E Notes: -3

The V Score for this transaction is Medium/High. This V Score has
been assigned in a manner similar to the Medium/High V Score
assigned for the global cash flow CLO sector, as described in the
special report titled "V Scores and Parameter Sensitivities in the
Global Cash Flow CLO Sector," dated July 6, 2009 and available on
www.moodys.com.

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


BANC OF AMERICA 2004-3: Moody's Cuts Rating on Cl. X Certs to B3
----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on four
classes, affirmed the ratings on four classes and downgraded the
rating on one class in Banc of America Commercial Mortgage Inc.,
Commercial Mortgage Pass-Through Certificates, Series 2004-3 as
follows:

Cl. A-1A, Affirmed Aaa (sf); previously on Sep 26, 2013 Affirmed
Aaa (sf)

Cl. B, Upgraded to Aaa (sf); previously on Sep 26, 2013 Affirmed
Aa1 (sf)

Cl. C, Upgraded to Aa1 (sf); previously on Sep 26, 2013 Affirmed
Aa2 (sf)

Cl. D, Upgraded to A1 (sf); previously on Sep 26, 2013 Affirmed A3
(sf)

Cl. E, Upgraded to A2 (sf); previously on Sep 26, 2013 Affirmed
Baa1 (sf)

Cl. F, Affirmed Ba1 (sf); previously on Sep 26, 2013 Affirmed Ba1
(sf)

Cl. G, Affirmed B3 (sf); previously on Sep 26, 2013 Affirmed B3
(sf)

Cl. H, Affirmed C (sf); previously on Sep 26, 2013 Affirmed C (sf)

Cl. X, Downgraded to B3 (sf); previously on Sep 26, 2013 Affirmed
Ba3 (sf)

Ratings Rationale

The ratings on Classes B through E were upgraded due to an
increase in credit support resulting from loan paydowns and
amortization. The deal has paid down 73% since Moody's last
review.

The ratings on Classes A-1A, F and G were affirmed due to 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 rating on Class H was affirmed because the current rating
reflects Moody's expected loss.

The rating of 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 3.2% of the
current balance compared to 2.6% at Moody's last review. Moody's
base expected loss plus realized losses is now 4.7% of the
original pooled balance compared to 5.1% 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 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 eight compared to 16 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 June 10, 2014 distribution date, the transaction's
aggregate certificate balance has decreased by 85% to $168 million
from $1.2 billion at securitization. The certificates are
collateralized by 14 mortgage loans ranging in size from less than
2% to 22% of the pool, with the top ten loans constituting 90% of
the pool. The pool does not currently contain any defeased loans
or loans with structured credit assessments.

Two loans, constituting 13% 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.

Seven loans have been liquidated at a loss from the pool,
resulting in an aggregate realized loss of $49 million (for an
average loss severity of 66%). One loan, constituting 2% of the
pool, is currently in special servicing. The specially serviced
loan is the Oakley Town Center Loan ($3.5 million), which is
secured by a 27,000 square foot (SF) retail property located in
Oakley, California. The loan transferred to special servicing
after it failed to repay by its April 2014 loan maturity. The
borrower is in the final stages of a refinance with closing
expected by the end of June 2014. Moody's analysis does not
incorporate a loss for this loan.

Moody's has assumed a high default probability for one poorly
performing loans, constituting 3% of the pool, and has estimated a
modest loss from the troubled loans.

Moody's received full year 2012 and full or partial year 2013
operating results for 100% of the pool. Moody's weighted average
conduit LTV is 81% compared to 83% at Moody's last review. Moody's
conduit component excludes the specially serviced and troubled
loan. 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 9.0%.

Moody's actual and stressed conduit DSCRs are 1.39X and 1.23X,
respectively, compared to 1.47X and 1.28X 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 56% of the pool. SUN
Communities is the sponsor for the three largest conduit loans.
Each of the top three conduit loans has a July 2016 loan maturity.
The largest loan is the SUN Communities -- Scio Farm Loan ($36
million -- 21.5% of the pool), which is secured by a 913-pad
manufactured housing community located in Ann Arbor, Michigan. The
collateral was 99% leased as of March 2014 compared to 97% as of
December 2012. Moody's LTV and stressed DSCR are 84% and 1.10X,
respectively, compared to 86% and 1.07X at last full review.

The second largest loan is the SUN Communities Portfolio 9 Loan
($33 million -- 19.6% of the pool), which is secured by four
manufactured housing communities totaling 1,235 pads located in
Michigan (3) and Florida (1). The collateral was 92% leased as of
December 2013 compared to 94% as of December 2012. Moody's LTV and
stressed DSCR are 77% and 1.26X, respectively, compared to 81% and
1.20X, at last full review.

The third largest loan is the SUN Communities Portfolio 8 Loan
($25 million -- 14.7% of the pool), which is secured by three
manufactured housing communities totaling 1,174 pads located in
Indiana (2) and Florida (1). The collateral was 90% leased as of
December 2013 compared to 82% as of December 2011. Moody's LTV and
stressed DSCR are 86% and 1.14X, respectively, compared to 94% and
1.03X at last full review.


BEAR STEARNS 2002-TOP6: S&P Raises Rating on Class H Notes to BB+
-----------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on five
classes of commercial mortgage pass-through certificates from Bear
Stearns Commercial Mortgage Securities Trust 2002-TOP6,a U.S.
commercial mortgage-backed securities (CMBS) transaction.

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

The upgrades reflect S&P's expectation of available credit
enhancement for these classes, which S&P believes exceeds its most
recently estimated necessary credit enhancement for the respective
rating levels.  The upgrades also reflect S&P's view regarding the
current and future performance of the transaction's collateral and
the significantly reduced trust balance.  As of the June 16, 2014,
trustee remittance report, the collateral pool had a $48.5 million
aggregate trust balance, down from $1.12 billion at issuance.  The
pool comprises 16 loans, of which 10 ($34.9 million; 72.0% of the
pool balance) are fully amortizing loans and four ($11.6 million;
23.9%) are defeased, down from150 loans at issuance.  There are no
loans in special servicing.

While available credit enhancement levels may suggest further
positive rating movements on classes H and J, S&P's analysis
considered its view on available liquidity and the classes'
history of interest shortfalls.

TRANSACTION SUMMARY

The transaction's weighted average Standard & Poor's loan-to-value
ratio and debt service coverage (DSC) are 22.0% and 1.30x,
respectively.

The largest loan in the pool is Regent Court ($24.4 million,
52.5%) and is secured by a 566,648-sq.-ft. office building in
Dearborn, Mich.  The property is 100% leased to Ford Motor Co.
('BBB-/Stable') on a bondable lease (Ford cannot terminate the
lease unless a major casualty or condemnation occurs, in which
case Ford must prepay the loan).  The lease expiration and loan
maturity dates are both Dec. 31, 2016.  The loan is fully
amortizing on a 15-year term.  The reported DSC was 1.14x as of
year-end 2013.

The following three loans ($3.8 million; 7.8%) are on the master
servicer's watchlist:

   -- The Sylvan Square Shopping Center loan ($2.2 million; 4.6%)
      is the third-largest nondefeased loan in the pool and is
      secured by a 79,675-sq.-ft. retail center in Modesto, Calif.
      The loan appears on the master servicer's watchlist because
      of low occupancy, which was 66.0% as of March 31, 2014.  The
      borrower continues to market the vacancies; however, there
      are no prospects at this time. The reported DSC was 1.80x
      for year-end 2013.

   -- The Verizon Communications--Manhattan loan ($1.0 million,
      2.1%) is secured by a 38,380-sq.-ft. industrial property in
      New York City.  According to the property inspection report
      dated Sept. 25, 2013, the property is fully occupied by
      Verizon Communications Inc. and houses company vehicles on
      two levels.  The loan appears on the master servicer's
      watchlist because of increased expenses related to
      professional fees.  The master servicer is awaiting a
      response from Verizon to determine whether the increased
      expenses are recurring or nonrecurring.  The reported DSC
      was 1.36x as of year-end 2013.

   -- The Gateway Centre loan ($0.5 million; 1.1%) is secured by a
      38,655-sq.-ft. industrial building in Manassas, Va.  The
      loan appears on the watchlist because of low occupancy,
      which was 32.1% as of year-end 2013.  However, per the
      watchlist commentary, the borrower is in the process of
      signing a lease that will bring occupancy up to 100%.  The
      reported DSC was 0.02x as of year-end 2013.

Credit Enhancement Levels
As Of The June 16, 2014, Trustee Remittance Report

Class                            Credit enhancement level (%)
E                                       93.53
F                                       73.36
G                                       47.42
H                                       27.25
J                                       9.95

RATINGS LIST

Bear Stearns Commercial Mortgage Securities Trust 2002-TOP6
Commercial mortgage pass-through certificates series 2002-TOP6

                                 Rating
Class         Identifier         To               From
E             07383FJJ8          AAA (sf)         BBB+ (sf)
F             07383FJK5          AAA (sf)         BBB (sf)
G             07383FJL3          AAA (sf)         B+ (sf)
H             07383FJM1          BB+ (sf)         CCC+ (sf)
J             07383FJN9          B+ (sf)          CCC- (sf)


BEAR STEARNS 2005-PWR9: Moody's Affirms 'C' Rating on 2 Certs
-------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on three
classes and affirmed the ratings on ten classes of Bear Stearns
Commercial Mortgage Corporation, Commercial Mortgage Pass-Through
Certificates, Series 2005-PWR9 as follows:

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

Cl. A-4A, Affirmed Aaa (sf); previously on Aug 1, 2013 Affirmed
Aaa (sf)

Cl. A-4B, Affirmed Aaa (sf); previously on Aug 1, 2013 Affirmed
Aaa (sf)

Cl. A-J, Upgraded to A3 (sf); previously on Aug 1, 2013 Affirmed
Baa2 (sf)

Cl. B, Upgraded to Baa1 (sf); previously on Aug 1, 2013 Affirmed
Baa3 (sf)

Cl. C, Upgraded to Baa3 (sf); previously on Aug 1, 2013 Affirmed
Ba2 (sf)

Cl. D, Affirmed B2 (sf); previously on Aug 1, 2013 Affirmed B2
(sf)

Cl. E, Affirmed Caa1 (sf); previously on Aug 1, 2013 Affirmed Caa1
(sf)

Cl. F, Affirmed Caa2 (sf); previously on Aug 1, 2013 Affirmed Caa2
(sf)

Cl. G, Affirmed Ca (sf); previously on Aug 1, 2013 Affirmed Ca
(sf)

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

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

Cl. X-1, Affirmed Ba3 (sf); previously on Aug 1, 2013 Affirmed Ba3
(sf)

Ratings Rationale

The ratings on three P&I classes, A-J, B and C, were upgraded
primarily due to an increase in credit support since Moody's last
review, resulting from paydowns and amortization, as well as
Moody's expectation of additional increases in credit support
resulting from the payoff of loans approaching maturity that are
well positioned for refinance. The pool has paid down by 17.1%
since Moody's last review. In addition, loans constituting 10.2%
of the pool that have debt yields exceeding 10.0% are scheduled to
mature within the next 12 months. The ratings were upgraded due to
a significant increase in defeasance, to 10.9% of the current pool
balance from 8.2% at the last review.

The ratings on three P&I classes A-1-A, A-4A and A-4B, 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 six P&I classes were affirmed because the ratings
are consistent with Moody's expected loss.

The rating on the IO class, X-1, was affirmed based on the credit
performance (or the weighted average rating factor or WARF) of the
referenced classes.

Moody's rating action reflects a base expected loss of 4.5% of the
current balance, compared to 6.2% at Moody's last review. Moody's
base expected loss plus realized losses is now 6.6% of the
original pooled balance, compared to 6.9% 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 57, compared to 54 at last review.

Deal Performance

As of the June 11, 2014 distribution date, the transaction's
aggregate certificate balance has decreased by 41% to $1.28
billion from $2.15 billion at securitization. The certificates are
collateralized by 163 mortgage loans ranging in size from less
than 1% to 5% of the pool, with the top ten loans constituting 29%
of the pool. Thirteen loans, constituting 11% of the pool, have
defeased and are secured by US government securities.

Forty-nine loans, constituting 31% 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.

Seventeen loans have been liquidated from the pool, resulting in
an aggregate realized loss of $84.5 million (for an average loss
severity of 43%). Two loans, constituting 1.5% of the pool, are
currently in special servicing. The largest specially serviced
loan is the Lakeside II Loan (for $16.3 million -- 1.3% of the
pool), which is secured by a 130,000 square foot (SF) office
building in Chantilly, Virginia, approximately 30 miles west of
Washington D.C. The property is currently fully vacant as of June
2014 compared to 100% occupied at last review. The sole tenant,
Integic Corporation, vacated 100% of the space the end of their
lease term in October 2012. Despite leasing efforts, there has
been no success in leasing up the property. The loan transferred
to special servicing in November 2013 due to imminent default. The
Borrower has executed a pre-negotiation agreement and discussions
have commenced. Counsel has been retained. Lender and Borrower are
currently discussing Borrower's consent to a receiver.

The second largest specially serviced loan is the Legacy Plaza --
Plano Loan (for $3.0 million -- 0.2% of the pool) which is secured
by Secured by an unanchored strip retail center in Plano, Texas.
The property was 65% leased as of July 2013 compared to 71% year-
end (YE) 2012 and 88% YE 2011. Performance dropped during 2010
when the loan converted from interest-only to principal and
interest. The loan transferred to special servicing in December
2013 due to payment default. Special servicer plans to foreclose
on the property and will obtain the required third party reports
and discuss Noteholder rights and remedies with Trust counsel.

Moody's estimates an aggregate $7.8 million loss for specially
serviced loans (40% expected loss on average).

Moody's has assumed a high default probability for 19 poorly
performing loans, constituting 13% of the pool, and has estimated
an aggregate loss of $32.5 million (a 20% expected loss based on a
50% probability default) from these troubled loans.

Moody's received partial year 2014 operating results for 30% of
the pool, full year 2013 operating results for 76%, and full year
2012 operating results for 75%. Moody's weighted average conduit
LTV is 91%, compared to 96% 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 12% to the most recently available net
operating income (NOI). Moody's value reflects a weighted average
capitalization rate of 9.2%.

Moody's actual and stressed conduit DSCRs are 1.40X and 1.17X,
respectively, compared to 1.40X 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 12% of the pool balance. The
largest loan is the Boston Design Center Loan ($64 million -- 5.0%
of the pool), which is secured by a leasehold interest in a
552,300 SF retail/showroom/office design center located in Boston,
Massachusetts. The property is subject to a ground lease which
expires in 2035 with renewal options for an additional 25 years.
The property was 83% leased as of April 2014 compared to 77% at
last review. Moody's LTV and stressed DSCR are 108.8% and 0.92X,
respectively, compared to 105.6% and 0.95X at the last review.

The second largest loan is the Marriot Tysons Corner Loan ($41.5
million -- 3.2% of the pool), which is secured by a 15-story, 390
room full-service hotel located in Vienna, Virginia. The property
is situated in Northern Virginia's Tyson's Corner neighborhood and
located 15 miles from Dulles Airport. Property performance
declined slightly in 2013 from the prior year as RevPAR increased
to $103 from $116 despite an increase in occupancy to 68% from
67%. ADR also decreased to $152 from $172. Major drivers of this
change include increased supply/competition in the marketplace.
Moody's LTV and stressed DSCR are 91.1% and 1.28X, respectively,
compared to 74.5% and 1.56X at the last review.

The third largest loan is the Lahaina Cannery Mall Loan ($41.0
million -- 3.2% of the pool), which is secured by a 141,000 SF
mall located in Lahaina, Hawaii, on the island of Maui. Lahaina
Cannery Mall is the only fully enclosed, air-conditioned mall on
the island of Maui. Anchor tenants include Longs Drug Store and
Safeway Stores, Inc. As of March 2013, the property was 88%
leased, the same as last review. Moody's LTV and stressed DSCR are
104.0% and 0.91X, respectively, compared to 108.9% and 0.87X at
the last review.


BEAR STEARNS 2005-TOP20: Moody's Affirms 'C' Rating on 2 Certs
--------------------------------------------------------------
Moody's Investors Service has affirmed the ratings on fourteen
classes in Bear Stearns Commercial Mortgage Securities Inc.,
Commercial Mortgage Pass-Through Certificates, Series 2005-TOP20
as follows:

Cl. A-3, Affirmed Aaa (sf); previously on Aug 1, 2013 Affirmed Aaa
(sf)

Cl. A-4A, Affirmed Aaa (sf); previously on Aug 1, 2013 Affirmed
Aaa (sf)

Cl. A-4B, Affirmed Aaa (sf); previously on Aug 1, 2013 Affirmed
Aaa (sf)

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

Cl. A-J, Affirmed A1 (sf); previously on Aug 1, 2013 Upgraded to
A1 (sf)

Cl. B, Affirmed A3 (sf); previously on Aug 1, 2013 Upgraded to A3
(sf)

Cl. C, Affirmed Baa2 (sf); previously on Aug 1, 2013 Affirmed Baa2
(sf)

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

Cl. E, Affirmed B3 (sf); previously on Aug 1, 2013 Affirmed B3
(sf)

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

Cl. G, Affirmed Caa2 (sf); previously on Aug 1, 2013 Affirmed Caa2
(sf)

Cl. H, Affirmed C (sf); previously on Aug 1, 2013 Downgraded to C
(sf)

Cl. J, Affirmed C (sf); previously on Aug 1, 2013 Downgraded to C
(sf)

Cl. X, Affirmed Ba3 (sf); previously on Aug 1, 2013 Affirmed Ba3
(sf)

Ratings Rationale

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

The rating on the IO class was affirmed based on the credit
performance (or the weighted average rating factor or WARF) of the
referenced classes.

Moody's rating action reflects a base expected loss of 3.2% of the
current balance, compared to 4.0% at Moody's last review. Moody's
base expected loss plus realized losses is now 6.1% of the
original pooled balance, compared to 6.3% 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 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 38, compared to 43 at Moody's last review.

Deal Performance

As of the June 12, 2014 distribution date, the transaction's
aggregate certificate balance has decreased by 30% to $1.5 billion
from $2.1 billion at securitization. The certificates are
collateralized by 185 mortgage loans ranging in size from less
than 1% to 7% of the pool, with the top ten loans constituting 39%
of the pool. Eight loans, constituting 6% of the pool, have
investment-grade structured credit assessments. Twelve loans,
constituting 7% of the pool, have defeased and are secured by US
government securities.

Fifty-four loans, constituting 28% 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.

Eleven loans have been liquidated from the pool, resulting in an
aggregate realized loss of $78.9 million (for an average loss
severity of 27%). There are no loans in special servicing.

Moody's has assumed a high default probability for 15 poorly
performing loans, constituting 11% of the pool, and has estimated
an aggregate loss of $27 million (17% expected loss based on a 50%
probability default) from these troubled loans.

Moody's received partial year 2014 operating results for 36% of
the pool, full year 2013 operating results for 85%, and full year
2012 operating results for 84%. Moody's weighted average conduit
LTV is 81%, compared to 84% 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 12% 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 1.72X and 1.33X,
respectively, compared to 1.73X and 1.29X 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 Depot
Business Park Loan ($35.7 million -- 2.5% of the pool), which is
secured by a 2.3 million square foot (SF) Class B complex
consisting of flex, office, and R&D space located in a former
World War II-era US Army base in Sacramento, California. The loan
is on the master servicer's watchlist due to low occupancy. The
properties were 65% leased as of April 2014 compared to 64% at
last review. Moody's structured credit assessment and stressed
DSCR are baa3 (sca.pd) and 1.42X, respectively, compared to baa3
(sca.pd) and 1.46X at the last review.

The second largest loan with a structured credit assessment is the
2200 Harbor Boulevard Loan ($11.1 million -- 0.8% of the pool),
which is secured by a K-mart anchored retail center in Costa Mesa,
California in Orange County. The property was 91% leased as of
April 2014, the same as YE 2013. Despite this, 2013 NOI dipped due
to Office Depot vacating 21,000 SF (11% of net rentable area
(NRA)) in February 2013. This was mitigated as Party City leased
14,000 SF (7% NRA) as well as the addition of several smaller
leases. Moody's analysis assumes a stabilized occupancy based on
past performance of the property. Moody's structured credit
assessment and stressed DSCR are baa2 (sca.pd) and 1.48X,
respectively, compared to a2 (sca.pd) and 1.69X at the last
review.

The third largest loan with a structured credit assessment is the
60 East End Avenue Co-op Loan ($8.9 million -- 0.6% of the pool),
Secured by a 124 unit co-op property on the Upper East Side of
Manhattan in New York, New York. Performance has been stable as
the property was 99% leased as of YE 2013, the same as YE 2012 and
YE 2011. Moody's structured credit assessment and stressed DSCR
are aaa (sca.pd) and 13.10X, respectively, the same as at last
review.

The remaining five loans with credit assessments represent 2.3% of
the pool. The five credit assessments are: The Pride Center Loan
($8.4 million -- 0.6%) -- aa2 (sca.pd); 1345 Avenue of the
Americas Loan ($8.1 million -- 0.6%) -- aaa (sca.pd); Queens
Boulevard Office Loan ($7.4 million -- 0.5%) -- a1 (sca.pd); 520
East 72nd Street Co-op Loan ($6.5 million -- 0.4%) -- aaa
(sca.pd); and 4 Park Avenue Plaza Loan ($3.6 million -- 0.2%) --
aaa (sca.pd).

The top three conduit loans represent 19% of the pool balance. The
largest loan is The Westin Copley Place Loan ($105 million -- 7.2%
of the pool), which represents a 50% participation interest in a
$210 million mortgage loan. The loan is secured by a full-service
803-room hotel in the Back Bay section of Boston, Massachusetts.
Property performance has improved since last review. Occupancy for
2013 increased to 83% from 78% in 2012. Although 2013 ADR remained
stable at $246, 2013 RevPAR went to $203 from $192. Moody's LTV
and stressed DSCR are 89.6% and 1.30X, respectively, compared to
99.6% and 1.17X at the last review.

The second largest loan is the West Towne Mall Loan ($95.6 million
-- 6.6% of the pool), which is secured by a 916,000 SF super
regional mall in Madison, Wisconsin. The mall anchors include J.C.
Penney Corporation, Inc., The Bon Ton Stores, Inc. d.b.a. The
Boston Store, and Sears, Roebuck & Co. The anchor space is not
part of the loan collateral. Mall occupancy was 99% as of February
2014 compared to 95% at Moody's last review. CBL & Associates, the
Chattanooga, Tennessee-based mall REIT, is the loan sponsor.
Moody's LTV and stressed DSCR are 64.1% and 1.43X, respectively,
compared to 66.7% and 1.38X at the last review.

The third largest loan is the Lakeforest Mall -- A Note Loan ($82
million -- 5.6% of the pool), which is secured by a 345,000 SF
interest in a super regional mall located in Gaithersburg,
Maryland. The mall anchors include Sears, Roebuck & Co., Macy's
Inc., J.C. Penney Corporation, Inc. and Lord and Taylor Holdings.
The anchor space is not part of the collateral. Following an
initial one-year loan extension, the loan was transferred to
special servicing in May 2012 for imminent maturity default. The
loan was modified in August 2012. Per the modification, there was
a $20.5 million pay down along with the B-Note being extinguished
(Class LF). A $34.1 million loss was realized to the trust; $14.7
million from the pooled portion and $19.4 million from the rake
bond. The maturity date was extended to September 7, 2015. The
loan sponsor, Simon Property Group, Inc. sold the property to Five
Mile Capital Partners in August 2012. Moody's LTV and stressed
DSCR are 95.3% and 1.05X, respectively, compared to 73.4% and
1.36X at the last review.


BEAR STEARNS 2007-BBA8: Moody's Affirms Caa1 Rating on Cl L Certs
-----------------------------------------------------------------
Moody's Investors Service upgraded the ratings of two classes and
affirmed the ratings of three classes, including one interest-only
(IO) class, of Bear Stearns Commercial Mortgage Securities Inc.,
Commercial Mortgage Pass-Through Certificates, Series 2007-BBA8 as
follows:

Cl. H, Upgraded to Aaa (sf); previously on Mar 26, 2014 Upgraded
to Baa2 (sf)

Cl. J, Upgraded to Baa2 (sf); previously on Mar 26, 2014 Upgraded
to Ba2 (sf)

Cl. K, Affirmed B3 (sf); previously on Mar 26, 2014 Upgraded to B3
(sf)

Cl. L, Affirmed Caa1 (sf); previously on Mar 26, 2014 Upgraded to
Caa1 (sf)

Cl. X-1B, Affirmed B2 (sf); previously on Mar 26, 2014 Downgraded
to B2 (sf)

Ratings Rationale

The upgrades are primarily due to increased credit support
resulting from the payoff of the Prime Hospitality Portfolio loan
on May 14, 2014. The deal has paid down 49% since last review. The
affirmations of the principal and interest (P&I) classes are due
to key parameters, including Moody's loan to value (LTV) ratio and
Moody's stressed debt service coverage ratio (DSCR) remaining
within acceptable ranges. The rating of interest-only (IO) Class
X-1B is consistent with the weighted average rating factor or WARF
of its referenced classes and thus is affirmed.

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 pay downs 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 review incorporated the use of the excel-based Large Loan
Model v 8.7. The large loan model derives credit enhancement
levels based on an aggregation of adjusted loan level proceeds
derived from Moody's loan level LTV ratios. Major adjustments to
determining proceeds include leverage, loan structure, property
type, and sponsorship. These aggregated proceeds are then further
adjusted for any pooling benefits associated with loan level
diversity, other concentrations and correlations.

Deal Performance

As of the June 16, 2014 Payment Date, the transaction's aggregate
certificate balance has decreased by 95% to $72.4 million from
$1.8 billion at securitization. The certificates are
collateralized by one mortgage loan, the Westcore Colorado
Portfolio loan.

The trust, as of June 16, 2014, had cumulative bond losses of
$43,926, affecting Class L and outstanding interest shortfalls of
$26,853, affecting Class K and Class L. The Westcore Colorado
Portfolio loan is paid current. The interest shortfalls are not
due to credit issues, but rather they are due to the Trust
structure whereby the interest-rate coupon on the one remaining
loan is lower than the Pass-Through Rates of Class K and Class L
and therefore these classes are due additional interest.

The Westcore Colorado Portfolio loan ($72.4 million) is secured by
13 office/R&D buildings with 1.2 million square feet of net
rentable area (NRA) located in the Denver, Colorado MSA. Three
buildings have been released from the mortgage lien, including two
buildings in Colorado Springs, Colorado. As of April 2014, the
portfolio was 85% leased, compared to 89% at securitization. The
outstanding trust balance has paid down by 26% since
securitization due to the payment of collateral release premiums
and a cash flow sweep after payment of debt service and the
funding of a reserve for capital expenses and leasing costs. The
property also serves as collateral for a $65.6 million non-trust
subordinate debt component. The loan has a final maturity date of
March 10, 2015. Moody's loan to value (LTV).


BWP SCHOOL: S&P Cuts Rating on 2013A & B Revenue Bonds to 'B'
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating to 'B' from
'BB' on the New Jersey Economic Development Authority's series
2013A (tax exempt) and 2013B (taxable) charter school revenue
bonds issued for BWP School Partners LLC (BWP LLC) on behalf of
Lady Liberty Academy Charter School (LLACS).  The outlook is
negative.

"The lowered rating and negative outlook reflect the additional
risk of the school's placement on probationary status due to the
State of New Jersey Department of Education's (NJDOE)
determination that LLACS is not operating in compliance with its
charter, state statutes, and regulations said Standard & Poor's
credit analyst Debra Boyd.

The letter of notification of probationary status, sent by the
Acting Commissioner of NJDOE and dated June 23, 2014, states the
school will be on probation through March 2, 2015, which is the
date by which a decision will be made whether to renew the
school's charter for an additional five years.  "In our view, the
probationary status and concerns outlined in the letter increase
the likelihood of charter nonrenewal in the next year," added
Ms. Boyd.

The probation letter outlines NJDOE's concern with the school's
fiscal viability and academic performance, noting the fiscal 2013
auditor's findings of deficiencies related to controls, processes,
compliance, and the school's failure to meet standards required
under the Performance Framework (see April 2, 2014 article).  The
letter identifies six key issues and outlines procedural actions
that the school must complete by Aug. 29, 2014.


CAPITALSOURCE REAL: S&P Raises Rating on Class A-1A Notes to BB-
----------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-1A, A-1R, A-2A, and A-2B notes from CapitalSource Real Estate
Loan Trust 2006-A, a commercial real estate collateralized debt
obligation (CRE CDO) transaction.  Concurrently, S&P affirmed its
ratings on eight other classes from the same transaction.

The rating actions reflect S&P's analysis of the transaction's
liability structure and the collateral's underlying credit
characteristics using S&P's global CDOs of pooled structured
finance assets criteria, S&P's U.S. and Canadian commercial
mortgage-backed securities (CMBS) rating methodology and
assumptions, and its CMBS global property evaluation methodology
criteria.  The upgrades also reflect the transaction's
amortization.  As of the April 22, 2014, note valuation report,
class A-2A had an outstanding balance of $71.9 million, down from
$500.0 million at issuance.  Classes A-1A and A-1R had outstanding
balances of $22.2 million and $89.4 million, respectively, down
from $70.4 million and $200.0 million.

According to the May 23, 2014, trustee monthly report, the
transaction's collateral, excluding an $83.3 million cash balance,
totaled $639.6 million, while the transaction's liabilities
totaled $713.1 million, down from $1.3 billion in liabilities at
issuance.  The transaction's current asset pool includes the
following:

   -- Fifty-two senior interest A-notes or senior participation
      loans ($608.6 million, 95.1%);

   -- Ten CMBS tranches from eight distinct transactions ($24.7
      million, 3.9%); and

   -- One subordinate interest B-note ($6.3 million, 1.0%).

The trustee report noted two defaulted loans totaling $3.7 million
(0.6%).  The defaulted loans are as follows:

   -- Mcrae-Chandler senior interest loan ($2.8 million, 0.5%);
      And

   -- Kenton Healthcare LLC senior interest loan ($0.8 million,
      0.1%).

In addition to the defaulted assets listed in the trustee report,
S&P's analysis considered the Bahamas Sales Associate LLC senior
interest loan ($23.8 million, 3.7%) to be credit impaired based on
information provided by the collateral manager.  S&P believes the
loan has a high probability of default based on the loan's low
appraisal value.

S&P estimated 10.4% recoveries for the defaulted loans.  S&P based
its recovery assumptions on information from the collateral
manager, special servicer, and third-party data providers.

Given loan performance information provided by the collateral
manager, S&P applied asset-specific recovery rates when analyzing
the performing loans ($614.9 million, 96.1%) using S&P's U.S. and
Canadian CMBS criteria and its CMBS global property evaluation
methodology.  S&P did not apply an asset-specific recovery rate to
the following loans, which are secured by land and have no
financial reporting information:

   -- Hammock Creek Green LLC loan ($46.7 million, 7.3%), secured
      by land in New Smyrna Beach, Fla; and

   -- Highland Village loan ($40.1 million, 6.3%), secured by land
      in Lehman Township, Pa.

S&P's analysis also considered qualitative factors such as the
loans' near-term maturities, refinancing prospects, and loan
modifications.  According to the May 23, 2014, trustee report, the
deal passed all of its overcollateralization and interest coverage
tests.

RATINGS LIST

CapitalSource Real Estate Loan Trust 2006-A

                       Rating
Class    Identifier    To           From
A-1A     140560AA1     BB- (sf)     B+ (sf)
A-1R     14057EAC6     BB- (sf)     B+ (sf)
A-2A     140560AM5     A+ (sf)      BB+ (sf)
A-2B     140560AN3     BB- (sf)     B+ (sf)
B        140560AC7     CCC+ (sf)    CCC+ (sf)
C        140560AD5     CCC (sf)     CCC (sf)
D        140560AE3     CCC- (sf)    CCC- (sf)
E        140560AF0     CCC- (sf)    CCC- (sf)
F        140560AG8     CCC- (sf)    CCC- (sf)
G        140560AH6     CCC- (sf)    CCC- (sf)
H        140560AJ2     CCC- (sf)    CCC- (sf)
J        140560AK9     CCC- (sf)    CCC- (sf)


CENT CDO 15: Moody's Hikes Rating on $19MM Class D Notes to Ba3
---------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on the
following notes issued by Cent CDO 15 Limited:

  $39,000,000 Class A-2b Floating Rate Notes Due 2021, Upgraded
  to Aaa (sf); previously on August 12, 2011 Upgraded to
  Aa1 (sf);

  $39,500,000 Class A-3 Floating Rate Notes Due 2021, Upgraded to
  Aa1 (sf); previously on August 12, 2011 Upgraded to Aa3 (sf).

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

  $61,000,000 Class A-1 Floating Rate Notes Due 2021, Affirmed
  Aaa (sf); previously on August 12, 2011 Upgraded to Aaa (sf);

  $350,000,000 Class A-2a Floating Rate Notes Due 2021, Affirmed
  Aaa (sf); previously on August 29, 2007 Assigned Aaa (sf);

  $33,500,000 Class B Deferrable Floating Rate Notes Due 2021,
  Affirmed A3 (sf); previously on August 12, 2011 Upgraded to
  A3 (sf);

  $23,000,000 Class C Deferrable Floating Rate Notes Due 2021,
  Affirmed Baa3 (sf); previously on August 12, 2011 Upgraded to
  Baa3 (sf);

  $19,000,000 Class D Deferrable Floating Rate Notes Due 2021,
  Affirmed Ba3 (sf); previously on August 12, 2011 Upgraded to
  Ba3 (sf).

Cent CDO 15 Limited, issued in July 2007, is a collateralized loan
obligation (CLO) backed primarily by a portfolio of senior secured
loans. The transaction's reinvestment period will end in September
2014.

Ratings Rationale

These rating actions reflect the benefit of the short period of
time remaining before the end of the deal's reinvestment period in
September 2014. In light of the reinvestment restrictions during
the amortization period, and therefore the limited ability of the
manager to effect significant changes to the current collateral
pool, Moody's analyzed the deal assuming a higher likelihood that
the collateral pool characteristics will maintain a positive
buffer relative to certain covenant requirements. In particular,
Moody's assumed that the deal will benefit from lower WARF and
higher spread levels compared to the covenant levels. Moody's
modeled a WARF of 2557 and spread of 3.2% compared to covenant
levels of 2843 and 2.41%.

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.

Factors that Would Lead to an Upgrade or Downgrade of the Rating:

This transaction is subject to a number of factors and
circumstances that could lead to either an upgrade or downgrade of
the ratings:

1) Macroeconomic uncertainty: CLO performance is subject to a)
uncertainty about credit conditions in the general economy and b)
the large concentration of upcoming speculative-grade debt
maturities, which could make refinancing difficult for issuers.

2) Collateral Manager: Performance can also be affected positively
or negatively by a) the manager's investment strategy and behavior
and b) differences in the legal interpretation of CLO
documentation by different transactional parties owing to embedded
ambiguities.

3) Collateral credit risk: A shift towards collateral of better
credit quality, or better credit performance of assets
collateralizing the transaction than Moody's current expectations,
can lead to positive CLO performance. Conversely, a negative shift
in credit quality or performance of the collateral can have
adverse consequences for CLO performance.

4) Deleveraging: An important source of uncertainty in this
transaction is whether deleveraging from unscheduled principal
proceeds will commence and at what pace. Deleveraging of the CLO
could accelerate owing to high prepayment levels in the loan
market and/or collateral sales by the manager, which could have a
significant impact on the notes' ratings. Note repayments that are
faster than Moody's current expectations will usually have a
positive impact on CLO notes, beginning with those with the
highest payment priority.

5) Recovery of defaulted assets: Fluctuations in the market value
of defaulted assets reported by the trustee and those that Moody's
assumes as having defaulted could result in volatility in the
deal's OC levels. Further, the timing of recoveries and whether a
manager decides to work out or sell defaulted assets create
additional uncertainty. Moody's analyzed defaulted recoveries
assuming the lower of the market price and the recovery rate in
order to account for potential volatility in market prices.
Realization of higher than assumed recoveries would positively
impact the CLO.

6) Long-dated assets: The presence of assets that mature after the
CLO's legal maturity date exposes the deal to liquidation risk on
those assets. This risk is borne first by investors with the
lowest priority in the capital structure. Moody's assumes that the
terminal value of an asset upon liquidation at maturity will be
equal to the lower of an assumed liquidation value (depending on
the extent to which the asset's maturity lags that of the
liabilities) or the asset's current market value. The deal's
increased exposure owing to amendments to loan agreements
extending maturities continues.

7) Post-Reinvestment Period Trading: Subject to certain
requirements, the deal can reinvest certain proceeds after the end
of the reinvestment period, and as such the manager has the
ability to erode some of the collateral quality metrics to the
covenant levels. Such reinvestment could affect the transaction
either positively or negatively.

8) Value of Equity Securities: The issuer owns material
investments in equity securities, including both private and
publicly traded securities whose ultimate value may be subject to
significant volatility. As Moody's generally assumes little to no
value for equity securities, the issuer's actual experience in
realizing significant proceeds from such securities would
positively impact the CLO.

In addition to the base case analysis, Moody's also conducted
sensitivity analyses to test the impact of a number of default
probabilities on the rated notes relative to the base case
modeling results, which may be different from the current public
ratings of the notes. Below is a summary of the impact of
different default probabilities (expressed in terms of WARF) on
all of the rated notes (by the difference in the number of notches
versus the current model output, for which a positive difference
corresponds to lower expected loss):

Moody's Adjusted WARF -- 20% (2046)

Class A-1: 0

Class A-2a: 0

Class A-2b: 0

Class A-3: +1

Class B: +3

Class C: +2

Class D: +1

Moody's Adjusted WARF + 20% (3068)

Class A-1: 0

Class A-2a: 0

Class A-2b: 0

Class A-3: -1

Class B: -2

Class C: -1

Class D: -1

Loss and Cash Flow Analysis:

Moody's modeled the transaction using a cash flow model based on
the Binomial Expansion Technique, as described in Section 2.3 of
the "Moody's Global Approach to Rating Collateralized Loan
Obligations," published in February 2014.

The key model inputs Moody's used in its analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on its published methodology and
could differ from the trustee's reported numbers. In its base
case, Moody's analyzed the collateral pool as having a performing
par and principal proceeds balance of $590.4 million, defaulted
par of $13.4 million, a weighted average default probability of
19.19% (implying a WARF of 2557), a weighted average recovery rate
upon default of 50.26%, a diversity score of 84 and a weighted
average spread of 3.20%.

Moody's incorporates the default and recovery properties of the
collateral pool in cash flow model analysis where they are subject
to stresses as a function of the target rating on each CLO
liability reviewed. Moody's derives the default probability from
the credit quality of the collateral pool and Moody's expectation
of the remaining life of the collateral pool. The average recovery
rate for future defaults is based primarily on the seniority of
the assets in the collateral pool. Moody's generally applies
recovery rates for CLO securities as published in "Moody's
Approach to Rating SF CDOs." In some cases, alternative recovery
assumptions may be considered based on the specifics of the
analysis of the CLO transaction. In each case, historical and
market performance and the collateral manager's latitude for
trading the collateral are also factors.


CENT CLO 20: S&P Affirms 'BB' Rating on Class E Notes
-----------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on Cent
CLO 20 Ltd./Cent CLO 20 Corp.'s $418.25 million fixed- and
floating-rate notes following the transaction's effective date as
of March 28, 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 noted.

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
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 AFFIRMED

Cent CLO 20 Ltd./Cent CLO 20 Corp.

Class                      Rating                       Amount
                                                      (mil. $)
X                          AAA (sf)                       3.75
A                          AAA (sf)                     285.00
B-1                        AA (sf)                       29.75
B-2                        AA (sf)                       20.00
C (deferrable)             A (sf)                        38.50
D (deferrable)             BBB (sf)                      22.25
E (deferrable)             BB (sf)                       19.00


CG-CCRE 2014-FL1: S&P Assigns BB Rating on 2 Note Classes
---------------------------------------------------------
Standard & Poor's Ratings Services assigned its ratings to CG-CCRE
Commercial Mortgage Trust 2014-FL1's $343.0 million commercial
mortgage pass-through certificates series 2014-FL1.

The certificate issuance is a commercial mortgage-backed
securities transaction backed by three floating-rate loans secured
by the fee interest in a regional mall known as Yorktown Center in
Chicago, the fee interest in the Corporate Woods office complex in
Overland Park, Kan., and the fee interest in 717 North Harwood, an
office property in downtown Dallas.

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

RATINGS ASSIGNED

CG-CCRE Commercial Mortgage Trust 2014-FL1

Class       Rating(i)         Amount ($)
A           AAA (sf)         205,978,000
X-CP        BBB- (sf)    326,750,000(ii)
X-EXT       BBB- (sf)    326,750,000(ii)
B           AA- (sf)          48,376,000
C           A- (sf)           28,924,000
D           BBB- (sf)         35,749,000
E           BBB- (sf)          7,723,000
YTC1(iii)   BB+ (sf)           6,875,000
YTC2(iii)   BB (sf)            6,875,000
YTC3(iii)   BB (sf)            2,500,000

  (i) The certificates will be issued to qualified institutional
      buyers according to Rule 144A of the Securities Act of 1933.
(ii) Notional balance.
(iii) Loan-specific class.


CHASE MORTGAGE 2005-S3: Moody's Cuts Rating on 4 Tranches to Caa2
-----------------------------------------------------------------
Moody's Investors Service has affirmed the ratings of six
tranches, downgraded the ratings of four tranches and reinstated
the rating of one tranche issued by Chase Mortgage Finance Trust,
Series 2005-S3. The tranches are backed by Prime Jumbo RMBS loans
issued from 2005.

Complete rating actions are as follows:

Issuer: Chase Mortgage Finance Trust, Series 2005-S3

Cl. A-1, Affirmed Caa1 (sf); previously on Aug 23, 2013 Downgraded
to Caa1 (sf)

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

Cl. A-3, Affirmed B2 (sf); previously on May 26, 2010 Downgraded
to B2 (sf)

Cl. A-8, Affirmed Caa1 (sf); previously on May 26, 2010 Downgraded
to Caa1 (sf)

Cl. A-9, Downgraded to Caa2 (sf); previously on May 26, 2010
Downgraded to Caa1 (sf)

Cl. A-10, Downgraded to Caa2 (sf); previously on May 26, 2010
Downgraded to Caa1 (sf)

Cl. A-13, Affirmed B3 (sf); previously on May 26, 2010 Downgraded
to B3 (sf)

Cl. A-14, Affirmed Caa1 (sf); previously on May 26, 2010
Downgraded to Caa1 (sf)

Cl. A-15, Downgraded to Caa2 (sf); previously on May 26, 2010
Downgraded to Caa1 (sf)

Cl. A-P, Reinstated to Caa1 (sf); previously on Feb 24, 2014
Withdrawn (sf)

Cl. A-X, Downgraded to Caa1 (sf); previously on Feb 22, 2012
Downgraded to Ba3 (sf)

Ratings Rationale

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

On August 23, 2013, Moody's took rating actions on certain
tranches issued by Chase Mortgage Finance Trust, Series 2005-S3.
The rating actions, as well as the August 2013 rating actions,
reflect corrections to the cash-flow model used by Moody's in
rating the transaction. The changes pertain to the calculations of
the senior principal distribution amount and loss allocations post
subordinate depletion.

Moody's is also reinstating the rating of Class A-P following the
trustee's reinstatement of the principal balance of this tranche.
The reports issued by the trustee for September through November
of 2013 showed that the Class A-P was fully paid. Based on these
reports, Moody's withdrew the rating in February 2014 in
accordance with Moody's withdrawal policy. However, in December
2013 the trustee revised the January 2013 through November 2013
trustee reports, correcting a calculation error and reinstating
the principal balance of Class A-P. As a result, Moody's has
reinstated its rating on this tranche.

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 6.1% in June 2014 down from
7.5% in June 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.


CITICORP MORTGAGE: Moody's Takes Action on $76MM of RMBS
--------------------------------------------------------
Moody's Investors Service has upgraded the ratings of 16 tranches
and downgraded the ratings of two tranches issued by Citicorp. The
tranches are backed by Prime Jumbo RMBS loans issued from five
transactions between 2005 and 2008.

Complete rating actions are as follows:

Issuer: Citicorp Mortgage Securities Trust, Series 2008-2

Cl. IIA-2, Upgraded to B3 (sf); previously on Sep 21, 2012
Downgraded to Caa2 (sf)

Issuer: Citicorp Mortgage Securities, Inc. 2005-4

Cl. IIIA-4, Upgraded to Caa1 (sf); previously on Oct 4, 2012
Downgraded to Caa3 (sf)

Issuer: Citicorp Mortgage Securities, Inc. 2005-5

Cl. IA-3, Upgraded to Ba3 (sf); previously on May 19, 2010
Downgraded to B1 (sf)

Cl. IA-4, Upgraded to Ba3 (sf); previously on May 19, 2010
Downgraded to B2 (sf)

Cl. IA-6, Upgraded to Ba3 (sf); previously on May 19, 2010
Downgraded to B2 (sf)

Cl. IA-7, Upgraded to B3 (sf); previously on Sep 21, 2012
Confirmed at Caa2 (sf)

Cl. IA-10, Upgraded to Ba3 (sf); previously on May 19, 2010
Downgraded to B2 (sf)

Cl. IA-11, Upgraded to Ba3 (sf); previously on May 19, 2010
Downgraded to B2 (sf)

Cl. IA-12, Upgraded to Ba3 (sf); previously on May 19, 2010
Downgraded to B2 (sf)

Cl. IA-13, Upgraded to Ba3 (sf); previously on May 19, 2010
Downgraded to B2 (sf)

Cl. IIA-2, Upgraded to Baa3 (sf); previously on Sep 21, 2012
Confirmed at Ba2 (sf)

Issuer: Citicorp Mortgage Securities, Inc. 2006-2

Cl. IA-PO, Downgraded to B3 (sf); previously on Sep 21, 2012
Upgraded to Ba3 (sf)

Cl. IIA-1, Downgraded to B2 (sf); previously on Aug 27, 2013
Downgraded to B1 (sf)

Issuer: Citicorp Mortgage Securities, Inc. 2005-6

Cl. IA-1, Upgraded to Ba1 (sf); previously on Sep 21, 2012
Confirmed at Ba3 (sf)

Cl. IA-2, Upgraded to Caa3 (sf); previously on May 19, 2010
Downgraded to Ca (sf)

Cl. IA-4, Upgraded to B2 (sf); previously on May 19, 2010
Downgraded to Caa1 (sf)

Cl. IA-5, Upgraded to B2 (sf); previously on May 19, 2010
Downgraded to Caa1 (sf)

Cl. IA-10, Upgraded to B2 (sf); previously on May 19, 2010
Downgraded to Caa1 (sf)

Ratings Rationale

The rating actions reflect recent performance of the underlying
pools and Moody's updated loss expectations for the pools. The
upgrades are a result of improving collateral performance and
buildup of credit enhancement on the bonds. The rating downgrades
are a result of deteriorating performance and structural features
resulting in higher expected losses for the bonds than previously
anticipated. In addition, the rating actions for these
transactions reflect corrections and revisions to the cash flow
models previously used by Moody's in rating these transactions.
For Citicorp Mortgage Securities, Inc. 2005-4, the coupon amounts
for the senior bonds were corrected. For Citicorp Mortgage
Securities, Inc. 2005-5 and Citicorp Mortgage Securities, Inc.
2005-6, the corrections pertain to the calculation of senior
percentage post subordination depletion and the coupon amounts for
senior bonds. For Citicorp Mortgage Securities, Inc. 2006-2, the
corrections pertain to the calculations of senior percentage post
subordination depletion and the principal allocation to the
principal-only bonds. For Citicorp Mortgage Securities Trust,
Series 2008-2, the corrections pertain to the calculation of
senior percentage post subordination depletion and interest
allocations from available funds.

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 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.


CITIGROUP MORTGAGE: Moody's Takes Action on $159MM of Alt-A RMBS
----------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of four
tranches and upgraded the ratings of three tranches from three
RMBS transactions backed by Alt-A RMBS loans.

Complete rating actions are as follows:

Issuer: Citigroup Mortgage Loan Trust 2006-AR9

Cl. 1-A2, Upgraded to Ba3 (sf); previously on Apr 19, 2013
Upgraded to B2 (sf)

Cl. 1-A3, Upgraded to B1 (sf); previously on Apr 19, 2013 Upgraded
to B3 (sf)

Cl. 1-A4, Upgraded to Ca (sf); previously on Nov 19, 2010
Downgraded to C (sf)

Issuer: Citigroup Mortgage Loan Trust Series 2005-8

Cl. II-XS, Downgraded to Caa3 (sf); previously on Nov 19, 2010
Downgraded to Caa1 (sf)

Issuer: Citimortgage Alternative Loan Trust Series 2005-A1

Cl. IA-1, Downgraded to Caa1 (sf); previously on Feb 4, 2011
Downgraded to B3 (sf)

Cl. IA-4, Downgraded to Caa2 (sf); previously on Feb 4, 2011
Downgraded to Caa1 (sf)

Cl. IIA-1, Downgraded to Caa1 (sf); previously on Feb 4, 2011
Downgraded to B3 (sf)

Ratings Rationale

The ratings reflect recent performance of the underlying pools and
Moody's updated loss expectations for the pools. The ratings
downgraded are a result of deteriorating performance of the pools
and higher than expected losses on bonds where the credit support
has depleted. The ratings upgraded are due to an increase in the
credit enhancement available to the bonds. In addition, the rating
actions reflect revisions to the cash flow models previously used
by Moody's in rating these transactions. The cash flow models used
in prior rating actions for Citimortgage Alternative Loan Trust
Series 2005-A1, Citigroup Mortgage Loan Trust Series 2005-8, and
Citigroup Mortgage Loan Trust Series 2006-AR9 did not allocate
undercollateralized amounts as losses to the subordinate
certificates, which resulted in the aggregated tranche balances
being larger than the aggregated pool balances. This modeling
reflected a reasonable interpretation of ambiguous loss allocation
provisions in the pooling and servicing agreements for these
transactions. Moody's has learned however that the trustees for
these transactions interpret these provisions differently,
allocating the undercollateralized amounts as losses to
subordinate certificates. We have revised Moody's cash flow
modeling accordingly, and the rating actions reflect the change.

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.


CITIGROUP 2004-C2: Moody's Cuts Class L Certs' Rating to C
----------------------------------------------------------
Moody's Investors Service has upgraded the ratings on four
classes, downgraded the ratings on one class and affirmed the
ratings on nine classes of Citigroup Commercial Mortgage Trust
2004-C2, Commercial Mortgage Pass-Through Certificates, Series
2004-C2 as follows:

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

Cl. A-5, Affirmed Aaa (sf); previously on Aug 1, 2013 Affirmed Aaa
(sf)

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

Cl. B, Upgraded to Aaa (sf); previously on Aug 1, 2013 Affirmed
Aa2 (sf)

Cl. C, Upgraded to Aa1 (sf); previously on Aug 1, 2013 Affirmed
Aa3 (sf)

Cl. D, Upgraded to Aa3 (sf); previously on Aug 1, 2013 Affirmed A2
(sf)

Cl. E, Upgraded to A2 (sf); previously on Aug 1, 2013 Affirmed A3
(sf)

Cl. F, Affirmed Baa1 (sf); previously on Aug 1, 2013 Affirmed Baa1
(sf)

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

Cl. H, Affirmed Ba3 (sf); previously on Aug 1, 2013 Affirmed Ba3
(sf)

Cl. J, Affirmed B3 (sf); previously on Aug 1, 2013 Affirmed B3
(sf)

Cl. K, Affirmed Caa2 (sf); previously on Aug 1, 2013 Affirmed Caa2
(sf)

Cl. L, Downgraded to C (sf); previously on Aug 1, 2013 Affirmed
Caa3 (sf)

Cl. XC, Affirmed Ba3 (sf); previously on Aug 1, 2013 Affirmed Ba3
(sf)

Ratings Rationale

The ratings on four P&I classes were upgraded primarily due to an
increase in credit support since Moody's last review, resulting
from paydowns and amortization, as well as Moody's expectation of
additional increases in credit support resulting from the payoff
of loans approaching maturity that are well positioned for
refinance. The pool has paid down by 31% since Moody's last
review. In addition, loans constituting 28% of the pool that have
debt yields exceeding 10.0% are scheduled to mature within the
next 12 months. The ratings were also upgraded due to a
significant increase in defeasance, to 26% of the current pool
balance from 22% at the last review.

The rating on one P&I class was downgraded due to realized and
anticipated losses from specially serviced and troubled loans that
were higher than Moody's had previously expected.

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

The rating on the IO class was affirmed based on the credit
performance (or the weighted average rating factor or WARF) of the
referenced classes.

Moody's rating action reflects a base expected loss of 4.0% of the
current balance, compared to 3.9% at Moody's last review. Moody's
base expected loss plus realized losses is now 4.4% of the
original pooled balance, the same as at 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 27, compared to 36 at Moody's last review.

Deal Performance

As of the June 17, 2014 distribution date, the transaction's
aggregate certificate balance has decreased by 51% to $509.8
million from $1.0 billion at securitization. The certificates are
collateralized by 50 mortgage loans ranging in size from less than
1% to 7% of the pool, with the top ten loans constituting 38% of
the pool. Eight loans, constituting 26% of the pool, have defeased
and are secured by US government securities.

Seventeen loans, constituting 27% 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.

Twelve loans have been liquidated from the pool, resulting in an
aggregate realized loss of $24.6 million (for an average loss
severity of 35%). Two loans, constituting 5% of the pool, are
currently in special servicing. The largest specially serviced
loan is the Williamsburg Shopping Center Loan ($19.4 million -
3.8% of the pool), which is secured by a 249,000 SF grocery-
anchored shopping center in Williamsburg, Virginia. Since October
2010, occupancy declined to 68% from 88% due to several tenants
totaling 49,500 SF (20% net rentable area (NRA)) vacating the
property. The property was 68% leased as of YE 2013, compared to
77% at last review. The loan transferred to special servicing in
April 2014 due to imminent default. The borrower has not submitted
any proposal to the Special Servicer. The servicer is completing
due diligence.

The second largest specially serviced loan is the Cantera Commons
Shopping Center Loan ($4.7 million -- 0.9%) which is secured by a
17,900 SF retail property located in Warrenville, Illinois
approximately 30 miles west of Chicago. The loan transferred to
special servicing in June 2014 after the borrower stated it does
not have the funds to pay the loan off or to obtain refinancing to
satisfy the loan balance. The property was 42% leased as of June
2014 compared to 93% at last review. The Special Servicer is
considering scenarios and workouts. A pre-negotiation agreement
will go out imminently.

Moody's estimates an aggregate $9.3 million loss for specially
serviced loans (39% expected loss on average).

Moody's has assumed a high default probability for six poorly
performing loans, constituting 7% of the pool, and has estimated
an aggregate loss of $5.8 million (8.4% expected loss based on a
24% probability default) from these troubled loans.

Moody's received full year 2013 operating results for 66% of the
pool and full year 2012 operating results for 74%. Moody's
weighted average conduit LTV is 86.8%, compared to 88.9% 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 11% to the most recently
available net operating income (NOI). Moody's value reflects a
weighted average capitalization rate of 9.2%.

Moody's actual and stressed conduit DSCRs are 1.44X and 1.23X,
respectively, compared to 1.47X and 1.21X 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 15% of the pool balance. The
largest loan is the Nordahl Marketplace Loan ($35.2 million --
6.9% of the pool), which is secured by the borrower's interest in
a 312,000 SF retail center located in San Marcos, California,
approximately 35 miles north of San Diego. The property is shadow
anchored by Costco and anchored by Wal-Mart and Kohl's. Wal-Mart
and a few restaurant tenants own their collateral, and are subject
to ground leases. The borrower owned collateral contains 165,000
SF. As of YE 2013 the total center was 97% leased, the same as
last review. Moody's LTV and stressed DSCR are 95.8% and 0.96X,
respectively, compared to 100.8% and 0.91X at the last review.
This loan paid off in full in June 2014.

The second largest loan is the Wilkes-Barre Commons Loan ($19.8
million -- 3.9% of the pool), which is secured by a 167,000 SF
anchored strip center in Wilkes Barre, Pennsylvania approximately
100 miles northwest of Philadelphia near the Pocono Mountains.
Performance has been stable as the property was 90% leased as of
April 2014, the same as at last review. Moody's LTV and stressed
DSCR are 92.9% and 1.11X, respectively, compared to 98.9% and
1.04X at the last review.

The third largest loan is the Village West Shopping Center Loan
($19.0 million -- 3.7% of the pool), which is secured by a 169,000
SF grocery-anchored retail center in Hemet, California,
approximately 40 miles west of Palm Springs. Performance has been
stable as the property was 92% leased as of YE 2013, the same as
at last review. Moody's LTV and stressed DSCR are 100.4% and
0.92X, respectively, compared to 112.3% and 0.82X at the last
review.


COLUMBUSNOVA CLO 2007-1: Moody's Rates $15MM Class E Notes 'Ba3'
----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on the
following notes issued by ColumbusNova CLO Ltd. 2007-1:

$22,000,000 Class C Deferrable Mezzanine Notes Due 2019,
Upgraded to Aa1 (sf); previously on October 21, 2013 Upgraded to
A2 (sf);

$20,000,000 Class D Deferrable Mezzanine Notes Due 2019,
Upgraded to Baa1 (sf); previously on October 21, 2013 Affirmed
Ba1 (sf);

$15,000,000 Class E Deferrable Junior Notes Due 2019, Upgraded
to Ba2 (sf); previously on October 21, 2013 Affirmed Ba3 (sf).

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

$300,000,000 Class A-1 Senior Notes Due 2019 (current
outstanding balance of $162,658,203), Affirmed Aaa (sf);
previously on October 21, 2013 Affirmed Aaa (sf);

$30,000,000 Class B Senior Notes Due 2019, Affirmed Aaa (sf);
previously on October 21, 2013 Upgraded to Aaa (sf).

ColumbusNova CLO Ltd. 2007-1, issued in March 2007, is a
collateralized loan obligation backed primarily by a portfolio of
senior secured loans. The transaction's reinvestment period ended
in May 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 the last rating action date in
October 2013, The Class A-1 notes have been paid down by
approximately 35% or $131.1 million since October 2013. Based on
the latest trustee report in June 2014, the Class A/B, Class C and
Class D overcollateralization ratios are reported at 142.35%,
127.76% and 116.87%, respectively, versus October 2013 levels of
125.07%, 117.11% and 110.71% 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.

Factors that Would Lead to an Upgrade or Downgrade of the Rating:

This transaction is subject to a number of factors and
circumstances that could lead to either an upgrade or downgrade of
the ratings:

1) Macroeconomic uncertainty: CLO performance is subject to a)
uncertainty about credit conditions in the general economy and b)
the large concentration of upcoming speculative-grade debt
maturities, which could make refinancing difficult for issuers.

2) Collateral Manager: Performance can also be affected positively
or negatively by a) the manager's investment strategy and behavior
and b) differences in the legal interpretation of CLO
documentation by different transactional parties owing to embedded
ambiguities.

3) Collateral credit risk: A shift towards collateral of better
credit quality, or better credit performance of assets
collateralizing the transaction than Moody's current expectations,
can lead to positive CLO performance. Conversely, a negative shift
in credit quality or performance of the collateral can have
adverse consequences for CLO performance.

4) Deleveraging: An important source of uncertainty in this
transaction is whether deleveraging from unscheduled principal
proceeds will continue and at what pace. Deleveraging of the CLO
could accelerate owing to high prepayment levels in the loan
market and/or collateral sales by the manager, which could have a
significant impact on the notes' ratings. Note repayments that are
faster than Moody's current expectations will usually have a
positive impact on CLO notes, beginning with those with the
highest payment priority.

5) Recovery of defaulted assets: Fluctuations in the market value
of defaulted assets reported by the trustee and those that Moody's
assumes as having defaulted could result in volatility in the
deal's OC levels. Further, the timing of recoveries and whether a
manager decides to work out or sell defaulted assets create
additional uncertainty. Moody's analyzed defaulted recoveries
assuming the lower of the market price and the recovery rate in
order to account for potential volatility in market prices.
Realization of higher than assumed recoveries would positively
impact the CLO.

6) Long-dated assets: The presence of assets that mature after the
CLO's legal maturity date exposes the deal to liquidation risk on
those assets. This risk is borne first by investors with the
lowest priority in the capital structure. Moody's assumes that the
terminal value of an asset upon liquidation at maturity will be
equal to the lower of an assumed liquidation value (depending on
the extent to which the asset's maturity lags that of the
liabilities) or the asset's current market value.

In addition to the base case analysis, Moody's also conducted
sensitivity analyses to test the impact of a number of default
probabilities on the rated notes relative to the base case
modeling results, which may be different from the current public
ratings of the notes. Below is a summary of the impact of
different default probabilities (expressed in terms of WARF) on
all of the rated notes (by the difference in the number of notches
versus the current model output, for which a positive difference
corresponds to lower expected loss):

Moody's Adjusted WARF -- 20% (2138)

Class A-1: 0

Class B: 0

Class C: +1

Class D: +3

Class E: +2

Moody's Adjusted WARF + 20% (3208)

Class A-1: 0

Class B: 0

Class C: -2

Class D: -2

Class E: 0

Loss and Cash Flow Analysis:

Moody's modeled the transaction using a cash flow model based on
the Binomial Expansion Technique, as described in Section 2.3 of
the "Moody's Global Approach to Rating Collateralized Loan
Obligations," published in February 2014.

The key model inputs Moody's used in its analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on its published methodology and
could differ from the trustee's reported numbers. In its base
case, Moody's analyzed the collateral pool as having a performing
par and principal proceeds balance of $273.4 million, defaulted
par of $0.92 million, a weighted average default probability of
16.61% (implying a WARF of 2673), a weighted average recovery rate
upon default of 49.34%, a diversity score of 59 and a weighted
average spread of 3.21%.

Moody's incorporates the default and recovery properties of the
collateral pool in cash flow model analysis where they are subject
to stresses as a function of the target rating on each CLO
liability reviewed. Moody's derives the default probability from
the credit quality of the collateral pool and Moody's expectation
of the remaining life of the collateral pool. The average recovery
rate for future defaults is based primarily on the seniority of
the assets in the collateral pool. Moody's generally applies
recovery rates for CLO securities as published in "Moody's
Approach to Rating SF CDOs." In some cases, alternative recovery
assumptions may be considered based on the specifics of the
analysis of the CLO transaction. In each case, historical and
market performance and the collateral manager's latitude for
trading the collateral are also factors.


COMM 2006-C8: Moody's Cuts Rating on Class E Certs. to 'C'
----------------------------------------------------------
Moody's Investors Service has affirmed the ratings on 13 classes
and downgraded the rating on one class in COMM Mortgage Trust,
Commercial Pass-Through Certificates, Series 2006-C8 as follows:

Cl. A-J, Affirmed B3 (sf); previously on Jul 24, 2013 Affirmed B3
(sf)

Cl. A-4, Affirmed Aaa (sf); previously on Jul 24, 2013 Affirmed
Aaa (sf)

Cl. A-M, Affirmed Aa3 (sf); previously on Jul 24, 2013 Affirmed
Aa3 (sf)

Cl. A-AB, Affirmed Aaa (sf); previously on Jul 24, 2013 Affirmed
Aaa (sf)

Cl. A-1A, Affirmed Aaa (sf); previously on Jul 24, 2013 Affirmed
Aaa (sf)

Cl. B, Affirmed Caa1 (sf); previously on Jul 24, 2013 Affirmed
Caa1 (sf)

Cl. C, Affirmed Caa2 (sf); previously on Jul 24, 2013 Affirmed
Caa2 (sf)

Cl. D, Affirmed Caa3 (sf); previously on Jul 24, 2013 Affirmed
Caa3 (sf)

Cl. E, Downgraded to C (sf); previously on Jul 24, 2013 Affirmed
Caa3 (sf)

Cl. F, Affirmed C (sf); previously on Jul 24, 2013 Affirmed C (sf)

Cl. G, Affirmed C (sf); previously on Jul 24, 2013 Affirmed C (sf)

Cl. H, Affirmed C (sf); previously on Jul 24, 2013 Affirmed C (sf)

Cl. J, Affirmed C (sf); previously on Jul 24, 2013 Affirmed C (sf)

Cl. XS, Affirmed Ba3 (sf); previously on Jul 24, 2013 Affirmed Ba3
(sf)

Ratings Rationale

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

The rating on one P&I class was downgraded due to higher
anticipated losses from specially serviced and troubled loans.

The rating on the IO class (Class XS) was affirmed based on the
credit performance (or the weighted average rating factor) of the
referenced classes.

Moody's rating action reflects a base expected loss of 10.8% of
the current balance compared to 9.8% 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 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 28 compared to 33 at Moody's last review.

Deal Performance

As of the June 10, 2014 distribution date, the transaction's
aggregate certificate balance has decreased by 32% to $2.56
billion from $3.78 billion at securitization. The certificates are
collateralized by 139 mortgage loans ranging in size from less
than 1% to 14% of the pool, with the top ten loans constituting
37% of the pool. Eight loans, constituting 7% of the pool, have
defeased and are secured by US government securities.

Twenty loans, constituting 16% 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-five loans have been liquidated from the pool, contributing
to an aggregate realized loss of $187 million. Nineteen loans,
constituting 13% of the pool, are currently in special servicing.
The largest specially serviced loan is the Sierra Vista Mall Loan
($77.7 million -- 3.0% of the pool), which is secured by a
leasehold interest in a 690,000 square foot (SF) regional mall
located in Clovis, California. The loan transferred to special
servicing in September 2013 due to imminent default after property
cash flow was used to pay a sum in excess of $1 million as a
result of an incorrect calculation of ground rent to the ground
lessor from 2006 through 2010. The total mall occupancy was 73% as
of June 2013 and the property's anchors include Sears, Target,
Kohl's and a 16-screen movie theater. The special servicer
indicated it is working with the borrower in regards to a
potential loan modification.

The remaining 18 specially serviced loans are secured by a mix of
property types. Moody's estimates an aggregate $185.1 million loss
for the specially serviced loans (57% expected loss on average).

Moody's has assumed a high default probability for eight poorly
performing loans, constituting 5% of the pool, and has estimated
an aggregate loss of $20.7 million (a 15% expected loss based on a
50% probability default) from these troubled loans.

Moody's received full year 2012 operating results for 97% of the
pool and full year 2013 operating results for 55% of the pool.
Moody's weighted average conduit LTV is 100% compared to 106% at
Moody's last review. Moody's conduit component excludes defeased,
specially serviced and troubled loans. Moody's net cash flow (NCF)
reflects a weighted average haircut of 9% to the most recently
available net operating income (NOI). Moody's value reflects a
weighted average capitalization rate of 9.2%.

Moody's actual and stressed conduit DSCRs are 1.44X and 1.05X,
respectively, compared to 1.41X and 1.02X 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 performing conduit loans represent 24% of the pool
balance. The largest loan is the Mall of America Loan ($345.0
million -- 13.5% of the pool), which represents a pari-passu
interest in a first mortgage loan totaling $755.0 million. The
loan is secured by the borrower's interest in a 2.8 million SF
enclosed super-regional shopping mall/entertainment complex
located in Bloomington, Minnesota. The mall is anchored by Macy's,
Nordstrom, Sears and a variety of entertainment venues. The mall's
financial performance continues to improve driven by a 5% increase
in base rents and a 9% increase in recoveries in 2013. As of March
2014, the collateral space was 89% leased compared to 85% at last
review. Moody's LTV and DSCR are 68% and 1.20X, respectively,
compared to 85% and 0.98X at last review.

The second largest loan is the EZ Storage Portfolio Loan ($150.0
million -- 5.9% of the pool), which represents a pari-passu
interest in a $300.0 million first mortgage loan. The loan is
secured by a portfolio of 48 self-storage properties located
across Massachusetts, Michigan, Minnesota, Ohio, Rhode Island and
Virginia. Approximately 50% of the properties are located in the
Detroit, Michigan metro area. The portfolio was 85% leased as of
December 2013 compared to 81% in 2012 and 75% in 2011. The 2013
net operating income increased nearly 17% from the prior year
primarily due to an increase in rental revenue. Moody's LTV and
DSCR are 121% and 0.83X, respectively, compared to 144% and 0.69X
at last review.

The third largest loan is the JQH Hotel Portfolio Loan ($114.6
million -- 4.5% of the pool), which is secured by five hotels
located across Arkansas, Kansas, Missouri, Texas and Virginia. As
of December 2013, the portfolio's weighted average revenue per
available room (RevPAR) was approximately $83, a 1% increase from
2012. Property performance has improved due to an increase in F&B
and other income combined with a decrease in overall expenses.
Moody's LTV and DCSR are 114% and 1.05X, respectively, compared to
114% and 1.04X at last review.


COMM 2013-CCRE9: Fitch Affirms 'BBsf' Rating on Class E Certs
-------------------------------------------------------------
Fitch Ratings has affirmed 13 classes of Deutsche Bank Securities,
Inc.'s COMM 2013-CCRE9 commercial mortgage pass-through
certificates.

Key Rating Drivers

The affirmations are based on relatively stable performance of the
underlying collateral pool since issuance. There have been no
delinquent loans since issuance. One loan is in special servicing
(0.65%) and another is on the master servicer's watchlist (0.19%).
Fitch reviewed the most recently available quarterly financial
performance of the pool as well as updated rent rolls for the top
15 loans. Year-end (YE) 2013 financials were available for 53% of
the transaction.

As of the June 2014 distribution date, the pool's aggregate
principal balance has been reduced by 0.7% to $1.28 billion from
$1.29 billion at issuance. No loans are defeased.

The largest loan in the pool (6.1%), The Northridge Mall, is
secured by a one million square foot (sf) (587,484 sf collateral)
enclosed regional mall located in Salinas, CA. The property was
built in 1972 and renovated most recently in 2006. The mall
contains four anchor tenants including Macy's and Sears (non-
collateral) and JCPenney and Forever 21 (owned collateral).
Additional large tenants at the property that are not part of the
collateral include Century Theaters, Toys R' Us, and Big 5
Sporting Goods. The mall faces limited direct competition, with
the nearest enclosed regional mall located over 60 miles away in
San Jose, CA. Occupancy was reported to be 96.4% at YE 2013.

The second largest loan in the pool (5.8%), The Paramount
Building, is secured by a 31 story 694,134 sf office and retail
property located in the Times Square district of New York, NY. The
largest retail tenant is the Hard Rock Cafe (44,970 sf; 6.5% of
net rentable area [NRA]) located on the ground floor and the
largest office tenant is HQ Global Workplaces (39,854 sf; 5.7% of
NRA). The servicer reported debt service coverage ratio (DSCR) was
4.15x as of YE 2013 compared to 4.81x at issuance. Occupancy was
reported at 69% as of YE 2013 compared to 70% as of March 2013.

The specially serviced loan is secured by a multifamily property
(.65%) located in Buffalo, NY. The loan was transferred to the
special servicer in June 2014 due to a non-monetary default. The
lender provided notice to the borrower of non-compliance with the
loan documents which was not cured within 30 days triggering an
event of default. The loan continues to show strong performance
with a servicer reported DSCR of 1.75x at YE 2013 compared to
1.70x at issuance. Occupancy was reported to be 98% at YE 2013.

Rating Sensitivities

All classes maintain Stable Outlooks. 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 portfolio-level
metrics.

Fitch affirms the following classes as indicated:

-- $70.4 million class A-1 at 'AAAsf', Outlook Stable;
-- $78 million class A-2 at 'AAAsf', Outlook Stable;
-- $112.2 million class A-SB at 'AAAsf', Outlook Stable;
-- $100 million class A-3 at 'AAAsf', Outlook Stable;
-- $100 million class A-3FL at 'AAAsf', Outlook Stable;
-- $0 class A-3FX at 'AAAsf', Outlook Stable;
-- $436 million class A-4 at 'AAAsf', Outlook Stable;
-- $127.8 million class A-M at 'AAAsf', Outlook Stable;
-- $80.9 million class B at 'AA-sf', Outlook Stable;
-- $45.3 million class C at 'A-sf', Outlook Stable;
-- $50.1 million class D at 'BBB-sf', Outlook Stable;
-- $27.5 million class E at 'BBsf', Outlook Stable;
-- $12.9 million class F at 'Bsf', Outlook Stable;
-- $1 billion class X-A at 'AAAsf', Outlook Stable.

Fitch does not rate the class G or X-B certificates.


COMM 2014-KYO: S&P Assigns BB- Rating on Class F Notes
------------------------------------------------------
Standard & Poor's Ratings Services assigned its ratings to COMM
2014-KYO Mortgage Trust's $1.4 billion commercial mortgage pass-
through certificates series 2014-KYO.

The certificate issuance is a commercial mortgage-backed
securities transaction backed by one two-year, floating-rate
commercial mortgage loan totaling $1.4 billion, with three one-
year extension options, secured by the fee and/or leasehold
interests in five full-service hotels.

Since S&P assigned preliminary ratings, Talmage LLC has been made
the special servicer for this transaction effective as of the
closing date.

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

RATINGS ASSIGNED

COMM 2014-KYO Mortgage Trust

Class       Rating           Amount
                           (mil. $)
A           AAA (sf)        550.944
X-CP        AAA (sf)      71.487(i)
X-EXT       AAA (sf)      71.487(i)
B           AA- (sf)        191.558
C           A- (sf)         142.397
D           BBB (sf)         89.846
E           BBB- (sf)        98.322
F           BB- (sf)        286.394
G           B+ (sf)          40.539

(i) 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 a
     portion of the class A certificates.


COMMERCIAL MORTGAGE 2001-CMLB1: Moody's Keeps Cl. X Certs' Rating
-----------------------------------------------------------------
Moody's Investors Service affirmed the ratings of four classes of
Commercial Mortgage Leased-Backed Certificates 2000-CMLB1
(CMLBC 2001-CMLB1) as follows:

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

Cl. A-2, Affirmed Aaa (sf); previously on Aug 1, 2013 Affirmed Aaa
(sf)

Cl. A-3, Affirmed Aaa (sf); previously on Aug 1, 2013 Affirmed Aaa
(sf)

Cl. X, Affirmed Ba3 (sf); previously on Aug 1, 2013 Affirmed Ba3
(sf)

Ratings Rationale

The ratings of three P&I Classes were affirmed because the
transaction's key metric, the weighted average rating factor
(WARF), is within acceptable ranges.

The rating on the IO class X was affirmed based on the credit
performance (or the weighted average rating factor or WARF) of the
referenced classes.

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

The ratings of Credit Tenant Lease (CTL) deals are primarily based
on the senior unsecured debt rating (or the corporate family
rating) of the tenants leasing the real estate collateral
supporting the bonds. Other factors that are also considered are
Moody's dark value of the collateral (value based on the property
being vacant or dark), which is used to determine a recovery rate
upon a loan's default and the rating of the residual insurance
provider, if applicable.

Factors that may cause an upgrade of the ratings include an
upgrade in the rating of the corporate tenant or significant loan
paydowns or amortization which results in a higher dark loan to
value.

Factors that may cause a downgrade of the ratings include a
downgrade in the rating of the corporate tenant or the residual
insurance provider.

Methodology Underlying The Rating Action

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

Description Of Models Used

Moody's used a Gaussian copula model, incorporated in its public
CDO rating model CDOROMv2.13-1, to generate a portfolio loss
distribution to assess the ratings.

Deal Performance

As of the June 20, 2014 distribution date, the transaction's
aggregate certificate balance has decreased by 47% to $250.8
million from $476.3 million at securitization. The Certificates
are collateralized by 114 mortgage loans ranging in size from less
than 1% to 6% of the pool. Ninety-four of the loans are CTL loans
secured by properties leased to 23 corporate credits. Twenty
loans, representing 15% of the pool, have defeased and are
collateralized with U.S. Government securities.

Four loans, constituting 3% of the pool, is 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.

One loan has been liquidated from the pool, resulting in a
realized loss of $5.5 million (49% loss severity). Due to realized
losses, Class K has been eliminated entirely and Class J has
experienced a 11% principal loss. There are no loans in special
servicing.

The CTL pool, excluding defeasance, consists of 94 loans secured
by properties leased to 23 tenants. The largest exposures are
SUPERVALU Inc. ($32.1 million -- 12.8% of the pool; senior
unsecured rating Caa1 - positive outlook), Autozone, Inc. ($31.5
million -- 12.6 % of the pool; senior unsecured rating: Baa1 -
stable outlook) and Dollar General Corporation ($26.6 million -
10% of the pool; senior unsecured rating Baa3 - positive outlook).
Excluding defeased loans, approximately 97% of the credits are
publicly rated by Moody's and 60% of them have investment grade
ratings.

The bottom-dollar weighted average rating factor (WARF) for this
pool is 1606, compared to 1696 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.


CPS AUTO: Moody's Takes Action on $175MM RMBS Issued 2011-2012
--------------------------------------------------------------
Moody's Investors Service has upgraded 16 and affirmed 11
securities from six CPS Auto Receivables Trusts from 2011 to 2013.
The transactions are serviced by Consumer Portfolio Services, Inc.

Complete rating actions are as follows:

Issuer: CPS Auto Receivables Trust 2011-C

Class A, Upgraded to Aa3 (sf); previously on Dec 19, 2013 Affirmed
A1 (sf)

Class B, Upgraded to Baa1 (sf); previously on Dec 19, 2013
Affirmed Baa2 (sf)

Class C, Upgraded to Ba1 (sf); previously on Dec 19, 2013 Affirmed
Ba2 (sf)

Class D, Affirmed B2 (sf); previously on Dec 19, 2013 Affirmed B2
(sf)

Issuer: CPS Auto Receivables Trust 2012-A

Class A, Upgraded to Aa3 (sf); previously on Dec 19, 2013 Affirmed
A1 (sf)

Class B., Upgraded to A3 (sf); previously on Dec 19, 2013 Affirmed
Baa2 (sf)

Class C, Upgraded to Ba1 (sf); previously on Dec 19, 2013 Affirmed
Ba3 (sf)

Class D, Upgraded to B1 (sf); previously on Dec 19, 2013 Affirmed
B3 (sf)

Issuer: CPS Auto Receivables Trust 2012-B

Class A, Upgraded to Aa3 (sf); previously on Dec 19, 2013 Affirmed
A1 (sf)

Class B, Upgraded to Baa2 (sf); previously on Dec 19, 2013
Affirmed Baa3 (sf)

Class C, Upgraded to Ba2 (sf); previously on Dec 19, 2013 Affirmed
Ba3 (sf)

Class D, Affirmed B2 (sf); previously on Dec 19, 2013 Affirmed B2
(sf)

Issuer: CPS Auto Receivables Trust 2012-C

Class A, Upgraded to Aa3 (sf); previously on Dec 19, 2013 Affirmed
A1 (sf)

Class B, Upgraded to A1 (sf); previously on Dec 19, 2013 Affirmed
A2 (sf)

Class C, Affirmed Baa1 (sf); previously on Dec 19, 2013 Affirmed
Baa1 (sf)

Class D, Affirmed Ba1 (sf); previously on Dec 19, 2013 Affirmed
Ba1 (sf)

Class E, Affirmed B1 (sf); previously on Dec 19, 2013 Affirmed B1
(sf)

Issuer: CPS Auto Receivables Trust 2012-D

Class A, Upgraded to Aa3 (sf); previously on Dec 19, 2013 Affirmed
A1 (sf)

Class B, Upgraded to A1 (sf); previously on Dec 19, 2013 Affirmed
A2 (sf)

Class C, Upgraded to Baa1 (sf); previously on Dec 19, 2013
Affirmed Baa2 (sf)

Class D, Upgraded to Ba1 (sf); previously on Dec 19, 2013 Affirmed
Ba2 (sf)

Class E, Affirmed B1 (sf); previously on Dec 19, 2013 Affirmed B1
(sf)

Issuer: CPS Auto Receivables Trust 2013-A

Class A, Affirmed A1 (sf); previously on Dec 19, 2013 Affirmed A1
(sf)

Class B, Affirmed A2 (sf); previously on Dec 19, 2013 Affirmed A2
(sf)

Class C, Affirmed Baa2 (sf); previously on Dec 19, 2013 Affirmed
Baa2 (sf)

Class D, Affirmed Ba2 (sf); previously on Dec 19, 2013 Affirmed
Ba2 (sf)

Class E, Affirmed B2 (sf); previously on Dec 19, 2013 Affirmed B2
(sf)

Ratings Rationale

The upgrades are due to buildup of overcollateralization and
subordination for the affected securities to their target
enhancement levels; non-declining reserve accounts which have
grown as a percentage of the remaining pool balances; and
significant seasoning of the collateral pools that are performing
close to original loss expectations. Moody's expects the 2011 and
2012 pools to incur lifetime cumulative net losses (CNL) of 12.0%
to 14.5% from their original CNL expectations of 12.0% to 14.0%.
The upgraded securities were issued from securitizations that have
pro-rata payment structures, which provide a limited benefit from
subordination to the senior and mezzanine securities.

Successful settlement with the Federal Trade Commission over its
servicing and collections practices, the company's continued
profitability and 20 plus years of operational history, including
managing through a severe economic down cycle, and the long
history of experience and capabilities as a securitization sponsor
were also considerations in the rating actions.

Below are key performance metrics (as of the May 2014 distribution
date) and credit assumptions for the affected transactions. Credit
assumptions include Moody's expected lifetime CNL expected range
which is expressed as a percentage of the original pool balance.
Moody's lifetime remaining CNL expectation is expressed as a
percentage of the current pool balance. Performance metrics
include pool factor which is the ratio of the current collateral
balance to the original collateral balance at closing; total
credit enhancement, which typically consists of subordination,
overcollateralization, and a reserve fund; and per annum excess
spread.

Issuer: CPS Auto Receivables Trust 2011-C

Lifetime CNL expectation -- 13.00; prior expectation (December)
- 12.00%

Lifetime Remaining CNL expectation -10.09%

Aaa (sf) level - 48.0%

Pool factor - 38.59%

Total Hard credit enhancement - Class A 32.18%, Class B 22.18%,
Class C 14.18%, Class D 10.19%

Excess Spread per annum -- Approximately 12.1%

Issuer: CPS Auto Receivables Trust 2012-A

Lifetime CNL expectation - 12.00%; prior expectation (December)
- 12.00%

Lifetime Remaining CNL expectation - 14.09%

Aaa (sf) level - 44.00%

Pool factor - 35.26%

Total Hard credit enhancement - Class A 31.67%, Class B 21.67%,
Class C 14.67%, Class D 11.34%

Excess Spread per annum - Approximately 13.7%

Issuer: CPS Auto Receivables Trust 2012-B

Lifetime CNL expectation - 14.50%; prior expectation (December)
- 14.00%

Lifetime Remaining CNL expectation - 11.97%

Aaa (sf) level - 48.00%

Pool factor - 51.50%

Total Hard credit enhancement - Class A 27.94%, Class B 17.94%,
Class C 10.94%, Class D 6.37%

Excess Spread per annum - Approximately 14.1%

Issuer: CPS Auto Receivables Trust 2012-C

Lifetime CNL expectation - 14.50%; prior expectation (December)
- 13.50%

Lifetime Remaining CNL expectation - 14.21%

Aaa (sf) level - 48.00%

Pool factor - 54.14%

Total Hard credit enhancement - Class A 36.85%, Class B 27.85%,
Class C 17.85%, Class D 10.85%, Class E 6.47%

Excess Spread per annum - Approximately 15.1%

Issuer: CPS Auto Receivables Trust 2012-D

Lifetime CNL expectation - 14.00%; prior expectation (December)
- 13.00%

Lifetime Remaining CNL expectation - 15.02%

Aaa (sf) level - 48.00%

Pool factor - 59.39%

Total Hard credit enhancement - Class A 36.68%, Class B 27.68%,
Class C 17.68%, Class D 10.68%, Class E 5.89%

Excess Spread per annum - Approximately 15.3%

Issuer: CPS Auto Receivables Trust 2013-A

Lifetime CNL expectation - 14.00%; prior expectation (December)
- 13.50%

Lifetime Remaining CNL expectation - 14.31%

Aaa (sf) level - 48.00%

Pool factor - 72.03%

Total Hard credit enhancement - Class A 36.14%, Class B 27.14%,
Class C 18.81%, Class D 11.87%, Class E 7.35%

Excess Spread per annum - 15.5%

The principal methodology used in these ratings 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 greater than necessary to
protect investors against current expectations of loss could lead
to an upgrade of the rating. Moody's current expectations of loss
may be better than its original expectations because of lower
frequency of default by the underlying obligors or appreciation in
the value of the vehicles that secure the obligor's promise of
payment. The US job market and the market for used vehicle are
primary drivers of performance. Other reasons for better
performance than Moody's expected include changes in servicing
practices to maximize collections on the loans or refinancing
opportunities that result in a prepayment of the loan.

Down

Levels of credit protection that are insufficient to protect
investors against current expectations of loss could lead to a
downgrade of the ratings. Moody's current expectations of loss may
be worse than its original expectations because of higher
frequency of default by the underlying obligors of the loans or a
deterioration in the value of the vehicles that secure the
obligor's promise of payment. The US job market and the market for
used vehicle are primary drivers of performance. Other reasons for
worse performance than Moody's expected include poor servicing,
error on the part of transaction parties, lack of transactional
governance and fraud.


CREDIT SUISSE 2007-C3: Moody's Affirms C Rating on 4 Cert Classes
-----------------------------------------------------------------
Moody's Investors Service has upgraded the rating of one class and
affirmed the ratings of 11 classes in Credit Suisse Commercial
Mortgage Trust, Commercial Mortgage Pass-Through Certificates,
Series 2007-C3 as follows:

Cl. A-AB, Upgraded to Aaa (sf); previously on Aug 15, 2013
Affirmed Aa2 (sf)

Cl. A-1-A1, Affirmed Aa2 (sf); previously on Aug 15, 2013 Affirmed
Aa2 (sf)

Cl. A-1-A2, Affirmed Aa2 (sf); previously on Aug 15, 2013 Affirmed
Aa2 (sf)

Cl. A-4, Affirmed Aa2 (sf); previously on Aug 15, 2013 Affirmed
Aa2 (sf)

Cl. A-M, Affirmed Ba1 (sf); previously on Aug 15, 2013 Downgraded
to Ba1 (sf)

Cl. A-J, Affirmed Caa2 (sf); previously on Aug 15, 2013 Affirmed
Caa2 (sf)

Cl. B, Affirmed Caa3 (sf); previously on Aug 15, 2013 Affirmed
Caa3 (sf)

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

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

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

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

Cl. A-X, Affirmed B2 (sf); previously on Aug 15, 2013 Downgraded
to B2 (sf)

Ratings Rationale

The rating on Class A-AB was upgraded based primarily on an
increase in credit support resulting from loan paydowns and
amortization. The deal has paid down 8.8% since Moody's last
review.

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

The rating on the IO class, Class A-X, was affirmed based on the
credit performance of its referenced classes.

Moody's rating action reflects a base expected loss of 13.2% of
the current balance compared to 14.6% at Moody's prior review.
Moody's base expected loss plus realized losses is now 16.5% of
the original pooled balance compared to 16.9% at the prior review.
Factors That Would Lead To An Upgrade Or Downgrade Of The Ratings

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 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 47 compared to 51 at Moody's last review.

Deal Performance

As of the June 17, 2014 distribution date, the transaction's
aggregate certificate balance has decreased by 40% to $1.61
billion from $2.68 billion at securitization. The Certificates are
collateralized by 172 mortgage loans ranging in size from less
than 1% to 10% of the pool, with the top ten loans representing
33% of the pool. Three loans, representing 0.5% of the pool have
defeased and are secured by US Government securities.

Fifty-six loans, representing 42% 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.

Fifty-four loans have been liquidated from the pool, resulting in
an aggregate realized loss of $230 million (30% loss severity on
average). Eight loans, representing 4% of the pool, are in special
servicing. The largest specially serviced loan 216 Route 17 Loan
($16.2 million -- 1.0% of the pool), which is secured by an 80,000
square foot (SF) office building in Rochelle Park, New Jersey. The
property is fully leased to the Bergen County Board of Social
Services but its lease expires in August 2014. While the tenant
has not given formal notice to vacate, a reserve requirement from
excess cash flow has been triggered and is now fully funded.

The remaining seven specially serviced loans are secured by a mix
of property types. Moody's estimates an aggregate $34.1 million
loss for the specially serviced loans (59% expected loss on
average).

Moody's has assumed a high default probability for 40 poorly-
performing loans representing 34% of the pool and has estimated an
aggregate $135.0 million loss (24.9% expected loss based on a
53.7% probability of default) from these troubled loans.

Moody's received full-year 2012 operating results for 99% of the
pool and full or partial year 2013 operating results for 94% of
the pool. Moody's weighted average conduit LTV is 105% compared to
107% 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 10.9% 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 1.42X and 1.01X,
respectively, compared to 1.32X and 0.97X 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 conduit loans represent 16.3% of the pool balance.
The largest loan is the Main Plaza Loan ($160.7 million -- 10.0%
of the pool), which is secured by a two 12-story Class A office
buildings in Irvine, California. The buildings total 583,000 SF.
As of December 2013, the buildings were 67% leased compared to 74%
as of March 2013. In July 2010 the loan was transferred into
special servicing for imminent default when the borrower requested
a loan modification. The borrower subsequently withdrew the
modification request and the loan returned to the master servicer
in June 2011 and has remained current. Due to ongoing weak
property performance, Moody's has recognized this loan as a
troubled loan. Moody's LTV and stressed DSCR are 184% and 0.53X,
the same as at last review.

The second largest loan is the Ardenwood Corporate Park Loan
($51.7 million -- 3.2% of the pool). The loan is secured by a
research and development property located in Fremont, California.
The property was 41% leased as of December 2013 compared to 52% at
last review. A new tenant has signed at 7.5 year lease for 9% of
the NRA, which is expected to commence in August 2014 and will
increase occupancy to 51%. Moody's LTV and stressed DSCR are 127%
and 0.81X, respectively, compared to 114% and 0.90X at the last
review.

The third largest loan is the Wedgewood South Loan ($50 million --
3.1% of the pool). The loan is secured by three office and
industrial buildings in Frederick, Maryland. The property's sole
tenant is FEMA, which occupies 74% of the NRA. At last review, the
property was 87% leased. Moody's LTV and stressed DSCR are 122%
and 0.75X, respectively, compared to 106% and 0.87X at the last
review.


CVP CASCADE CLO-1: S&P Affirms 'BB' Rating on Class D Notes
-----------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on CVP
Cascade CLO-1 Ltd./CVP Cascade CLO-1 LLC's $380.75 million
floating-rate notes following the transaction's effective date as
of May 30, 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 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 said.

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

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

RATINGS AFFIRMED

CVP Cascade CLO-1 Ltd./CVP Cascade CLO-1 LLC

Class                  Rating                         Amount
                                                    (mil. $)
A-1                    AAA (sf)                       255.25
A-2                    AA (sf)                         40.50
B (deferrable)         A (sf)                          34.50
C (deferrable)         BBB (sf)                        21.00
D (deferrable)         BB (sf)                         18.25
E (deferrable)         B (sf)                          11.25


CVP CASCADE CLO-2: S&P Assigns Prelim BB Rating on Class D Notes
----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary
ratings to CVP Cascade CLO-2 Ltd./CVP Cascade CLO-2 LLC's $474.50
million fixed- and 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 preliminary ratings are based on information as of June 27,
2014.  Subsequent information may result in the assignment of
final ratings that differ from the preliminary ratings.

The preliminary ratings reflect:

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

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

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

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

   -- The investment manager's experienced management team.

   -- S&P's projections regarding the timely interest and ultimate
      principal payments on the preliminary rated notes, which S&P
      assessed using its cash flow analysis and assumptions
      commensurate with the assigned preliminary ratings under
      various interest-rate scenarios, including LIBOR ranging
      from 0.2600%-13.8391%.

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

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

PRELIMINARY RATINGS ASSIGNED

CVP Cascade CLO-2 Ltd./CVP Cascade CLO-2 LLC

Class                      Rating             Amount
                                            (mil. $)
A-1                        AAA (sf)           316.25
A-2A                       AA (sf)             38.75
A-2B                       AA (sf)             20.00
B                          A (sf)              37.75
C                          BBB (sf)            24.75
D                          BB (Sf)             24.00
E                          B (sf)              13.00
Subordinated notes         NR                  46.25

NR-Not rated.


DBUBS MORTGAGE 2011-LC3: Moody's Affirms Cl. E Certs' Ba2 Rating
----------------------------------------------------------------
Moody's Investors Service affirmed the ratings of 12 classes in
DBUBS Mortgage Trust, Commercial Mortgage Pass-Through
Certificates, Series 2011-LC3 as follows:

Cl. A-1, Affirmed Aaa (sf); previously on Jul 18, 2013 Affirmed
Aaa (sf)

Cl. A-2, Affirmed Aaa (sf); previously on Jul 18, 2013 Affirmed
Aaa (sf)

Cl. A-3, Affirmed Aaa (sf); previously on Jul 18, 2013 Affirmed
Aaa (sf)

Cl. A-4, Affirmed Aaa (sf); previously on Jul 18, 2013 Affirmed
Aaa (sf)

Cl. A-M, Affirmed Aaa (sf); previously on Jul 18, 2013 Affirmed
Aaa (sf)

Cl. B, Affirmed Aa2 (sf); previously on Jul 18, 2013 Affirmed Aa2
(sf)

Cl. C, Affirmed A2 (sf); previously on Jul 18, 2013 Affirmed A2
(sf)

Cl. D, Affirmed Baa3 (sf); previously on Jul 18, 2013 Affirmed
Baa3 (sf)

Cl. E, Affirmed Ba2 (sf); previously on Jul 18, 2013 Affirmed Ba2
(sf)

Cl. F, Affirmed B2 (sf); previously on Jul 18, 2013 Affirmed B2
(sf)

Cl. X-A, Affirmed Aaa (sf); previously on Jul 18, 2013 Affirmed
Aaa (sf)

Cl. X-B, Affirmed Ba3 (sf); previously on Jul 18, 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, Classes X-A and X-B, were affirmed
based on the credit performance (or the weighted average rating
factor or WARF) of their referenced classes.

Moody's rating action reflects a base expected loss of 2.9% of the
current balance, compared to 2.6% at Moody's last review. Moody's
base expected loss plus realized losses is now 2.8% of the
original pooled balance compared to 2.5% 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 Fusion U.S. CMBS Transactions" published in April 2005 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 18, the same as at Moody's last review.

In cases where the Herf falls below 20, Moody's also employs the
large loan/single borrower methodology. This methodology uses the
excel-based Large Loan Model v 8.7 and then reconciles and weights
the results from the two models in formulating a rating
recommendation. The large loan model derives credit enhancement
levels based on an aggregation of adjusted loan level proceeds
derived from Moody's loan level LTV ratios. Major adjustments to
determining proceeds include leverage, loan structure, property
type, and sponsorship. These aggregated proceeds are then further
adjusted for any pooling benefits associated with loan level
diversity, other concentrations and correlations.

Deal Performance

As of the June 20, 2014 payment date, the transaction's aggregate
certificate balance has decreased by approximately 4.4% to $1.34
billion from $1.40 billion at securitization. The Certificates are
collateralized by 42 mortgage loans ranging in size from less than
1% to 12% of the pool. Two loans, constituting 11% of the pool,
have investment-grade structured credit assessments. One loan,
constituting 0.5% of the pool, has defeased and is secured by US
government securities.

Currently, there are no loans on the watchlist or in special
servicing. The pool has not experienced any realized losses to
date.

Moody's received full year 2012 operating results for 100% of the
pool, and full year 2013 operating results for 87% of the pool.
Moody's weighted average conduit LTV is 94% compared to 96% at
Moody's last review. Moody's conduit component excludes defeased,
specially serviced and troubled loans. Moody's net cash flow (NCF)
reflects a weighted average haircut of 14% 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 1.47X and 1.10X,
respectively, compared to 1.45X and 1.09X 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
Columbia Sussex Hotel Portfolio Loan ($95.7 million -- 7.2% of the
pool), which is secured by eight cross-collateralized, cross-
defaulted full service hotels containing 2,342 rooms in eight
states (CA, NM, AK, TX, FL, OH, MA, AL). Hotel brands include JW
Marriott, Marriott, Courtyard, Hilton and Doubletree. As of June
2013, the portfolio had an occupancy rate of 63% and revenue per
available room (RevPAR) of $95, compared to 59% and $82 at last
review. Performance has improved since securitization due to an
increase in revenues. Net operating income (NOI) has increased by
approximately 28% since securitization. Moody's structured credit
assessment and stressed DSCR are aa3 (sca.pd) and 3.09X,
respectively, compared to a1 (sca.pd) and 2.58X at last review.

The second loan with a structured credit assessment is the the
Ridgeway Shopping Center Loan ($47.0 million -- 3.5% of the pool),
which is secured by two retail buildings, a pad site, and a 5-
story parking garage located in Stamford, Connecticut. The
property was 95% leased as of December 2013 compared to 97% at
last review. Property performance has been stable. Moody's
structured credit assessment and stressed DSCR are baa1 (sca.pd)
and 1.99X, respectively, the same as last review.

The top three conduit loans represent 30% of the pool balance. The
largest conduit loan is the Three Allen Center Loan ($159.0
million -- 11.9% of the pool), which is a 50-story, Class A office
building in a 4-building complex (called Allen Center) located in
the central business district (CBD) of Houston, Texas. Buildings
in the complex are connected by skywalks and offer access to
parking, health clubs, hotels, restaurants, retail shops, &
services. The property was 91% leased as of December 2013 compared
to 89% at last review. Property performance is essentially inline
with the last review. Moody's LTV and stressed DSCR are 92% and
1.09X, compared to 93% and 1.08X at last review.

The second largest conduit loan is the Times Square Hotel
Portfolio Loan ($136.3 million -- 10.2% of the pool), which is
secured by a two adjacent 33-story limited service hotels, the
Fairfield Inn Times Square and Four Points Sheraton Times Square,
and a 5,000 square foot (SF) rooftop lounge in New York City.
Performance has slightly declined since last review due to higher
expenses. Moody's LTV and stressed DSCR are 96% and 1.18X,
respectively, compared to 94% and 1.2X at last review.

The third largest conduit loan is the Quadrus Office Park Loan
($110.6 million -- 8.3% of the pool), which is secured by nine
Class A office buildings located on Sand Hill Road in Menlo Park,
California. One of the nine buildings was completed post
securitization. The collateral was 77% leased as of September 2013
compared to 68% at last review. Property performance has been
stable. Moody's LTV and stressed DSCR are 110% and 0.86X, compared
to 113% and 0.84X at last review .


DRYDEN XVII: Moody's Hikes Ratings on $200MM of CSOs
----------------------------------------------------
Moody's Investors Service announced the following rating action on
REVE SPC Dryden XVII:

Issuer: REVE SPC Dryden XVII Variable Spread Notes Series 2007-2
(Segregated Portfolio Series 40)

$50,000,000 Dryden XVII Variable Spread Notes of Series 2007-2,
Class G due March 20, 2017, Upgraded to Caa1 (sf); previously on
October 14, 2009 Downgraded to Caa3 (sf);

Issuer: REVE SPC Dryden XVII Notes Series 2007-1 (Segregated
Portfolio Series 21)

$90,000,000 Dryden XVII Notes of Series 2007-1, Class B-2 due
March 20, 2017, Upgraded to Caa2 (sf); previously on October 14,
2009 Downgraded to Caa3 (sf);

Issuer: REVE SPC Dryden XVII Notes Series 2007-1 (Segregated
Portfolio Series 22)

$30,000,000 Dryden XVII Notes of Series 2007-1, Class B-2 due
March 20, 2017, Upgraded to Caa2 (sf); previously on October 14,
2009 Downgraded to Caa3 (sf);

Issuer: REVE SPC Dryden XVII Notes Series 2007-1 (Segregated
Portfolio Series 25)

$30,000,000 Dryden XVII Notes of Series 2007-1, Class B-2 due
March 20, 2017, Upgraded to Caa2 (sf); previously on October 14,
2009 Downgraded to Caa3 (sf).

This transactions are corporate synthetic collateralized debt
obligations (CSOs) referencing a portfolio of corporate senior
unsecured bonds, originally rated in 2007.

Ratings Rationale

The rating actions are due to the shortened time to maturity of
the CSO, the level of credit enhancement remaining in the
transactions and the stable credit quality of the reference
portfolio.

The portfolio's ten-year weighted average rating factor (WARF) is
973, excluding settled credit events. Moody's rates the majority
of the reference credits investment grade, with 5.2% rated Caa1
(sf) or lower.

The average gap between MIRs and Moody's senior unsecured ratings
is -0.53 notches for over-concentrated sectors and 0.24 notches
for non-over concentrated sectors. Currently, the over-
concentrated sectors is Banking and FIRE comprising 41% of the
portfolio.

The CSOs have a remaining life of 2.7 years.

Based on the trustee's June 2014 report, seven credit events,
equivalent to 8.5% of the portfolio based on the portfolio's
notional value at closing, have taken place. Since inception, the
subordination of the rated tranches has declined by 4.03% due to
credit events on Federal Home Loan Mortgage Corporation, Federal
National Mortgage Association , Lehman Brothers Holdings Inc.,
Syncora Guarantee Inc., CIT Group, Inc., Ambac Assurance
Corporation and Residential Capital, LLC .

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "Moody's
Approach to Rating Corporate Synthetic Collateralized Debt
Obligations" published in November 2013.

Factors that Would Lead to an Upgrade or Downgrade of the Rating:

These transactions are subject to a high level of uncertainty,
primarily because of 1) unexpected volatility in the credit and
macroeconomic environment; 2) divergence in the legal
interpretation of documentation by different transactional parties
because of embedded ambiguities; and 3) unexpected changes in the
portfolio composition as a result of the actions of the
transaction parties.

For CSOs, the performance of the credit default swaps can be
affected either positively or negatively by 1) variations over
time in default rates for instruments with a given rating; 2)
variations in recovery rates for instruments with particular
seniority/security characteristics; and 3) uncertainty about the
default and recovery correlations characteristics of the reference
pool. Given the tranched nature of CSO liabilities, rating
transitions in the reference pool can have leveraged rating
implications for the ratings of the CSO liabilities that could
lead to a high degree of rating volatility, which is likely to be
higher for the more junior or thinner liabilities.

In addition to the base case analysis described above, Moody's
also conducted sensitivity analyses, discussed below. Results are
in the form of the difference in the number of notches from the
base case, in which a higher number of notches corresponds to
lower expected losses, and vice-versa.

Moody's ran a scenario in which it reduced the maturity of the CSO
by six months, keeping all other things equal. The result of this
run was one notch higher than in the base case.

In addition to the quantitative factors Moody's models explicitly,
rating committees also consider qualitative factors in the rating
process. These qualitative factors include a transaction's
structural protections, recent deal performance in the current
market environment, the legal environment, specific documentation
features and the portfolio manager's track record. All information
available to rating committees, including macroeconomic forecasts,
input from other Moody's analytical groups, market factors, and
judgments regarding the nature and severity of credit stress on
the transactions, can influence the final rating decision.


FLAGSHIP VII: S&P Affirms 'BB' Rating on Class E Notes
------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on
Flagship VII Ltd./Flagship VII LLC's $402.1 million fixed- and
floating-rate notes following the transaction's effective date as
of May 7, 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 that 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 said.

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

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

RATINGS AFFIRMED

Flagship VII Ltd./Flagship VII LLC

Class                      Rating                       Amount
                                                      (mil. $)
A-1                        AAA (sf)                     241.10
A-2                        AAA (sf)                      20.00
B                           AA (sf)                      60.55
C                            A (sf)                      29.20
D                          BBB (sf)                      23.10
E                           BB (sf)                      18.60
F                            B (sf)                       9.55


GALAXY XVII: S&P Assigns 'BB' Rating on Class E Notes
-----------------------------------------------------
Standard & Poor's Ratings Services assigned its ratings to Galaxy
XVII CLO Ltd./Galaxy XVII CLO LLC's $414.90 million floating- and
fixed-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
      (excluding excess spread), and cash flow structure, which
      can withstand the default rate projected by Standard &
      Poor's CDO Evaluator model, as assessed by Standard & Poor's
      using the assumptions and methods outlined in its corporate
      collateralized debt obligation (CDO) criteria.

   -- The transaction's legal structure, which is 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 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
      0.23%-12.75%.

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

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

RATINGS ASSIGNED

Galaxy XVII CLO Ltd./Galaxy XVII CLO LLC

Class               Rating           Amount
                                   (mil. $)
A                   AAA (sf)         279.90
B                   AA (sf)           58.05
C-1 (deferrable)    A (sf)            27.00
C-2 (deferrable)    A (sf)             7.20
D (deferrable)      BBB (sf)          22.95
E (deferrable)      BB (sf)           19.80
Subordinated notes  NR                50.45

NR-Not rated.


GE BUSINESS 2004-1: S&P Lowers Rating on Class C Notes to 'B+'
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 12
classes from four GE Business Loan Trust transactions.  At the
same time, S&P affirmed its rating on the class A notes from GE
Business Loan Trust 2003-1.  S&P also removed nine of these
ratings from CreditWatch, where it placed them with negative
implications following the March 28, 2014, release of S&P's new
criteria for small business loan-backed securitizations.

These transactions are asset-backed securitizations backed by
payments from small business loans primarily collateralized by
first liens on commercial real estate.  The transactions
distribute principal payments pro rata to the rated classes based
on set percentages.

The downgrades reflect the application of the largest obligor
default test, a supplemental test we adopted in our 2014 U.S.
small business loan securitization criteria update.

The affirmation reflects the adequate credit support available to
the notes at their current rating level.

GE BUSINESS LOAN TRUST 2003-1

Since S&P's January 2012 rating actions, the transaction has paid
down to approximately 5.5% of its original balance.  According to
the May 2014 servicer report, there are 27 loans left in the pool.
The five-largest obligors represent 52.3% of the pool and the 10-
largest obligors represent 73.1% of the pool.  The current pool
has no delinquent loans, down from 8.9% in November 2011.  The
reserve account's current balance is $5.5 million, which does not
reach the $9.8 million current requisite amount.

GE BUSINESS LOAN TRUST 2004-1

Since January 2012, the transaction has paid down to approximately
13% of its original outstanding balance.  According to the May
2014 servicer report, there are 55 loans left in the pool.  The
five-largest obligors make up 35.2% of the pool and the 10-largest
obligors represent 55.2% of the pool.  Delinquent and defaulted
loans represent 11.8% of the pool in May 2014, up from 8.9% in
November 2011.  The reserve account's current balance is $7.5
million, which does not reach the $20.8 million current requisite
amount.

GE BUSINESS LOAN TRUST 2005-1

This transaction has paid down to approximately 34.6% of its
original outstanding balance since January 2012.  There are 163
loans left in the pool, according to the May 2014 servicer report.
The five-largest obligors represent 18.6% of the pool and the 10-
largest represent 31.5% of the pool.  Delinquent and defaulted
loans were 1.4% of the pool in May 2014, up from 1.3% in November
2011.  The reserve account's current balance is $14.2 million,
which meets the current requisite amount.

GE BUSINESS LOAN TRUST 2005-2

Since January 2012, the transaction has paid down to approximately
38.3% of its original outstanding balance.  According to the May
2014 servicer report, there are 164 loans left in the pool.  The
five-largest obligors make up 15.1% of the pool and 10-largest
obligors represent 26.6% of the pool.  Delinquent and defaulted
loans represent 1.4% of the pool in May 2014, down from 5% in
November 2011.  The reserve account's current balance is $14.6
million, which does not reach the $17.6 million current requisite
amount.

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

RATING AND CREDITWATCH ACTIONS

GE Business Loan Trust 2003-1
                Rating
Class      To            From
A          A+ (sf)       A+ (sf)
B          BBB+ (sf)     A- (sf)

GE Business Loan Trust 2004-1
                Rating
Class      To            From
A          BBB+ (sf)     AA (sf)/Watch Neg
B          BB+ (sf)      A (sf)/Watch Neg
C          B+ (sf)       BBB (sf)/Watch Neg

GE Business Loan Trust 2005-1
                Rating
Class      To            From
A-3        A+ (sf)       AA (sf)/Watch Neg
B          BB+ (sf)      A (sf)/Watch Neg
C          B+ (sf)       BBB (sf)/Watch Neg
D          B+ (sf)       BB (sf)/Watch Neg

GE Business Loan Trust 2005-2
                Rating
Class      To            From
A          AA (sf)       AA+ (sf)/Watch Neg
B          BBB+ (sf)     A (sf)/Watch Neg
C          BB+ (sf)      BBB (sf)
D          B+ (sf)       BB (sf)


GE COMMERCIAL 2004-C2: Moody's Cuts Rating on X-1 Certs to Caa3
---------------------------------------------------------------
Moody's Investors Service affirmed six classes and downgraded one
CMBS class in GE Commercial Mortgage Corporation, Commercial
Mortgage Pass-Through Certificates, Series 2004-C2 as follows:

Cl. J, Affirmed Ba3 (sf); previously on Feb 26, 2014 Upgraded to
Ba3 (sf)

Cl. K, Affirmed B3 (sf); previously on Feb 26, 2014 Affirmed B3
(sf)

Cl. L, Affirmed Caa2 (sf); previously on Feb 26, 2014 Affirmed
Caa2 (sf)

Cl. M, Affirmed Caa3 (sf); previously on Feb 26, 2014 Affirmed
Caa3 (sf)

Cl. N, Affirmed Ca (sf); previously on Feb 26, 2014 Affirmed Ca
(sf)

Cl. O, Affirmed C (sf); previously on Feb 26, 2014 Affirmed C (sf)

Cl. X-1, Downgraded to Caa3 (sf); previously on Feb 26, 2014
Downgraded to Caa1 (sf)

Ratings Rationale

The ratings on six below investment grade P&I classes were
affirmed because the ratings are consistent with Moody's expected
loss and concerns about interest shortfalls hitting Classes K
through O. The rating on the IO class 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 36.3% of
the current balance compared to 17.7% at Moody's last review. The
magnitude difference in base expected loss expressed as a
percentage is due to the deal having paid down 65% since prior
review. The actual base expected loss figure declined to $20.1
million from $28.1 million at last review. Moody's base expected
loss plus realized losses is now 1.6% of the original pooled
balance compared to 2.1% 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.

Description of Models Used

Moody's used the excel-based Large Loan Model v 8.7 in the
analysis of this transaction. 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 June 10, 2014 distribution date, the transaction's
aggregate certificate balance has decreased by 96% to $55.4
million from $1.4 billion at securitization. The certificates are
collateralized by nine mortgage loans ranging in size from less
than 1% to 32% of the pool. Two loans, representing 5% of the
pool, have defeased and are secured by U.S. Government securities.

There are no loans are on the master servicer's watchlist. Seven
loans have been liquidated from the pool, resulting in an
aggregate realized loss of $1.5 million (5.1% loss severity on
average). Five loans, representing 75% of the pool, are currently
in special servicing. The largest specially serviced loan is the
Continental Centre Loan ($23.1 million -- 31.6% of the pool),
which is secured by a 26-story, 477,259 square foot (SF) Class B
office building located in the Central Business District (CBD) of
Columbus, Ohio. The loan was transferred to special servicing in
December 2012 due to imminent monetary default and was recently
modified into a $17.5 million A note and $5.6 million B note with
the loan term increased 66 additional months. The interest rate on
the A note was reduced to 3% through March 2016, increasing to 4%
through March 2017, 5% through March 2018 then 5.75% thereafter.
The interest rate on the B note will accrue through the balance of
the extended loan term.

The remaining four specially serviced loans are secured by a mix
of property types. Moody's estimates an aggregate $18.4 million
loss for the troubled and specially serviced loans (39% expected
loss on average).

The only conduit loan is the T-Mobile Loan ($5.5 million -- 9.9%
of the pool), which is secured by a 75,016 SF office building in
Mission, Texas. This single tenant occupied building's lease
expires at the same time as the loan matures in June 2015. Moody's
stressed the cash flow to reflect this leasing and refinancing
risk. Moody's LTV and stressed DSCR are 127% and 0.83X,
respectively, compared to 59% and 1.8X at last review.


GE COMMERCIAL 2005-C3: Fitch Lowers Rating on Class J Certs to CC
-----------------------------------------------------------------
Fitch Ratings downgrades one distressed class and affirms all
remaining classes of GE Commercial Mortgage Corporation, series
2005-C3 commercial mortgage pass-through certificates.

Key Rating Drivers

The downgrade is a result of additional certainty of losses given
the realized losses experienced to date and the future expected
losses.

The affirmations are the result of stable overall pool performance
since Fitch's last rating action.  Fitch expected losses are 3.7%
of the current pool balance or 4.7% of the original pool,
including losses incurred to date (3% or $64.1 million).
Currently, there are two loans in special servicing (1%).  Nine
loans (9.2%) are defeased and include two top 15 loans (4.9%).

As of the June 2014 distribution date, the pool's aggregate
principal balance has paid down 48.4% to $1.9 billion from $2.1
billion at issuance, including the $64.1 million in realized
losses.  The realized losses include the disposition of the former
second largest loan in the pool, One Main Place, since Fitch's
previous rating action.  Losses on this asset totaled $44 million,
which equated to a 63.8% loss severity, and was expected at
Fitch's previous rating action.  Cumulative interest shortfalls
total $1.2 million and affect classes K and the non-rated class Q.
All of the remaining loans mature in 2015 and approximately 70% of
the pool matures in June and July, 2015.

The largest contributors to modeled losses are 123 William Street
(7.4%), Greens at Irene (2.3%) and Tinley Crossings (0.5%).

123 William Street is the second largest loan in the pool and
secured by a 500,000 sf office property located in Manhattan on
William Street between Fulton and John.  The loan had previously
been in special servicing after the Superintendent of Insurance
vacated eight floors.  The loan was split into an A/B Note
structure; the A Note has a current balance of $75.2 million and B
Note of $5.3 million.  The loan returned to the master servicer in
June 2012.  The loan was subsequently assumed in October 2013 and
the new borrower, a joint between GreenOak, American Realty
Capital and East End Capital, deposited funds to a TI/LC reserve
as part of the assumption.  Per Fitch's recent visit to the
property, the lobby and building facade are currently undergoing
renovations.

As of the December 2013 rent roll, the property was 52.1%
occupied.  The master servicer has not reported the YE 2013
financial information.  Fitch's valuation is based on appraisals
and broker opinions of value from when the loan was in special
servicing, as well as updated market information, which considered
the property's strong location and new sponsorship.  The loan
matures in June 2015.

Greens at Irene is secured by a 504 unit multifamily property
located in Memphis, TN.  The loan is on the master servicer's
watchlist due to declines in performance.  As of YE 2013, the DSCR
fell to 0.85x from 1.24x as of YE 2012.  During 2013, occupancy
declined to 91% from 98% as of YE 2012.  However, occupancy has
increased back to 98% as of YE 2013 and performance may improve.
Fitch's valuation is based on the YE 2013 reported net operating
income and a Fitch stressed cap rate.  The loan continues to
perform and matures in August 2015.

Tinley Crossings is secured by a 50,000 square foot office
property located in Tinley Park, IL, a suburb of Chicago.  The
loan transferred to the special servicer in March 2014 after the
largest tenant (66% of the NRA) requested a rental rate reduction
and tenant improvements (TIs) in order to renew their lease which
expired in December 2013.  The borrower stated they were unable to
fund the requested TIs.  The tenant is holding over in their space
until December 2014.  The borrower is currently working to
refinance the loan and has requested a discounted payoff.  The
loan remains current and it matures in July 2015.

RATING SENSITIVITIES

The Outlook of class A-J has been revised to Positive from Stable
as upgrades are likely with additional paydown and increased
credit enhancement if overall performance remains relatively
stable.  Classes G and H continue to have Negative Outlooks as
downgrades are possible if additional loans transfer to special
servicing or expected losses increase.  The remaining classes have
Stable Outlooks as no rating actions are anticipated.

The following class is downgraded:

   -- $31.7 million class J to 'CCsf' from 'CCCsf'; RE 30%.

Fitch affirms the ratings, revises Outlooks and Recovery Estimates
for the following classes as indicated:

   -- $18.7 million class A-6 at 'AAAsf'; Outlook Stable;
   -- $15 million class A-AB at 'AAAsf'; Outlook Stable;
   -- $386.7 million class A-7A at 'AAAsf'; Outlook Stable;
   -- $55.2 million class A-7B at 'AAAsf/'; Outlook Stable;
   -- $257.1 million class A-1A at 'AAAf'; Outlook Stable;
   -- $161.4 million class A-J at 'AAsf'; Outlook revised to
      Positive from Stable;
   -- $13.2 million class B at 'AAsf'; Outlook Stable;
   -- $29.1 million class C at 'Asf'; Outlook Stable;
   -- $21.2 million class D at 'BBBsf'; Outlook Stable;
   -- $34.4 million class E at 'BBB-sf'; Outlook Stable;
   -- $18.5 million class F at 'BBsf'; Outlook Stable;
   -- $23.8 million class G at 'BBsf'; Outlook Negative.
   -- $21.2 million class H at 'B-sf'; Outlook Negative;
   -- $4.7 million class K at 'Dsf'; RE 0%.

Classes A-1, A-2, A-3FX, A-3FL, A-4, and A-5 have paid in full.
Classes L through O, currently rated and affirmed at 'Dsf'/RE0%,
have been reduced to zero due to realized losses.  Classes P and
Q, also reduced to zero due to realized losses, are not rated by
Fitch.  Fitch previously withdrew the ratings on the interest only
classes X-C and X-P.


GMAC COMMERCIAL 2004-C3: Fitch Affirms 'Csf' Rating on Cl. E Certs
------------------------------------------------------------------
Fitch Ratings has upgraded three classes and affirmed 14 classes
of GMAC Commercial Mortgage Securities, Inc., series 2004-C3,
commercial mortgage pass-through certificates.

Key Rating Drivers

The upgrades and affirmations are the result of increasing credit
enhancement and the resolution of six specially serviced loans
since Fitch's last rating action. Although classes A-J, B and C
have high credit enhancement, upgrades were limited given several
loans are underperforming with maturities in 2014 and could
potentially transfer to the special servicer. Should the pool
experience an influx of specially serviced loans, these classes
would be at risk of experiencing interest shortfalls. Fitch will
not assign or maintain 'AAAsf' or 'AAsf' ratings for bonds that it
believes have a high level of vulnerability to interest shortfalls
and will generally cap ratings at 'Asf' should bonds be
susceptible to recoverable interest shortfalls. See 'Criteria for
Rating Caps and Limitations in Global Structured Finance
Transactions', dated May 28, 2014, for more details.

Fitch modeled losses of 6.2% of the remaining pool; expected
losses on the original pool balance total 8%, including $71.7
million (5.7% of the original pool balance) in realized losses to
date. Only 49 of the original 92 loans remain, 10 loans (19% of
the pool) are defeased. Fitch has designated 14 loans (27.7%) as
Fitch Loans of Concern, which includes two specially serviced
assets (3.1%). As of the June 2014 distribution date, the pool's
aggregate principal balance has been reduced by 64% to $450.9
million from $1.25 billion at issuance. Interest shortfalls are
currently affecting classes E through P. Of the 47 remaining
performing loans, 43 loans (83.4% of the pool) are set to mature
in 2014.

The largest contributor to expected losses is a 112,899 square
foot (sf) retail center located in Coconut Creek, FL. The subject
had historically been well occupied until 2006 when Winn-Dixie
left the center, with Staples and Ace Hardware backfilling the
Winn-Dixie space. Ace Hardware has since closed and Fitch expects
Staples to vacate upon their lease expiration of November 2016. As
of April 2014 the property reported occupancy of 48%. The loan was
transferred to special servicing in August 2011 due to a maturity
default and foreclosure was completed in January 2014. The
servicer is currently formulating a disposition strategy for this
real estate owned (REO) asset.

Rating Sensitivity

Rating Outlooks on classes A-1A through C are Stable as no
additional rating changes are expected due to increasing credit
enhancement from continued paydown which offsets some concern of
the potential for maturity defaults. Additional downgrades to the
distressed classes (those rated below 'Bsf') are expected as
losses are realized.

Fitch upgrades the following classes and assigns Rating Outlooks
as indicated:

-- $82.9 million class A-J to 'Asf' from 'BBBsf', Outlook Stable;
-- $31.3 million class B to 'BBBsf' from 'BBsf', Outlook to
    Stable from Negative;
-- $14.1 million class C to 'BBsf' from 'Bsf', Outlook to Stable
    from Negative.

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

  -- $121.4 million class A-1A at 'AAAsf', Outlook Stable;
  -- $24.2 million class A-4 at 'AAAsf', Outlook Stable;
  -- $138.6 million class A-5 at 'AAAsf', Outlook Stable;
  -- $20.3 million class D at 'CCsf', RE 95%;
  -- $12.5 million class E at 'Csf', RE 0%;
  -- $5.6 million class F at 'Dsf', RE 0%;
  -- $0 class G at 'Dsf', RE 0%;
  -- $0 class H at 'Dsf', RE 0%;
  -- $0 class J at 'Dsf', RE 0%;
  -- $0 class K at 'Dsf', RE 0%;
  -- $0 class L at 'Dsf', RE 0%;
  -- $0 class M at 'Dsf', RE 0%;
  -- $0 class N at 'Dsf', RE 0%;
  -- $0 class O at 'Dsf', RE 0%.

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


GSAMP TRUST 2005-WMC3: Moody's Hikes Rating on $73MM of RMBS
------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of four
tranches from GSAMP Trust 2005-WMC3, which is backed by Subprime
mortgage loans.

Complete rating actions are as follows:

Issuer: GSAMP Trust 2005-WMC3

Cl. A-1A, Upgraded to B2 (sf); previously on Jul 15, 2011
Downgraded to Caa1 (sf)

Cl. A-1B, Upgraded to Caa1 (sf); previously on Jul 15, 2011
Upgraded to Caa3 (sf)

Cl. A-2B, Upgraded to B3 (sf); previously on Jul 15, 2011 Upgraded
to Caa1 (sf)

Cl. A-2C, Upgraded to Caa1 (sf); previously on Jul 15, 2011
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 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 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.


HARCH CLO II: Moody's Lowers Rating on $10MM Cl. E Notes to Caa2
----------------------------------------------------------------
Moody's Investors Service has downgraded the rating on the
following notes issued by Harch CLO II Limited:

  $10,000,000 Class E Deferrable Floating Rate Notes Due 2017
  (current outstanding balance of $7,060,554.53), Downgraded to
  Caa2 (sf); previously on February 6, 2014 Downgraded to
  Caa1 (sf).

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

  $14,000,000 Class C Deferrable Floating Rate Notes Due 2017
  (current outstanding balance of $10,585,098.29), Affirmed
  Aaa (sf); previously on February 6, 2014 Affirmed Aaa (sf);

  $26,000,000 Class D Deferrable Floating Rate Notes Due 2017,
  Affirmed Baa3 (sf); previously on February 6, 2014 Affirmed
   Baa3 (sf).

Harch CLO II Limited, issued in November 2005, is a collateralized
loan obligation (CLO) backed primarily by a portfolio of senior
secured loans. The transaction's reinvestment period ended in
October 2010.

Ratings Rationale

According to Moody's, the rating downgrade on the Class E notes is
primarily a result of the deal's growing exposure to securities
that mature after the maturity of the notes. Based on the
trustee's June 2014 report, securities that mature after the notes
do currently make up approximately 10.2% of the portfolio compared
to 3.3% in February 2014. These investments could expose the notes
to market risk in the event of liquidation when the notes mature.

In addition, the Class E over-collateralization ratio has declined
since February 2014. Based on the trustee's June 2014 report, the
Class E over-collateralization ratio is 96.62% versus 102.52% in
February 2014. The decline of the Class E over-collateralization
ratio is due to the default of Texas Competitive Electric Holdings
in April 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.

Factors that Would Lead to an Upgrade or Downgrade of the Rating:

This transaction is subject to a number of factors and
circumstances that could lead to either an upgrade or downgrade of
the ratings:

1) Macroeconomic uncertainty: CLO performance is subject to a)
uncertainty about credit conditions in the general economy and b)
the large concentration of upcoming speculative-grade debt
maturities, which could make refinancing difficult for issuers.

2) Collateral Manager: Performance can also be affected positively
or negatively by a) the manager's investment strategy and behavior
and b) differences in the legal interpretation of CLO
documentation by different transactional parties owing to embedded
ambiguities.

3) Collateral credit risk: A shift towards collateral of better
credit quality, or better credit performance of assets
collateralizing the transaction than Moody's current expectations,
can lead to positive CLO performance. Conversely, a negative shift
in credit quality or performance of the collateral can have
adverse consequences for CLO performance.

4) Deleveraging: An important source of uncertainty in this
transaction is whether deleveraging from unscheduled principal
proceeds will continue and at what pace. Deleveraging of the CLO
could accelerate owing to high prepayment levels in the loan
market and collateral sales by the manager, which could have a
significant impact on the notes' ratings. Note repayments that are
faster than Moody's current expectations will usually have a
positive impact on CLO notes, beginning with those with the
highest payment priority.

5) Recovery of defaulted assets: Fluctuations in the market value
of defaulted assets reported by the trustee and those that Moody's
assumes as having defaulted could result in volatility in the
deal's OC levels. Further, the timing of recoveries and whether a
manager decides to work out or sell defaulted assets create
additional uncertainty. Realization of higher than assumed
recoveries would positively impact the CLO.

6) Long-dated assets: The presence of assets that mature after the
CLO's legal maturity date exposes the deal to liquidation risk on
those assets. This risk is borne first by investors with the
lowest priority in the capital structure. Moody's assumes that the
terminal value of an asset upon liquidation at maturity will be
equal to the lower of an assumed liquidation value (depending on
the extent to which the asset's maturity lags that of the
liabilities) or the asset's current market value. The deal's
increased exposure owing to amendments to loan agreements
extending maturities continues. In light of the deal's sizable
exposure to long-dated assets, which increases its sensitivity to
the liquidation assumptions in the rating analysis, Moody's ran
scenarios using a range of liquidation value assumptions. However,
actual long-dated asset exposures and prevailing market prices and
conditions at the CLO's maturity will drive the deal's actual
losses, if any, from long-dated assets.

7) Lack of portfolio granularity: The performance of the portfolio
depends to a large extent on the credit conditions of a few large
obligors Moody's rates non-investment-grade.

In addition to the base case analysis, Moody's also conducted
sensitivity analyses to test the impact of a number of default
probabilities on the rated notes relative to the base case
modeling results, which may be different from the current public
ratings of the notes. Below is a summary of the impact of
different default probabilities (expressed in terms of WARF) on
all of the rated notes (by the difference in the number of notches
versus the current model output, for which a positive difference
corresponds to lower expected loss):

Moody's Adjusted WARF -- 20% (2021)

Class C: 0

Class D: +2

Class E: 0

Moody's Adjusted WARF + 20% (3032)

Class C: 0

Class D: -1

Class E: 0

Loss and Cash Flow Analysis:

Moody's modeled the transaction using a cash flow model based on
the Binomial Expansion Technique, as described in Section 2.3 of
the "Moody's Global Approach to Rating Collateralized Loan
Obligations," published in February 2014.

The key model inputs Moody's used in its analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on its published methodology and
could differ from the trustee's reported numbers. In its base
case, Moody's analyzed the collateral pool as having a performing
par and principal proceeds balance of $39.7 million, defaulted par
of $9.7 million, a weighted average default probability of 12.78%
(implying a WARF of 2526), a weighted average recovery rate upon
default of 47.68%, a diversity score of 15 and a weighted average
spread of 3.43%.

Moody's incorporates the default and recovery properties of the
collateral pool in cash flow model analysis where they are subject
to stresses as a function of the target rating on each CLO
liability reviewed. Moody's derives the default probability from
the credit quality of the collateral pool and Moody's expectation
of the remaining life of the collateral pool. The average recovery
rate for future defaults is based primarily on the seniority of
the assets in the collateral pool.


HEWETT'S ISLAND V: Moody's Ups Rating on $16MM Cl. E Notes to Ba1
-----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on the
following notes issued by Hewett's Island CLO V, Ltd.:

  $15,500,000 Class D Fourth Priority Mezzanine Secured
  Deferrable Floating Rate Notes Due 2018, Upgraded to Aa1 (sf);
  previously on December 13, 2013 Upgraded to A2 (sf);

  $16,000,000 Class E Fifth Priority Mezzanine Secured Deferrable
  Floating Rate Notes Due 2018 (current outstanding balance of
  $13,663,069), Upgraded to Ba1 (sf); previously on December 13,
  2013 Upgraded to Ba2 (sf).

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

  $50,000,000 Class A-R First Priority Senior Secured Floating
  Rate Revolving Notes Due 2018 (current outstanding balance of
  $2,284,753), Affirmed Aaa (sf); previously on December 13, 2013
  Affirmed Aaa (sf);

  $255,500,000 Class A-T First Priority Senior Secured Floating
  Rate Term Notes Due 2018 (current outstanding balance of
  $11,675,090), Affirmed Aaa (sf); previously on December 13,
  2013 Affirmed Aaa (sf);

  $27,500,000 Class B Second Priority Senior Secured Floating
  Rate Notes Due 2018, Affirmed Aaa (sf); previously on December
  13, 2013 Upgraded to Aaa (sf);

  $15,500,000 Class C Third Priority Senior Secured Deferrable
  Floating Rate Notes Due 2018, Affirmed Aaa (sf); previously on
  December 13, 2013 Upgraded to Aaa (sf).

Hewett's Island CLO V, Ltd., issued in December 2006, is a
collateralized loan obligation 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 ("OC") ratios since last rating action in
December 2013. The Class A-T and A-R notes have been paid down by
approximately 80% or $54.7 million since last rating action in
December 2013. Based on the trustee's May 30, 2014 report, the OC
ratios for the Class A/B, Class C, Class D and Class E
overcollateralization ratios notes are reported at 180.2%, 146.7%,
123.7% and 108.7%, respectively, versus November 2013 levels of
146.6%, 129.0%, 115.2% and 105.2%, respectively. Moody's also
notes that the OC ratios trustee reported on May 30, 2013 did not
reflect the $26.5 million pay down on the Class A-T and Class A-R
Notes in June.

The portfolio includes a number of investments in securities that
mature after the notes do. Based on Moody's calculation,
securities that mature after the notes do currently make up
approximately 8.2% of the portfolio. These investments could
expose the notes to market risk in the event of liquidation when
the notes mature.

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.

Factors that Would Lead to an Upgrade or Downgrade of the Rating:

This transaction is subject to a number of factors and
circumstances that could lead to either an upgrade or downgrade of
the ratings:

1) Macroeconomic uncertainty: CLO performance is subject to a)
uncertainty about credit conditions in the general economy and b)
the large concentration of upcoming speculative-grade debt
maturities, which could make refinancing difficult for issuers.

2) Collateral Manager: Performance can also be affected positively
or negatively by a) the manager's investment strategy and behavior
and b) differences in the legal interpretation of CLO
documentation by different transactional parties owing to embedded
ambiguities.

3) Collateral credit risk: A shift towards collateral of better
credit quality, or better credit performance of assets
collateralizing the transaction than Moody's current expectations,
can lead to positive CLO performance. Conversely, a negative shift
in credit quality or performance of the collateral can have
adverse consequences for CLO performance.

4) Deleveraging: An important source of uncertainty in this
transaction is whether deleveraging from unscheduled principal
proceeds will continue and at what pace. Deleveraging of the CLO
could accelerate owing to high prepayment levels in the loan
market and/or collateral sales by the manager, which could have a
significant impact on the notes' ratings. Note repayments that are
faster than Moody's current expectations will usually have a
positive impact on CLO notes, beginning with those with the
highest payment priority.

5) Long-dated assets: The presence of assets that mature after the
CLO's legal maturity date exposes the deal to liquidation risk on
those assets. This risk is borne first by investors with the
lowest priority in the capital structure. Moody's assumes that the
terminal value of an asset upon liquidation at maturity will be
equal to the lower of an assumed liquidation value (depending on
the extent to which the asset's maturity lags that of the
liabilities) or the asset's current market value. The deal's
exposure owing to amendments to loan agreements extending
maturities continues.

In addition to the base case analysis, Moody's also conducted
sensitivity analyses to test the impact of a number of default
probabilities on the rated notes relative to the base case
modeling results, which may be different from the current public
ratings of the notes.Below is a summary of the impact of different
default probabilities (expressed in terms of WARF) on all of the
rated notes (by the difference in the number of notches versus the
current model output, for which a positive difference corresponds
to lower expected loss):

Moody's Adjusted WARF -- 20% (1908)

Class A-T: 0

Class A-R: 0

Class B: 0

Class C: 0

Class D: +1

Class E: +2

Moody's Adjusted WARF + 20% (2863)

Class A-T: 0

Class A-R: 0

Class B: 0

Class C: 0

Class D: -2

Class E: -1

Loss and Cash Flow Analysis:

Moody's modeled the transaction using a cash flow model based on
the Binomial Expansion Technique, as described in Section 2.3 of
the "Moody's Global Approach to Rating Collateralized Loan
Obligations," published in February 2014.

The key model inputs Moody's used in its analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on its published methodology and
could differ from the trustee's reported numbers. In its base
case, Moody's analyzed the collateral pool as having a performing
par and principal proceeds balance of $95 million, no defaulted
par, a weighted average default probability of 12.64% (implying a
WARF of 2386), a weighted average recovery rate upon default of
48.23%, a diversity score of 29 and a weighted average spread of
2.70%.

Moody's incorporates the default and recovery properties of the
collateral pool in cash flow model analysis where they are subject
to stresses as a function of the target rating on each CLO
liability reviewed. Moody's derives the default probability from
the credit quality of the collateral pool and Moody's expectation
of the remaining life of the collateral pool. The average recovery
rate for future defaults is based primarily on the seniority of
the assets in the collateral pool. Moody's generally applies
recovery rates for CLO securities as published in "Moody's
Approach to Rating SF CDOs." In some cases, alternative recovery
assumptions may be considered based on the specifics of the
analysis of the CLO transaction. In each case, historical and
market performance and the collateral manager's latitude for
trading the collateral are also factors.


HFR GAP 2005-01: Moody's Cuts Rating on $20MM Sec. Notes to Ba3
---------------------------------------------------------------
Moody's Investors Service has downgraded the rating on the HFR Gap
Notes 2005-01 issued by Signum Rated II Limited, a hedge fund
collateralized fund obligation:

Series: HFR Hedge Fund Gap Notes 2005-01 Coast USD20,000,000
Floating Rate Secured Notes due 2015, Downgraded to Ba3 (sf);
previously on May 2, 2014 Ba2 (sf) Placed Under Review for
Possible Downgrade

Ratings Rationale

The rating action reflects key changes to Moody's modeling
assumptions, which incorporate (1) changing to a multivariate t-
distribution from a Gaussian distribution to simulate the
underlying fund returns; (2) updating Moody's volatility and
correlation assumptions for underlying fund returns to account for
the observed high levels during the 2008-2009 financial crisis;
and (3) increasing the frequency of total loss scenarios and
making them state-dependent. This action concludes the review of
this hedge fund CFO, announced on May 2, 2014, because of the
update to the methodology that Moody's uses to rate transactions
backed by portfolios of hedge fund investments.

Methodology Used for the Rating Action

The principal methodology used in this rating was "Moody's
Approach to Rating Transactions Backed by Portfolios of Hedge Fund
Investments" published in May 2014.

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

The rated notes' performance is subject to uncertainty. The notes'
performance is sensitive to the performance of the underlying
portfolio, which in turn depends on economic and credit
conditions.

In addition to the scenarios embedded in the published methodology
referred to above, Moody's also considered additional sensitivity
tests by stressing key inputs. Moody's tested sensitivity by
increasing and decreasing the degree of freedom used in generating
monthly NAV values. Below are the impact on the rated tranches:

Moody's Degree of Freedom (+1)

HFR Gap Notes 2005-01: 0

Moody's Degree of Freedom (-1)

HFR Gap Notes 2005-01: -1

Loss and Cash Flow Analysis:

The ratings assigned by Moody's reflect the expected losses posed
to liability holders. To determine these expected losses, Moody's
modeled the transaction that replicates Moody's quantitative
analysis as described in the principal methodology. The Model uses
a Monte Carlo simulation approach. A time series of returns is
generated for each of the underlying eligible hedge funds
according to a random process. The monthly net asset value of the
portfolio can then be calculated from the simulated times series
of returns and applied in the waterfall.

The loss for each of the liability tranches can be calculated by
comparing the present value of payments to the principal balance
of each of the liability tranches. Moody's repeat this calculation
for a significant number of simulations and then calculate the
average of these losses in order to compute an expected loss. The
resultant expected loss and expected life of each debt instrument
is then benchmarked to Moody's idealized expected loss table.


HIGHBRIDGE 3-2014: S&P Affirms 'BB' Rating on Class D Notes
-----------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on
Highbridge Loan Management 3-2014 Ltd./Highbridge Loan Management
3-2014 LLC's $378.25 million floating-rate notes following the
transaction's effective date as of May 7, 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 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 said.

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

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

RATINGS LIST

Highbridge Loan Management 3-2014 Ltd.
                     Rating
Class   Identifier   To         From
A-1     42983KAA6    AAA (sf)   AAA (sf)
A-2     42983KAC2    AA (sf)    AA (sf)
B       42983KAE8    A (sf)     A (sf)
C       42983KAJ7    BBB (sf)   BBB (sf)
D       42983LAA4    BB (sf)    BB (sf)
E       42983LAC0    B (sf)     B (sf)


INSTITUTIONAL MORTGAGE 2012-2: Fitch Affirms BB Rating on F Certs
-----------------------------------------------------------------
Fitch Ratings has affirmed all rated classes of Institutional
Mortgage Capital, commercial mortgage pass-through certificates,
series 2012-2 (IMSCI 2012-2).

KEY RATING DRIVERS

The affirmations of IMSCI 2012-2 are based on the stable
performance of the underlying collateral pool.  As of the June
2014 remittance, the pool's aggregate principal balance has been
paid down by 6% to C$225.8 million from C$240.2 million at
issuance.  One loan has paid off since issuance after transferring
to special servicing in late 2013.  The trust did not incur a loss
upon disposition.

There are currently no delinquent loans as of the June 2013
remittance date.  In addition, there are no interest-only loans in
the pool.  Approximately 74% of the remaining pool provides for
full or partial recourse to the borrowers and/or to the guarantor
of a loan.

Fitch reviewed the year-end (YE) 2013 operating statements, rent
rolls and interim reports, if available, provided for the top 15
assets, which represent 77% of the pool by balance.  For those
loans in the pool without updated financials and occupancy
information, Fitch applied an additional haircut to prior reported
income for modeling purposes.

RATINGS SENSITIVITY

The Rating Outlook remains Stable for all classes.  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.

The largest loan in the pool, Cedars Apartments (9.4% of the pool
balance), is secured by a 276-unit apartment complex located in
Calgary, Alberta.  The reported occupancy has remained stable
since issuance at approximately 97%.

The second largest loan in the pool, Chateau Janeville Apartments
(8.3% of the pool balance), is secured by a 271-unit apartment
complex located in Ottawa, Ontario.  The reported occupancy as of
YE 2013 was approximately 95.5%, compared with 97.4% at issuance.

Fitch affirms the following classes as indicated:

   -- C$126.7 million class A-1 at 'AAAsf'; Outlook Stable;
   -- C$63.0 million class A-2 at 'AAAsf'; Outlook Stable;
   -- Interest-only class XP at 'AAAsf'; Outlook Stable;
   -- C$6.0 million class B at 'AAsf'; Outlook Stable;
   -- C$8.4 million class C at 'Asf'; Outlook Stable;
   -- C$7.2 million class D at 'BBBsf'; Outlook Stable;
   -- C$3.6 million class E at 'BBB-sf'; Outlook Stable;
   -- C$3 million class F* at 'BBsf'; Outlook Stable;
   -- C$2.4 million class G* at 'Bsf'; Outlook Stable.

* Non-offered certificates.

Fitch does not rate the C$5.4 million class H or the interest-only
class XC.


INSTITUTIONAL MORTGAGE 2014-5: Fitch to Rate Class G Certs 'Bsf'
----------------------------------------------------------------
Fitch Ratings has issued a presale report on the Institutional
Mortgage Securities Canada Inc.'s commercial mortgage pass-through
certificates, series 2014-5.

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

   -- $152,282,000 class A-1 'AAAsf'; Outlook Stable;
   -- $119,001,000 class A-2 'AAAsf'; Outlook Stable;
   -- $6,236,000 class B 'AAsf'; Outlook Stable;
   -- $9,355,000 class C 'Asf'; Outlook Stable;
   -- $8,185,000 class D 'BBBsf'; Outlook Stable;
   -- $4,677,000 class E 'BBB-sf'; Outlook Stable;
   -- $3,118,000 class F 'BBsf'; Outlook Stable;
   -- $3,118,000 class G 'Bsf'; Outlook Stable.

All currencies are in Canadian dollars (CAD).

The expected ratings are based on information provided by the
issuer as of July 2, 2014.  Fitch does not expect to rate the
$311,819,832 (notional balance) interest-only class X or the non-
offered $5,847,832 class H certificate.

The certificates represent the beneficial ownership in the trust,
primary assets of which are 41 loans secured by 55 commercial
properties having an aggregate principal balance of approximately
$311.8 million as of the cutoff date.  The loans were originated
or acquired by Institutional Mortgage Capital, LP.

Fitch reviewed a comprehensive sample of the transaction's
collateral, including site inspections on 70.2% of the properties
by balance, cash flow analysis of 100%, and asset summary reviews
on 100% of the pool.

The transaction has a Fitch stressed debt service coverage ratio
(DSCR) of 1.16x, a Fitch stressed loan-to-value (LTV) of 98.2%,
and a Fitch debt yield of 9.6%.  Fitch's aggregate net cash flow
represents a variance of 4.2% to issuer cash flows.

KEY RATING DRIVERS

Canadian Loan Attributes and Historical Performance: The ratings
reflect strong historical Canadian commercial real estate loan
performance, including a low delinquency rate and low historical
losses of less than 0.1%, as well as positive loan attributes,
including short amortization schedules and recourse to the
borrower and additional guarantors.

Fitch Leverage: The pool has a Fitch DSCR and LTV of 1.16x and
98.2%, respectively, which represents slightly lower leverage than
the IMSCI 2013-4 deal, which had a Fitch DSCR and LTV of 1.16x and
100.2%, respectively.  The leverage is also slightly lower than
the first quarter 2014 average for US CMBS, which was an LTV of
104.7%.

Amortization: The pool has a weighted average amortization term of
24 years, which represents faster amortization than U.S. conduit
loans.  There are no partial or full interest-only loans.  The
pool's maturity balance represents a paydown of 13.4% of the
closing balance and 16.3% from the original loan balance.

Seasoning and Loan Term: The pool incudes 11 seasoned loans, with
seasoning ranging from 12 to 80 months.  The pool has a weighted
average loan term of 5.3 years, significantly shorter than US
fixed-rate transactions.  Two of the top 10 loans have scheduled
maturity dates within the next two years.

RATING SENSITIVITIES

Fitch performed two model-based break-even analyses to determine
the level of cash flow and value deterioration the pool could
withstand prior to $1 of loss being experienced by the 'BBB-sf'
and 'AAAsf' rated classes.  Fitch found that the IMSCI 2013-4 pool
could withstand a 46.9% decline in value (based on appraised
values at issuance) and an approximately 13.0% decrease to the
most recent actual cash flow prior to experiencing a $1 of loss to
the 'BBB-sf' rated class.  Additionally, Fitch found that the pool
could withstand a 52.0% decline in value and an approximately
21.3% decrease in the most recent actual cash flow prior to
experiencing $1 of loss to any 'AAAsf' rated class.

The master and special servicer will be Midland Loan Services, a
Division of PNC Bank, National Association, rated 'CMS1' and
'CSS1', respectively, by Fitch.


JAMESTOWN CLO IV: Moody's Assigns 'Ba3' Rating on Class D Notes
---------------------------------------------------------------
Moody's Investors Service has assigned definitive ratings to nine
classes of debt issued by Jamestown CLO IV Ltd.:

Moody's rating action is as follows:

  $257,000,000 Class A-1A Senior Secured Floating Rate Notes due
  July 2026 (the "Class A-1A Notes"), Assigned Aaa (sf)

  Up to $50,000,000 Class A-1B Senior Secured Floating Rate Notes
  due July 2026 (the "Class A-1B Notes"), Assigned Aaa (sf)

  $77,000,000 Class A-1C Senior Secured Floating Rate Notes due
  July 2026 (the "Class A-1C Notes"), Assigned Aaa (sf)

  $50,000,000 Class A-1L Loans due July 2026 (the "Class A-1L
  Loans"), Assigned Aaa (sf)

  $73,800,000 Class A-2 Senior Secured Floating Rate Notes due
  July 2026 (the "Class A-2 Notes"), Assigned Aa2 (sf)

  $26,400,000 Class B Senior Secured Deferrable Floating Rate
  Notes due July 2026 (the "Class B Notes"), Assigned A2 (sf)

  $36,000,000 Class C Senior Secured Deferrable Floating Rate
  Notes due July 2026 (the "Class C Notes"), Assigned Baa3 (sf)

  $33,600,000 Class D Senior Secured Deferrable Floating Rate
  Notes due July 2026 (the "Class D Notes"), Assigned Ba3 (sf)

  $5,400,000 Class E Senior Secured Deferrable Floating Rate
  Notes due July 2026 (the "Class E Notes"), Assigned B2 (sf)

The Class A-1A Notes, the Class A-1B Notes, the Class A-1C Notes,
the Class A-1L Loans, 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 Debt."

Ratings Rationale

Moody's ratings of the Rated Debt 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.

Jamestown CLO IV 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 senior unsecured loans. The portfolio is approximately 80%
ramped as of the closing date.

3i Debt Management U.S. 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. After the end of the reinvestment period, the
Manager may reinvest unscheduled principal payments and proceeds
from sales of credit risk assets, subject to certain restrictions.

In addition to the Rated Debt, the Issuer has issued 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: $600,000,000

Diversity Score: 60

Weighted Average Rating Factor (WARF): 2700

Weighted Average Spread (WAS): 3.70%

Weighted Average Coupon (WAC): 7.00%

Weighted Average Recovery Rate (WARR): 46.5%

Weighted Average Life (WAL): 8 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.

Factors That Would Lead to an Upgrade or Downgrade of the Rating:

The performance of the Rated Debt is subject to uncertainty. The
performance of the Rated Debt is sensitive to the performance of
the underlying portfolio, which in turn depends on economic and
credit conditions that may change. The Manager's investment
decisions and management of the transaction will also affect the
performance of the Rated Debt.

Together with the set of modeling assumptions above, Moody's
conducted an additional sensitivity analysis, which was an
important component in determining the ratings assigned to the
Rated Debt. This sensitivity analysis includes increased default
probability relative to the base case.

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

Percentage Change in WARF -- increase of 15% (from 2700 to 3105)

Rating Impact in Rating Notches

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

Percentage Change in WARF -- increase of 30% (from 2700 to 3510)

Rating Impact in Rating Notches

Class A-1A Notes: -1
Class A-1B Notes: -1
Class A-1C Notes: -1
Class A-1L Loans: -1
Class A-2 Notes: -3
Class B Notes: -3
Class C Notes: -2
Class D Notes: -1
Class E Notes: -3


JFIN CLO 2014-II: Moody's Assigns (P)Ba3 Rating on $33.9MM Notes
----------------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following provisional ratings to notes to be issued by JFIN CLO
2014-II Ltd.

$312,000,000 Class A-1A Senior Secured Floating Rate Notes due
2026 (the "Class A-1A Notes"), Assigned (P)Aaa (sf)

$31,750,000 Class A-1B Senior Secured Fixed Rate Notes due 2026
(the "Class A-1B Notes"), Assigned (P)Aaa (sf)

$52,700,000 Class A-2A Senior Secured Floating Rate Notes due
2026 (the "Class A-2A Notes"), Assigned (P)Aa2 (sf)

$10,000,000 Class A-2B Senior Secured Fixed Rate Notes due 2026
(the "Class A-2B Notes"), Assigned (P)Aa2 (sf)

$25,000,000 Class B-1 Senior Secured Deferrable Floating Rate
Notes due 2026 (the "Class B-1 Notes"), Assigned (P)A2 (sf)

$2,500,000 Class B-2 Senior Secured Deferrable Fixed Rate Notes
due 2026 (the "Class B-2 Notes"), Assigned (P)A2 (sf)

$34,800,000 Class C Senior Secured Deferrable Floating Rate Notes
due 2026 (the "Class C Notes"), Assigned (P)Baa3 (sf)

$33,900,000 Class D Senior Secured Deferrable Floating Rate Notes
due 2026 (the "Class D Notes"), Assigned (P)Ba3 (sf)

$4,600,000 Class E Senior Secured Deferrable Floating Rate Notes
due 2026 (the "Class E Notes"), Assigned (P)B2 (sf)

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

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

Ratings Rationale

Moody's provisional ratings of the Rated Notes generally address
the ultimate cash receipts of all required interest and principal
payments, and are based on 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.

JFIN CLO 2014-II 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, in the aggregate, of
second lien loans and unsecured loans. The underlying portfolio is
expected to be 100% ramped as of the closing date.

Jefferies Finance LLC (the "Manager"), will manage the CLO. It
will direct the selection, acquisition, and disposition of
collateral on behalf of the Issuer, and it may engage in trading
activity, including discretionary trading, during the
transaction's four-year reinvestment period. Thereafter, the
Manager may reinvest principal proceeds that were received with
respect to unscheduled principal payments or with respect to sales
of credit risk obligations or credit improved obligations in
additional collateral obligations, subject to certain conditions.

In addition to the Rated Notes, the Issuer will issue one class 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: $550,000,000

Diversity Score: 60

Weighted Average Rating Factor (WARF): 2750

Weighted Average Spread (WAS): 3.45%

Weighted Average Coupon (WAC): 7.0%

Weighted Average Recovery Rate (WARR): 46.50%

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.

Factors That Would Lead to an Upgrade or Downgrade of the Rating:

The performance of the Rated Notes is subject to uncertainty. The
performance of the Rated Notes is sensitive to the performance of
the underlying portfolio, which in turn depends on economic and
credit conditions that may change. The Manager's investment
decisions and management of the transaction will also affect the
performance of the Rated Notes.

Together with the set of modeling assumptions above, Moody's
conducted an additional sensitivity analysis, which was an
important component in determining the ratings assigned to the
Rated Notes. This sensitivity analysis includes increased default
probability relative to the base case.

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

Percentage Change in WARF -- increase of 15% (from 2750 to 3163)

Rating Impact in Rating Notches

Class A-1A Notes: 0

Class A-1B Notes: 0

Class A-2A Notes: -1

Class A-2B Notes: -1

Class B-1 Notes: -1

Class B-2 Notes: -1

Class C Notes: -1

Class D Notes: 0

Class E Notes: -1

Percentage Change in WARF -- increase of 30% (from 2750 to 3575)

Rating Impact in Rating Notches

Class A-1A Notes: -1

Class A-1B Notes: -1

Class A-2A Notes: -3

Class A-2B Notes: -3

Class B-1 Notes: -3

Class B-2 Notes: -3

Class C Notes: -2

Class D Notes: -1

Class E Notes: -3

The V Score for this transaction is Medium/High. Moody's assigned
this V Score in a manner similar to the Medium/High V Score
assigned for the global cash-flow CLO sector, as described in the
special report titled "V Scores and Parameter Sensitivities in the
Global Cash Flow CLO Sector," dated July 6, 2009, available on
www.moodys.com.


JP MORGAN 1997-C5: S&P Raises Rating on Class G Certs to 'B+'
-------------------------------------------------------------
Standard & Poor's Ratings Services raised its rating on the class
G commercial mortgage pass-through certificates from JPMorgan
Commercial Mortgage Finance Corp.'s series 1997-C5,a U.S.
commercial mortgage-backed securities (CMBS) transaction, to
'B+ (sf)' from 'CCC- (sf)'.

"The upgrade follows our analysis of the transaction, primarily
using our criteria for rating U.S. and Canadian CMBS transactions.
Our analysis included a review of the credit characteristics and
performance of all of the remaining loans in the pool, the
transaction's structure, and the liquidity available to the trust.
The upgrade reflects our expected available credit enhancement for
class G, which we believe is greater than our most recent estimate
of necessary credit enhancement for the respective rating level.
The upgrade also reflects our view regarding the current and
future performance of the transaction's collateral.  While the
available credit enhancement level may suggest a higher rating on
class G, our analysis reflects our view of the class' available
liquidity support and historical interest shortfalls.  As of the
June 16, 2014, trustee remittance report, class G had $2,041 in
liquidity support," S&P said.

TRANSACTION SUMMARY

As of the June 16, 2014, trustee remittance report, the collateral
pool had a $20.8 million aggregate pooled trust balance, down from
$1,034.7 million at issuance.  The collateral includes seven
loans, down from 269 loans at issuance.  There are no loans with
defeased collateral nor with the special servicer, Berkadia
Commercial Mortgage LLC. One loan, Shady Grove Industrial Park -
Bldgs A, B, & D ($825,220, 4.0%), appears on the master servicer's
(Midland Loan Services) watchlist.

To date, the transaction has experienced losses totaling $25.5
million (2.5% of the original pooled certificate balance).
Details on the largest loan and the sole watchlist loan are as
follows:

   -- Spectrum at Reston Town Center ($16.9 million, 81.3%) is the
      largest loan in the pool and is secured by a 202,178-sq.-ft.
      retail anchored center in Reston, Va.  According to the
      master servicer, the property was 100% occupied and had a
      debt service coverage (DSC) of 2.43x as of Sept. 2013.  The
      loan matures on Feb. 1, 2017, with a balloon balance of
      $13.5 million.  The largest tenants at the property include
      Harris Teeter Supermarkets Inc. (55,729-sq.-ft. until
      December 2045), Best Buy Co. Inc. (44,960-sq.-ft. until
      January 2016), and PetSmart Inc. (29,058-sq.-ft. until July
      2018).  The property's other tenants include Office Depot
      Inc., The Container Store Inc., and Men's Warehouse Inc.

   -- Shady Grove Industrial Park - Bldgs A, B, & D is the sole
      loan on the master servicer's watchlist and is secured by a
      75,000-sq.-ft. industrial property in Gaithersburg, Md.  The
      loan appears on the watchlist because of a low DSC as a
      result of the property's low occupancy.  According to the
      March 2013 rent roll, the property was 58.0% occupied.  The
      reported DSC was 0.69x for the period ending December 2013.


JP MORGAN 2002-CIBC4: Fitch Affirms 'Dsf' Rating on 7 Certs
-----------------------------------------------------------
Fitch Ratings has affirmed J.P. Morgan Chase Commercial Mortgage
Securities Corp., commercial mortgage pass-through certificates,
series 2002-CIBC4 (JPMC 2002-CIBC4).

KEY RATING DRIVERS

The affirmations are due to the stable performance of the
remaining collateral pool.  Fitch modeled losses of 11.4%% of the
remaining pool, mainly from the specially serviced loans; expected
losses on the original pool balance total 12.7%, including 12.3%
in realized losses to date.  There are 14 loans remaining in the
pool; Fitch has designated four as Fitch Loans of Concern (24.8%),
which includes two specially serviced assets (12.2%).  Two loans
are defeased (11.8%).

As of the June 2014 distribution date, the pool's aggregate
principal balance has been reduced by 96.1% to $31.4 million from
$798.9 million at issuance.  Interest shortfalls are currently
affecting classes D through NR.

The first specially serviced loan (6.1%) is secured by a 50,964
square foot (sf) retail property in Macon, GA.  The loan was
transferred to special servicing in May 2012 due to maturity
default.  Foreclosure process has been initiated and the borrower
subsequently filed for bankruptcy.

The second specially serviced asset (6%) is a 19,545-sf retail
property in Edwards, CO.  The property became real estate owned
(REO) in October 2013.  As of April 2014, the property was 75.5%
occupied.  The special servicer is working to lease up the
property before marketing it for sale.

RATING SENSITIVITIES

Despite high credit enhancement to class C, the rating was
affirmed, and the Outlook was revised to Stable given the expected
losses are likely to be absorbed by the subordinate classes.  The
maturities for the remaining loans in the pool are as follows:
2.2% in 2016, 24.4% in 2017, 3.1% in 2020, 11.5% in 2021, and
46.7% in 2022.

Fitch affirmed the following classes and revised the Outlooks as
indicated:

   -- $19.7 million class C at 'Bsf', Outlook to Stable from
      Negative;
   -- $10 million class D at 'Csf', RE 80%.
   -- $1.7 million class E at 'Dsf', RE 0%;
   -- $0 class F at 'Dsf', RE 0%;
   -- $0 class G at 'Dsf', RE 0%;
   -- $0 class H at 'Dsf', RE 0%;
   -- $0 class J at 'Dsf', RE 0%;
   -- $0 class K at 'Dsf', RE 0%;
   -- $0 class L at 'Dsf', RE 0%;
   -- $0 class M at 'Dsf', RE 0%.

The class A-1, A-2, A-3, B and the interest-only class 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 2007-CIBC18: S&P Lowers Rating on 3 Notes to 'D'
----------------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on seven
classes of commercial mortgage pass-through certificates from
JPMorgan Chase Commercial Mortgage Securities Trust 2007-CIBC18, a
U.S. commercial mortgage-backed securities (CMBS) transaction.  At
the same time, S&P affirmed its ratings on four other classes from
the same transaction, including the class X interest-only (IO)
certificates.  S&P also withdrew its rating on class A-3 from the
same transaction following the full repayment of the class'
principal balances.

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

S&P lowered its ratings on the class C, D, and E certificates to
'D (sf)' to reflect its expectation that these classes will
continue to short on interest and their accumulated interest
shortfalls will remain outstanding for the foreseeable future.
The class C, D, and E certificates currently have accumulated
interest shortfalls outstanding for six, 13, and 15 consecutive
months, respectively.  In addition, S&P lowered its rating on the
class B certificates to 'CCC- (sf)' to reflect the fact that,
while the accumulated interest shortfalls for these certificates
were repaid in June due to the Bryant Park Hotel loan's
liquidation on June 12, 2014, it is expected that this class
will begin to experience interest shortfalls once again in July.

As of the June 12, 2014, trustee remittance report, the trust
experienced net monthly interest recoveries of $83,741.  The
interest recoveries have occurred primarily due to the recovery of
special servicing fees and reimbursement for interest on advances
of $493,751 and $1,996, respectively.  These recoveries were a
result of the Bryant Park Hotel loan's liquidation.  In addition,
according to the modification agreement's terms for the Southside
Works loan ($45.4 million, 0.7%), the trust will receive a
repayment of $62,416 in deferred interest each month through
December 2014.  Interest adjustments of $256,937 reflecting
reduced interest due to modifications of the LaGuardia Plaza Hotel
($57.1 million, 0.9%) and Golden East Crossing loans ($49.9
million, 0.8%) and appraisal subordinate entitlement reduction
amounts totaling $41,371 are both expected to be ongoing.
Finally, reimbursements are being made each month ($8,714 in June
2014) to the servicer representing nonrecoverable advances
associated with the LaGuardia Plaza Hotel loan out of principal
collections.  The current monthly interest recoveries and
shortfalls affect all classes subordinate to and including class
B.

The affirmations on the principal and interest certificates
reflect S&P's expectation that the available credit enhancement
for these classes will be within its estimate of the necessary
credit enhancement required for the current ratings.  The affirmed
ratings also reflect S&P's analysis of the credit characteristics
and performance of the remaining assets, as well as liquidity
support available to the classes.

The 'AAA (sf)' rating affirmation on the class X IO certificates
reflect S&P's current criteria for rating IO securities.

S&P also withdrew its rating on class A-3 from the same
transaction following the full repayment of the class' principal
balances, as noted in the transaction's June 2014 remittance
report.

RATINGS LIST

JPMorgan Chase Commercial Mortgage Securities Trust 2007-CIBC18

                                 Rating
Class         Identifier         To                From
A-3           46629YAB5          NR                AAA (sf)
A-4           46629YAC3          AA (sf)           AA (sf)
A-1A          46629YAD1          AA (sf)           AA (sf)
X             46629YAE9          AAA (sf)          AAA (sf)
A-M           46629YAF6          BBB- (sf)         BBB (sf)
A-MFL         46629YAG4          BBB- (sf)         BBB (sf)
A-MFX         46629YBN8          BBB- (sf)         BBB (sf)
A-J           46629YAH2          B- (sf)           B- (sf)
B             46629YAK5          CCC- (sf)         CCC (sf)
C             46629YAL3          D (sf)            CCC (sf)
D             46629YAM1          D (sf)            CCC- (sf)
E             46629YAQ2          D (sf)            CCC- (sf)
F             46629YAR0          D (sf)            D (sf)
G             46629YAS8          D (sf)            D (sf)
H             46629YAT6          D (sf)            D (sf)
J             46629YAU3          D (sf)            D (sf)
K             46629YAV1          D (sf)            D (sf)
L             46629YAW9          D (sf)            D (sf)
M             46629YAX7          D (sf)            D (sf)
N             46629YAY5          D (sf)            D (sf)
P             46629YAZ2          D (sf)            D (sf)

NR--Not rated.


JP MORGAN 2007-LDP10: Fitch Cuts Rating on 4 Cert. Classes to 'C'
-----------------------------------------------------------------
Fitch Ratings has downgraded seven and affirmed 20 classes of J.P.
Morgan Chase Commercial Mortgage Securities Trust, commercial
mortgage pass-through certificates, series 2007-LDP10 (JPMCC 2007-
LDP10).

KEY RATING DRIVERS

The downgrades reflect a greater certainty of losses.  The
affirmations reflect the continued expected performance of the
remaining pool and better recoveries than Fitch previously
expected on loans liquidated from the pool since the last rating
action.  Fitch modeled losses of 18.9% of the remaining pool;
expected losses on the original pool balance total 18.4%,
including $402.6 million (7.6% of the original pool balance) in
realized losses to date.  Fitch has designated 52 loans (45%) as
Fitch Loans of Concern, which includes 10 specially serviced
assets (9.2%).

As of the June 2014 distribution date, the pool's aggregate
principal balance has been reduced by 42.4% to $3.1 billion from
$5.3 billion at issuance.  Two loans (1.2% of the pool) are
defeased.  Cumulative interest shortfalls totaling $52.7 million
are currently affecting the A-J classes through class NR.

The largest contributor to modeled losses is the Solana asset
(4.6% of the pool), the largest specially serviced asset in the
pool.  The asset is a large mixed-use development located in
Westlake, TX consisting of 11 office buildings, a retail center, a
health club, and a 294-key Marriott hotel.  The loan was initially
transferred to special servicing in March 2009 for imminent
default when the borrower requested relief due to the inability to
cover debt service upon a major lease expiration and poor hotel
performance.  The asset was included as part of a multi-asset
marketing plan during fourth quarter 2013, but did not sell.
Foreclosure occurred in early February 2014.

In December 2011, property occupancy declined to 65% from 84% due
to a loss of a single major tenant.  As of second quarter 2014,
occupancy further declined to 60% due to various tenants vacating
at lease expiration and an existing tenant downsizing its occupied
space.  Occupancy is expected to continue to decline due to the
largest tenant's recent request for early renewal and downsizing.
The special servicer indicated a near-term sale is likely.  The
most recent appraisal value from March 2014, which represented a
21% decline from the prior May 2013 appraisal value, indicates
significant losses upon liquidation.

The second largest contributor to modeled losses is the Skyline
Portfolio (6.6%).  The collateral consists of a portfolio of eight
office buildings totaling approximately 2.6 million square feet
(sf) located in Falls Church, VA.  The loan was returned to the
master servicer in February 2014 after it was previously
transferred to special servicing in March 2012 for imminent
default and modified in October 2013.  The $203.4 million pari-
passu portion in the transaction was bifurcated into a $105
million A-note and a $98.4 million B-note.  The loan maturity was
extended to February 2022 with a one-year extension option if
certain performance metrics are attained.  The loan continues to
perform under the terms of the modification.

The third largest contributor to modeled losses is the Lafayette
Property Trust loan (6.6%).  The loan is secured by a portfolio of
eight office properties and a single-tenant Clyde's restaurant
located within the Mark Center, a 350-acre master-planned
community, located in Alexandria, VA.  The portfolio has
experienced significant declines in occupancy since issuance.  As
of the December 2013 rent roll, the portfolio occupancy was 78.6%,
down from 81.2% at year-end 2012 and the 93.1% at issuance.
Individual property occupancies range from 46.5% to 100%.
Approximately 58% of the portfolio NRA rolls prior to the end of
2017 with the loan maturing in March 2017.  According to REIS and
as of first quarter 2014, the I-395 submarket of Suburban Virginia
reported a vacancy of 25.3% and asking rents of $29.77 psf
compared to in-place rents of approximately $32 psf.  The debt
service coverage ratio, on a net operating income basis, was 1.41x
for 2013 and 1.47x for 2012.

RATING SENSITIVITY

Rating Outlooks on classes A-1A, A-3, A-M, and A-MS were revised
to Stable due to expected continued paydowns.  Distressed classes
(those rated below 'B') may be subject to downgrades as additional
losses are realized or if realized losses exceed Fitch's
expectations.

Fitch has downgraded the following classes:

   -- $200.7 million class A-J to 'CCsf' from 'CCCsf'; RE 20%;
   -- $145.8 million class A-JS to 'CCsf' from 'CCCsf'; RE 20%;
   -- $100 million class A-JFL to 'CCsf' from 'CCCsf'; RE 20%;
   -- $71.8 million class B to 'Csf' from 'CCsf'; RE 0%;
   -- $34.8 million class B-S to 'Csf' from 'CCsf'; RE 0%;
   -- $26.9 million class C to 'Csf' from 'CCsf'; RE 0%;
   -- $13.1 million class C-S to 'Csf' from 'CCsf'; RE 0%.

In addition, Fitch has affirmed and revised Rating Outlooks on the
following classes as indicated:

   -- $415.8 million class A-1A at 'AAAsf', Outlook to Stable from
      Negative;

   -- $1.6 billion class A-3 at 'AAAsf', Outlook to Stable from
      Negative;

   -- $359 million class A-M at 'Bsf'; Outlook to Stable from
      Negative;

   -- $6.1 million class A-MS at 'Bsf'; Outlook to Stable from
      Negative;

   -- $47.5 million class D at 'Dsf'; RE 0%;

   -- $23 million class D-S at 'Dsf'; RE 0%;

   -- $0 class E at 'Dsf'; RE 0%;

   -- $0 class E-S at 'Dsf'; RE 0%;

   -- $0 class F at 'Dsf'; RE 0%;

   -- $0 class F-S at 'Dsf'; RE 0%;

   -- $0 class G at 'Dsf'; RE 0%;

   -- $0 class G-S at 'Dsf'; RE 0%;

   -- $0 class H at 'Dsf'; RE 0%;

   -- $0 class H-S at 'Dsf'; RE 0%;

   -- $0 class J at 'Dsf'; RE 0%;

   -- $0 class K at 'Dsf'; RE 0%;

   -- $0 class L at 'Dsf'; RE 0%;

   -- $0 class M at 'Dsf'; RE 0%;

   -- $0 class N at 'Dsf'; RE 0%;

   -- $0 class P at 'Dsf'; RE 0%.

The class A-1, A-1S, A-2, A-2S, A-2SFX, A-2SFL, and A-3S
certificates have paid in full.  Fitch does not rate the fully
depleted class NR certificates.  Fitch previously withdrew the
rating on the interest-only class X certificates.


JP MORGAN 2010-C1: Fitch Affirms 'B+' Rating on Cl. G Certificates
------------------------------------------------------------------
Fitch Ratings has affirmed all classes of JP Morgan Chase
Commercial Mortgage Securities Trust commercial mortgage pass
through certificates, series 2010-C1 and revised rating outlooks
on three classes.

Key Rating Drivers

Fitch's affirmations are based on the generally stable performance
of the underlying collateral pool since issuance. As of the June
2014 distribution date, the pool's certificate balance has paid
down 14.2% to $614.7 million from $716.3 million at issuance.
There are currently 33 loans collateralized by 89 properties, one
loan is specially serviced (1.6%) and one is defeased (2.7%).

The specially serviced loan is a retail property in Mountain
Hills, AZ. The loan transferred to the special servicer in May
2014 at the request of the borrower. The property performance has
declined significantly with year-end 2013 debt service coverage
ratio (DSCR) falling to 0.45x from 1.71x at year-end (YE) 2012. As
of January 2014, the property was 76% occupied, compared to 85% at
YE2013. The occupancy is expected to decline further when Ross
Dress for Less, a major tenant that occupies 21.5% of the
property, is expected to vacate at its January 2015 lease
expiration. The loan remains current.

Fitch continues to have concerns over the performance of the
largest loan in the pool, The Gateway at Salt Lake City (15.7% of
the pool). The property is a 623,972 square foot (sf) retail
center located in downtown Salt Lake City, UT, and is anchored by
Dick's Sporting Goods, Barnes & Noble, and Gateway Theaters. The
property faces strong competition from City Creek, a nearby retail
center that opened in 2012. As of May 2014, the property was 78.4%
occupied, compared to 83% at YE2013, 85.5% at YE2012 and 93% at
YE2011. The property was 96.4% occupied at issuance. The servicer
reported YE2013 DSCR was 1.09x, compared to 1.36x at YE2012. The
decline in performance is primarily due to an increase in
operating expenses and decline in net operating income (NOI) as a
result of co-tenancy clauses that allow tenants to pay percentage
rent.

Rating Sensitivities

The Rating Outlooks for all investment grade classes remain Stable
as no rating actions are expected since the majority of the pool
has maintained performance consistent with issuance and many of
the loans have low leverage. The revised Rating Outlooks for
classes F, G and H to Negative from Stable indicate that future
downgrades are possible if performance deteriorates further.

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

-- $314.5 million class A-1 at 'AAAsf'; Outlook Stable;
-- $131.3 million class A-2 at 'AAAsf'; Outlook Stable;
-- $61.5 million class A-3 at 'AAAsf'; Outlook Stable;
-- Interest Only class X-A at 'AAAsf'; Outlook Stable.
-- $16.1 million class B at 'AAsf'; Outlook Stable;
-- $26.9 million class C at 'A-sf'; Outlook Stable;
-- $14.3 million class D at 'BBBsf'; Outlook Stable;
-- $16.1 million class E at 'BBB-sf'; Outlook Stable;
-- $9 million class F at 'BBsf'; Outlook to Negative from Stable;
-- $7.2 million class G at 'B+sf'; Outlook to Negative from
    Stable;
-- $6.3 million class H at 'B-sf'; Outlook to Negative from
    Stable.


JP MORGAN 2011-C5: Fitch Affirms 'BB' Rating on Class E Notes
-------------------------------------------------------------
Fitch Ratings has affirmed 11 classes of JPMCC's (JPMorgan Chase &
Co.) commercial mortgage pass-through certificates, series 2011-
C5.

KEY RATING DRIVERS

The affirmations reflect stable portfolio performance since
issuance.  As of the June 2014 distribution date, the pool's
aggregate principal balance has been reduced by 6.51% to $962.7
million from $1.03 billion at issuance.  There are no delinquent
loans.

Since Fitch's previous review, one loan (The Cove at Southern)
transferred to special servicing and recently liquidated.  The
loan was secured by a 102-unit/358-bed off-campus student housing
community located in Statesboro, GA.  The $5.65 million loan (0.6%
of pool prior to liquidation) transferred to special servicing in
January 2014 due to delinquent loan payments and property
management issues.  Property performance had declined with
occupancy and NOI DSCR at 60% and 0.60x, respectively, as of YE
(year end) 2013.  Ultimately, foreclosure occurred in March 2014
with sale in mid June 2014.  Per the June 2014 trustee report, the
realized loss was approximately $34,000; however the losses are
expected to be reinstated by July reporting per the special
servicer.

Fitch is monitoring the status of the Kite Retail Portfolio loan
(4.3% of the pool), which is secured by four multitenant retail
properties located in three states (IN, IL, and GA).
Specifically, Office Depot has recently closed their location in
Hamilton Crossing Center located in Carmel, IN.  Hamilton Crossing
accounts for approximately 30% of the portfolio by loan balance.
Office Depot (37% NRA of center) was the anchor tenant at the
property.  Portfolio occupancy has declined to 87.3% from 91.5% at
issuance.  The largest loan in the pool (14.9%) is secured by a
792-room full-service hotel located in Chicago, IL.  Property
amenities include 45,000 square feet (sf) of meeting space, four
restaurants, a junior Olympic-size swimming pool and spa and
fitness facilities.  The YE 2013 net operating income (NOI) is up
19.3% since issuance.  The loan converted from an initial
interest-only term to a 30-year amortization schedule in 2013.

RATING SENSITIVITY

The Rating Outlooks on all classes 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 as indicated:

   -- $182.5 million class A-2 at 'AAAsf'; Outlook Stable;
   -- $405.9 million class A-3 at 'AAAsf'; Outlook Stable;
   -- $65.4 million class A-SB at 'AAAsf'; Outlook Stable;
   -- $740.1 million class X-A* 'AAAsf'; Outlook Stable;
   -- $86.2 million class A-S at 'AAAsf'; Outlook Stable;
   -- $51.5 million class B at 'AAsf'; Outlook Stable;
   -- $39.9 million class C at 'Asf'; Outlook Stable;
   -- $65.6 million class D at 'BBB-sf'; Outlook Stable;
   -- $12.9 million class E at 'BBsf'; Outlook Stable;
   -- $9 million class F at 'B+sf'; Outlook Stable;
   -- $16.7 million class G at 'B-sf'; Outlook Stable.

* Notional amount and interest only.


JP MORGAN 2011-C5: Moody's Affirms 'B1' Rating on Class F Certs
---------------------------------------------------------------
Moody's Investors Service has affirmed the ratings on 12 classes
in JPMCC Commercial Mortgage Trust 2011-C5, Commercial Mortgage
Pass-Through Certificates, Series 2011-C5 as follows:

Cl. A-2, Affirmed Aaa (sf); previously on Aug 7, 2013 Affirmed Aaa
(sf)

Cl. A-3, Affirmed Aaa (sf); previously on Aug 7, 2013 Affirmed Aaa
(sf)

Cl. A-S, Affirmed Aaa (sf); previously on Aug 7, 2013 Affirmed Aaa
(sf)

Cl. A-SB, Affirmed Aaa (sf); previously on Aug 7, 2013 Affirmed
Aaa (sf)

Cl. B, Affirmed Aa2 (sf); previously on Aug 7, 2013 Affirmed Aa2
(sf)

Cl. C, Affirmed A2 (sf); previously on Aug 7, 2013 Affirmed A2
(sf)

Cl. D, Affirmed Baa3 (sf); previously on Aug 7, 2013 Affirmed Baa3
(sf)

Cl. E, Affirmed Ba2 (sf); previously on Aug 7, 2013 Affirmed Ba2
(sf)

Cl. F, Affirmed B1 (sf); previously on Aug 7, 2013 Affirmed B1
(sf)

Cl. G, Affirmed B3 (sf); previously on Aug 7, 2013 Affirmed B3
(sf)

Cl. X-A, Affirmed Aaa (sf); previously on Aug 7, 2013 Affirmed Aaa
(sf)

Cl. X-B, Affirmed Ba3 (sf); previously on Aug 7, 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 two IO classes were affirmed based on the
credit performance (or the weighted average rating factor or WARF)
of the referenced classes.

Moody's rating action reflects a base expected loss of 2.2% of the
current balance compared to 2.9% at Moody's last review. Moody's
base expected loss plus realized losses is now 2.0% of the
original pooled balance compared to 2.8% 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 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 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 17, 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 June 17, 2014 distribution date, the transaction's
aggregate certificate balance has decreased by 7% to $963 million
from $1.03 billion at securitization. The certificates are
collateralized by 40 mortgage loans ranging in size from less than
1% to 15% of the pool, with the top ten loans constituting 64% of
the pool. The pool does not currently contain any defeased loans,
loans with structured credit assessments, specially serviced loans
or loans on the master servicer's watchlist.

One loan, The Cove at Southern ($6 million), has been liquidated
from the pool, resulting in a realized loss of less than a 1% of
the loan balance.

Moody's received full year 2012 operating results for 100% of the
pool, and full or partial year 2013 operating results for 92% of
the pool. Moody's weighted average conduit LTV is 86% compared to
88% at Moody's last review. Moody's net cash flow (NCF) reflects a
weighted average haircut of 13% 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 1.75X and 1.22X,
respectively, compared to 1.73X 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 top three conduit loans represent 33% of the pool. The largest
loan is the InterContinental Hotel Chicago Loan ($144 million --
14.9% of the pool), which is secured by a 792-key full-service
hotel located on North Michigan Avenue in Chicago, Illinois. The
property includes over 25,000 square feet (SF) of meeting space, a
Michael Jordan's steakhouse restaurant, and an indoor junior
Olympic size pool. Property performance has improved since
securitization, in line with Moody's expectation. The property's
revenue per available room (RevPAR) increased by 3.6% in 2013 to
$156. The property has fared well relative to its competitors as
evidenced by a RevPAR penetration index in excess of 103% for the
past three years. Moody's current LTV and stressed DSCR are 93%
and 1.20X, respectively, compared to 98% and 1.13X at Moody's last
review.

The second largest loan is the SunTrust Bank Portfolio I Loan
($100 million -- 10.4% of the pool). The loan is secured by 119
bank branches and two single-tenant office buildings. The
properties are 100% leased to SunTrust Bank (Moody's senior
unsecured rating A3, stable outlook) as part of a master lease
agreement. The collateral was part of a larger net lease sale from
Inland American Real Estate Trust to American Realty Capital. The
total transaction was approximately $2.3 billion. Approximately
$223 million of the purchase price was allocated to the subject
collateral. The properties are located in nine Eastern states,
from Maryland to Florida. Moody's current LTV and stressed DSCR
are 67% and 1.45X, respectively, compared to 68% and 1.43X at last
review.

The third largest loan is the Asheville Mall Loan ($74 million --
7.7% of the pool). The loan is secured by a 324,000 SF portion of
a 1 million square foot regional mall located in Asheville, North
Carolina. The mall anchors include Dillard's, Sears, JC Penney,
Belk, and Barnes and Noble. The mall was 99.8% leased as of
December 2013 and has reported occupancy above 94% since at least
2008. The loan sponsor is CBL & Associates Properties, Inc., a
retail REIT based in Chattanooga, Tennessee. Moody's current LTV
and stressed DSCR are 89% and 1.12X respectively, compared to 87%
and 1.14X at last review.


JP MORGAN 2013-C12: Moody's Affirms B2 Rating on Class F Notes
--------------------------------------------------------------
Moody's Investors Service has affirmed the ratings of 13 classes
of JPMBB Commercial Mortgage Securities Trust 2013-C12 as follows:

Cl. A-1, Affirmed Aaa (sf); previously on Jun 28, 2013 Definitive
Rating Assigned Aaa (sf)

Cl. A-2, Affirmed Aaa (sf); previously on Jun 28, 2013 Definitive
Rating Assigned Aaa (sf)

Cl. A-3, Affirmed Aaa (sf); previously on Jun 28, 2013 Definitive
Rating Assigned Aaa (sf)

Cl. A-4, Affirmed Aaa (sf); previously on Jun 28, 2013 Definitive
Rating Assigned Aaa (sf)

Cl. A-5, Affirmed Aaa (sf); previously on Jun 28, 2013 Definitive
Rating Assigned Aaa (sf)

Cl. A-S, Affirmed Aaa (sf); previously on Jun 28, 2013 Definitive
Rating Assigned Aaa (sf)

Cl. A-SB, Affirmed Aaa (sf); previously on Jun 28, 2013 Definitive
Rating Assigned Aaa (sf)

Cl. B, Affirmed Aa3 (sf); previously on Jun 28, 2013 Definitive
Rating Assigned Aa3 (sf)

Cl. C, Affirmed A3 (sf); previously on Jun 28, 2013 Definitive
Rating Assigned A3 (sf)

Cl. D, Affirmed Baa3 (sf); previously on Jun 28, 2013 Definitive
Rating Assigned Baa3 (sf)

Cl. E, Affirmed Ba2 (sf); previously on Jun 28, 2013 Definitive
Rating Assigned Ba2 (sf)

Cl. F, Affirmed B2 (sf); previously on Jun 28, 2013 Definitive
Rating Assigned B2 (sf)

Cl. X-A, Affirmed Aaa (sf); previously on Jun 28, 2013 Definitive
Rating Assigned Aaa (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 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.

Moody's rating action reflects a base expected loss of 2.2%,
essentially unchanged from securitization.

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 30, compared to 31 at Moody's last review.

Deal Performance

As of the June 17, 2014 distribution date, the transaction's
aggregate certificate balance has decreased by 1% to $1.33 billion
from $1.34 billion at securitization. The certificates are
collateralized by 76 mortgage loans ranging in size from less than
1% to 9% of the pool, with the top ten loans constituting 44% of
the pool. One loan, constituting 8% of the pool, has an
investment-grade structured structured credit assessment.

There are no defeased loans, no specially serviced loans, and no
loans on the master servicer's watchlist.

Moody's received full year 2012 operating results for 100% of the
pool, and full or partial year 2013 operating results for 60% of
the pool. Moody's weighted average conduit LTV is 102%, compared
to 103% at Moody's last review (securitization). 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
9.0% to the most recently available net operating income (NOI).
Moody's value reflects a weighted average capitalization rate of
9.6%.

Moody's actual and stressed conduit DSCRs are 1.63X and 1.04X,
respectively. 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 loan with a structured credit assessment is the Americold
Storage Portfolio ($107 million -- 8% of the pool), which
represents a participation interest in the senior component of a
$214 million mortgage loan. The loan is secured by a portfolio of
15 cold storage facilities located across nine U.S. states, with a
total storage capacity of 3.6 million square feet (77 million
cubic feet). The loan sponsor is Americold Realty Trust, the
largest US operator of cold storage facilities. The loan benefits
from amortization. The property is also encumbered by $102 million
of mezzanine debt which is held outside the trust. Moody's
structured credit assessment and stressed DSCR are baa3 (sca.pd)
and 1.59X, respectively. The structured credit assessment is
unchanged from Moody's last review.

The top three conduit loans represent 20% of the pool balance. The
largest loan is the Legacy Place Loan ($125 million -- 9% of the
pool), which is secured by a participation interest in a senior,
$200 million mortgage loan. The loan is secured by a 484,000
square foot lifestyle retail center in Deedham, Massachusetts, a
suburb of Boston. The property was developed in 2009 and consists
of six buildings and parking for approximately 2,800 vehicles. The
property was 94% occupied as of May 2014, compared to 95% at
securitization. Moody's LTV and stressed DSCR are 99% and 0.90X,
unchanged from Moody's prior review at securitization.

The second largest loan is the IDS Center Loan ($90 million -- 7%
of the pool). The loan is a participation interest in the senior
portion of a $183 million mortgage loan. The loan is secured by a
1.4 million square foot property in downtown Minneapolis, which
consists of a 57-story skyscraper office tower, plus an eight-
story annex building, a 100,000 square foot retail center, and an
underground garage. Nearly 100% of the leases are set to expire
during the loan's ten-year term. Nevertheless, the property
benefits from a diverse tenant base, with the largest tenant
occupying 9% of the net rentable area (NRA), which mitigates some
of the economic risk of rolling leases. The largest tenant, a law
firm, has a lease set to expire in 2015. Moody's LTV and stressed
DSCR are 103% and 0.97X, respectively, unchanged from Moody's last
review.

The third largest loan is the Southridge Mall Loan ($50 million
-- 4% of the pool). The loan represents a participation interest
in a larger, $125 million senior loan, which is secured by a
550,000 square foot portion of a 1.1 million square foot regional
mall in Greendale, Wisconsin, a suburb of Milwaukee. The mall
underwent a $45 million renovation in 2012, during which a new
Macy's anchor opened on the site of a former Dillard's. Moody's
LTV and stressed DSCR are 101% and, 0.96X, unchanged from the last
review.


JP MORGAN 2014-INN: S&P Assigns 'BB-' Rating on Class E Notes
-------------------------------------------------------------
Standard & Poor's Ratings Services assigned its ratings to J.P.
Morgan Chase Commercial Mortgage Securities Trust 2014-INN's $635
million commercial mortgage pass-through certificates series 2014-
INN.

The certificate issuance is a commercial mortgage-backed
securities transaction backed by one two-year, floating-rate
commercial mortgage loan totaling $635.0 million, with three one-
year extension options, secured by the fee and leasehold interests
in 36 extended-stay, nine limited-service, 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.

RATINGS ASSIGNED

J.P. Morgan Chase Commercial Mortgage Securities Trust 2014-INN

Class        Rating(i)              Amount ($)
A            AAA (sf)              213,240,000
X-CP         B (sf)            508,000,000(ii)
X-EXT        B (sf)            635,000,000(ii)
B            AA- (sf)               77,760,000
C            A- (sf)                57,700,000
D            BBB- (sf)              83,300,000
E            BB- (sf)              127,200,000
F            B (sf)                 75,800,000

(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 A, B, C, D, E, and F
    certificates.


KVK CLO 2014-2: S&P Assigns 'BB' Rating on Class E Notes
--------------------------------------------------------
Standard & Poor's Ratings Services assigned its ratings to KVK CLO
2014-2 Ltd./KVK CLO 2014-2 LLC's $559.50 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 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
      (excluding excess spread) and cash flow structure, which can
      withstand the default rate projected by Standard & Poor's
      CDO Evaluator model, as assessed by Standard & Poor's using
      the assumptions and methods outlined in its corporate
      collateralized debt obligation (CDO) criteria.

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

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

   -- The portfolio manager's experienced management team.

   -- S&P's projections regarding the timely interest and ultimate
      principal payments on the rated notes, which S&P assessed
      using its cash flow analysis and assumptions commensurate
      with the assigned ratings under various interest rate
      scenarios, including LIBOR ranging from 0.243% to 12.818%.

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

   -- The transaction's interest diversion test, a failure of
      which will lead to the reclassification of up to 50.00% of
      the excess interest proceeds that are available before
      paying uncapped administrative expenses and fees, deferred
      subordinated portfolio management fees, portfolio manager
      incentive fees, and payments to the subordinated notes to
      principal proceeds to purchase additional collateral assets
      during the reinvestment period.

   -- The identified portfolio's weighted average spread is below
      the minimum weighted average spread covenanted to in the
      transaction documents.  If the collateral manager cannot
      acquire portfolio collateral with characteristics in-line
      with the transaction's covenants during the ramp-up period,
      the break-even default rates (BDRs) may decrease and the
      cushion outlined in the ratings table--the difference
      between the BDRs and the scenario default rates--could be
      diminished. If this difference becomes negative, S&P may not
      affirm the ratings on the effective date.

RATINGS ASSIGNED

KVK CLO 2014-2 Ltd./KVK CLO 2014-2 LLC

Class                  Rating                  Amount
                                             (mil. $)
X                      AAA (sf)                  4.00
A                      AAA (sf)                378.00
B                      AA (sf)                  67.50
C (deferrable)         A (sf)                   50.00
D (deferrable)         BBB (sf)                 32.00
E (deferrable)         BB (sf)                  28.00
Subordinated notes     NR                       60.00

NR-Not rated.


LATITUDE CLO II: Moody's Hikes Rating on Cl. C Notes to Ba2
-----------------------------------------------------------
Moody's Investors Service has upgraded the ratings on the
following notes issued by Latitude CLO II Ltd.:

$27,000,000 Class B Second Priority Deferrable Floating Rate
Notes Due 2018, Upgraded to Aa1 (sf); previously on October 18,
2013 Upgraded to A2 (sf)

$13,300,000 Class C Third Priority Deferrable Floating Rate Notes
Due 2018, Upgraded to Ba1 (sf); previously on October 18, 2013
Affirmed Ba2 (sf)

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

$182,500,000 Class A-1 Senior Secured Floating Rate Notes Due
2018 (current outstanding balance of $6,374,461.36), Affirmed Aaa
(sf); previously on October 18, 2013 Affirmed Aaa (sf)

$45,500,000 Class A-2 Senior Secured Floating Rate Notes Due
2018, Affirmed Aaa (sf); previously on October 18, 2013 Affirmed
Aaa (sf)

$9,500,000 Class D Fourth Priority Deferrable Floating Rate Notes
Due 2018 (current outstanding balance of $8,955,390.48), Affirmed
B3 (sf); previously on October 18, 2013 Affirmed B3 (sf)

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

Ratings Rationale

The 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 by approximately 93% or $89.3 million since
the last rating action in October 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
165.64%, 126.30%, 113.07% and 105.62%, respectively, versus
October 2013 levels of 141.76%, 119.00%, 110.28% and 105.09%,
respectively. The June 2014 trustee-reported OCs do not take into
account the pay down of $34.8 million to the Class A-1 notes on
the June 16, 2014 payment date.

The portfolio includes a number of investments in securities that
mature after the notes do. Based on Moody's calculation,
securities that mature after the notes do currently make up
approximately 32% (up from 20% at the time of the last rating
action) or $34.1 million of the portfolio. These investments could
expose the notes to market risk in the event of liquidation when
the notes mature. Moody's affirmed the rating on the Class D notes
owing to market risk stemming from the exposure to these long-
dated assets.

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.

Factors that Would Lead to an Upgrade or Downgrade of the Rating:

This transaction is subject to a number of factors and
circumstances that could lead to either an upgrade or downgrade of
the ratings:

1) Macroeconomic uncertainty: CLO performance is subject to a)
uncertainty about credit conditions in the general economy and b)
the large concentration of upcoming speculative-grade debt
maturities, which could make refinancing difficult for issuers.

2) Collateral Manager: Performance can also be affected positively
or negatively by a) the manager's investment strategy and behavior
and b) differences in the legal interpretation of CLO
documentation by different transactional parties owing to embedded
ambiguities.

3) Collateral credit risk: A shift towards collateral of better
credit quality, or better credit performance of assets
collateralizing the transaction than Moody's current expectations,
can lead to positive CLO performance. Conversely, a negative shift
in credit quality or performance of the collateral can have
adverse consequences for CLO performance.

4) Deleveraging: An important source of uncertainty in this
transaction is whether deleveraging from unscheduled principal
proceeds will continue and at what pace. Deleveraging of the CLO
could accelerate owing to high prepayment levels in the loan
market and/or collateral sales by the manager, which could have a
significant impact on the notes' ratings. Note repayments that are
faster than Moody's current expectations will usually have a
positive impact on CLO notes, beginning with those with the
highest payment priority.

5) Recovery of defaulted assets: Fluctuations in the market value
of defaulted assets reported by the trustee and those that Moody's
assumes as having defaulted could result in volatility in the
deal's OC levels. Further, the timing of recoveries and whether a
manager decides to work out or sell defaulted assets create
additional uncertainty. Moody's analyzed defaulted recoveries
assuming the lower of the market price and the recovery rate in
order to account for potential volatility in market prices.
Realization of higher than assumed recoveries would positively
impact the CLO.

6) Long-dated assets: The presence of assets that mature after the
CLO's legal maturity date exposes the deal to liquidation risk on
those assets. This risk is borne first by investors with the
lowest priority in the capital structure. Moody's assumes that the
terminal value of an asset upon liquidation at maturity will be
equal to the lower of an assumed liquidation value (depending on
the extent to which the asset's maturity lags that of the
liabilities) or the asset's current market value. In light of the
deal's sizable exposure to long-dated assets, which increases its
sensitivity to the liquidation assumptions in the rating analysis,
Moody's ran scenarios using a range of liquidation value
assumptions. However, actual long-dated asset exposures and
prevailing market prices and conditions at the CLO's maturity will
drive the deal's actual losses, if any, from long-dated assets.

In addition to the base case analysis, Moody's also conducted
sensitivity analyses to test the impact of a number of default
probabilities on the rated notes relative to the base case
modeling results, which may be different from the current public
ratings of the notes. Below is a summary of the impact of
different default probabilities (expressed in terms of WARF) on
all of the rated notes (by the difference in the number of notches
versus the current model output, for which a positive difference
corresponds to lower expected loss):

Moody's Adjusted WARF -- 20% (2066)

Class A-1: 0

Class A-2: 0

Class B: +1

Class C: +2

Class D: +1

Moody's Adjusted WARF + 20% (3100)

Class A-1: 0

Class A-2: 0

Class B: 0

Class C: -1

Class D: 0

Loss and Cash Flow Analysis:

Moody's modeled the transaction using a cash flow model based on
the Binomial Expansion Technique, as described in Section 2.3 of
the "Moody's Global Approach to Rating Collateralized Loan
Obligations," published in February 2014.

The key model inputs Moody's used in its analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on its published methodology and
could differ from the trustee's reported numbers. In its base
case, Moody's analyzed the collateral pool as having a performing
par and principal proceeds balance of $106.5 million, defaulted
par of $20.4 million, a weighted average default probability of
14.72% (implying a WARF of 2583), a weighted average recovery rate
upon default of 51.11%, a diversity score of 32 and a weighted
average spread of 3.33%.

Moody's incorporates the default and recovery properties of the
collateral pool in cash flow model analysis where they are subject
to stresses as a function of the target rating on each CLO
liability reviewed. Moody's derives the default probability from
the credit quality of the collateral pool and Moody's expectation
of the remaining life of the collateral pool. The average recovery
rate for future defaults is based primarily on the seniority of
the assets in the collateral pool. Moody's generally applies
recovery rates for CLO securities as published in "Moody's
Approach to Rating SF CDOs". In some cases, alternative recovery
assumptions may be considered based on the specifics of the
analysis of the CLO transaction. In each case, historical and
market performance and the collateral manager's latitude for
trading the collateral are also factors.


LB-UBS COMMERCIAL 2006-C3: Moody's Takes Action on 14 Certs
-----------------------------------------------------------
Moody's Investors Service has upgraded the rating on one class and
affirmed the ratings on 14 classes in classes of Lehman Brothers-
UBS (LB-UBS) Commercial Mortgage Trust, Commercial Pass-Through
Certificates, Series 2006-C3 as follows:

Cl. A-1A, 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-M, Upgraded to Aa2 (sf); previously on Aug 15, 2013 Affirmed
Aa3 (sf)

Cl. A-J, Affirmed Ba1 (sf); previously on Aug 15, 2013 Affirmed
Ba1 (sf)

Cl. B, Affirmed Ba2 (sf); previously on Aug 15, 2013 Affirmed Ba2
(sf)

Cl. C, Affirmed B1 (sf); previously on Aug 15, 2013 Affirmed B1
(sf)

Cl. D, Affirmed Caa1 (sf); previously on Aug 15, 2013 Downgraded
to Caa1 (sf)

Cl. E, Affirmed Caa2 (sf); previously on Aug 15, 2013 Downgraded
to Caa2 (sf)

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

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

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

Cl. FTH-1, Affirmed A2 (sf); previously on Aug 15, 2013 Upgraded
to A2 (sf)

Cl. FTH-2, Affirmed Baa3 (sf); previously on Aug 15, 2013 Upgraded
to Baa3 (sf)

Cl. FTH-3, Affirmed Ba3 (sf); previously on Aug 15, 2013 Upgraded
to Ba3 (sf)

Cl. FTH-4, Affirmed B1 (sf); previously on Aug 15, 2013 Upgraded
to B1 (sf)

Ratings Rationale

The rating on Class A-M was upgraded primarily due to an increase
in credit support since Moody's last review, resulting from
paydowns and amortization, as well as Moody's expectation of
additional increases in credit support resulting from the payoff
of loans approaching maturity that are well positioned for
refinance. The pool has paid down by 13% since Moody's last
review. In addition, loans constituting 50% of the pool have
scheduled maturities within the next 24 months and have either
defeased or have debt yields in excess of 10.0%.

The ratings on Class A-4, A1-A, A-J and B 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 Class FTH-1, FTH-2, FTH-3, and FTH-4 were affirmed
due to stable performance in credit quality of the underlying
loan, 623 Fifth Avenue.

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

The ratings on the IO class (Class X-CL) was affirmed based on the
credit performance (or the weighted average rating factor or WARF)
of the referenced classes.

Moody's rating action reflects a base expected loss of 5.6% of the
current balance, compared to 11.6% at Moody's last review.
Realized losses in the pool have increased to 8.1% of the original
pooled balance from 2.8% at last review and Moody's base expected
loss plus realized losses is now 11.9% of the original pooled
balance, compared to 11.8% 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 24, compared to 27 at Moody's last review.

Deal Performance

As of the June 17, 2014 distribution date, the transaction's
aggregate certificate balance has decreased by 32% to $1.18
billion from $1.74 billion at securitization. The total pooled
balance, excluding rake bonds, was $1.14 billion as of the most
recent distribution date. The pooled certificates are
collateralized by 95 mortgage loans ranging in size from less than
1% to 13% of the pool, with the top ten loans constituting 50% of
the pool. Two loans, constituting 13% of the pool, have
investment-grade structured credit assessments. Two loans,
constituting 3% of the pool, have defeased and are secured by US
government securities.

Twenty-eight loans, constituting 19% 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 $138 million (for an average loss
severity of 36%). One loan, constituting less than 2% of the pool,
is currently in special servicing.

Moody's has assumed a high default probability for eight poorly
performing loans, constituting 11% of the pool, and has estimated
an aggregate loss of $26.1 million from the specially serviced and
troubled loans.

Moody's received full year 2012 operating results for 95% of the
pool, and full or partial year 2013 operating results for 96%.
Moody's weighted average conduit LTV is 93%, compared to 91% at
Moody's last review. Moody's conduit component excludes loans with
structured credit assessments, defeased loans, 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 8.8%.

Moody's actual and stressed conduit DSCRs are 1.42X and 1.11X,
respectively, compared to 1.43X 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 largest loan with a structured credit assessment is the
Station Place II Loan ($95.2 million -- 8.4% of the pool), which
is secured by a 362,000 square foot Class A, built-to-suit office
property in the Capitol Hill submarket of Washington, DC. The
property is directly adjacent to Washington's Union Station and
enjoys a direct pedestrian connection to the station concourse.
The property is 100% leased to the United States Securities and
Exchange Commission through January 2020. The loan's anticipated
repayment date is in February 2016. Moody's structured credit
assessment and stressed DSCR are a3(sca.pd) and 1.01X,
respectively, compared to a3(sca.pd) and 1.05X at last review.

The second-largest loan with a structured credit assessment is the
623 Fifth Avenue Loan ($51.3 million -- 4.5% of the pool), which
is secured by a 351,000 square foot office tower in Midtown
Manhattan. The property was 94% leased as of April 2014, the same
as at year-end 2012. The largest tenants include Doral Financial
Corporation (16% of the net rentable area (NRA), with multiple
lease expirations in 2019 and 2022), UBS Securities (12% of the
NRA; lease expiration October 2015) and Depfa Bank (8% of the NRA;
lease expiration in November 2014). The property is also
encumbered by a $35.2 million subordinate, non-pooled, B-Note
which is held in the trust and secures rake classes FTH-1, FTH-2,
FTH-3, FTH-4 and FTH-5. Both the A-Note and the B-Note benefit
from amortization. Moody's current structured credit assessment
and stressed DSCR are a1(sca.pd) and 1.94X, respectively, compared
to a1(sca.pd) and 1.97X at last review.

The remaining top three performing loans represent 22% of the
pool. The largest loan is the 888 Seventh Avenue Loan ($146
million -- 12.8% of the pool), which represents a pari-passu
participation interest in a $292 million senior mortgage loan. The
loan is secured by the leasehold interest in a 46-story, 908,300
SF office property in Manhattan, New York. The property was 95%
leased as of April 2014, essentially the same as at last review.
The largest tenant is Soros Fund Management, which leases 11% of
the NRA though June 2015. Property performance has continued to
improve since securitization.. The property serves as the
headquarters for the loan sponsor, Vornado Realty Trust. Moody's
current LTV and stressed DSCR are 75% and 1.22X, respectively,
compared to 80% and 1.16X at last review.

The next largest performing loan is the Marriott Hotel -- Orlando
Airport Loan ($56.4 million -- 4.9% of the pool), which is secured
by a 486-room full-service hotel in Orlando, Florida. The loan has
been on the watchlist for low DSCR since May 2011. The hotel's
financial performance has improved slightly for the last two
years, but has lagged gains experienced in the larger Orlando
hotel sector over the same period and is still below that at
securitization. For the trailing-twelve months as of February
2014, the property's occupancy and ADR was 76.2% and $102.02,
compared to 73.4% and $102.48 the previous year. Moody's current
LTV is over 100% and the stressed DSCR is 0.78X. Due to the low
DSCR, Moody's has identified this as a troubled loan.

The third-largest performing loan is the 1 Allen Bradley Drive
Loan ($52.7 million -- 4.6% of the pool). The loan is secured by a
462,000 square foot office property in Mayfield Heights, Ohio. The
property is 100% leased to Rockwell Automation, Inc. (Moody's
senior unsecured rating A3, positive outlook) through November
2020. The loan is interest only throughout its entire term and
matures in March 2016. Due to the single tenant nature of this
loan, Moody's incorporated a "lit/dark" analysis. Moody's current
LTV and stressed DSCR are 129% and, 0.75X respectively, compared
to 120% and, 0.81X at last review.


LB-UBS COMMERCIAL 2004-C4: Moody's Hikes H Certs' Rating to Ba3
---------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on two classes
and affirmed the ratings on two classes of LB-UBS Commercial
Mortgage Trust, Pass-Through Certificates, Series 2004-C4 as
follows:

Cl. G, Upgraded to Baa3 (sf); previously on Feb 12, 2014 Affirmed
Ba2 (sf)

Cl. H, Upgraded to Ba3 (sf); previously on Feb 12, 2014 Affirmed
B2 (sf)

Cl. J, Affirmed Caa2 (sf); previously on Feb 12, 2014 Affirmed
Caa2 (sf)

Cl. K, Affirmed C (sf); previously on Feb 12, 2014 Downgraded to C
(sf)

Ratings Rationale

The ratings on the P&I classes were upgraded based primarily on an
increase in credit support resulting from loan paydowns and
amortization. The deal has paid down 80% since Moody's last
review.

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

Moody's rating action reflects a base expected loss of 19.1% of
the current balance, compared to 2.3% at Moody's last review.
Moody's base expected loss plus realized losses is now 3.6% of the
original pooled balance, compared to 3.3% 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 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 9, compared to 28 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 June 17, 2014 distribution date, the transaction's
aggregate certificate balance has decreased by 95% to $64.4
million from $1.4 billion at securitization. The certificates are
collateralized by 14 mortgage loans ranging in size from 2% to 19%
of the pool, with the top three loans constituting 36% of the
pool.

Two loans, constituting 7% 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.

Fourteen loans have been liquidated from the pool, resulting in an
aggregate realized loss of $38.5 million (for an average loss
severity of 40%). Six loans, constituting 48% of the pool, are
currently in special servicing. The largest specially serviced
loan is the Oakbrook Plaza Loan ($12.0 million -- 19% of the
pool), which is secured by 12 retail buildings and four office
buildings located in Clearwater, Florida. The property recently
transferred to special servicing in June of 2014 for maturity
default. The special servicer is currently reviewing the loan for
a resolution strategy.

The second largest specially serviced loan is the 2200 Byberry
Road Loan ($9.2 million -- 14% of the pool), which is secured by
an office building located 25 miles north of Philadelphia in
Hatboro, Pennsylvania. The loan recently transferred to special
servicing in May 2014 for maturity default. The special servicer
is currently reviewing the loan for a resolution strategy.

The third largest specially serviced loan is the Shoppes of Cooper
City Loan ($3.7 million -- 6% of the pool), which is secured by an
unanchored retail center located in Cooper City, Florida. The loan
recently transferred to special servicing in May 2014 for maturity
default. The special servicer is currently dual tracking workout
negotiations with foreclosure.

The remaining three specially serviced loans are secured by retail
properties. Moody's estimates an aggregate $11.1 million loss for
the specially serviced loans (36% expected loss on average).

Moody's has assumed a high default probability for two poorly
performing loans, constituting 7% of the pool, and has estimated
an aggregate loss of $977,000 (22% expected loss based on a 58%
probability default) from these troubled loans.

Moody's received full year 2013 operating results for 100% of the
pool. Moody's weighted average conduit LTV is 65%, compared to 78%
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 12% to the most recently
available net operating income (NOI). Moody's value reflects a
weighted average capitalization rate of 10.1%.

Moody's actual and stressed conduit DSCRs are 1.40X and 1.69X,
respectively, compared to 1.38X and 1.34X 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 36% of the pool balance. The
largest loan is the Red Bird Shopping Center Loan ($11.7 million -
- 18% of the pool), which is secured by a retail center located
just east of Coral Gables in Miami, Florida. The property was 94%
leased as of April 2014. Performance has improved consistently
improved since 2011. Moody's LTV and stressed DSCR are 65% and
1.71X, respectively, compared to 67% and 1.65X at the last review.

The second largest loan is the Regal Cinema Loan ($7.7 million --
12% of the pool), which is secured by a 21 screen cinema located
in Augusta, Georgia. The property is 100% leased to Regal through
October 2019. The loan continues to benefit from amortization.
Moody's LTV and stressed DSCR are 60% and 1.79X, respectively,
compared to 63% and 1.71X at the last review.

The third largest loan is the Orchid Centre Loan ($3.7 million --
6% of the pool), which is secured by an unanchored retail center
located 30 miles north of Dallas in McKinney, Texas. The property
was 100% leased as of March 2014. Moody's LTV and stressed DSCR
are 84% and 1.30X, respectively, compared to 85% and 1.29X at the
last review.


MC FUNDING: Moody's Affirms Ba2 Rating on $17.6MM Class E Notes
---------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on the
following notes issued by MC Funding Ltd.:

  $28,000,000 Class B Senior Secured Floating Rate Notes Due
  2020, Upgraded to Aaa (sf); previously on November 29, 2011
  Upgraded to Aa1 (sf);

  $40,000,000 Class C Secured Deferrable Floating Rate Notes Due
  2020, Upgraded to Aa1 (sf); previously on November 29, 2011
  Upgraded to A1 (sf); and

  $18,400,000 Class D Secured Deferrable Floating Rate Notes Due
  2020, Upgraded to A3 (sf); previously on November 29, 2011
  Upgraded to Baa2 (sf).

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

  $184,000,000 Class A-1 Senior Secured Floating Rate Notes Due
  2020, (current balance of $5,568,935), Affirmed Aaa (sf);
  previously on December 27, 2006 Assigned Aaa (sf);

  $78,000,000 Class A-2 Senior Secured Floating Rate Notes Due
  2020, Affirmed Aaa (sf); previously on October 8, 2009
  Confirmed at Aaa (sf); and

  $17,600,000 Class E Secured Deferrable Floating Rate Notes Due
  2020, Affirmed Ba2 (sf); previously on November 29, 2011
  Upgraded to Ba2 (sf).

MC Funding Ltd., issued in December 2006, is a collateralized loan
obligation backed primarily by a portfolio of senior secured loans
with significant exposure to loans of middle market issuers. The
transaction's reinvestment period ended in December 2011.

Ratings Rationale

These rating actions are primarily a result of deleveraging of the
senior notes and/or an increase in the transaction's over-
collateralization ratios since July 2013. The Class A-1 notes have
been paid down by approximately 96.7% or $165 million since July
2013. Based on the trustee's June 13, 2014 report, the over-
collateralization (OC) ratios for the Class A/B, Class C, Class D
and Class E notes are reported at 155.74%, 126.43%, 116.36% and
108.12%, respectively, versus July 2013 levels of 136.76%, 119.48,
112.92% and 107.28%, 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.

Factors that Would Lead to an Upgrade or Downgrade of the Rating:

This transaction is subject to a number of factors and
circumstances that could lead to either an upgrade or downgrade of
the ratings:

1) Macroeconomic uncertainty: CLO performance is subject to a)
uncertainty about credit conditions in the general economy and b)
the large concentration of upcoming speculative-grade debt
maturities, which could make refinancing difficult for issuers.

2) Collateral Manager: Performance can also be affected positively
or negatively by a) the manager's investment strategy and behavior
and b) differences in the legal interpretation of CLO
documentation by different transactional parties owing to embedded
ambiguities.

3) Collateral credit risk: A shift towards collateral of better
credit quality, or better credit performance of assets
collateralizing the transaction than Moody's current expectations,
can lead to positive CLO performance. Conversely, a negative shift
in credit quality or performance of the collateral can have
adverse consequences for CLO performance.

4) Deleveraging: An important source of uncertainty in this
transaction is whether deleveraging from unscheduled principal
proceeds will continue and at what pace. Deleveraging of the CLO
could accelerate owing to high prepayment levels in the loan
market and/or collateral sales by the manager, which could have a
significant impact on the notes' ratings. Note repayments that are
faster than Moody's current expectations will usually have a
positive impact on CLO notes, beginning with those with the
highest payment priority.

5) Recovery of defaulted assets: Fluctuations in the market value
of defaulted assets reported by the trustee and those that Moody's
assumes as having defaulted could result in volatility in the
deal's OC levels. Further, the timing of recoveries and whether a
manager decides to work out or sell defaulted assets create
additional uncertainty. Moody's analyzed defaulted recoveries
assuming the lower of the market price and the recovery rate in
order to account for potential volatility in market prices.
Realization of higher than assumed recoveries would positively
impact the CLO.

6) Exposure to credit estimates and default probabilities derived
using RiskCalc: The default probabilities of a large number of
securities are derived from either credit estimates or RiskCalc.
Based on Moody's calculation, these securities make up
approximately 23% (credit estimates) and 6% (RiskCalc) of the
portfolio. Pursuant to Moody's methodology, certain securities
whose default probabilities are derived from credit estimates that
have not been refreshed within a one-year period are subject to
stressed default probability assumptions. Additionally, in view of
the deal's material exposure to and the limitations of RiskCalc-
based default probability assessments, the transaction could be
negatively affected by any default probability adjustments Moody's
may apply to such RiskCalc-based default probability assessments.

7) Post-Reinvestment Period Trading: Subject to certain
requirements, the deal can reinvest certain proceeds after the end
of the reinvestment period, and as such the manager has the
ability to erode some of the collateral quality metrics to the
covenant levels. Such reinvestment could affect the transaction
either positively or negatively.

In addition to the base case analysis, Moody's also conducted
sensitivity analyses to test the impact of a number of default
probabilities on the rated notes relative to the base case
modeling results, which may be different from the current public
ratings of the notes. Below is a summary of the impact of
different default probabilities (expressed in terms of WARF) on
all of the rated notes (by the difference in the number of notches
versus the current model output, for which a positive difference
corresponds to lower expected loss):

Moody's Adjusted WARF -- 20% (2388)

Class A-1: 0

Class A-2: 0

Class B: 0

Class C: +1

Class D: +2

Class E: +2

Moody's Adjusted WARF + 20% (3582)

Class A-1: 0

Class A-2: 0

Class B: 0

Class C: -1

Class D: -2

Class E: 0

Loss and Cash Flow Analysis:

Moody's modeled the transaction using a cash flow model based on
the Binomial Expansion Technique, as described in Section 2.3 of
the "Moody's Global Approach to Rating Collateralized Loan
Obligations," published in February 2014.

The key model inputs Moody's used in its analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on its published methodology and
could differ from the trustee's reported numbers. In its base
case, Moody's analyzed the collateral pool as having a performing
par and principal proceeds balance of $206 million, defaulted par
of $9 million, a weighted average default probability of 18.81%
(implying a WARF of 2985), a weighted average recovery rate upon
default of 49.46%, a diversity score of 31 and a weighted average
spread of 3.98%.

Moody's incorporates the default and recovery properties of the
collateral pool in cash flow model analysis where they are subject
to stresses as a function of the target rating on each CLO
liability reviewed. Moody's derives the default probability from
the credit quality of the collateral pool and Moody's expectation
of the remaining life of the collateral pool. The average recovery
rate for future defaults is based primarily on the seniority of
the assets in the collateral pool. In each case, historical and
market performance and the collateral manager's latitude for
trading the collateral are also factors.


MERRILL LYNCH 2004-MKB1: Moody's Hikes Cl. L Certs' Rating to Ba3
-----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on five
classes, affirmed the ratings on four classes and downgraded the
rating on one class in Merrill Lynch Mortgage Trust 2004-MKB1,
Commercial Mortgage Pass-Through Certificates, Series 2004-MKB1 as
follows:

Cl. F, Affirmed Aaa (sf); previously on Mar 13, 2014 Upgraded to
Aaa (sf)

Cl. G, Upgraded to Aaa (sf); previously on Mar 13, 2014 Upgraded
to Aa3 (sf)

Cl. H, Upgraded to Aaa (sf); previously on Mar 13, 2014 Upgraded
to A2 (sf)

Cl. J, Upgraded to A1 (sf); previously on Mar 13, 2014 Upgraded to
Baa3 (sf)

Cl. K, Upgraded to Ba1 (sf); previously on Mar 13, 2014 Affirmed
B1 (sf)

Cl. L, Upgraded to Ba3 (sf); previously on Mar 13, 2014 Affirmed
B3 (sf)

Cl. M, Affirmed Caa2 (sf); previously on Mar 13, 2014 Affirmed
Caa2 (sf)

Cl. N, Affirmed Caa3 (sf); previously on Mar 13, 2014 Affirmed
Caa3 (sf)

Cl. P, Affirmed C (sf); previously on Mar 13, 2014 Affirmed C (sf)

Cl. XC, Downgraded to Caa1 (sf); previously on Mar 13, 2014
Affirmed Ba3 (sf)

Ratings Rationale

The ratings on Classes G through L were upgraded primarily due to
an increase in credit support since Moody's last review, resulting
from paydowns and amortization, as well as Moody's expectation of
additional increases in credit support resulting from the payoff
of loans approaching maturity that are well positioned for
refinance. The pool has paid down by 55% since Moody's last
review. In addition, loans constituting 58% of the pool that have
debt yields exceeding 11% are scheduled to mature within the next
18 months.

The rating on the Class F was 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 Classes M through P were affirmed because the
ratings are consistent with Moody's expected loss.

The rating on the IO class, Cl. XC, 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 14.6% of
the current balance compared to 9.0% at Moody's last review. The
deal has amortized 55% since Moody's last review without an
increase in realized losses. Moody's base expected loss plus
realized losses is now 1.8% of the original pooled balance
compared to 2.1% 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 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 six compared to eight 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 June 12, 2014 distribution date, the transaction's
aggregate certificate balance has decreased by 95% to $54 million
from $980 million at securitization. The Certificates are
collateralized by 11 mortgage loans ranging in size from 2% to 28%
of the pool, with the top ten loans representing 98% of the pool.
Three loans, representing 41% of the pool, have defeased and are
secured by U.S. Government securities.

One loan, representing 12% of the pool, is on the master
servicer's watchlist. The watchlist includes loans which meet
certain portfolio review guidelines established as part of the CRE
Finance Council (CREFC) monthly reporting package. As part of
Moody's ongoing monitoring of a transaction, Moody's reviews the
watchlist to assess which loans have material issues that could
impact performance.

Four loans have been liquidated at a loss since securitization
resulting in an aggregate realized loss of $10 million (47%
average loss severity). Two loans, representing 25% of the pool,
are currently in special servicing. The largest specially serviced
loan is the Port Columbus IV Loan ($8 million -- 14.8% of the
pool), which is secured by a 104,000 square foot (SF) office
property located in Columbus, Ohio. The loan transferred to
special servicing in February 2012 and has been real estate owned
(REO) since September 2013. The property was 54% leased as of
April 2014 compared to 50% as of December 2013. An additional
lease was recently executed with a May 2014 lease commencement,
which will bring occupancy to 68%.

Moody's estimated an aggregate $7.2 million loss (55% average
expected loss) for the two specially serviced loans.

Moody's was provided with full year 2012 and partial and full year
2013 operating results for 100% of the pool. Moody's weighted
average conduit LTV is 66% compared to 81% at Moody's last review.
Moody's conduit component excludes defeased and specially loans.
Moody's net cash flow (NCF) reflects a weighted average haircut of
9% to the most recently available net operating income (NOI).
Moody's value reflects a weighted average capitalization rate of
9.7%.

Moody's actual and stressed conduit DSCRs are 1.53X and 2.48X,
respectively, compared to 1.34X 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.

The top three performing conduit loans represent 25% of the pool.
The largest conduit loan is the Georgetown Medical Plaza Office
Building ($7 million -12.4% of the pool), which is secured by a
71,000 SF medical office building located in Indianapolis,
Indiana. The loan is currently on the watchlist and it failed to
pay off by its March 2014 anticipated repayment date. The final
maturity date is in March 2034. The property is Master Leased to
Clarion Health Partners through July 2018. Clarion subleases the
space to two other medical providers. Moody's LTV and stressed
DSCR are 95% and 1.14X, respectively, compared to 96% and 1.12X at
last review.

The second and third largest loans are each under $3.5 million.
Both loans, Beaver Town Square and 24955 Pacific Coast Highway,
are fully amortizing loans. The financial performance of the
properties securing these loans have been stable. Both loans have
a Moody's LTV below 40% and a stressed DSCR above 1.90X.


MERRILL LYNCH 2005-CIP1: Moody's Cuts Rating on 2 Certs to 'C'
--------------------------------------------------------------
Moody's Investors Service upgraded the ratings on one class,
downgraded the ratings on three classes, and affirmed the ratings
on eight classes of Merrill Lynch Mortgage Trust, Commercial
Mortgage Pass-Through Certificates, Series 2005-CIP1 as follows:

Cl. A-3A, Affirmed Aaa (sf); previously on Sep 19, 2013 Affirmed
Aaa (sf)

Cl. A-3B, Affirmed Aaa (sf); previously on Sep 19, 2013 Affirmed
Aaa (sf)

Cl. A-4, Affirmed Aaa (sf); previously on Sep 19, 2013 Affirmed
Aaa (sf)

Cl. A-SB, Affirmed Aaa (sf); previously on Sep 19, 2013 Affirmed
Aaa (sf)

Cl. A-M, Upgraded to Aa1 (sf); previously on Sep 19, 2013 Affirmed
Aa3 (sf)

Cl. A-J, Affirmed Ba1 (sf); previously on Sep 19, 2013 Affirmed
Ba1 (sf)

Cl. B, Affirmed B2 (sf); previously on Sep 19, 2013 Affirmed B2
(sf)

Cl. C, Affirmed Caa1 (sf); previously on Sep 19, 2013 Affirmed
Caa1 (sf)

Cl. D, Downgraded to Caa3 (sf); previously on Sep 19, 2013
Affirmed Caa2 (sf)

Cl. E, Downgraded to C (sf); previously on Sep 19, 2013 Affirmed
Caa3 (sf)

Cl. F, Downgraded to C (sf); previously on Sep 19, 2013 Affirmed
Ca (sf)

Cl. XC, Affirmed Ba3 (sf); previously on Sep 19, 2013 Affirmed Ba3
(sf)

Ratings Rationale

The rating on one P&I class, Class A-M, was upgraded based
primarily on an increase in credit support resulting from loan
paydowns and amortization. The deal has paid down 18% since
Moody's last review.

The ratings on the P&I classes A-3A, A-3B, A-4, A-SB, and A-J 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 B and C
were affirmed because the ratings are consistent with Moody's
expected loss.

The ratings on the P&I classes D, E, and F were downgraded due to
realized and anticipated losses from specially serviced and
troubled loans that were higher than Moody's had previously
expected.

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.

Moody's rating action reflects a base expected loss of 6.4% of the
current balance, compared to 10.4% at Moody's last review. Moody's
base expected loss plus realized losses is now 10.2% of the
original pooled balance, compared to 9.4% 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 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 30, as compared to 35 at Moody's last review.

Deal Performance

As of the June 12, 2014 distribution date, the transaction's
aggregate certificate balance has decreased by 42% to $1.19
billion from $2.06 billion at securitization. The certificates are
collateralized by 107 mortgage loans ranging in size from less
than 1% to 13% of the pool, with the top ten loans constituting
37% of the pool. Eight loans, constituting 7% of the pool, have
defeased and are secured by US government securities.

Nineteen loans, constituting 12% 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.

Nineteen loans have been liquidated from the pool, resulting in an
aggregate realized loss of $135 million (for an average loss
severity of 47%). Four loans, constituting 6% of the pool, are
currently in special servicing. The largest specially serviced
loan is the Residence Inn Hotel Portfolio 1 Loan (for $46 million
-- 4% of the pool), which is secured by four limited service
hotels located in New York, Florida and Texas. The Marriott flags
expired on 3/28/14 and were not renewed, causing a default. Of the
four properties, three are REO and one is in the foreclosure
process.

The remaining three specially serviced loans are secured by a mix
of property types. Moody's estimates an aggregate $40 million loss
for the specially serviced loans (53% expected loss on average).

Moody's has assumed a high default probability for 10 poorly
performing loans, constituting 9% of the pool, and has estimated
an aggregate loss of $17 million (a 15% expected loss based on a
50% probability default) from these troubled loans.

Moody's received full year 2012 operating results for 95% of the
pool, and full or partial year 2013 operating results for 86%.
Moody's weighted average conduit LTV is 90%, compared to 97% 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 12% to the most recently
available net operating income (NOI). Moody's value reflects a
weighted average capitalization rate of 9%.

Moody's actual and stressed conduit DSCRs are 1.45X and 1.22X,
respectively, compared to 1.43X and 1.14X 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 20% of the pool balance. The
largest loan is the Glenbrook Square Mall Loan ($157 million --
13% of the pool), which is secured by an interest in a 1.2 million
square foot mall located in Fort Wayne, Indiana that is owned by
an affiliate of General Growth Properties Inc. (GGP). This loan
was transferred to special servicing after GGP's bankruptcy filing
in April 2009. Subsequent to a modification in January 2010, the
loan was returned to the master servicer in May 2010. This loan is
also subject to the 1% workout fee associated with the
modification agreement at the time the loan is paid off. The mall
is anchored by Macy's, JC Penney and Sears (Sears is not included
in the collateral). As of December 2013, in-line occupancy was 86%
compared to 83% at last review. Moody's LTV and stressed DSCR are
105% and 0.91X, respectively, compared to 118% and 0.80X at the
last review.

The second largest loan is the Residence Inn Hotel Portfolio 2
Loan ($40 million -- 3% of the pool), which is secured by four
limited service hotels located in California, Rhode Island,
Delaware and Michigan. The weighted average RevPAR for the
portfolio was $81 as of July 2013 compared to $79 at the prior
review. Moody's LTV and stressed DSCR are 111% and 1.17X,
respectively, compared to 107% and 1.22X at the last review.

The third largest loan is the San Antonio Portfolio Loan ($36
million -- 3% of the pool), which is secured by 10 cross-
collateralized and cross-defaulted properties in and around San
Antonio, Texas. The portfolio consists of nine retail centers (two
anchored, seven unanchored) and one self-storage facility built
between 1971 and 2004. Moody's LTV and stressed DSCR are 92% and
1.12X, respectively, compared to 89% and 1.16X at the last review.


MORGAN STANLEY 2006-IQ11: Fitch Affirms D Rating on Class J Certs
-----------------------------------------------------------------
Fitch Ratings has affirmed 14 classes of Morgan Stanley Capital I
Trust (MSC 2006-IQ11) commercial mortgage pass-through
certificates series 2006-IQ11.

KEY RATING DRIVERS

The affirmations reflect sufficient credit enhancement relative to
Fitch expected losses.  Fitch modeled losses of 8.8% of the
remaining pool; expected losses on the original pool balance total
8.5%, including $42.5 million (2.6% of the original pool balance)
in realized losses to date.  Fitch has designated 40 loans (15.4%)
as Fitch Loans of Concern, which includes 12 specially serviced
assets (9.5%).

As of the June 2014 distribution date, the pool's aggregate
principal balance has been reduced by 33.3% to $1.08 billion from
$1.62 billion at issuance.  Per the servicer reporting, five loans
(4.2% of the pool) are defeased.  Interest shortfalls are
currently affecting classes E through P.

The largest contributor to expected losses is a 415,977 square
foot (sf) suburban office complex (3.6% of the pool) located in
Jacksonville, FL.  The subject property is located within a large
office park campus totaling 4 million sf.  The loan transferred to
special servicing in November 2012 for imminent default and
subsequently became real estate owned (REO) in March 2014.
Occupancy for the property improved to 91% due to the expansion of
Select Portfolio Servicing by 35,280 sf and a new lease with
DialAmerica Marketing for 19,209 sf.  Based on a servicer reported
rent roll, no leases are scheduled to expire prior to the end of
2014; however, the property faces significant lease rollover with
80% of leases scheduled to expire by 2017.  According to Reis, the
subject property is outperforming the Southside/Bay Meadows
submarket which is experiencing softness in the market with a
vacancy rate of 19.4%.  Average in-place rents of $16.91 per
square foot (psf) for the subject property are below the submarket
asking rents of $18.05 psf.

The next largest contributor to expected losses is a specially-
serviced loan (1.3%), secured by a 212,000 sf office building in
downtown Lancaster, PA.  The loan transferred to special servicing
in April 2008 due to the single tenant, L3 Communications,
vacating the space and discontinuing payment of rent.  The
property is currently in foreclosure proceedings and is in
litigation related to the sponsor.  According to Reis, the
Lancaster metro area has an overall office vacancy rate of 16.2%;
however, older buildings built in the 1970's have steeper vacancy
rates greater than 30%.  Fitch anticipates significant losses upon
disposition of the asset.

The third largest contributor to expected losses is a specially
serviced asset (1.3%), secured by a 150,938 sf retail property
located in Saginaw, MI.  The property is fully vacant and became
REO in October 2012.  There are currently no leasing prospects and
the servicer is formulating a marketing strategy for sale of the
asset.  Fitch anticipates significant losses upon disposition of
the asset.

RATING SENSITIVITIES

Rating Outlooks on classes A-1A through A-J remain Stable due to
increasing credit enhancement and continued paydown of the
classes.  Negative Outlooks reflect susceptibility to refinance
risk given the high concentration of maturities in 2015 (28% of
pool balance) and the potential for downgrade given any further
deterioration in cash flows from performing loans with high loan-
to-values.  The distressed classes (those rated below 'B-sf') are
subject to further downgrades as losses are realized.

Fitch affirms the following classes as indicated:

   -- $221.9 million class A-1A at 'AAAsf', Outlook Stable;
   -- $413.7 million class A-4 at 'AAAsf', Outlook Stable;
   -- $161.6 million class A-M at 'AAAsf', Outlook Stable;
   -- $147.5 million class A-J at 'BBBsf', Outlook Stable;
   -- $30.3 million class B at 'BBsf', Outlook to Negative from
      Stable;
   -- $12.1 million class C at 'Bsf', Outlook to Negative from
      Stable;
   -- $22.2 million class D at 'CCCsf', RE 10%;
   -- $16.2 million class E at 'CCsf', RE 0%;
   -- $14.1 million class F at 'Csf', RE 0%;
   -- $18.2 million class G at 'Csf', RE 0%;
   -- $14.1 million class H at 'Csf', RE 0%;
   -- $5.9 million class J at 'Dsf', RE 0%;
   -- $0 class K at 'Dsf', RE 0%;
   -- $0 class L at 'Dsf', RE 0%.

Fitch does not rate the class M, N, O, P and EI certificates.
Classes A-1, A-2 and A-3 have paid in full.  Fitch previously
withdrew the ratings on the interest-only class X and X-Y
certificates.


MORGAN STANLEY 2007-HQ11: Moody's Affirms C Rating on Cl. K Notes
-----------------------------------------------------------------
Moody's Investors Service has affirmed the ratings of 19 classes
of Morgan Stanley Capital I Inc., Commercial Mortgage Pass-Through
Certificates, Series 2007-HQ11 as follows:

Cl. A-1A, Affirmed Aaa (sf); previously on Aug 14, 2013 Affirmed
Aaa (sf)

Cl. A-3-1, Affirmed Aaa (sf); previously on Aug 14, 2013 Affirmed
Aaa (sf)

Cl. A-3-2, Affirmed Aaa (sf); previously on Aug 14, 2013 Affirmed
Aaa (sf)

Cl. A-4, Affirmed Aaa (sf); previously on Aug 14, 2013 Affirmed
Aaa (sf)

Cl. A-4-FL, Affirmed Aaa (sf); previously on Aug 14, 2013 Affirmed
Aaa (sf)

Cl. A-AB, Affirmed Aaa (sf); previously on Aug 14, 2013 Affirmed
Aaa (sf)

Cl. A-MFL, Affirmed Aa2 (sf); previously on Aug 14, 2013 Affirmed
Aa2 (sf)

Cl. A-M, Affirmed Aa2 (sf); previously on Aug 14, 2013 Affirmed
Aa2 (sf)

Cl. A-J, Affirmed Baa3 (sf); previously on Aug 14, 2013 Affirmed
Baa3 (sf)

Cl. B, Affirmed Ba1 (sf); previously on Aug 14, 2013 Affirmed Ba1
(sf)

Cl. C, Affirmed B2 (sf); previously on Aug 14, 2013 Affirmed B2
(sf)

Cl. D, Affirmed Caa1 (sf); previously on Aug 14, 2013 Affirmed
Caa1 (sf)

Cl. E, Affirmed Caa2 (sf); previously on Aug 14, 2013 Affirmed
Caa2 (sf)

Cl. F, Affirmed Caa3 (sf); previously on Aug 14, 2013 Affirmed
Caa3 (sf)

Cl. G, Affirmed Ca (sf); previously on Aug 14, 2013 Affirmed Ca
(sf)

Cl. H, Affirmed Ca (sf); previously on Aug 14, 2013 Affirmed Ca
(sf)

Cl. J, Affirmed Ca (sf); previously on Aug 14, 2013 Affirmed Ca
(sf)

Cl. K, Affirmed C (sf); previously on Aug 14, 2013 Affirmed C (sf)

Cl. X, Affirmed Ba3 (sf); previously on Aug 14, 2013 Affirmed Ba3
(sf)

Ratings Rationale

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

The rating on the IO class was affirmed based on 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 7.9% of the
current balance compared to 8.2% at Moody's last review. Moody's
base expected loss plus realized losses is now 8.5% of the
original pooled balance compared to 9.2% 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 19, 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 June 13, 2014 distribution date, the transaction's
aggregate certificate balance has decreased by 33% to $1.6 billion
from $2.4 billion at securitization. The certificates are
collateralized by 131 mortgage loans ranging in size from less
than 1% to 14% of the pool, with the top ten loans constituting
56% of the pool. Two loans, constituting 1% of the pool, have
defeased and are secured by US government securities.

Forty-seven loans, constituting 26% 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-five loans have been liquidated from the pool, resulting in
an aggregate realized loss of $78.3 million (for an average loss
severity of 24%). Seven loans, constituting 5% of the pool, are
currently in special servicing.

Moody's estimates an aggregate $23.9 million loss for specially
serviced loans (33% expected loss on average).

Moody's has assumed a high default probability for 19 poorly
performing loans, constituting 18% of the pool, and has estimated
an aggregate loss of $57.2 million (a 19% expected loss based on a
50% probability default) from these troubled loans.

Moody's received full or partial year 2013 operating results for
90% of the pool. Moody's weighted average conduit LTV is 103%
compared to 107% 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 10.8% 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 1.47X and 1.02X,
respectively, compared to 1.44X and 0.99X 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 33% of the pool balance. The
largest loan is the One Seaport Plaza Loan ($225.0 million --
13.8% of the pool), which is secured by a 1.0 million square foot
Class A office building located one block away from the South
Street Seaport in Manhattan's Financial District. The loan is
interest only for the entire term and matures in 2017.
Additionally, there is a $15.0 million B-note held outside the
trust. As of September 2013, the property was 94% leased compared
to 93% at last review. The sponsor is Jack Resnick & Sons, the
property's developer and owner. Moody's LTV and stressed DSCR are
95% and 0.99X, respectively, compared to 90% and 1.06X at last
review.

The second largest loan is the 525 Seventh Avenue Loan ($172.0
million -- 10.6% of the pool), which is secured by a 463,818
square foot office building located in the Garment District
submarket of Manhattan. The loan is interest only for the entire
term and matures in 2017. As of December 2013, the property was
94% leased. The largest tenants are Jones Apparel (approximately
13% of the NRA; lease expiration in December 2019) and Kobra
International (7% of the NRA; lease expiration in June 2017). The
loan sponsors are Olmstead Properties and Enterprise AM. Moody's
LTV and stressed DSCR are 128% and 0.76X, respectively, compared
to 126% and 0.78X at last review.

The third largest loan is the 485 Lexington Avenue Loan ($135.0
million -- 8.3% of the pool), which is secured by a 914,807 square
foot Class A office building located near Grand Central Station in
Manhattan. The loan represents a 30% pari-passu interest in a
$450.0 million loan. The loan is interest only for the entire term
and matures in 2017. The largest tenants are Citibank, N.A. (31%
of the NRA; lease expiration in February 2017) and Travelers
Indemnity Company (approximately 19% of the NRA; lease expiration
in August 2016). The property's financial performance has been
stable. The sponsor is SL Green. Moody's LTV and stressed DSCR are
125% and 0.72X, respectively, compared to 134% and 0.68X, at last
review.


MORGAN STANLEY 2012-C5: Moody's Affirms B2 Rating on Cl. H Certs
----------------------------------------------------------------
Moody's Investors Service has affirmed the ratings of 16 classes
in Morgan Stanley Bank of America Merrill Lynch Trust, Commercial
Mortgage Pass-Through Certificates, Series 2012-C5 as follows:

Cl. A-1, Affirmed Aaa (sf); previously on Jul 25, 2013 Affirmed
Aaa (sf)

Cl. A-2, Affirmed Aaa (sf); previously on Jul 25, 2013 Affirmed
Aaa (sf)

Cl. A-3, Affirmed Aaa (sf); previously on Jul 25, 2013 Affirmed
Aaa (sf)

Cl. A-4, Affirmed Aaa (sf); previously on Jul 25, 2013 Affirmed
Aaa (sf)

Cl. A-S, Affirmed Aaa (sf); previously on Jul 25, 2013 Affirmed
Aaa (sf)

Cl. B, Affirmed Aa2 (sf); previously on Jul 25, 2013 Affirmed Aa2
(sf)

Cl. PST, Affirmed A1 (sf); previously on Jul 25, 2013 Affirmed A1
(sf)

Cl. C, Affirmed A2 (sf); previously on Jul 25, 2013 Affirmed A2
(sf)

Cl. D, Affirmed Baa1 (sf); previously on Jul 25, 2013 Affirmed
Baa1 (sf)

Cl. E, Affirmed Baa3 (sf); previously on Jul 25, 2013 Affirmed
Baa3 (sf)

Cl. F, Affirmed Ba2 (sf); previously on Jul 25, 2013 Affirmed Ba2
(sf)

Cl. G, Affirmed Ba3 (sf); previously on Jul 25, 2013 Affirmed Ba3
(sf)

Cl. H, Affirmed B2 (sf); previously on Jul 25, 2013 Affirmed B2
(sf)

Cl. X-A, Affirmed Aaa (sf); previously on Jul 25, 2013 Affirmed
Aaa (sf)

Cl. X-B, Affirmed Aa2 (sf); previously on Jul 25, 2013 Affirmed
Aa2 (sf)

Cl. X-C, Affirmed B1 (sf); previously on Jul 25, 2013 Affirmed B1
(sf)

Ratings Rationale

The ratings on the 13 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 three IO classes were affirmed based on the
credit performance of the referenced classes.

Moody's rating action reflects a base expected loss of 2.0% of the
current balance compared to 2.5% at Moody's prior review. Moody's
base expected loss plus realized losses is now 1.9% of the
original pooled balance compared to 2.5% 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 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 June 17, 2014 distribution date, the transaction's
aggregate certificate balance has decreased by 2% to $1.32 billion
from $1.35 billion at securitization. The Certificates are
collateralized by 71 mortgage loans ranging in size from less than
1% to 13.6% of the pool, with the top ten loans representing 54%
of the pool. The pool contains two loans, representing 12% of the
pool, that have investment grade structured credit assessments.
There are no defeased loans in the pool.

Four loans, representing 5% 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 one poorly-performing loan representing less than one percent
of the pool and has estimated a small 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 92% of
the pool. Moody's weighted average conduit LTV is 95% compared to
101% 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 10.1% to the most
recently available net operating income (NOI). Moody's value
reflects a weighted average capitalization rate of 9.6%.

Moody's actual and stressed conduit DSCRs are 1.53X and 1.11X,
respectively, compared to 1.48X and 1.05X 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 largest loan with a structured credit assessment is the Silver
Sands Factory Stores Loan ($100.0 million -- 7.5% of the pool),
which is secured by a 442,000 square foot (SF) outlet retail
center located in Miramar Beach, Florida. The largest tenants
include Saks Off Fifth, Polo Ralph Lauren, and Columbia
Sportswear. The property was 97% leased as of December 2013
compared to 83% at last review. Simon Property Group and The
Howard Group are 50/50 loan sponsors. The loan is interest-only
for the entire ten-year term. Moody's structured credit assessment
and stressed DSCR are baa2 (sca.pd) and 1.46X, respectively,
compared to baa3 (sca.pd) and 1.39X at the last review.

The second loan with a structured credit assessment is the 635
Madison -- Leased Fee Loan ($64.0 million -- 4.8% of the pool),
which is secured by a first priority fee mortgage on the land
beneath 635 Madison Avenue in Manhattan. The land is improved with
a 19-story office building leased primarily to medical tenants.
The ground lease is dated April 25, 1955 and the ground lessee
exercised its 2nd renewal option on May 1, 2009 extending the
ground lease to April 30th, 2030 (annual ground rent payment
$3,677,574) with one remaining option to extend for a third term
of 21 years through April 30th, 2051. The ground lessee is
responsible for all taxes, common charges, operating expenses and
insurance related to the property. Moody's structured credit
assessment and stressed DSCR are baa3 (sca.pd) and 0.62X,
respectively, the same as at last review.

The top three conduit loans represent 26.5% of the pool balance.
The largest loan is the Legg Mason Tower Loan ($180.0 million --
13.6% of the pool), which is secured by a 610,000 SF, 24-story
Class A office building located in Baltimore, Maryland. The
property was 86% leased as of January 2014 compared to 83% at last
review. The largest tenant is Legg Mason which leases 61% of the
NRA through August 2024. Moody's LTV and stressed DSCR are 107%
and 0.91X, respectively, the same as at last review.

The second largest loan is the US Bank Tower Loan ($87.4 million
-- 6.6% of the pool), which is secured by a 520,000 SF, Class A
office building located in the CBD of Denver, Colorado. The
property was 88% leased as of December 2013 compared to 93% as of
December 2012. The largest tenant is US Bank which leases 28% of
the NRA through December 2016. Moody's LTV and stressed DSCR are
93% and 1.08X, respectively, compared to 110% and 0.91X at the
last review.

The third largest loan is the Hamilton Town Center Loan ($84.0
million -- 6.3% of the pool), which is secured by a 490,000 SF
lifestyle center located in Noblesville, Indiana. As of December
2013, the property was 94% leased, the same as at last review. The
largest tenants include Dick's Sporting Goods, Stein Mart and Bed
Bath & Beyond. The property is anchored by a JC Penney and the
Hamiilton 16 IMAX Theatre, neither of which serve as part of the
loan collateral. The loan is interest-only for the first three
years. Moody's LTV and stressed DSCR are 87% and 1.15X,
respectively, compared to 85% and 1.17X at the last review.


N-STAR REAL IX: S&P Lowers Rating on Class A-1 Notes to 'CCC+'
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered three of its ratings on
N-Star Real Estate CDO IX Ltd. (N-Star IX), a U.S. commercial real
estate collateralized debt obligation (CRE CDO) transaction.  At
the same time, S&P affirmed its ratings on nine other classes from
the same transaction.

The rating actions primarily reflect S&P's analysis of the
transaction's liability structure and the credit characteristics
of the underlying collateral using its criteria for rating global
CDOs backed by pooled structured finance assets, rating
methodology and assumptions for U.S. and Canadian CMBS, and CMBS
global property evaluation methodology.  S&P also considered the
amount of defaulted assets in the transaction and their expected
recoveries in its analysis.

The downgrades reflect the transaction's exposure to underlying
commercial mortgage-backed securities (CMBS), CRE CDOs, and
resecuritized real estate mortgage investment conduit (re-REMIC)
collateral that have experienced negative rating actions.  Those
negative rating actions affected 34 securities from 31
transactions and $187.6 million in assets (21.3% of the total
asset balance).

According to the June 3, 2014, trustee report, the transaction's
collateral totaled $880.9 million, and the transaction's
liabilities totaled $683.6 million, which decreased from $800.0
million in liabilities at issuance.  The transaction's current
asset pool included the following:

   -- 129 CMBS tranches ($553.2 million, 62.8% of the collateral
      pool);

   -- 15 CRE CDO or re-REMIC tranches ($205.6 million, 23.3%);

   -- Five CDO tranches ($60.9 million, 6.9%);

   -- Four senior participation loans ($42.9million, 4.9%);

   -- One junior participation loan ($11 million, 1.3%); and

   -- Two real estate investment trust (REIT) or real estate
      operating company (REOC) securities ($7.2 million, 0.8%).

The trustee report noted 54 defaulted securities ($257.1 million,
29.2%) and one defaulted loan, the Memorial Mall senior
participation loan ($12.5 million, 1.4%).  Standard & Poor's
estimated a significant loss for the Memorial Mall loan asset upon
resolution.  S&P based the recovery rate on information from the
collateral manager, special servicer, and third-party data
providers.

S&P applied asset specific recovery rates in its analysis of the
four performing mortgage loans ($41.4 million, 4.7%) using its
criteria on rating methodology and assumptions for U.S. and
Canadian CMBS, and CMBS global property evaluation methodology.
S&P did not apply an asset-specific recovery rate to the Rite Aid
loan and the Highland loan ($24.7 million).

S&P's analysis of N-Star IX reflected exposure to the following
collateral that Standard & Poor's has downgraded:

   -- Greenwich Capital Commercial Funding Corp. (Series 2007-GG9)
      (class AJ; 17.0 million, 1.9%);

   -- Kodiak CDO I Ltd. (class D3; $16.2 million, 1.8%);

   -- JPMorgan-CIBC Commercial Mortgage-Backed Securities Trust
      2006-RR1 (class A-1; $12.3 million, 1.4%); and

   -- Merrill Lynch Mortgage Trust 2006-C2 (class B; $9.0 million,
      1.0%).

According to the June 3, 2014, trustee report, the deal is passing
all overcollateralization coverage tests and interest coverage
tests.

RATINGS LIST

N-Star Real Estate CDO IX Ltd.

                     Rating      Rating
Class   Identifier   To          From
A-1     628983AA6    CCC+ (sf)   B+ (sf)
A-2     628983AB4    CCC (sf)    CCC+ (sf)
A-3     628983AC2    CCC- (sf)   CCC (sf)
B       628983AD0    CCC- (sf)   CCC- (sf)
C       628983AE8    CCC- (sf)   CCC- (sf)
D       628983AF5    CCC- (sf)   CCC- (sf)
E       628983AG3    CCC- (sf)   CCC- (sf)
F       628983AH1    CCC- (sf)   CCC- (sf)
G       628983AJ7    CCC- (sf)   CCC- (sf)
H       628983AK4    CCC- (sf)   CCC- (sf)
J       628983AL2    CCC- (sf)   CCC- (sf)
K       628983AM0    CCC- (sf)   CCC- (sf)


NEWMARK CAPITAL 2014-2: S&P Assigns 'BB-' Rating on Class E Notes
-----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its ratings to NewMark
Capital Funding 2014-2 CLO Ltd./NewMark Capital Funding 2014-2 CLO
LLC's $363.00 million fixed- and floating-rate notes.

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

The ratings reflect S&P's 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
      (excluding excess spread), and cash flow structure, which
      can withstand the default rate projected by Standard &
      Poor's CDO Evaluator model, as assessed by Standard & Poor's
      using the assumptions and methods outlined in its corporate
      collateralized debt obligation criteria.

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

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

   -- The 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 0.29%
      to 11.83%.

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

RATINGS ASSIGNED

NewMark Capital Funding 2014-2 CLO Ltd./
NewMark Capital Funding 2014-2 CLO LLC

Class                 Rating                     Amount
                                                (Mil. $)
A-1                   AAA (sf)                   195.75
A-2A                  AAA (sf)                    15.00
A-2B                  AAA (sf)                     2.25
A-F                   AAA (sf)                    28.00
A-X                   AAA (sf)                     5.00
B-1                   AA (sf)                     27.00
B-F                   AA (sf)                     24.00
C (deferrable)        A (sf)                      26.00
D (deferrable)        BBB (sf)                    20.00
E (deferrable)        BB- (sf)                    20.00
Subordinated notes    NR                          37.00

NR-Not rated.


NEWCASTLE CDO V: Moody's Affirms Ratings on 6 Note Classes
----------------------------------------------------------
Moody's Investors Service has affirmed the ratings on the
following notes issued by Newcastle CDO V, limited:

Class I Floating Rate Notes, Affirmed Baa3 (sf); previously on Jul
17, 2013 Affirmed Baa3 (sf)

Class II Deferrable Floating Rate Notes, Affirmed Caa2 (sf);
previously on Jul 17, 2013 Downgraded to Caa2 (sf)

Class III Deferrable Floating Rate Notes, Affirmed Caa3 (sf);
previously on Jul 17, 2013 Downgraded to Caa3 (sf)

Class IV-FL Deferrable Floating Rate Notes, Affirmed Caa3 (sf);
previously on Jul 17, 2013 Affirmed Caa3 (sf)

Class IV-FX Deferrable Fixed Rate Notes, Affirmed Caa3 (sf);
previously on Jul 17, 2013 Affirmed Caa3 (sf)

Class V Deferrable Fixed Rate Notes, Affirmed C (sf); previously
on Jul 17, 2013 Affirmed C (sf)

Ratings Rationale

Moody's has affirmed the ratings of six classes of notes 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.

Newcastle CDO V, limited is a static CRE CDO transaction backed by
a portfolio of commercial mortgage backed securities (CMBS)
(55.2%), REIT debt (18.9%), asset backed securities (ABS) (17.1%)
primarily in the form of subprime RMBS, and CMBS rake bonds
(8.8%). As of the May 30, 2014 trustee report, the aggregate note
balance of the transaction has decreased to $204.9 million from
$500.0 million at issuance, with the paydown directed to the
senior most outstanding class of notes, as a result of the
combination of regular amortization and interest proceeds re-
diverted as principal due to failure of certain par value tests.

The pool contains thirteen assets totaling $31.0 million (17.5% of
the collateral pool balance) that are listed as defaulted
securities as of the May 30, 2014 trustee report. Four of these
assets (75.6% of the defaulted balance) are CMBS; and nine (24.4%)
are ABS. Moody's does expect significant losses to occur from
these defaulted securities once they are realized.

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 4444,
compared to 3872 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 6.6% compared to 5.6% at last
review; A1-A3 and 7.2% compared to 1.9% at last review; Baa1-Baa3
and 5.4% compared to 23.3% at last review; Ba1-Ba3 and 15.3%
compared to 23.3% at last review; B1-B3 and 22.0% compared to
10.4% at last review; and Caa1-C and 43.5% compared to 35.5% at
last review.

Moody's modeled a WAL of 3.4 years, compared to 3.1 years at last
review. The current WAL is based on the assumption about
extensions on the underlying collateral assets.

Moody's modeled a fixed WARR of 6.4%, compared to 13.5% at last
review.

Moody's modeled a MAC of 15.4%, compared to 7.7% 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 recovery rates of the underlying collateral and
credit assessments. Increasing the recovery rates by 5% would
result in an average modeled rating movement on the rated notes of
0 to +1 notches (e.g., one notch up implies a ratings movement of
Ba1 to Baa3). Decreasing the recovery rates by 5% would result in
no rating movement on the rated notes.

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.


NEWSTAR ARLINGTON: Moody's Assigns 'Ba3' Rating on Class E Notes
----------------------------------------------------------------
Moody's Investors Service has assigned ratings to nine classes of
notes issued by NewStar Arlington Senior Loan Program LLC (the
"Issuer" or "NewStar Arlington").

Moody's rating action is as follows:

$193,500,000 Class A-1 Senior Secured Floating Rate Notes due
2025 (the "Class A-1 Notes"), Definitive Rating Assigned Aaa (sf)

$40,000,000 Class A-2 Senior Secured Floating Rate Notes due 2025
(the "Class A-2 Notes"), Definitive Rating Assigned Aaa (sf)

$32,750,000 Class B-1 Senior Secured Floating Rate Notes due 2025
(the "Class B-1 Notes"), Definitive Rating Assigned Aa2 (sf)

$5,000,000 Class B-2 Senior Secured Fixed Rate Notes due 2025
(the "Class B-2 Notes"), Definitive Rating Assigned Aa2 (sf)

$28,500,000 Class C-1 Secured Deferrable Floating Rate Notes due
2025 (the "Class C-1 Notes"), Definitive Rating Assigned A2 (sf)

U.S. $5,000,000 Class C-2 Secured Deferrable Fixed Rate Notes due
2025 (the "Class C-2 Notes"), Definitive Rating Assigned A2 (sf)

$28,000,000 Class D Secured Deferrable Floating Rate Notes due
2025 (the "Class D Notes"), Definitive Rating Assigned Baa3 (sf)

$27,000,000 Class E Secured Deferrable Floating Rate Notes due
2025 (the "Class E Notes"), Definitive Rating Assigned Ba3 (sf)

$9,000,000 Class F Secured Deferrable Floating Rate Notes due
2025 (the "Class F Notes"), Definitive Rating Assigned B2 (sf)

The Class A-1 Notes, Class A-2 Notes, Class B-1 Notes, Class B-2
Notes, Class C-1 Notes, Class C-2 Notes, Class D 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.

NewStar Arlington is a managed cash flow SME CLO. The issued notes
will be collateralized by small and medium enterprise and broadly
syndicated loans. At least 95% of the portfolio must consist of
senior secured loans, cash and eligible investments. Up to 5% may
consist of second lien loans. At closing, the portfolio is
approximately 62.5% ramped and will be 100% ramped within six
months thereafter.

NewStar Financial, Inc. (the "Manager") will direct the selection,
acquisition and disposition of collateral on behalf of the Issuer
and may engage in trading activity, including discretionary
trading, during the transaction's four-year reinvestment period.
Thereafter, no collateral purchases are allowed.

The transaction incorporates coverage tests, both par and
interest, 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:

Target Par Amount of $400,000,000

Diversity Score of 38

Weighted Average Rating Factor (WARF): 3300

Weighted Average Spread (WAS): 4.65%

Weighted Average Coupon (WAC): 6.00%

Weighted Average Recovery Rate (WARR): 46.25%

Weighted Average Life (WAL): 8 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.

Factors that Would Lead to an Upgrade or Downgrade of the Rating:

The performance of the Rated Notes is subject to uncertainty. The
performance of the Rated Notes is sensitive to the performance of
the underlying portfolio, which in turn depends on economic and
credit conditions that may change. The Manager's investment
decisions and management of the transaction will also affect the
performance of the Rated Notes.

Together with the set of modeling assumptions above, Moody's
conducted additional sensitivity analysis which was an important
component in determining the provisional ratings assigned to the
Rated Notes. This sensitivity analysis includes increased default
probability relative to the base case.

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

Percentage Change in WARF -- increase of 15% (from 3300 to 3795)

Rating Impact in Rating Notches:

Class A-1 Notes: 0

Class A-2 Notes: 0

Class B-1 Notes: -1

Class B-2 Notes: -1

Class C-1 Notes: -2

Class C-2 Notes: -2

Class D Notes: -1

Class E Notes: 0

Class F Notes: 0

Percentage Change in WARF -- increase of 30% (from 3300 to 4290)

Rating Impact in Rating Notches:

Class A-1 Notes: -1

Class A-2 Notes: -1

Class B-1 Notes: -2

Class B-2 Notes: -2

Class C-1 Notes: -3

Class C-2 Notes: -3

Class D Notes: -2

Class E Notes: -1

Class F Notes: -3

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

In addition, several scores for sub-categories of the V Score
differ from the CLO sector benchmark scores because this is an SME
transaction. The scores for the quality of historical data for
U.S. SME loans and for disclosure of collateral pool
characteristics and collateral performance reflect higher
volatility. This results from lack of a centralized default
database for SME loans, as well as obligor-level information for
SME loans being more limited and less frequently provided to
Moody's than that for publicly rated companies. Moody's assessment
for the alignment of interests is low/medium, which is stronger
than the benchmark transaction. This is a result of the Manager's
strong interest in supporting this transaction since it provides
an important source of funding.

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


NOB HILL CLO: Moody's Hikes Rating on $11.3MM Cl. E Notes to Ba3
----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on the
following notes issued by Nob Hill CLO, Limited:

$14,145,000 Class C Secured Deferrable Floating Rate Notes Due
2018, Upgraded to Aaa (sf); previously on September 20, 2013
Upgraded to Aa3 (sf);

$13,580,000 Class D Secured Deferrable Floating Rate Notes Due
2018, Upgraded to A2 (sf); previously on September 20, 2013
Upgraded to Baa2 (sf);

$11,300,000 Class E Secured Deferrable Floating Rate Notes Due
2018, Upgraded to Ba3 (sf); previously on September 20, 2013
Affirmed B1 (sf).

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

$210,000,000 Class A-1 Senior Secured Floating Rate Notes Due
2018 (current outstanding balance of $31,916,895.00), Affirmed Aaa
(sf); previously on September 20, 2013 Affirmed Aaa (sf);

$23,000,000 Class A-2 Senior Secured Floating Rate Notes Due
2018, Affirmed Aaa (sf); previously on September 20, 2013 Upgraded
to Aaa (sf);

$11,350,000 Class B Senior Secured Floating Rate Notes Due 2018,
Affirmed Aaa (sf); previously on September 20, 2013 Upgraded to
Aaa (sf).

Nob Hill CLO, Limited, issued in July 2006, is a collateralized
loan obligation backed primarily by a portfolio of senior secured
loans. The transaction's reinvestment period ended in August 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 February 2014. The Class A-1 notes
have been paid down by approximately 61% or $49.3 million since
February 2014. Based on the trustee's May 2014 report, the over-
collateralization (OC) ratios for the Class B, Class C, Class D
and Class E notes are reported at 149.9%, 129.6%, 114.8% and
104.7%, respectively, versus February 2014 levels of 139.8%,
124.6%, 112.8%, and 104.5%, respectively. The May 2014 trustee
reported OC ratios do not reflect the payment of $24.3 million to
the Class A-1 notes on the May 2014 distribution date.

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.

Factors that Would Lead to an Upgrade or Downgrade of the Rating:

This transaction is subject to a number of factors and
circumstances that could lead to either an upgrade or downgrade of
the ratings:

1) Macroeconomic uncertainty: CLO performance is subject to a)
uncertainty about credit conditions in the general economy and b)
the large concentration of upcoming speculative-grade debt
maturities, which could make refinancing difficult for issuers.

2) Collateral Manager: Performance can also be affected positively
or negatively by a) the manager's investment strategy and behavior
and b) differences in the legal interpretation of CLO
documentation by different transactional parties owing to embedded
ambiguities.

3) Collateral credit risk: A shift towards collateral of better
credit quality, or better credit performance of assets
collateralizing the transaction than Moody's current expectations,
can lead to positive CLO performance. Conversely, a negative shift
in credit quality or performance of the collateral can have
adverse consequences for CLO performance.

4) Deleveraging: An important source of uncertainty in this
transaction is whether deleveraging from unscheduled principal
proceeds will continue and at what pace. Deleveraging of the CLO
could accelerate owing to high prepayment levels in the loan
market and/or collateral sales by the manager, which could have a
significant impact on the notes' ratings. Note repayments that are
faster than Moody's current expectations will usually have a
positive impact on CLO notes, beginning with those with the
highest payment priority.

5) Recovery of defaulted assets: Fluctuations in the market value
of defaulted assets reported by the trustee and those that Moody's
assumes as having defaulted could result in volatility in the
deal's OC levels. Further, the timing of recoveries and whether a
manager decides to work out or sell defaulted assets create
additional uncertainty. Moody's analyzed defaulted recoveries
assuming the lower of the market price and the recovery rate in
order to account for potential volatility in market prices.
Realization of higher than assumed recoveries would positively
impact the CLO.

In addition to the base case analysis, Moody's also conducted
sensitivity analyses to test the impact of a number of default
probabilities on the rated notes relative to the base case
modeling results, which may be different from the current public
ratings of the notes.Below is a summary of the impact of different
default probabilities (expressed in terms of WARF) on all of the
rated notes (by the difference in the number of notches versus the
current model output, for which a positive difference corresponds
to lower expected loss):

Moody's Adjusted WARF -- 20% (2415)

Class A-1: 0

Class A-2: 0

Class B: 0

Class C: 0

Class D: +2

Class E: +1

Moody's Adjusted WARF + 20% (3925)

Class A-1: 0

Class A-2: 0

Class B: 0

Class C: -1

Class D: -2

Class E: -1

Loss and Cash Flow Analysis:

Moody's modeled the transaction using a cash flow model based on
the Binomial Expansion Technique, as described in Section 2.3 of
the "Moody's Global Approach to Rating Collateralized Loan
Obligations," published in February 2014.

The key model inputs Moody's used in its analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on its published methodology and
could differ from the trustee's reported numbers. In its base
case, Moody's analyzed the collateral pool as having a performing
par and principal proceeds balance of $102.4 million, defaulted
par of $18 million, a weighted average default probability of
17.72% (implying a WARF of 3019), a weighted average recovery rate
upon default of 52.1%, a diversity score of 28, and a weighted
average spread of 3.57%.

Moody's incorporates the default and recovery properties of the
collateral pool in cash flow model analysis where they are subject
to stresses as a function of the target rating on each CLO
liability reviewed. Moody's derives the default probability from
the credit quality of the collateral pool and Moody's expectation
of the remaining life of the collateral pool. The average recovery
rate for future defaults is based primarily on the seniority of
the assets in the collateral pool. Moody's generally applies
recovery rates for CLO securities as published in "Moody's
Approach to Rating SF CDOs." In some cases, alternative recovery
assumptions may be considered based on the specifics of the
analysis of the CLO transaction. In each case, historical and
market performance and the collateral manager's latitude for
trading the collateral are also factors.


NORTHSTAR 2013-1: Moody's Affirms B3 Rating on Class C Notes
------------------------------------------------------------
Moody's Investors Service has affirmed the ratings on the
following notes issued by NorthStar 2013-1, Ltd.

Class A Notes, Affirmed Aaa (sf); previously on Aug 29, 2013
Definitive Rating Assigned Aaa (sf)

Class B Notes, Affirmed Baa3 (sf); previously on Aug 29, 2013
Definitive Rating Assigned Baa3 (sf)

Class C Notes, Affirmed B3 (sf); previously on Aug 29, 2013
Definitive Rating Assigned B3 (sf)

Ratings Rationale

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 CRE CDO CLO transactions.

NorthStar 2013-1 is a cash transaction whose ramp period ended
February, 2014. The transaction is wholly backed by a portfolio of
whole loans and senior participations on core property types such
as multifamily (13.77% of the pool balance), hospitality (27.87%),
office (36.60%) and industrial properties (21.75%). As of the
trustee's May 19, 2014 report, the aggregate note balance of the
transaction, including preferred shares, is $531.3 million,
compared to $531.5 million at securitization.

No assets are listed as defaulted as of the trustee's May 19, 2014
report.

Moody's has identified the following as key indicators of the
expected loss in CRE CLO 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 CLO pool.
Moody's has updated its assessments for the collateral it does not
rate. The rating agency modeled a bottom-dollar WARF of 3313,
compared to 3600 at securitization. The current ratings on the
Moody's-rated collateral and the assessments of the non-Moody's
rated collateral follow: Baa1- Baa3 (20.7%, compared to 22.5% at
securitization); Ba1-Ba3 (7.9% compared to 0.0% at
securitization); B1-B3 (25.1% compared to 27.2% at
securitization); and Caa1-Ca/C (46.4%, compared to 50.3% at
securitization).

Moody's modeled a WAL of 5.7 years, compared to 6.0 at
securitization. The WAL is based on assumptions about extensions
on the underlying collateral and timing of the ramp period.

Moody's modeled a fixed WARR of 53.1%, compared to 52.1% at
securitization.

Moody's modeled a MAC of 33.0%, compared to 29.5% at
securitization.

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:

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 recovery rates of the underlying collateral and
credit assessments. Reducing the recovery rates of the entire
collateral pool by 5.0% would result in an average modeled rating
movement on the rated notes of zero to one notches downward (e.g.,
one notch down implies a ratings movement of Baa3 to Ba1).
Increasing the recovery rate of the entire collateral pool by 5.0%
would result in an average modeled rating movement on the rated
notes of zero to two notches upward (e.g., one notches up implies
a ratings movement of Baa3 to Baa2).

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.


OCP CLO 2014-6: S&P Assigns 'BB' Rating on Class D Notes
--------------------------------------------------------
Standard & Poor's Ratings Services assigned its ratings to OCP CLO
2014-6 Ltd./OCP CLO 2014-6 Corp.'s $909.75 million floating- and
fixed-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 S&P's view of:

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

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

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

   -- The transaction's 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 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
      0.22%-12.75%.

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

   -- The transaction's reinvestment (O/C) test, a failure of
      which will lead to the reclassification of up to 50% of
      available excess interest proceeds into principal proceeds.
      These proceeds are available before paying subordinated
      management fees; uncapped administrative expenses and fees;
      collateral manager incentive fees; and preference shares
      payments to principal proceeds to purchase additional
      collateral obligations during the reinvestment period.

RATINGS ASSIGNED

OCP CLO 2014-6 Ltd./OCP CLO 2014-6 Corp.

Class                     Rating                   Amount
                                                 (mil. $)
A-1A                      AAA (sf)                 365.50
A-1B                      AAA (sf)                 193.00
A-1L(i)                   AAA (sf)                  50.00
A-2A                      AA (sf)                   63.75
A-2B                      AA (sf)                   48.50
B (deferrable)            A (sf)                    68.50
C (deferrable)            BBB (sf)                  52.75
D (deferrable)            BB (sf)                   47.00
E (deferrable)            B (sf)                    20.75
Preference shares         NR                        92.00

(i) On the closing date, the co-issuers entered into a credit
    agreement in which the lenders made class A-1L loans.  The
    class A-1L loans may be converted to class A-1C notes.

NR-Not rated.


OCTAGON INVESTMENT XX: Moody's Rates $39.6MM Cl. E Notes '(P)Ba3'
-----------------------------------------------------------------
Moody's Investors Service has assigned provisional ratings to five
classes of notes issued by Octagon Investment Partners XX, Ltd.

$384,000,000 Class A Senior Secured Floating Rate Notes due 2026
(the "Class A Notes"), Assigned (P)Aaa (sf)

$63,600,000 Class B Senior Secured Floating Rate Notes due 2026
(the "Class B Notes"), Assigned (P)Aa2 (sf)

$30,200,000 Class C Secured Deferrable Floating Rate Notes due
2026 (the "Class C Notes"), Assigned (P)A2 (sf)

$38,500,000 Class D Secured Deferrable Floating Rate Notes due
2026 (the "Class D Notes"), Assigned (P)Baa3 (sf)

$39,600,000 Class E Secured Deferrable Floating Rate Notes due
2026 (the "Class E Notes"), Assigned (P)Ba3 (sf)

The Class A 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."

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
assets, the transaction's legal structure, and the characteristics
of the underlying assets.

Octagon XX 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 portfolio is expected to be approximately
70% ramped as of the closing date.

Octagon Credit Investors, 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 and credit improved 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: $600,000,000

Diversity Score: 55

Weighted Average Rating Factor (WARF): 2650

Weighted Average Spread (WAS): 3.62%

Weighted Average Coupon (WAC): 7.00%

Weighted Average Recovery Rate (WARR): 43.00%

Weighted Average Life (WAL): 8 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.

Factors That Would Lead to an Upgrade or Downgrade of the Rating:

The performance of the Rated Notes is subject to uncertainty. The
performance of the Rated Notes is sensitive to the performance of
the underlying portfolio, which in turn depends on economic and
credit conditions that may change. The Manager's investment
decisions and management of the transaction will also affect the
performance of the Rated Notes.

Together with the set of modeling assumptions above, Moody's
conducted an additional sensitivity analysis, which was an
important component in determining the ratings assigned to the
Rated Notes. This sensitivity analysis includes increased default
probability relative to the base case.

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

Percentage Change in WARF -- increase of 15% (from 2650 to 3048)

Rating Impact in Rating Notches

Class A Notes: -1

Class B Notes: -2

Class C Notes: -2

Class D Notes: -1

Class E Notes: -1

Percentage Change in WARF -- increase of 30% (from 2650 to 3445)

Rating Impact in Rating Notches

Class A Notes: -1

Class B Notes: -4

Class C Notes: -4

Class D Notes: -2

Class E Notes: -2

The V Score for this transaction is Medium/High. This V Score has
been assigned in a manner similar to the Medium/High V Score
assigned for the global cash flow CLO sector, as described in the
special report titled "V Scores and Parameter Sensitivities in the
Global Cash Flow CLO Sector," dated July 6, 2009 and available on
www.moodys.com.


OHA CREDIT X: Moody's Assigns Ba3 Rating on $49.75MM Cl. E Notes
----------------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following ratings to seven classes of notes issued by OHA Credit
Partners X, Ltd.:

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

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

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

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

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

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

  $6,250,000 Class F Junior Secured Deferrable Floating Rate
  Notes due 2026 (the "Class F Notes"), Definitive Rating
  Assigned 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."

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.

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): 2795

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.

Factors That Would Lead to an Upgrade or Downgrade of the Rating:

The performance of the Rated Notes is subject to uncertainty. The
performance of the Rated Notes is sensitive to the performance of
the underlying portfolio, which in turn depends on economic and
credit conditions that may change. The Manager's investment
decisions and management of the transaction will also affect the
performance of the Rated Notes.

Together with the set of modeling assumptions above, Moody's
conducted an additional sensitivity analysis, which was an
important component in determining the ratings assigned to the
Rated Notes. This sensitivity analysis includes increased default
probability relative to the base case.

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

Percentage Change in WARF -- increase of 15% (from 2775 to 3191)

Rating Impact in Rating Notches

Class X Notes: 0

Class A Notes: -1

Class B Notes: -2

Class C Notes: -2

Class D Notes: -1

Class E Notes: -1

Class F Notes: -2

Percentage Change in WARF -- increase of 30% (from 2775 to 3608)

Rating Impact in Rating Notches

Class X Notes: 0

Class A Notes: -1

Class B Notes: -4

Class C Notes: -4

Class D Notes: -2

Class E Notes: -1

Class F Notes: -4

The V Score for this transaction is Medium/High. Moody's assigned
this V Score in a manner similar to the Medium/High V Score
assigned for the global cash flow CLO sector, as described in the
special report titled "V Scores and Parameter Sensitivities in the
Global Cash Flow CLO Sector," dated July 6, 2009 and available on
www.moodys.com.

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


OZLM FUNDING V: S&P Affirms 'BB' Rating on Class D Notes
--------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on OZLM
Funding V Ltd./OZLM Funding V LLC's $455 million floating-rate
notes following the transaction's effective date as of March 19,
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 that 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 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 AFFIRMED

OZLM Funding V Ltd./OZLM Funding V LLC

Class                    Rating                     Amount
                                                  (mil. $)
A-1                      AAA (sf)                   290.50
A-2                      AA (sf)                     65.25
B                        A (sf)                      36.75
C                        BBB (sf)                    26.25
D                        BB sf)                      23.00
E                        B (sf)                      13.25


OZLM VII: Moody's Assigns 'B2' Rating on $20.8MM Class E Notes
--------------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following ratings to notes issued by OZLM VII, Ltd.:

  $310,000,000 Class A-1a Senior Secured Floating Rate Notes due
  2026 (the "Class A-1a Notes"), Definitive Rating Assigned
  Aaa (sf)

  $190,000,000 Class A-1b Senior Secured Floating Rate Notes due
  2026 (the "Class A-1b Notes"), Definitive Rating Assigned
  Aaa (sf)

  $66,000,000 Class A-2a Senior Secured Floating Rate Notes due
  2026 (the "Class A-2a Notes"), Definitive Rating Assigned
  Aa2 (sf)

  $40,000,000 Class A-2b Senior Secured Fixed Rate Notes due 2026
  (the "Class A-2b Notes"), Definitive Rating Assigned Aa2 (sf)

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

  $21,750,000 Class B-2 Senior Secured Deferrable Fixed Rate
  Notes due 2026 (the "Class B-2 Notes"), Definitive Rating
  Assigned A2 (sf)

  $50,000,000 Class C Senior Secured Deferrable Floating Rate
  Notes due 2026 (the "Class C Notes"), Definitive Rating
  Assigned Baa3 (sf)

  $33,250,000 Class D Secured Deferrable Floating Rate Notes due
  2026 (the "Class D Notes"), Definitive Rating Assigned Ba2 (sf)

  $20,750,000 Class E Secured Deferrable Floating Rate Notes due
  2026 (the "Class E Notes"), Definitive Rating Assigned B2 (sf)

Ratings Rationale

Moody's ratings of the Class A-1a Notes, the Class A-1b, the Class
A-2a Notes, the Class A-2b Notes, the Class B-1 Notes, the Class
B-2 Notes, the Class C Notes, the Class D Notes and the Class E
Notes (collectively, the "Rated Notes") address the expected
losses posed to the holders of the Rated Notes. 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.

OZLM VII 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 and eligible investments and up
to 10% of the portfolio may consist of second lien loans and
unsecured loans. The underlying collateral pool is approximately
75% ramped as of the closing date.

Och-Ziff Loan Management LP ("Och-Ziff" or 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 and a quarter
year reinvestment period. Thereafter, purchases are permitted
using principal proceeds from unscheduled principal payments and
proceeds from sales of credit risk obligations or credit improved
obligations, and are subject to certain restrictions.

In addition to the Rated Notes, the Issuer will issue one class 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 of $800,000,000

Diversity of 55

WARF of 2750

Weighted Average Spread of 4.0%

Weighted Average Coupon of 7.0%

Weighted Average Recovery Rate of 47%

Weighted Average Life of 8 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.

Factors That Would Lead to an Upgrade or Downgrade of the Rating:

The performance of the Rated Notes is subject to uncertainty. The
performance of the Rated Notes is sensitive to the performance of
the underlying portfolio, which in turn depends on economic and
credit conditions that may change. The Manager's investment
decisions and management of the transaction will also affect the
performance of the Rated Notes.

Together with the set of modeling assumptions above, Moody's
conducted an additional sensitivity analysis, which was an
important component in determining the ratings assigned to the
Rated Notes. This sensitivity analysis includes an increased
default probability relative to the base case.

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

Percentage Change in WARF -- increase of 15% (from 2750 to 3163)

Rating Impact in Rating Notches

Class A-1a Notes: 0

Class A-1b Notes: 0

Class A-2a Notes: -1

Class A-2b Notes: -1

Class B-1 Notes: -2

Class B-2 Notes: -2

Class C Notes: -1

Class D Notes: -1

Class E Notes: -1

Percentage Change in WARF -- increase of 30% (from 2750 to 3575)

Rating Impact in Rating Notches

Class A-1a Notes: -1

Class A-1b Notes: -1

Class A-2a Notes: -3

Class A-2b Notes: -3

Class B-1 Notes: -3

Class B-2 Notes: -3

Class C Notes: -2

Class D Notes: -2

Class E Notes: -1

The V Score for this transaction is Medium/High. Moody's assigned
this V Score in a manner similar to the Medium/High V Score
assigned for the global cash-flow CLO sector, as described in the
special report titled "V Scores and Parameter Sensitivities in the
Global Cash Flow CLO Sector," dated July 6, 2009, available on
www.moodys.com.

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


PARK PLACE 2005-WHQ4: Moody's Ups Rating on Cl. M-2 Debt to Caa2
----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of two tranches
from Park Place 2005-WHQ4, backed by Subprime mortgage loans.

Complete rating actions are as follows:

Issuer: Park Place Securities, Inc., Asset-Backed Pass-Through
Certificates, Series 2005-WHQ4

Cl. M-1, Upgraded to B1 (sf); previously on Aug 28, 2013 Upgraded
to B2 (sf)

Cl. M-2, Upgraded to Caa2 (sf); previously on Aug 28, 2013
Upgraded to Ca (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.

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 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.


REGATTA IV FUNDING: Moody's Assigns Ba3 Rating on Class E Notes
---------------------------------------------------------------
Moody's Investors Service has assigned definitive ratings to nine
classes of notes to be issued by Regatta IV Funding Ltd.:

Moody's rating action is as follows:

  $3,500,000 Class X Senior Secured Floating Rate Notes due 2026
  (the "Class X Notes"), Definitive Rating Assigned Aaa (sf)

  $291,000,000 Class A-1 Floating Rate Notes due 2026 (the "Class
  A-1 Notes"), Definitive Rating Assigned Aaa (sf)

  $79,500,000 Class A-2 Floating Rate Notes due 2026 (the "Class
  A-2 Notes"), Definitive Rating Assigned Aaa (sf)

  $75,000,000 Class B Floating Rate Notes due 2026 (the "Class B
  Notes"), Definitive Rating Assigned Aa2 (sf)

  $37,500,000 Class C Deferrable Floating Rate Notes due 2026
  (the "Class C Notes"), Definitive Rating Assigned A2 (sf)

  $38,250,000 Class D Deferrable Floating Rate Notes due 2026
  (the "Class D Notes"), Definitive Rating Assigned Baa3 (sf)

  $33,750,000 Class E Deferrable Floating Rate Notes due 2026
  (the "Class E Notes"), Definitive Rating Assigned Ba3 (sf)

Up to U.S.$349,906,883 Combination Notes, which will be composed
of "Components" representing up to U.S. $291,000,000 Class A-1
Notes and up to U.S $58,906,883 Class B Notes due 2026 (the
"Combination Notes"), Definitive Rating Assigned Aa1 (sf). On the
closing date, the initial aggregate principal amount of the
Combination Notes will be $345,850,000, which will be composed of
components representing $287,626,094 of Class A-1 Notes and
$58,223,906 of Class B Notes.

The Class X Notes, the Class A-1 Notes, the Class A-2 Notes, the
Class B Notes, the Class C Notes, the Class D Notes, the Class E
Notes the Class F Notes, and the Combination 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.

Moody's rating of the Combination Notes reflects the combined
expected losses of the Class A-1 Notes and the Class B Notes, the
Components of the Combination Notes. The Combination Notes will
pay interest at a rate equal to the weighted average interest rate
of the Components, which will be LIBOR plus 1.51% per annum on the
closing date.

Regatta IV 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
consist of senior secured loans, cash, and eligible investments,
and up to 10.0% of the portfolio may consist of second lien loans,
unsecured loans, senior secured bonds, senior unsecured bonds and
letters of credit. The portfolio is expected to be at least 80%
ramped as of the closing date.

Napier Park Global Capital (US) LP (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 not reinvest
principal proceeds received from repayments or sales.

In addition to the Rated Notes and the Combination 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: $600,000,000

Diversity Score: 60

Weighted Average Rating Factor (WARF): 2800

Weighted Average Spread (WAS): 3.80%

Weighted Average Coupon (WAC): 7.00%

Weighted Average Recovery Rate (WARR): 47.0%

Weighted Average Life (WAL): 9.1 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.

Factors That Would Lead to an Upgrade or Downgrade of the Rating:

The performance of the Rated Notes is subject to uncertainty. The
performance of the Rated Notes is sensitive to the performance of
the underlying portfolio, which in turn depends on economic and
credit conditions that may change. The Manager's investment
decisions and management of the transaction will also affect the
performance of the Rated Notes.

Together with the set of modeling assumptions above, Moody's
conducted an additional sensitivity analysis, which was an
important component in determining the ratings assigned to the
Rated Notes. This sensitivity analysis includes increased default
probability relative to the base case.

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

Percentage Change in WARF -- increase of 15% (from 2800 to 3220)

Rating Impact in Rating Notches

Class X Notes: 0

Class A-1 Notes: 0

Class A-2 Notes: 0

Class B Notes: -1

Class C Notes: -2

Class D Notes: -1

Class E Notes: 0

Class F Notes: 0

Combination Notes: 0

Percentage Change in WARF -- increase of 30% (from 2800 to 3640)

Rating Impact in Rating Notches

Class X Notes: 0

Class A-1 Notes: -1

Class A-2 Notes: -1

Class B Notes: -3

Class C Notes: -3

Class D Notes: -2

Class E Notes: 0

Class F Notes: -1

Combination Notes: -3

The V Score for this transaction is Medium/High. This V Score has
been assigned in a manner similar to the Medium/High V Score
assigned for the global cash flow CLO sector, as described in the
special report titled "V Scores and Parameter Sensitivities in the
Global Cash Flow CLO Sector," dated July 6, 2009 and available on
www.moodys.com.

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


SAN GABRIEL I: Moody's Hikes Rating on Class B-2L Notes to Ba3
--------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on the
following notes issued by San Gabriel CLO I Ltd.:

  $25,000,000 Class A-2L Floating Rate Notes Due September 2021,
  Upgraded to Aaa (sf); previously on August 29, 2013 Upgraded to
  Aa1 (sf);

  $29,000,000 Class A-3L Floating Rate Notes Due September 2021,
  Upgraded to Aa3 (sf); previously on August 29, 2013 Upgraded to
  A2 (sf);

  $15,000,000 Class B-1L Floating Rate Notes Due September 2021,
  Upgraded to Baa1 (sf); previously on August 29, 2013 Affirmed
  Ba1 (sf);

  $16,500,000 Class B-2L Floating Rate Notes Due September 2021
  (current outstanding balance of $16,135,315), Upgraded to
  Ba3 (sf); previously on August 29, 2013 Affirmed B1 (sf).

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

  $273,000,000 Class A-1L Floating Rate Notes Due September 2021
  (current outstanding balance of $178,664,151), Affirmed Aaa
  (sf); previously on August 29, 2013 Affirmed Aaa (sf);

  Up to $40,000,000 Class A-1LV Floating Rate Revolving Notes Due
  September 2021 (current outstanding balance of $26,177,898),
  Affirmed Aaa (sf); previously on August 29, 2013 Affirmed
  Aaa (sf).

San Gabriel CLO I Ltd., issued in July 2007, 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-1L and A-
1LV notes have been collectively paid down by approximately 33.5%
or $103.0 million since August 2013. Based on the trustee's May
2014 report, the over-collateralization (OC) ratios for the Senior
Class A, Class A, Class B-1L and Class B-2L notes are reported at
127.6%, 115.0%, 109.4% and 104.0%, respectively, versus August
2013 levels of 121.8%, 112.0%, 107.5% and 103.1%, respectively.
Moody's notes that the overcollateralization ratios reported in
the May 2014 trustee report do not include the June 2014 payment
distribution, when $35.1 million of principal proceeds were used
to pay down the Class A-1L and A-1LV notes.

The deal has benefited from an improvement in the credit quality
of the portfolio since August 2013. Based on the trustee's May
2014 report, the weighted average rating factor is currently 2397
compared to 2522 in August 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.

Factors that Would Lead to an Upgrade or Downgrade of the Rating:

This transaction is subject to a number of factors and
circumstances that could lead to either an upgrade or downgrade of
the ratings:

1) Macroeconomic uncertainty: CLO performance is subject to a)
uncertainty about credit conditions in the general economy and b)
the large concentration of upcoming speculative-grade debt
maturities, which could make refinancing difficult for issuers.

2) Collateral Manager: Performance can also be affected positively
or negatively by a) the manager's investment strategy and behavior
and b) differences in the legal interpretation of CLO
documentation by different transactional parties owing to embedded
ambiguities.

3) Collateral credit risk: A shift towards collateral of better
credit quality, or better credit performance of assets
collateralizing the transaction than Moody's current expectations,
can lead to positive CLO performance. Conversely, a negative shift
in credit quality or performance of the collateral can have
adverse consequences for CLO performance.

4) Deleveraging: An important source of uncertainty in this
transaction is whether deleveraging from unscheduled principal
proceeds will continue and at what pace. Deleveraging of the CLO
could accelerate owing to high prepayment levels in the loan
market and/or collateral sales by the manager, which could have a
significant impact on the notes' ratings. Note repayments that are
faster than Moody's current expectations will usually have a
positive impact on CLO notes, beginning with those with the
highest payment priority.

5) Recovery of defaulted assets: Fluctuations in the market value
of defaulted assets reported by the trustee and those that Moody's
assumes as having defaulted could result in volatility in the
deal's OC levels. Further, the timing of recoveries and whether a
manager decides to work out or sell defaulted assets create
additional uncertainty. Moody's analyzed defaulted recoveries
assuming the lower of the market price and the recovery rate in
order to account for potential volatility in market prices.
Realization of higher than assumed recoveries would positively
impact the CLO.

In addition to the base case analysis, Moody's also conducted
sensitivity analyses to test the impact of a number of default
probabilities on the rated notes relative to the base case
modeling results, which may be different from the current public
ratings of the notes. Below is a summary of the impact of
different default probabilities (expressed in terms of WARF) on
all of the rated notes (by the difference in the number of notches
versus the current model output, for which a positive difference
corresponds to lower expected loss):

Moody's Adjusted WARF -- 20% (1940)

Class A-1L: 0

Class A-1LV: 0

Class A-2L: 0

Class A-3L: +3

Class B-1L: +3

Class B-2L: +1

Moody's Adjusted WARF + 20% (2910)

Class A-1L: 0

Class A-1LV: 0

Class A-2L: 0

Class A-3L: -2

Class B-1L: -2

Class B-2L: -1

Loss and Cash Flow Analysis:

Moody's modeled the transaction using a cash flow model based on
the Binomial Expansion Technique, as described in Section 2.3 of
the "Moody's Global Approach to Rating Collateralized Loan
Obligations," published in February 2014.

The key model inputs Moody's used in its analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on its published methodology and
could differ from the trustee's reported numbers. In its base
case, Moody's analyzed the collateral pool as having a performing
par and principal proceeds balance of $301.3 million, defaulted
par of $7.0 million, a weighted average default probability of
16.18% (implying a WARF of 2425), a weighted average recovery rate
upon default of 49.95%, a diversity score of 66 and a weighted
average spread of 3.0%.

Moody's incorporates the default and recovery properties of the
collateral pool in cash flow model analysis where they are subject
to stresses as a function of the target rating on each CLO
liability reviewed. Moody's derives the default probability from
the credit quality of the collateral pool and Moody's expectation
of the remaining life of the collateral pool. The average recovery
rate for future defaults is based primarily on the seniority of
the assets in the collateral pool. Moody's generally applies
recovery rates for CLO securities as published in "Moody's
Approach to Rating SF CDOs." In some cases, alternative recovery
assumptions may be considered based on the specifics of the
analysis of the transaction. In each case, historical and market
performance and the collateral manager's latitude for trading the
collateral are also factors.


SEQUOIA MORTGAGE 2004-12: Moody's Cuts Rating on 2 Notes to 'Ba1'
-----------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of two
tranches backed by Prime Jumbo RMBS loans, issued by Sequoia
Mortgage Trust 2004-12. The Class A-3 bond from Sequoia Mortgage
Trust 2004-12 is a resecuritization of a portion of the Class A-1
tranche from Sequoia Mortgage Trust 2004-7, which is backed by
Jumbo loans issued in 2004. Class X-A2 is an interest-only tranche
linked to the outstanding principal balance of Class A-3.

Complete rating actions are as follows:

Issuer: Sequoia Mortgage Trust 2004-12

Cl. A-3, Downgraded to Ba1 (sf); previously on Apr 30, 2012
Confirmed at Baa3 (sf)

Cl. X-A2, Downgraded to Ba1 (sf); previously on Apr 30, 2012
Confirmed at Baa3 (sf)

Ratings Rationale

The actions are a result of the recent performance of the
underlying pool and reflect Moody's updated loss expectations on
the pool. The actions further reflect the recent performance of
the underlying pool backing Sequoia Mortgage Trust 2004-7 and
Moody's updated loss expectations on the underlying RMBS bond.

The methodologies used in this rating were "US RMBS Surveillance
Methodology" published in November 2013 and "Moody's Approach to
Rating Resecuritizations" published in February 2014.

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.


STONE TOWER VII: Moody's Affirms 'Ba1' Rating on Class C Notes
--------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on the
following notes issued by Stone Tower CLO VII Ltd.:

$45,000,000 Class A-2 Floating Rate Notes Due 2021, Upgraded to
Aaa (sf); previously on September 2, 2011 Confirmed at Aa1 (sf)

$34,000,000 Class A-3 Floating Rate Notes Due 2021, Upgraded to
Aa2 (sf); previously on September 2, 2011 Upgraded to Aa3 (sf)

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

$406,000,000 Class A-1 Floating Rate Notes Due 2021, Affirmed Aaa
(sf); previously on September 27, 2007 Assigned Aaa (sf)

$28,000,000 Class B Deferrable Floating Rate Notes Due 2021,
Affirmed A3 (sf); previously on September 2, 2011 Upgraded to A3
(sf)

$27,000,000 Class C Deferrable Floating Rate Notes Due 2021,
Affirmed Ba1 (sf); previously on September 2, 2011 Upgraded to Ba1
(sf)

Stone Tower CLO VII Ltd., issued in August 2007, is a
collateralized loan obligation backed primarily by a portfolio of
senior secured loans. The transaction's reinvestment period will
end in September 2014.

Ratings Rationale

These rating actions reflect the benefit of the short period of
time remaining before the end of the deal's reinvestment period in
September 2014. In light of the reinvestment restrictions during
the amortization period, and therefore the limited ability of the
manager to effect significant changes to the current collateral
pool, Moody's analyzed the deal assuming a higher likelihood that
the collateral pool characteristics will maintain a positive
buffer relative to certain covenant requirements. In particular,
Moody's assumed that the deal will benefit from a higher weighted
average spread (WAS) compared to the levels during the last rating
action. Moody's modeled a WAS of 3.25% compared to 2.9% during the
last rating action. The deal has also benefited from an increase
in weighted average recovery rate of the portfolio. Furthermore,
the transaction's reported OC ratios have been stable.

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.

Factors that Would Lead to an Upgrade or Downgrade of the Rating:

This transaction is subject to a number of factors and
circumstances that could lead to either an upgrade or downgrade of
the ratings:

1) Macroeconomic uncertainty: CLO performance is subject to a)
uncertainty about credit conditions in the general economy and b)
the large concentration of upcoming speculative-grade debt
maturities, which could make refinancing difficult for issuers.

2) Collateral Manager: Performance can also be affected positively
or negatively by a) the manager's investment strategy and behavior
and b) differences in the legal interpretation of CLO
documentation by different transactional parties owing to embedded
ambiguities.

3) Collateral credit risk: A shift towards collateral of better
credit quality, or better credit performance of assets
collateralizing the transaction than Moody's current expectations,
can lead to positive CLO performance. Conversely, a negative shift
in credit quality or performance of the collateral can have
adverse consequences for CLO performance.

4) Deleveraging: An important source of uncertainty in this
transaction is whether deleveraging from unscheduled principal
proceeds will commence and at what pace. Deleveraging of the CLO
could accelerate owing to high prepayment levels in the loan
market and/or collateral sales by the manager, which could have a
significant impact on the notes' ratings. Note repayments that are
faster than Moody's current expectations will usually have a
positive impact on CLO notes, beginning with those with the
highest payment priority.

5) Recovery of defaulted assets: Fluctuations in the market value
of defaulted assets reported by the trustee and those that Moody's
assumes as having defaulted could result in volatility in the
deal's OC levels. Further, the timing of recoveries and whether a
manager decides to work out or sell defaulted assets create
additional uncertainty. Moody's analyzed defaulted recoveries
assuming the lower of the market price and the recovery rate in
order to account for potential volatility in market prices.
Realization of higher than assumed recoveries would positively
impact the CLO.

In addition to the base case analysis, Moody's also conducted
sensitivity analyses to test the impact of a number of default
probabilities on the rated notes relative to the base case
modeling results, which may be different from the current public
ratings of the notes. Below is a summary of the impact of
different default probabilities (expressed in terms of WARF) on
all of the rated notes (by the difference in the number of notches
versus the current model output, for which a positive difference
corresponds to lower expected loss):

Moody's Adjusted WARF --20% (1946)

Class A-1: 0

Class A-2: 0

Class A-3: +1

Class B: +3

Class C: +2

Moody's Adjusted WARF + 20% (3040)

Class A-1: 0

Class A-2: 0

Class A-3: -2

Class B: -1

Class C: 0

Loss and Cash Flow Analysis:

Moody's modeled the transaction using a cash flow model based on
the Binomial Expansion Technique, as described in Section 2.3 of
the "Moody's Global Approach to Rating Collateralized Loan
Obligations," published in February 2014.

The key model inputs Moody's used in its analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on its published methodology and
could differ from the trustee's reported numbers. In its base
case, Moody's analyzed the collateral pool as having a performing
par and principal proceeds balance of $576.2 million, defaulted
par of $0.7 million, a weighted average default probability of
15.84% (implying a WARF of 2433), a weighted average recovery rate
upon default of 50.7%, a diversity score of 60, and a weighted
average spread of 3.25%.

Moody's incorporates the default and recovery properties of the
collateral pool in cash flow model analysis where they are subject
to stresses as a function of the target rating on each CLO
liability reviewed. Moody's derives the default probability from
the credit quality of the collateral pool and Moody's expectation
of the remaining life of the collateral pool. The average recovery
rate for future defaults is based primarily on the seniority of
the assets in the collateral pool. In each case, historical and
market performance and the collateral manager's latitude for
trading the collateral are also factors.


STRUCTURED ASSET 2006-2: Moody's Ups Rating on Cl. A3 Secs to B1
----------------------------------------------------------------
Moody's Investors Service has upgraded the rating of Cl. A3 from
Structured Asset Investment Loan Trust 2006-2, which is backed by
Subprime mortgage loans.

Complete rating actions are as follows:

Issuer: Structured Asset Investment Loan Trust 2006-2

Cl. A3, Upgraded to B1 (sf); previously on Jan 9, 2013 Upgraded to
B3 (sf)

Ratings Rationale

The rating upgraded is a result of improving performance of the
related pool and/or faster pay-down of the bond due to high
prepayments/faster liquidations. The action reflects Moody's
updated loss expectations on this pool.

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 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.


TALMAGE STRUCTURED 2006-4: Fitch Hikes Class B Notes Rating to BB
-----------------------------------------------------------------
Fitch Ratings has upgraded three and affirmed five classes of
Talmage Structured Real Estate Funding 2006-4 Ltd./LLC (Talmage
2006-4) reflecting an increase in credit enhancement due to
principal paydown and improved recovery prospects since Fitch's
last rating action.

Fitch's base case loss expectation is currently 47.3% for the
remaining assets.  Fitch's performance expectation incorporates
prospective views regarding commercial real estate (CRE) market
value and cash flow declines.  A detailed list of rating actions
follows at the end of this release.

KEY RATING DRIVERS

Since Fitch's last rating action and as of the May 2014 trustee
report, the liabilities have amortized by an additional $59.7
million primarily due to the repayment in full of two loans, the
amortization of several other loans, and through interest
diversion.  While the transaction is considered concentrated with
only eight obligors, recovery prospects have improved since the
last rating action, primarily due to the upgrade of underlying
collateral and the anticipated near-term repayment of a CMBS
position and related B-note.

Talmage 2006-4 is concentrated with eight obligors of CRE debt of
which approximately 75.9% is subordinate debt or subordinate
tranches of structured finance transactions.  Fitch expects
significant losses upon default for the subordinate positions
since they are generally highly leveraged.  Loan positions from
two obligors (45.5%) are currently defaulted and one loan (5.1%)
is considered a Fitch Loan of Concern.  Fitch expects significant
losses on the defaulted assets and loan of concern.

Talmage 2006-4 is a CRE collateralized debt obligation (CDO)
managed by Talmage, LLC, which is under collateralized with
approximately $193 million of collateral.  The transaction had a
five-year reinvestment period that ended in February 2012.

As of the May 2014 trustee report and per Fitch categorizations,
the CDO was substantially invested as follows: CRE subordinate B-
notes/mezzanine loans (34.7%), A-notes/whole loans (24.1%), CMBS
and CRE CDOs (41.2%).  In general, Fitch treats non-senior,
single-borrower CMBS as CRE B-notes.

The class C/D/E and F/G/H overcollateralization (OC) tests are
failing, as of the May 2014 trustee report.  As a result, all
interest proceeds remaining after the payment of the class E
interest are being redirected to redeem class A-1.

Under Fitch's updated methodology, approximately 62.1% of the
portfolio is modeled to default in the base case stress scenario,
defined as the 'B' stress.  Fitch modeled recoveries of 23.8%.

The largest component of Fitch's base case loss expectation is the
expected loss on three B-notes (17.2%) secured by a portfolio of
three hotel/gaming properties that have experienced significant
declines in performance.  Fitch modeled a term default in its base
case scenario with a full loss on the subordinate positions.

The second largest component of Fitch's base case loss expectation
is the expected loss assigned to the CRE CDO collateral (25.7%).

The third largest component of Fitch's base case loss expectation
is an A-note (18.9%) secured by an undeveloped land parcel in
Orlando, FL.  Fitch modeled a term default in its base case
scenario with a substantial modeled loss.

This transaction was analyzed according to the 'Surveillance
Criteria for U.S. CREL CDOs and CMBS Large Loan Floating-Rate
Transactions', which applies stresses to property cash flows and
debt service coverage ratio (DSCR) tests to project future default
levels for the underlying portfolio.  Recoveries are based on
stressed cash flows and Fitch's long-term capitalization rates.
The credit enhancement to class A-2 through C was then compared to
the modeled expected losses.

Additional sensitivity was performed to analyze the reliance on
collateral needed to perform for repayment of the notes with
additional consideration given to a CMBS class and B-note that are
anticipated to repay in full in the near term.  In consideration
of the high concentration of the pool, the credit enhancement was
determined to be consistent with the ratings assigned below.
Based on prior modeling results, no material impact was
anticipated from cash flow modeling the transaction.

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

RATING SENSITIVITIES

The Rating Outlooks reflect the adequacy of credit enhancement to
the classes relative to potential further negative credit
migration.  The junior classes are subject to downgrade as losses
are realized or if realized losses exceed Fitch's expectations.

Fitch has upgraded the ratings and revised Rating Outlooks on the
following classes as indicated:

   -- $34.8 million class A-2 to 'Asf' from 'Bsf'; Outlook Stable;
   -- $42 million class B to 'BBsf' from 'Bsf'; Outlook to Stable;
   -- $25.8 million class C to 'Bsf' from 'CCCsf'; Outlook Stable.

Fitch has affirmed the ratings on the following classes as
indicated:

   -- $13.8 million class D at 'CCCsf'; 'RE 100%;
   -- $13.7 million class E at 'CCCsf'; 'RE 100%';
   -- $13.9 million class F at 'CCsf'; 'RE 15%';
   -- $15.3 million class G at 'Csf'; 'RE 0%';
   -- $11.1 million class H at 'Csf'; 'RE 0%'.

Classes A-1 and S have paid in full.


TELOS CLO 2007-2: S&P Affirms BB Rating on Class E Notes
--------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class
A-2, B, C, and D notes from Telos CLO 2007-2 Ltd., a U.S.
collateralized loan obligation transaction managed by Tricadia CDO
Management LLC, and removed them from CreditWatch, where S&P
placed them with positive implications on April 9, 2014.
Concurrently, S&P affirmed its ratings on the class A-1 and E
notes and removed its rating on the class E notes from CreditWatch
positive.

The upgrades mainly reflect paydowns to the class A-1 notes and a
subsequent increase in the credit support available to support the
notes.  Since S&P's February 2012 rating actions, the transaction
has exited its reinvestment period and has paid down the class A-1
notes by approximately $79.5 million to 67.0% of their original
balance.  Although the transaction is no longer in its
reinvestment period, it can still reinvest credit risk and credit-
improved collateral proceeds as long as certain conditions are
met.

In addition, the upgrades also reflect an improvement in the
overcollateralization (O/C) available to support the notes,
primarily due to the paydowns. The trustee reported the following
increased O/C ratios in the May 2014 monthly report:

   -- The class A/B O/C ratio was 140.15%, compared with 130.71%
      in January 2012;

   -- The class C O/C ratio was 127.86%, compared with 122.01% in
      January 2012;

   -- The class D O/C ratio was 117.56%, compared with 114.39% in
      January 2012; and

   -- The class E O/C ratio was 111.05%, compared with 109.43% in
      January 2012.

The upgrades further reflect the underlying collateral pool's
improved credit quality.  Since February 2012, the outstanding
balance of the 'CCC' rated assets held within the collateral pool
has declined to $16.47 million, as stated in the May 2014 trustee
report, from $44.8 million in the January 2012 trustee report.

S&P affirmed its ratings on the class A-1 and E notes to reflect
the available credit support consistent with the current rating
levels.

CASH FLOW RESULTS AND SENSITIVITY ANALYSIS

Telos CLO 2007-2 Ltd.

                                Cash
                                flow        Cash
         Previous               implied     flow          Final
Class    rating                 rating      cushion (i)   rating
A-1      AAA (sf)               AAA (sf)    19.86%        AAA (sf)
A-2      AA+ (sf)/Watch Pos     AAA (sf)    8.25%         AAA (sf)
B        AA (sf)/Watch Pos      AA+ (sf)    10.50%        AA+ (sf)
C        A (sf)/Watch Pos       AA- (sf)    3.02%         AA- (sf)
D        BBB (sf)/Watch Pos     BBB+ (sf)   3.86%        BBB+ (sf)
E        BB (sf)/Watch Pos      BB (sf)     1.43%         BB (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

         Cash        Recovery    Corr.       Corr.
         flow        decrease    increase    decrease
         implied     implied     implied     implied     Final
Class    rating      rating      rating      rating      rating
A-1      AAA (sf)    AAA (sf)    AAA (sf)    AAA (sf)    AAA (sf)
A-2      AAA (sf)    AAA (sf)    AAA (sf)    AAA (sf)    AAA (sf)
B        AA+ (sf)    AA+ (sf)    AA+ (sf)    AAA (sf)    AA+ (sf)
C        AA- (sf)    A+ (sf)     A+ (sf)     AA+ (sf)    AA- (sf)
D        BBB+ (sf)   BBB (sf)    BBB+ (sf)   BBB+ (sf)   BBB+ (sf)
E        BB (sf)     BB- (sf)    BB (sf)     BB+ (sf)    BB (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-1       AAA (sf)     AAA (sf)      AAA (sf)      AAA (sf)
A-2       AAA (sf)     AAA (sf)      AAA (sf)      AAA (sf)
B         AA+ (sf)     AA+ (sf)      AA+ (sf)      AA+ (sf)
C         AA- (sf)     AA- (sf)      A+ (sf)       AA- (sf)
D         BBB+ (sf)    BBB+ (sf)     BBB- (sf)     BBB+ (sf)
E         BB (sf)      BB- (sf)      B+ (sf)       BB (sf)

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

RATINGS LIST

Telos CLO 2007-2 Ltd.
                     Rating
Class   Identifier   To          From
A-1     87972VAA0    AAA (sf)    AAA (sf)
A-2     87972VAD4    AAA (sf)    AA+ (sf)/Watch Pos
B       87972VAE2    AA+ (sf)    AA (sf)/Watch Pos
C       87972VAF9    AA- (sf)    A (sf)/Watch Pos
D       87972VAG7    BBB+ (sf)   BBB (sf)/Watch Pos
E       87972VAH5    BB (sf)     BB (sf)/Watch Pos


TELOS CLO 2014-5: S&P Affirms 'BB' Rating on Class E Notes
----------------------------------------------------------
Standard & Poor's Ratings Services affirmed its rating on TELOS
CLO 2014-5 Ltd./TELOS CLO 2014-5 LLC's $376.75 million fixed- and
floating-rate notes following the transaction's effective date as
of May 20, 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 directingthe 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 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

TELOS CLO 2014-5 Ltd./TELOS CLO 2014-5 LLC

                       Rating      Rating
Class    Identifier    To          From
A        87974KAA2     AAA (sf)    AAA (sf)
B-1      87974KAC8     AA (sf)     AA (sf)
B-2      87974KAE4     AA (sf)     AA (sf)
C def    87974KAG9     A (sf)      A (sf)
D def    87974KAJ3     BBB (sf)    BBB (sf)
E def    87974KAL8     BB (sf)     BB (sf)
F def    87974KAN4     B (sf)      B (sf)


TRAINER WORTHAM V: Moody's Confirms Caa3 Rating on Cl. A-1 Notes
----------------------------------------------------------------
Moody's Investors Service has confirmed the rating on notes issued
by Trainer Wortham First Republic CBO V, Ltd.:

  $255,000,000 Class A-1 First Priority Senior Secured Floating
  Rate Notes Due 2040 (current outstanding balance of
  $66,232,446), Confirmed Caa3 (sf); previously on March 6, 2014
  Caa3 (sf) Placed Under Review for Possible Upgrade.

Trainer Wortham First Republic CBO V, Ltd., issued in November
2004, is a collateralized debt obligation backed primarily by a
portfolio of RMBS, CMBS and CDOs originated in years 2001-2007.

Ratings Rationale

These rating actions are primarily due to deleveraging of the
senior notes, a positive factor, which is largely offset by
deterioration in the credit quality of the portfolio.

Moody's notes that the Class A-1 notes have paid down by
approximately 56%, or $83.2 million, since the rating action in
August 2010, including $27.8 million paydown since August 2013.

The deal also benefits from the updates to Moody's SF CDO
methodology described in "Moody's Approach to Rating SF CDOs"
published on March 6, 2014. These updates include: (i) lowering
the resecuritization stress factors for RMBS (US Prime, Subprime,
Manufactured Housing), CDOs exposed to investment grade corporate
assets, and ABS backed by franchise loans or by mutual fund fees;
(ii) using a common table of recovery rates for all structured
finance assets (except for CMBS and SF CDO); and (iii) providing
more guidance on the rating caps Moody's apply to deals
experiencing event of default. In taking the foregoing actions,
Moody's also announced that it had concluded its review of its
rating(s) on the issuer's Class A-1 Notes announced on March 6,
2014. At that time, Moody's said that it had placed the rating(s)
on review for upgrade as a result of the aforementioned
methodology updates.

Despite benefits of the deleveraging and updates to the SF CDO
methodology, the credit quality of the portfolio has deteriorated
since August 2010. Based on Moody's calculation, the weighted
average rating factor is currently 3699, compared to 2596 in
August 2013, and 1126 in August 2010.

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:

This transaction is subject to a number of factors and
circumstances that could lead to either an upgrade or downgrade of
the ratings, as described below:

1) Macroeconomic uncertainty: Primary causes of uncertainty about
assumptions are the extent of any slowdown in growth in the
current macroeconomic environment and in the commercial and
residential real estate property markets. Although the commercial
real estate property markets are gaining momentum, consistent
growth will be unlikely until the volume of transactions
increases, distressed properties are cleared from the pipeline and
job creation rebounds. Analyst to include bracketed text only if
assets in collateral pool expose deal to CMBS. The residential
real estate property market is subject to uncertainty about
housing prices; the pace of residential mortgage foreclosures,
loan modifications and refinancing; the unemployment rate; and
interest rates.

2) Deleveraging: One source of uncertainty in this transaction is
whether deleveraging from unscheduled principal proceeds,
recoveries from defaulted assets, and excess interest proceeds
will continue and at what pace. Faster deleveraging than Moody's
expects could have a significant impact on the notes' ratings.

3) Recovery of defaulted assets: The amount of recoveries received
from defaulted assets reported by the trustee and those that
Moody's assumes as having defaulted as well as the timing of these
recoveries create additional uncertainty. Moody's analyzed
defaulted assets assuming no recoveries, and therefore,
realization of any recoveries in the future would positively
impact the notes' ratings.

Loss and Cash Flow Analysis:

Moody's applies a Monte Carlo simulation framework in Moody's
CDOROM to model the loss distribution for SF CDOs. The simulated
defaults and recoveries for each of the Monte Carlo scenarios
define the reference pool's loss distribution. Moody's then uses
the loss distribution as an input in the CDOEdge(TM) cash flow
model.

In addition to the base case analysis, Moody's also conducted
sensitivity analyses to test the impact of a number of default
probabilities on the rated notes. Below is a summary of the impact
of different default probabilities (expressed in terms of WARF) on
all of the rated notes (by the difference in the number of notches
versus the current model output, for which a positive difference
corresponds to lower expected loss):

Ba1 and below ratings notched up by two rating notches:

Class A-1: +2

Ba1 and below ratings notched down by two notches:

Class A-1: 0


UBS-BARCLAYS 2012-C3: Moody's Affirms B2 Rating on Class F Notes
----------------------------------------------------------------
Moody's Investors Service affirmed the ratings of 12 classes of
UBS-Barclays Commercial Mortgage Trust 2012-C3 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 Ba2 (sf); previously on Aug 15, 2013 Affirmed Ba2
(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 ten P&I classes were affirmed because the
transaction's key parameters, including Moody's loan to value
(LTV) ratio, Moody's stressed debt service coverage ratio (DSCR)
and the Herfindahl Index (Herf), are within acceptable ranges. The
ratings on the two IO Classes, Class X-A and X-B, were affirmed
based on the credit performance of the referenced classes.

Moody's rating action reflects a cumulative base expected loss of
2.3% of the current balance compared to 1.8% at last review. No
realized losses have been incurred.

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 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 29, the same as Moody's last review.

Deal Performance

As of the June 12, 2014 distribution date, the transaction's
aggregate certificate balance has decreased by 2.3% to $1.06
billion from $1.08 billion at securitization. The Certificates are
collateralized by 85 mortgage loans ranging in size from less than
1% to 11% of the pool, with the top ten loans representing 46% of
the pool.

There are four loans on the master servicer's watchlist. The
watchlist includes loans which meet certain portfolio review
guidelines established as part of the CRE Finance Council (CREFC)
monthly reporting package. As part of Moody's ongoing monitoring
of a transaction, Moody's reviews the watchlist to assess which
loans have material issues that could impact performance. Moody's
did not recognize any losses from the four troubled loans.

Moody's was provided with full year 2012 and full year 2013
operating results for 89% of the pool balance. Moody's weighted
average conduit LTV is 92.8% compared to 97.4% at last review.
Moody's net cash flow reflects a weighted average haircut of 14.5%
to the most recently available net operating income. Moody's value
reflects a weighted average capitalization rate of 9.93%.

Moody's actual and stressed conduit DSCRs are 1.70X and 1.17X,
respectively, compared to 1.62X and 1.10X, respectively, at last
review. Moody's actual DSCR is based on Moody's net cash flow
(NCF) and the loan's actual debt service. Moody's stressed DSCR is
based on Moody's NCF and a 9.25% stressed rate applied to the loan
balance.

The top three conduit loans represent 24.2% of the pool balance.
The largest loan is the 1000 Harbor Boulevard Loan ($120 million -
- 10.7% of the pool), which is secured by a ten-story suburban
office building located in Weehawken, New Jersey. The loan
represents a 94% pari-passu interest in a $120 million loan. The
property was 100% leased as of March 2014 with 95% of the NRA (net
rentable area) leased to UBS Financial Services, Inc. through
2028. The property is part of Lincoln Harbor, a master planned
community set on 60 acres along the Hudson River, directly across
from Midtown Manhattan. Moody's LTV and stressed DSCR are 99% and
1.02X, respectively, compared to 104% and 0.97x, respectively, at
last review.

The second largest loan is the Apache Mall Loan ($97.0 million --
9.2%), which is secured by an enclosed single level regional mall
located in Rochester, Minnesota. The collateral consists of
591,423 square foot (SF) of the total property which is 754,213
SF. Major anchor tenants include JC Penny, Herberger's and Macy's.
Sears store closed earlier this year and is to be replaced with
Scheels with an opening scheduled in Spring 2015. Mall occupancy
as of December 2013 was 99% and comparable inline tenant sales
were $361 per square foot. Moody's LTV and stressed DSCR are 95%
and 1.03x, respectively, compared to 96% and 1.02X at last review.

The third largest loan is the Reisterstown Loan ($46.3 million --
4.4%), which is secured by a 660,408 SF mixed use and anchored
retail center located in Baltimore. Maryland. The anchor tenants
include Giant Foods, Burlington Coat Factory, Shoppers World, Big
Lot's and Marshalls. The main office tenant is the Department of
Public Safety which leases 16% of the NRA through December 2021.
The property was 96% leased as of December 2013 compared to 94% at
last review. Moody's LTV and stressed DSCR are 90% and 1.18X,
respectively compared to 99% and 1.06x, respectively, at last
review.


U.S. EDUCATION IV: Fitch Affirms B Rating on 4 Cert. Classes
------------------------------------------------------------
Fitch Ratings affirms the senior and subordinate student loan
notes issued by U.S. Education Loan Trust IV, LLC - March 1, 2006
Indenture of Trust at 'AAAsf' and 'Bsf' respectively.

Although the trust has continued to build senior and total parity
since the beginning of 2011 due to redemption of notes at a
discount, uncertainty remains due to ongoing litigation pertaining
to net loan rate calculations from 2010 through 2012. Because of
this, rating Outlooks for all notes have been revised to Negative
from Stable to account for the potential negative impact to the
trust from the litigation.

Key Rating Drivers

Collateral Quality: The trust collateral consists of 100% Federal
Family Education Loan Program (FFELP) loans. The credit quality of
the trust collateral is high, in Fitch's opinion, based on the
guarantees provided by the transaction's eligible guarantors and
reinsurance provided by the U.S. Department of Education (ED) for
at least 97% of principal and accrued interest. Fitch currently
rates the U.S. 'AAA' with a Stable Outlook.

Credit Enhancement: Credit enhancement (CE) is provided by
overcollateralization (OC; the excess of trust's asset balance
over bond balance), excess spread, and for the senior notes,
subordination provided by the subordinate notes. As of March 2014,
senior and total parities are 113.07% and 102.91% respectively,
and the trust can release cash as long as the 106.00% and 101.00%
senior and total parity levels, respectively, are maintained.

Liquidity Support: Liquidity support is provided by a debt service
reserve fund sized at the 1% of the outstanding bond balance. The
debt service reserve fund is sized at $ $13,583,530 as of March
2014.

Servicing Capabilities: Pennsylvania Higher Education Assistance
Agency, Navient Servicing Inc, Xerox-ES, and Great Lakes
Educational Loan Services, Inc. are responsible for the day-to-day
servicing of the loans in the trust. In Fitch's opinion, they are
an acceptable servicer of FFELP student loans.

Rating Sensitivities

Since the FFELP student loan ABS relies on the U.S. government to
reimburse defaults, 'AAAsf' FFELP ABS ratings will likely move in
tandem with the 'AAA' U.S. sovereign rating. Aside from the U.S.
sovereign rating, defaults and basis risk account for the majority
of the risk embedded in FFELP student loan transactions.
Additional defaults and basis shock beyond Fitch's published
stresses could result in future downgrades. Likewise, a buildup of
CE driven by positive excess spread given favorable basis factor
conditions could lead to future upgrades.

Fitch affirms the ratings and revises the Outlooks to Negative for
the following:

U.S. Education Loan Trust IV, LLC - March 1, 2006 Indenture of
Trust:

-- Class 2006-1 A-2 at 'AAAsf'; Outlook to Negative from Stable;
-- Class 2006-1 A-3 at 'AAAsf'; Outlook to Negative from Stable;
-- Class 2006-1 A-4 at 'AAAsf'; Outlook to Negative from Stable;
-- Class 2006-1 A-5 at 'AAAsf'; Outlook to Negative from Stable;
-- Class 2006-1 A-6 at 'AAAsf'; Outlook to Negative from Stable;
-- Class 2006-1 A-7 at 'AAAsf'; Outlook to Negative from Stable;
-- Class 2006-1 A-8 at 'AAAsf'; Outlook to Negative from Stable.
-- Class 2006-2 A-1 at 'AAAsf'; Outlook to Negative from Stable;
-- Class 2006-2 A-2 at 'AAAsf'; Outlook to Negative from Stable;
-- Class 2006-2 A-3 at 'AAAsf'; Outlook to Negative from Stable;
-- Class 2006-2 A-4 at 'AAAsf'; Outlook to Negative from Stable;
-- Class 2006-2 A-5 at 'AAAsf'; Outlook to Negative from Stable;
-- Class 2006-2 A-6 at 'AAAsf'; Outlook to Negative from Stable;
-- Class 2006-2 A-7 at 'AAAsf'; Outlook to Negative from Stable;
-- Class 2007-1 A-3 at 'AAAsf'; Outlook to Negative from Stable;
-- Class 2007-1 A-4 at 'AAAsf'; Outlook to Negative from Stable.
-- Class 2006-1 B-1 at 'Bsf'; Outlook to Negative from Stable;
-- Class 2006-1 B-2 at 'Bsf'; Outlook to Negative from Stable;
-- Class 2006-2 B-1 at 'Bsf'; Outlook to Negative from Stable;
-- Class 2007-1 B-1 at 'Bsf'; Outlook to Negative from Stable.


VALHALLA CLO: Moody's Places Ba3 Rating Under Review for Upgrade
----------------------------------------------------------------
Moody's Investors Service has placed on review for possible
upgrade the ratings on the following notes issued by Valhalla CLO,
Ltd.:

  $56,000,000 Class A-2 Floating Rate Senior Extendable Notes
  (current balance of $36,516,839) A3 (sf) Placed Under Review
  for Possible Upgrade; previously on December 9, 2011 Confirmed
  at A3 (sf); and

  $39,500,000 Class B Floating Rate Deferrable Senior Subordinate
  Extendable Notes, Ba3 (sf) Placed Under Review for Possible
  Upgrade; previously on December 9, 2011 Downgraded to Ba3 (sf).

Valhalla CLO, Ltd., issued in August of 2004, is a synthetic
collateralized loan obligation referencing a portfolio of
primarily senior secured loans. The transaction's reinvestment
period ended in August 2011.

Ratings Rationale

These rating actions are primarily due to the amortization of the
reference portfolio. Moody's placed the ratings of Class A-2 and
Class B notes on review for possible upgrade in consideration of
pending information needed to assess the impact of the increased
exposure to long-dated assets.

As a result of the amortization of the reference portfolio, the
Retained Calculation Amount has been reduced to zero after the
payment date in May 2014. The Class A-2 Notes, which are currently
the most senior class of notes, have been paid down by
approximately 17.7% or $8 million since August 2013.

Moody's noted that the portfolio includes a number of investments
in securities that mature after the transaction's legal maturity
date. Based on Moody's calculations, securities that mature after
the transaction's legal maturity date currently make up
approximately 59% of the performing collateral. These investments
could expose the notes to market risk in the event of liquidation.
In addition, the portfolio includes investments in a material
amount of thinly or untraded loans whose lack of liquidity may
pose additional risks relating to the issuer's ultimate ability or
inclination to pursue a liquidation of such assets, especially if
the sales can be transacted only at heavily discounted price
levels.

The credit quality of the reference portfolio has deteriorated
since July 2013. Based on the trustee's April 17, 2014, report,
the weighted average rating factor is currently 3031, up from 2642
in July 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.

Factors that Would Lead to an Upgrade or Downgrade of the Rating:

This transaction is subject to a number of factors and
circumstances that could lead to either an upgrade or downgrade of
the ratings:

1) Macroeconomic uncertainty: CLO performance is subject to a)
uncertainty about credit conditions in the general economy and b)
the large concentration of upcoming speculative-grade debt
maturities, which could make refinancing difficult for issuers.

2) Collateral Manager: Performance can also be affected positively
or negatively by a) the manager's investment strategy and behavior
and b) differences in the legal interpretation of CLO
documentation by different transactional parties owing to embedded
ambiguities.

3) Reference pool credit risk: A shift towards a reference
portfolio of better credit quality, or better credit performance
of assets collateralizing the transaction than Moody's current
expectations, can lead to positive CLO performance. Conversely, a
negative shift in credit quality or performance of the reference
assets can have adverse consequences for CLO performance.

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

5) Recovery of defaulted reference assets: Fluctuations in the
market value of defaulted reference assets reported by the trustee
and those that Moody's assumes as having defaulted could result in
volatility in the deal's OC levels. Further, the timing of
recoveries and whether a manager decides to work out or sell
defaulted assets create additional uncertainty. Moody's analyzed
defaulted recoveries assuming the lower of the market price and
the recovery rate in order to account for potential volatility in
market prices. Realization of higher than assumed recoveries would
positively impact the CLO.

6) Long-dated reference assets: The presence of reference assets
that mature after the CLO's legal maturity date exposes the deal
to liquidation risk on those reference assets. This risk is borne
first by investors with the lowest priority in the capital
structure. Moody's assumes that the terminal value of an asset
upon liquidation at maturity will be equal to the lower of an
assumed liquidation value (depending on the extent to which the
asset's maturity lags that of the liabilities) or the asset's
current market value. The deal's increased exposure owing to
amendments to loan agreements extending maturities continues. In
light of the deal's sizable exposure to long-dated assets, which
increases its sensitivity to the liquidation assumptions in the
rating analysis, Moody's ran scenarios using a range of
liquidation value assumptions. However, actual long-dated asset
exposures and prevailing market prices and conditions at the CLO's
maturity will drive the deal's actual losses, if any, from long-
dated assets.

7) Exposure to credit estimates: The deal contains a large number
of reference assets whose default probabilities Moody's has
assessed through credit estimates. If Moody's does not receive the
necessary information to update its credit estimates in a timely
fashion, the transaction could be negatively affected by any
default probability adjustments Moody's assumes in lieu of updated
credit estimates.

8) Lack of reference portfolio granularity: The performance of the
reference portfolio depends to a large extent on the credit
conditions of a few large obligors Moody's rates, especially if
they jump to default.

9) Counterparty risk: A deterioration in the credit quality of the
Guarantor under the Investment Agreement or its failure to
mitigate such deterioration could negatively affect the rating of
the notes.

In addition to the base case analysis, Moody's also conducted
sensitivity analyses to test the impact of a number of default
probabilities on the rated notes relative to the base case
modeling results, which may be different from the current public
ratings of the notes. Below is a summary of the impact of
different default probabilities (expressed in terms of WARF) on
all of the rated notes (by the difference in the number of notches
versus the current model output, for which a positive difference
corresponds to lower expected loss):

Moody's Adjusted WARF -- 20% (2788)

Class A-2: 0

Class B: +1

Class C-1: 0

Class C-2: 0

Moody's Adjusted WARF + 20% (4182)

Class A-2: 0

Class B: -1

Class C-1: 0

Class C-2: 0

Loss and Cash Flow Analysis:

Moody's modeled the transaction using a cash flow model based on
the Binomial Expansion Technique, as described in Section 2.3 of
the "Moody's Global Approach to Rating Collateralized Loan
Obligations," published in February 2014.

The key model inputs Moody's used in its analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on its published methodology and
could differ from the trustee's reported numbers. In its base
case, Moody's analyzed the collateral pool as having a performing
par and principal proceeds balance of $115 million, defaulted par
of $53 million, a weighted average default probability of 16.85%
(implying a WARF of 3485), a weighted average recovery rate upon
default of 48.93%, a diversity score of 11 and a weighted average
spread of 3.64%.

Moody's incorporates the default and recovery properties of the
collateral pool in cash flow model analysis where they are subject
to stresses as a function of the target rating on each CLO
liability reviewed. Moody's derives the default probability from
the credit quality of the collateral pool and Moody's expectation
of the remaining life of the collateral pool. The average recovery
rate for future defaults is based primarily on the seniority of
the assets in the collateral pool. Moody's generally applies
recovery rates for CLO securities as published in "Moody's
Approach to Rating SF CDOs". In some cases, alternative recovery
assumptions may be considered based on the specifics of the
analysis of the transaction. In each case, historical and market
performance and the collateral manager's latitude for trading the
collateral are also factors.

A material proportion of the collateral pool includes debt
obligations whose credit quality Moody's assesses through credit
estimates. Moody's analysis reflects adjustments with respect to
the default probabilities associated with credit estimates.
Specifically, Moody's assumed an equivalent of Caa3 for assets
with credit estimates that have not been updated within the last
15 months, which represent approximately 13% of the collateral
pool. Additionally, for each credit estimates whose related
exposure constitutes more than 3% of the collateral pool, Moody's
applied a two-notch equivalent assumed downgrade to approximately
6% of the pool.


VOYA CLO IV: Moody's Hikes Rating on $22MM Cl. C Notes to Ba1
-------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on the
following notes issued by Voya CLO IV, Ltd.:

$380,000,000 Class A-1 Floating Rate Notes Due 2022, Upgraded to
Aaa (sf); previously on July 23, 2011 Confirmed at Aa1 (sf)

$21,000,000 Class A-2 Floating Rate Notes Due 2022, Upgraded to
Aa1 (sf); previously on July 23, 2011 Confirmed at A1 (sf)

$26,000,000 Class B Deferrable Floating Rate Notes Due 2022,
Upgraded to A3 (sf); previously on July 23, 2011 Upgraded to Baa2
(sf)

$22,000,000 Class C Floating Rate Notes Due 2022, Upgraded to Ba1
(sf); previously on July 23, 2011 Upgraded to Ba2 (sf)

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

$12,000,000 Class D Floating Rate Notes Due 2022, Affirmed Ba3
(sf); previously on July 23, 2011 Upgraded to Ba3 (sf)

Voya CLO IV, Ltd., issued in June 2007, is a collateralized loan
obligation (CLO) backed primarily by a portfolio of senior secured
loans. The transaction's reinvestment period will end in July
2014.

Ratings Rationale

These rating actions reflect the benefit of the short period of
time remaining before the end of the deal's reinvestment period in
July 2014. In light of the reinvestment restrictions during the
amortization period, and therefore the limited ability of the
manager to effect significant changes to the current collateral
pool, Moody's analyzed the deal assuming a higher likelihood that
the collateral pool characteristics will maintain a positive
buffer relative to certain covenant requirements. In particular,
Moody's assumed that the deal will benefit from a higher weighted
average spread of 3.21%, compared to the covenant level of 1.66%.
Moody's also notes that the other collateral quality metrics and
the overcollateralization ratios have remained stable.

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.

Factors that Would Lead to an Upgrade or Downgrade of the Rating:

This transaction is subject to a number of factors and
circumstances that could lead to either an upgrade or downgrade of
the ratings:

1) Macroeconomic uncertainty: CLO performance is subject to a)
uncertainty about credit conditions in the general economy and b)
the large concentration of upcoming speculative-grade debt
maturities, which could make refinancing difficult for issuers.

2) Collateral Manager: Performance can also be affected positively
or negatively by a) the manager's investment strategy and behavior
and b) differences in the legal interpretation of CLO
documentation by different transactional parties owing to embedded
ambiguities.

3) Collateral credit risk: A shift towards collateral of better
credit quality, or better credit performance of assets
collateralizing the transaction than Moody's current expectations,
can lead to positive CLO performance. Conversely, a negative shift
in credit quality or performance of the collateral can have
adverse consequences for CLO performance.

4) Deleveraging: An important source of uncertainty in this
transaction is whether deleveraging from unscheduled principal
proceeds will commence and at what pace. Deleveraging of the CLO
could accelerate owing to high prepayment levels in the loan
market and/or collateral sales by the manager, which could have a
significant impact on the notes' ratings. Note repayments that are
faster than Moody's current expectations will usually have a
positive impact on CLO notes, beginning with those with the
highest payment priority.

5) Recovery of defaulted assets: Fluctuations in the market value
of defaulted assets reported by the trustee and those that Moody's
assumes as having defaulted could result in volatility in the
deal's OC levels. Further, the timing of recoveries and whether a
manager decides to work out or sell defaulted assets create
additional uncertainty. Moody's analyzed defaulted recoveries
assuming the lower of the market price and the recovery rate in
order to account for potential volatility in market prices.
Realization of higher than assumed recoveries would positively
impact the CLO.

In addition to the base case analysis, Moody's also conducted
sensitivity analyses to test the impact of a number of default
probabilities on the rated notes relative to the base case
modeling results, which may be different from the current public
ratings of the notes. Below is a summary of the impact of
different default probabilities (expressed in terms of WARF) on
all of the rated notes (by the difference in the number of notches
versus the current model output, for which a positive difference
corresponds to lower expected loss):

Moody's Adjusted WARF -- 20% (2066)

Class A-1: 0

Class A-2: +1

Class B: +2

Class C : +1

Class D: +1

Moody's Adjusted WARF + 20% (3098)

Class A-1: -1

Class A-2: -3

Class B: -2

Class C : -1

Class D: -1

Loss and Cash Flow Analysis:

Moody's modeled the transaction using a cash flow model based on
the Binomial Expansion Technique, as described in Section 2.3 of
the "Moody's Global Approach to Rating Collateralized Loan
Obligations," published in February 2014.

The key model inputs Moody's used in its analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on its published methodology and
could differ from the trustee's reported numbers. In its base
case, Moody's analyzed the collateral pool as having a performing
par and principal proceeds balance of $484.3, defaulted par of
$7.1 million, a weighted average default probability of 18.58%
(implying a WARF of 2582), a weighted average recovery rate upon
default of 50.57%, a diversity score of 75 and a weighted average
spread of 3.21%.

Moody's incorporates the default and recovery properties of the
collateral pool in cash flow model analysis where they are subject
to stresses as a function of the target rating on each CLO
liability reviewed. Moody's derives the default probability from
the credit quality of the collateral pool and Moody's expectation
of the remaining life of the collateral pool. The average recovery
rate for future defaults is based primarily on the seniority of
the assets in the collateral pool. In addition, Moody's may assess
alternative recovery prospects for CLO securities. Although these
alternative recovery assumptions are generally derived from those
presented in Moody's methodology for rating Structured Finance
CDOs they may vary based on the specifics of the analysis of the
transaction. In each case, historical and market performance and
the collateral manager's latitude for trading the collateral are
also factors.


WACHOVIA BANK 2006-C24: Moody's Cuts Rating on 2 Certs to 'C'
-------------------------------------------------------------
Moody's Investors Service has affirmed the ratings on 12 classes
and downgraded the ratings on two classes in Wachovia Bank
Commercial Mortgage Trust, Commercial Mortgage Pass-Through
Certificates, Series 2006-C24 as follows:

Cl. A-1A, Affirmed Aaa (sf); previously on Aug 8, 2013 Affirmed
Aaa (sf)

Cl. A-3, Affirmed Aaa (sf); previously on Aug 8, 2013 Affirmed Aaa
(sf)

Cl. A-PB, Affirmed Aaa (sf); previously on Aug 8, 2013 Affirmed
Aaa (sf)

Cl. A-M, Affirmed A2 (sf); previously on Aug 8, 2013 Affirmed A2
(sf)

Cl. A-J, Affirmed Ba3 (sf); previously on Aug 8, 2013 Affirmed Ba3
(sf)

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

Cl. C, Affirmed B3 (sf); previously on Aug 8, 2013 Affirmed B3
(sf)

Cl. D, Affirmed Caa2 (sf); previously on Aug 8, 2013 Affirmed Caa2
(sf)

Cl. E, Downgraded to C (sf); previously on Aug 8, 2013 Affirmed
Caa3 (sf)

Cl. F, Downgraded to C (sf); previously on Aug 8, 2013 Affirmed Ca
(sf)

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

Cl. H, Affirmed C (sf); previously on Aug 8, 2013 Affirmed C (sf)

Cl. J, Affirmed C (sf); previously on Aug 8, 2013 Affirmed C (sf)

Cl. X-C, Affirmed Ba3 (sf); previously on Aug 8, 2013 Affirmed Ba3
(sf)

Ratings Rationale

The ratings on P&I classes A-1A through C 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 D and G through J
were affirmed because the ratings are consistent with Moody's
expected loss.

The ratings on the P&I classes E and F were downgraded due to
realized and anticipated losses from specially serviced and
troubled loans that were higher than Moody's had previously
expected.

The rating of the IO Class, Class X-C, was affirmed based on the
credit performance (or the weighted average rating factor or WARF)
of the referenced classes.

Moody's rating action reflects a base expected loss of 10.1% of
the current balance compared to 9.4% at Moody's last review.
Moody's base expected loss plus realized losses is now 11.9% of
the original pooled balance compared to 11.5% 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 24 compared to 25 at Moody's last review.

Deal Performance

As of the June 17, 2014 distribution date, the transaction's
aggregate certificate balance has decreased by 1.4% to $1.38
billion from $2 billion at securitization. The certificates are
collateralized by ninety-six mortgage loans ranging in size from
less than 1% to 12% of the pool, with the top ten loans
constituting 51% of the pool. One loan, constituting 5% of the
pool, has defeased and is secured by US government securities.

Twenty-two loans, constituting 27% 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.

Seventeen loans have been liquidated from the pool, resulting in
an aggregate realized loss of $99 million (for an average loss
severity of 72%). Six loans, constituting 10% of the pool, are
currently in special servicing. The largest specially serviced
loan is the Woodbridge Hilton Pool(2),(3) ($33.7million -- 2.4% of
the pool), which is secured by a mixed use 200-key Hilton Hotel
and 124,126 square foot (SF) office building located in Iselin,
New Jersey. The loan transferred to special servicing in November
2010 due to cash flow problems and has become real estate owned
(REO).

The remaining five specially serviced loans are secured by a mix
of property types. Moody's estimates an aggregate $92.5 million
loss for the specially serviced loans (70% expected loss on
average).

Moody's has assumed a high default probability for five poorly
performing loans, constituting 5% of the pool, and has estimated
an aggregate loss of $14 million (a 19% expected loss based on a
50% probability default) from these troubled loans.

Moody's received full or partial year 2013 operating results for
100% of the pool, and partial year 2014 operating results for 47%
of the pool. Moody's weighted average conduit LTV is 95% compared
to 100% 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 10% to the most
recently available net operating income (NOI). Moody's value
reflects a weighted average capitalization rate of 9.0%.

Moody's actual and stressed conduit DSCRs are 1.35X and 1.09X,
respectively, compared to 1.34X and 1.03X 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 26% of the pool balance. The
largest loan is the Regency Portfolio Loan ($163 million --
11.8%), which is secured by 10 retail properties totaling 1.4
million SF located in seven states. The portfolio's performance
has been stable since last review, and its most recently reported
weighted average occupancy is 98% compared to 97% at the last
review. Moody's LTV and stressed DSCR are 85% and 1.12X,
respectively, compared to 95% and 1.01X at the last review.

The second largest loan is the 1818 Market Street Loan ($117
million -- 8.5%), which is secured by a 40-story, 983,160 SF CBD
office building in Philadelphia, Pennsylvania. The loan has been
on the watchlist since April 2011 due to conversion from IO to
amortizing. With recent commencement of a lease that represents
10% of the net rentable area(NRA), occupancy as of March 2014 was
88% versus 79% at the last review. Moody's LTV and stressed DSCR
are 98% and 0.99X, respectively, compared to 114% and 0.85X at the
last review.

The third largest loan is the Forum at Peachtree Parkway Loan ($84
million -- 6.1% of the pool), which is secured by a 389,159 SF
retail center built in 2003 and located in Norcross, Georgia. The
center's major tenants include Belk, Homegoods, Inc. and Barnes &
Noble. The center's performance has been stable since the last
review. It was 98% leased as of December 2013, the same as the
last review. The loan is interest-only for its entire ten-year
term maturing in March 2016. Moody's LTV and stressed DSCR are
124% and 0.74X, respectively, compared to 126% and 0.73X at last
full review.


WACHOVIA BANK 2005-C20: Fitch Affirms 'BBsf' Rating on Cl. D Certs
------------------------------------------------------------------
Fitch Ratings has upgraded one class and affirmed the remaining
classes of Wachovia Bank Commercial Mortgage Trust (WBCMT), series
2005-C20 commercial mortgage pass-through certificates

KEY RATING DRIVERS

The upgrade reflects an increase in credit enhancement and the
stable performance of the underlying collateral pool since the
previous review.

Fitch modeled losses of 2.6% of the remaining pool and expected
losses based on the original pool balance are 5.9%, of which 4.5%
are losses realized to date.  Fitch designated 28 loans (15.4%) as
Fitch Loans of Concern, which include one specially serviced loan
(0.2%).  Sixteen defeased loans (23.4%) are currently in the pool.

As of the June 2014 distribution date, the pool's aggregate
balance has been reduced by 46.5% to $1.96 billion from $3.66
billion at issuance.  Interest shortfalls totaling $5.2 million
are currently affecting classes G, H, and P.  Remaining loan
maturities are scheduled for 2015, 2017, and 2020, comprising
99.5%, 0.1%, and 0.2% of the pool balance, respectively.  Of the
loans maturing in 2015, 24.9% mature in June, 37.8% in July, and
25.1% in August.

The largest contributor to Fitch modeled losses is the largest
loan in the pool, a $183.9 million loan secured by the NGP Rubicon
GSA Pool (9.4% of the outstanding pool balance), a 14-building,
2.9 million-square foot (sf) office portfolio located in various
markets across the country.  The U.S. General Services
Administration (GSA) occupies the majority of the net rentable
area (NRA).  Several properties are single-tenanted.  Overall
occupancy has declined to 88% as of January 2014, compared to 100%
at the end of 2012.  Two properties are now 100% vacant following
GSA lease expirations, which include an 182,554-sf office building
in Kansas City, KS (6% of portfolio NRA) that has been vacant
since year-end 2012, and a 53,830-sf office building in Norfolk,
VA (2% of portfolio NRA) that recently became vacant in December
2013.  Another 81,512-sf office property in Philadelphia, PA (3%
of portfolio NRA) is currently 50% occupied after a portion of the
GSA lease expired in November 2013.  Leases for an additional 10%
of the portfolio NRA are scheduled to mature prior to the loan's
maturity in June 2015.  The net operating income debt service
coverage ratio (DSCR) declined to 1.21x for year-end 2013,
compared to 1.45x at year-end December 2012.  There is currently
$5.3 million in property reserves.  The loan remains current as of
the June 2014 payment date.

The second-largest contributor to modeled losses (0.4%), Vista De
San Jacinto, is secured by a 157-unit, cottage-style apartment
community located in the Riverside-San Bernardino-Ontario
metropolitan statistical area.  The property continues to struggle
due to continued weak market conditions; rents in the submarket
are below the peak of six years ago but have stabilized in the
past year.  The sponsor lowered rents and occupancy has increased
to 99% as of March 2014.  The property's DSCR is 0.82x and the
sponsor does not foresee an increase in market rates during the
next 12 months.

The third-largest contributor to modeled losses is the real estate
owned (REO) Depot Building, a 25,500-sf suburban office property
located in Leesburg, VA.  The sponsor was unable to refinance the
building's debt at the anticipated repayment date of June 2010.
The building continued to make principal and interest payments
over the course of the next three years under the loan terms until
the only tenant, the County of Loudon, vacated the property in
June 2013.  Due to the weak market conditions, the special
servicer is contemplating a sale of the building during the second
half of 2014.

RATINGS SENSITIVITIES

The Stable Rating Outlooks on classes A-7 through D reflect
increasing credit enhancement and the anticipated further
principal paydown of the pool balance through next year.  The
Negative Rating Outlook on class E reflects concerns that the
class could be subject to further downgrades should additional
losses be realized or expected.

Fitch upgrades the following class as indicated:

   -- $77.9 million class B to 'Asf' from 'BBBsf'; Outlook Stable.

Fitch has affirmed the following classes as indicated:

   -- $789.5 million class A-7 at 'AAAsf'; Outlook Stable;
   -- $233.7 million class A-1A at 'AAAsf'; Outlook Stable;
   -- $100 million class A-MFL at 'AAAsf'; Outlook Stable;
   -- $266.4 million class A-MFX at 'AAAsf'; Outlook Stable;
   -- $274.8 million class A-J at 'AAsf'; Outlook Stable;
   -- $27.5 million class C at 'BBBsf'; Outlook Stable;
   -- $68.7 million class D at 'BBsf'; Outlook to Stable from
      Negative;
   -- $41.2 million class E at 'Bsf'; Outlook Negative;
   -- $41.2 million class F at 'CCsf'; RE 100%;
   -- $32.1 million class G at 'Csf'; RE 0%;
   -- $5.7 million class H at 'Dsf'; RE 0%;
   -- $0.0 million class J at 'Dsf'; RE 0%;
   -- $0.0 million class K at 'Dsf'; RE 0%;
   -- $0.0 million class L at 'Dsf'; RE 0%;
   -- $0.0 million class M at 'Dsf'; RE 0%;
   -- $0.0 million class N at 'Dsf'; RE 0%;
   -- $0.0 million class O at 'Dsf'; RE 0%.

Classes J through O and the unrated class P have been reduced to
zero due to losses realized on loans liquidated from the trust.
Classes A-1, A-2, A-3SF, A-4, A-5, A-6A, A-6B, and A-PB have
repaid in full.  Fitch previously withdrew the ratings on the
interest-only classes X-P and X-C.


WELLS FARGO 2010-C1: Moody's Affirm Ba2 Rating on Class E Certs.
----------------------------------------------------------------
Moody's Investors Service has affirmed the ratings on nine classes
of Wells Fargo Commercial Mortgage Trust, Commercial Mortgage
Trust, Pass-Through Certificates, Series 2010-C1 as follows:

Cl. A-1, Affirmed Aaa (sf); previously on Aug 22, 2013 Affirmed
Aaa (sf)

Cl. A-2, Affirmed Aaa (sf); previously on Aug 22, 2013 Affirmed
Aaa (sf)

Cl. B, Affirmed Aa2 (sf); previously on Aug 22, 2013 Affirmed Aa2
(sf)

Cl. C, Affirmed A2 (sf); previously on Aug 22, 2013 Affirmed A2
(sf)

Cl. D, Affirmed Baa3 (sf); previously on Aug 22, 2013 Affirmed
Baa3 (sf)

Cl. E, Affirmed Ba2 (sf); previously on Aug 22, 2013 Affirmed Ba2
(sf)

Cl. F, Affirmed B2 (sf); previously on Aug 22, 2013 Affirmed B2
(sf)

Cl. X-A, Affirmed Aaa (sf); previously on Aug 22, 2013 Affirmed
Aaa (sf)

Cl. X-B, Affirmed Ba3 (sf); previously on Aug 22, 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 of the IO Classes, Class X-A and X-B, are consistent
with the expected credit performance of their referenced classes
and thus are affirmed.

Moody's rating action reflects a base expected loss of 1.9% of the
current balance, compared to 1.8% at Moody's last review. Moody's
base expected loss plus realized losses is 1.8% of the original
pooled balance, the same as at 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 Fusion U.S. CMBS Transactions" published in April 2005, 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 11, 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 June 17, 2014 distribution date, the transaction's
aggregate certificate balance has decreased by 5% to $696 million
from $736 million at securitization. The certificates are
collateralized by 37 mortgage loans ranging in size from less than
1% to 25% of the pool, with the top ten loans constituting 64% of
the pool. Four loans, constituting 39% 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 10% 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.

No loans have been liquidated from the pool since securitization
and there are no loans in special servicing. Moody's has assumed a
high default probability for one poorly performing loan
representing 1% of the pool.

Moody's received full year 2013 operating results for 100% of the
pool. Moody's weighted average conduit LTV is 77%, compared to 80%
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 11% 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 1.44X,
respectively, compared to 1.61X and 1.36X 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
Dividend Capital Portfolio Loan ($175.0 million -- 25.1% of the
pool), which is secured by a fee interest in 14 single tenant
properties located across nine states. The portfolio consists of
seven office properties, five industrial distribution centers, one
data center and one research and development facility. In
aggregate, the portfolio contains approximately 3.6 million square
feet (SF). As of March 2014 the portfolio was 97% leased, the same
as at last review. Moody's cash flow was stressed to reflect the
risk inherent with single tenant triple net leased properties. The
loan also benefits from amortization. Moody's current credit
assessment and stressed DSCR are baa3 (sca.pd) and 1.47X,
respectively, compared to baa3 (sca.pd) and 1.73X at last review.

The second largest loan with a credit assessment is the Salmon Run
Mall Loan ($51.7 million -- 7.4% of the pool), which is secured by
a regional mall containing approximately 672,000 SF located in
Watertown, New York. Salmon Run Mall is the only regional mall
within the trade area and is eight miles away from Fort Drum Army
Base, which is the largest employer in Northern New York. Anchor
tenants include Sears, Burlington Coat Factory, Gander Mountain,
Dick's Sporting Goods and J.C. Penney. As of March 2014, the
property was 95% leased versus 88% at last review. Moody's current
credit assessment and stressed DSCR are a3 (sca.pd) and 1.59X,
respectively, compared to a3 (sca.pd) and 1.70X at last review.

The third largest loan with a credit assessment is the 19 West
34th Street Loan ($25.0 million -- 3.6% of the pool), which is
secured by a 224,000 SF mixed use property located directly across
from the Empire State Building in New York, New York. Constructed
in 1907 (renovated in 1995), the property contains both retail and
office components. The main retail tenant, Banana Republic, is
currently operating under a sublease from Martin Building Retail,
an entity of the owner. As of November 2013, the property was 94%
leased, compared to 99% at last review. The loan is interest-only
throughout the term. Moody's current credit assessment and
stressed DSCR are aa2 (sca.pd) and 1.87X, respectively, compared
to aa2 (sca.pd) and 1.97X at last review.

The fourth largest loan with a credit assessment is the Radisson
Reagan National Airport Loan ($19.1 million -- 2.7% of the pool),
which is secured by a 243-room full service hotel located a
quarter of a mile away from the Reagan National Airport in
Arlington, Virginia. This loan benefits from amortization. Moody's
current credit assessment and stressed DSCR are baa3 (sca.pd) and
1.61X, respectively, compared to baa3 (sca.pd) and 1.96X at
securitization.

The top three conduit loans represent 16% of the pool balance. The
largest loan is the Polaris Towne Center Loan ($43.9 million --
6.3% of the pool), which is secured by a 443,000 SF anchored
retail center located in Columbus, Ohio. The property was 99%
leased as of April 2014, compared to 98% at last review. Anchor
tenants include Kroger and Best Buy. The property also benefits
from non-collateral shadow anchors Target and Lowes. Moody's LTV
and stressed DSCR are 63% and 1.54X, respectively, compared to 64%
and 1.53X at last review.

The second largest loan is the First Tennessee Plaza and Cedar
Ridge Loan ($34.5 million -- 4.9% of the pool), which is secured
by two crossed-collateralized and cross-defaulted loans on two
separate office properties, totaling 537,000 SF, located in
Knoxville, Tennessee. The largest property is First Tennessee
Plaza, a 447,000 SF high-rise office building located in downtown
Knoxville. The remaining collateral is represented by Cedar Ridge,
a 90,000 SF office building located in suburban Knoxville. The
loan is encumbered with a $3.6 million junior participation
interest held outside of the trust. The portfolio was 85% leased
as of March 2014, compared to 80% as of March 2013. Moody's LTV
and stressed DSCR are 110% and 0.93X, respectively, the same as at
last review.

The third largest loan is the Pepper Square I and II and Central
Forest Shopping Center Loan ($30.1 million -- 4.3% of the pool),
two crossed-collateralized and cross-defaulted loans secured by
separate retail properties, totaling approximately 373,000 SF,
located in Dallas, Texas. The portfolio's largest tenants include
Hobby Lobby, Stein Mart and Bally's Total Fitness. The portfolio
was 78% leased as of March 2013, compared to 81% at last review.
Moody's LTV and stressed DSCR are 84% and 1.26X, respectively,
compared to 86% and 1.22X at last review.


WFRBS 2011-C5: Moody's Affirms 'B2' Rating on Class G Certs
-----------------------------------------------------------
Moody's Investors Service has affirmed the ratings on 13 classes
in WFRBS Commercial Mortgage Trust, Commercial Mortgage Pass-
Through Certificates, Series 2011-C5 as follows:

Cl. A-1, Affirmed Aaa (sf); previously on Aug 29, 2013 Affirmed
Aaa (sf)

Cl. A-2, Affirmed Aaa (sf); previously on Aug 29, 2013 Affirmed
Aaa (sf)

Cl. A-3, Affirmed Aaa (sf); previously on Aug 29, 2013 Affirmed
Aaa (sf)

Cl. A-4, Affirmed Aaa (sf); previously on Aug 29, 2013 Affirmed
Aaa (sf)

Cl. A-S, Affirmed Aaa (sf); previously on Aug 29, 2013 Affirmed
Aaa (sf)

Cl. B, Affirmed Aa2 (sf); previously on Aug 29, 2013 Affirmed Aa2
(sf)

Cl. C, Affirmed A2 (sf); previously on Aug 29, 2013 Affirmed A2
(sf)

Cl. D, Affirmed Baa1 (sf); previously on Aug 29, 2013 Affirmed
Baa1 (sf)

Cl. E, Affirmed Baa3 (sf); previously on Aug 29, 2013 Affirmed
Baa3 (sf)

Cl. F, Affirmed Ba2 (sf); previously on Aug 29, 2013 Affirmed Ba2
(sf)

Cl. G, Affirmed B2 (sf); previously on Aug 29, 2013 Affirmed B2
(sf)

Cl. X-A, Affirmed Aaa (sf); previously on Aug 29, 2013 Affirmed
Aaa (sf)

Cl. X-B, Affirmed Ba3 (sf); previously on Aug 29, 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 due to the credit
performance (or the weighted average rating factor or WARF) of the
referenced classes.

Moody's rating action reflects a base expected loss of 2.6% of the
current balance compared to 2.4% at Moody's last review. Moody's
base expected loss plus realized losses is now 2.5% of the
original pooled balance compared to 2.4% 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 17, 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 June 17, 2014 distribution date, the transaction's
aggregate certificate balance has decreased by 3% to $1.05 billion
from $1.09 billion at securitization. The certificates are
collateralized by 74 mortgage loans ranging in size from less than
1% to 19% of the pool, with the top ten loans constituting 57% of
the pool.

One loan, constituting 1% of the pool, is 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.

Moody's received full year 2012 operating results for 96% of the
pool and full or partial year 2013 operating results for 99% of
the pool. Moody's weighted average conduit LTV is 86% compared to
90% 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 10% to the most
recently available net operating income (NOI). Moody's value
reflects a weighted average capitalization rate of 9%.

Moody's actual and stressed conduit DSCRs are 1.53X and 1.21X,
respectively, compared to 1.47X 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 top three conduit loans represent 34% of the pool balance. The
largest loan is The Domain Loan ($200 million -- 19% of the pool),
which is secured by the borrower's condominium interest in a 1.2
million square foot (SF) lifestyle center located in the "Golden
Triangle" area of Austin, Texas. The property was developed by
Simon Property Group, the loan sponsor, in two phases between 2007
and 2010. The total cost was approximately $388 million ($441 per
SF) and constitutes 50% of the Domain condominium, which also
includes 828 residential units that are not part of the
collateral. The property is anchored by Neiman Marcus, Macy's
(non-collateral), Dillard's (non-collateral), Dicks Sporting Goods
and an 8-screen movie theatre. The collateral was 95% leased as of
December 2013 compared to 92% leased at last review. Moody's LTV
and stressed DSCR are 74% and 1.21X, respectively, compared to 87%
and 1.03X at the last review.

The second largest loan is the Puck Building Loan ($85 million --
8% of the pool), which is secured by a condominium interest in
seven floors of a 239,000 SF mixed-use building located in the
SoHo office submarket of Manhattan, New York. The property was
100% leased as of December 2013 as compared to 97% at last review.
The property has strong historical occupancy but was being
repositioned at securitization. Previous ballroom and catering
space was converted into office and retail space. Recreational
Equipment Inc. (REI) has its flagship New York City store at this
location. The property had been on the watchlist for low debt
service coverage as several tenants had rent abatement periods.
Over $7 million of reserves were established at securitization to
cover debt service shortfalls during the rent abatement period
that has now ended. Moody's LTV and stressed DSCR are 112% and
0.84X, respectively, compared to 111% and 0.86X at the last
review.

The third largest loan is the Arbor Walk and Palms Crossing Loan
($79 million -- 7% of the pool), which is secured by two anchored
retail centers totaling 793,000 SF. Simon Property Group is the
loan sponsor. Arbor Walk is located less than a mile away from
Simon's Domain lifestyle center in Austin, Texas. The two retail
assets are not considered direct competitors as each caters to a
different consumer segment. Arbor Walk is anchored by Home Depot,
Marshalls and Jo-Ann Fabrics. Arbor Walk and Palm Crossings are
both 99% leased as of December 2013. Palm Crossings is located in
McAllen, Texas and is anchored by Hobby Lobby, Sports Authority
and Beall's. Moody's LTV and stressed DSCR are 82% and 1.23X,
respectively, compared to 86% and 1.16X at the last review.


WHITEHORSE IX: Moody's Assigns (P)Ba3 Rating on Class E Notes
-------------------------------------------------------------
Moody's Investors Service has assigned provisional ratings to
seven classes of notes to be issued by WhiteHorse IX, Ltd.:

$252,000,000 Class A Senior Secured Floating Rate Notes due 2026
(the "Class A Notes"), Assigned (P)Aaa (sf)

$32,500,000 Class B-1 Senior Secured Floating Rate Notes due 2026
(the "Class B-1 Notes"), Assigned (P)Aa2 (sf)

$20,000,000 Class B-2 Senior Secured Fixed Rate Notes due 2026
(the "Class B-2 Notes"), Assigned (P)Aa2 (sf)

$22,750,000 Class C Mezzanine Secured Deferrable Floating Rate
Notes due 2026 (the "Class C Notes"), Assigned (P)A2 (sf)

$24,250,000 Class D Mezzanine Secured Deferrable Floating Rate
Notes due 2026 (the "Class D Notes"), Assigned (P)Baa3 (sf)

$19,500,000 Class E Junior Secured Deferrable Floating Rate Notes
due 2026 (the "Class E Notes"), Assigned (P)Ba3 (sf)

$8,250,000 Class F Junior Secured Deferrable Floating Rate Notes
due 2026 (the "Class F Notes"), Assigned (P)B2 (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."

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
assets, the transaction's legal structure, and the characteristics
of the underlying assets.

WhiteHorse IX 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 and eligible investments, and up
to 10% of the portfolio may consist of second lien loans and
senior unsecured loans. The underlying portfolio is expected to be
at least 70% ramped as of the closing date.

H.I.G. WhiteHorse Capital, 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.

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: $400,000,000

Diversity Score: 55

Weighted Average Rating Factor (WARF): 3005

Weighted Average Spread (WAS): 4.00%

Weighted Average Coupon (WAC): 7.00%

Weighted Average Recovery Rate (WARR): 49.0%

Weighted Average Life (WAL): 8 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.

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

The performance of the Rated Notes is subject to uncertainty. The
performance of the Rated Notes is sensitive to the performance of
the underlying portfolio, which in turn depends on economic and
credit conditions that may change. The Manager's investment
decisions and management of the transaction will also affect the
performance of the Rated Notes.

Together with the set of modeling assumptions above, Moody's
conducted an additional sensitivity analysis, which was an
important component in determining the ratings assigned to the
Rated Notes. This sensitivity analysis includes increased default
probability relative to the base case.

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

Percentage Change in WARF -- increase of 15% (from 3005 to 3455)

Rating Impact in Rating Notches

Class A Notes: 0

Class B-1 Notes: -2

Class B-2 Notes: -2

Class C Notes: -2

Class D Notes: -1

Class E Notes: 0

Class F Notes: -1

Percentage Change in WARF -- increase of 30% (from 3005 to 3906)

Rating Impact in Rating Notches

Class A Notes: -1

Class B-1 Notes: -3

Class B-2 Notes: -3

Class C Notes: -4

Class D Notes: -2

Class E Notes: -1

Class F Notes: -3

The V Score for this transaction is Medium/High. This V Score has
been assigned in a manner similar to the Medium/High V Score
assigned for the global cash flow CLO sector, as described in the
special report titled "V Scores and Parameter Sensitivities in the
Global Cash Flow CLO Sector," dated July 6, 2009 and available on
www.moodys.com.

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


* Moody's Upgrades Ratings on $765MM RMBS Issued 2002-2006
----------------------------------------------------------
Moody's Investors Service has upgraded the ratings of 33 tranches
from 15 subprime RMBS transactions backed by Subprime mortgage
loans.

Complete rating action is as follows:

Issuer: Argent Securities Inc., Series 2003-W7

Cl. M-1, Upgraded to Ba1 (sf); previously on Mar 18, 2011
Downgraded to Ba2 (sf)

Cl. M-2, Upgraded to Caa1 (sf); previously on Apr 13, 2012
Downgraded to Caa3 (sf)

Issuer: CWABS Asset-Backed Certificates Trust 2004-10

Cl. AF-5A, Upgraded to Baa3 (sf); previously on Oct 31, 2013
Upgraded to Ba2 (sf)

Cl. AF-5B, Upgraded to Baa3 (sf); previously on Oct 31, 2013
Upgraded to Ba2 (sf)

Underlying Rating: Upgraded to Baa3 (sf); previously on Oct 31,
2013 Upgraded to Ba2 (sf)

Financial Guarantor: MBIA Insurance Corporation (Upgraded to B2,
Outlook Stable on May 21, 2014)

Cl. AF-6, Upgraded to Baa2 (sf); previously on Oct 31, 2013
Upgraded to Ba1 (sf)

Cl. MF-1, Upgraded to Caa2 (sf); previously on Oct 31, 2013
Upgraded to Caa3 (sf)

Issuer: CWABS Asset-Backed Certificates Trust 2004-AB2

Cl. A-3, Upgraded to A3 (sf); previously on Apr 16, 2012
Downgraded to Baa1 (sf)

Cl. M-1, Upgraded to Ba1 (sf); previously on Apr 16, 2012
Downgraded to B1 (sf)

Issuer: CWABS, Inc. Asset-Backed Certificates, Series 2004-6

Cl. M-1, Upgraded to Baa3 (sf); previously on Apr 16, 2012
Downgraded to Ba2 (sf)

Cl. M-2, Upgraded to Ba3 (sf); previously on Apr 16, 2012
Downgraded to B2 (sf)

Cl. M-3, Upgraded to B3 (sf); previously on Apr 16, 2012
Downgraded to Caa1 (sf)

Cl. M-4, Upgraded to Caa3 (sf); previously on Apr 16, 2012
Downgraded to C (sf)

Issuer: CWABS, Inc. Asset-Backed Certificates, Series 2004-9

Cl. AF-5, Upgraded to Baa2 (sf); previously on Nov 6, 2013
Upgraded to Ba1 (sf)

Cl. AF-6, Upgraded to Baa1 (sf); previously on Nov 6, 2013
Upgraded to Baa3 (sf)

Cl. MF-1, Upgraded to Caa2 (sf); previously on Mar 5, 2013
Affirmed Ca (sf)

Issuer: CWABS, Inc., Asset-Backed Certificates, Series 2004-ECC1

Cl. M-1, Upgraded to Baa3 (sf); previously on Apr 16, 2012
Confirmed at Ba1 (sf)

Cl. M-2, Upgraded to B3 (sf); previously on Mar 17, 2011
Downgraded to Caa3 (sf)

Issuer: First Franklin Mortgage Loan Trust 2004-FFH1

Cl. M-1, Upgraded to Baa2 (sf); previously on Apr 9, 2012 Upgraded
to Ba1 (sf)

Cl. M-2, Upgraded to Ba2 (sf); previously on Apr 9, 2012 Upgraded
to B2 (sf)

Cl. M-3, Upgraded to B2 (sf); previously on Apr 9, 2012 Upgraded
to Caa2 (sf)

Issuer: First Franklin Mortgage Loan Trust 2006-FF12

Cl. A4, Upgraded to B1 (sf); previously on Apr 6, 2010 Downgraded
to Caa1 (sf)

Issuer: MASTR Asset Backed Securities Trust 2003-WMC1

Cl. M-1, Upgraded to Ba2 (sf); previously on May 3, 2012
Downgraded to Ba3 (sf)

Cl. M-2, Upgraded to B3 (sf); previously on May 3, 2012 Downgraded
to Caa2 (sf)

Issuer: MASTR Asset Backed Securities Trust 2004-OPT1

Cl. M-1, Upgraded to Ba1 (sf); previously on Sep 4, 2013
Downgraded to Ba2 (sf)

Cl. M-2, Upgraded to Caa1 (sf); previously on Sep 4, 2013
Downgraded to Caa3 (sf)

Issuer: MASTR Asset Backed Securities Trust 2004-WMC2

Cl. M-2, Upgraded to B3 (sf); previously on Dec 12, 2012 Upgraded
to Caa2 (sf)

Cl. M-3, Upgraded to Caa2 (sf); previously on Dec 12, 2012
Upgraded to Ca (sf)

Cl. M-4, Upgraded to Ca (sf); previously on Mar 11, 2011
Downgraded to C (sf)

Issuer: Option One Mortgage Loan Trust 2003-1

Cl. A-2, Upgraded to Ba1 (sf); previously on Apr 23, 2012 Upgraded
to Ba3 (sf)

Cl. M-1, Upgraded to Caa2 (sf); previously on Apr 23, 2012
Confirmed at Ca (sf)

Issuer: Option One Mortgage Loan Trust 2003-4

Cl. A-2, Upgraded to Baa3 (sf); previously on Mar 18, 2011
Downgraded to Ba1 (sf)

Issuer: Option One Mortgage Loan Trust 2004-2

Cl. M-1, Upgraded to Ba3 (sf); previously on Apr 23, 2012
Confirmed at B2 (sf)

Issuer: Option One Woodbridge Loan Trust 2002-1

Cl. M-2, Upgraded to B2 (sf); previously on Nov 13, 2013 Upgraded
to Caa1 (sf)

Ratings Rationale

The rating actions reflect recent performance of the underlying
pools and Moody's updated loss expectations on the pools. The
upgrade actions are a result of improving performance of the
related pools and/or improving credit enhancement on the bonds due
to continued availability of spread and failure of performance
triggers.

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 $487MM Subprime RMBS Issued 1999-2004
---------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of 25 tranches
from 17 subprime RMBS transactions and downgraded the ratings of
five tranches from two subprime RMBS transactions, which are all
backed by Subprime mortgage loans.

Complete rating actions are as follows:

Issuer: Asset Backed Securities Corporation Home Equity Loan Trust
2003-HE4

Cl. M1, Upgraded to B2 (sf); previously on Apr 12, 2012 Downgraded
to Caa1 (sf)

Issuer: Asset Backed Securities Corporation Home Equity Loan Trust
2004-HE7

Cl. M1, Upgraded to Ba2 (sf); previously on Sep 23, 2013
Downgraded to B1 (sf)

Cl. M2, Upgraded to B3 (sf); previously on Mar 11, 2011 Downgraded
to Caa2 (sf)

Issuer: GSAMP Trust 2002-WF

Cl. M-1, Upgraded to Ba3 (sf); previously on Mar 17, 2011
Downgraded to B2 (sf)

Cl. M-2, Upgraded to Caa2 (sf); previously on Mar 17, 2011
Downgraded to Ca (sf)

Issuer: GSAMP Trust 2004-AHL

Cl. M-2, Downgraded to Ca (sf); previously on Mar 17, 2011
Downgraded to Caa3 (sf)

Cl. M-3, Downgraded to C (sf); previously on Mar 17, 2011
Downgraded to Ca (sf)

Cl. B-1, Downgraded to C (sf); previously on Mar 17, 2011
Downgraded to Ca (sf)

Cl. B-2, Downgraded to C (sf); previously on Mar 17, 2011
Downgraded to Ca (sf)

Issuer: Morgan Stanley ABS Capital I Inc. Mortgage Loan Asset-
Backed Certificates, Series 2001-WF1

Cl. M-1, Upgraded to Caa1 (sf); previously on Mar 15, 2011
Downgraded to Caa3 (sf)

Cl. M-2, Upgraded to Caa3 (sf); previously on Mar 15, 2011
Downgraded to C (sf)

Issuer: Morgan Stanley ABS Capital I Inc. Trust 2002-HE3

Cl. M-1, Upgraded to B3 (sf); previously on Apr 10, 2012
Downgraded to Caa1 (sf)

Issuer: Morgan Stanley ABS Capital I Inc. Trust 2003-NC5

Cl. M-2, Upgraded to Caa1 (sf); previously on Oct 9, 2013 Upgraded
to Caa3 (sf)

Issuer: Morgan Stanley ABS Capital I Inc. Trust 2003-NC8

Cl. M-1, Upgraded to B1 (sf); previously on Dec 3, 2013 Upgraded
to B2 (sf)

Issuer: Morgan Stanley ABS Capital I Inc. Trust 2004-HE4

Cl. M-1, Upgraded to B1 (sf); previously on Mar 15, 2011
Downgraded to B3 (sf)

Issuer: Morgan Stanley ABS Capital I Inc. Trust 2004-NC2

Cl. M-1, Upgraded to B1 (sf); previously on Apr 10, 2012 Confirmed
at B3 (sf)

Issuer: Morgan Stanley ABS Capital I Inc. Trust 2004-NC3

Cl. M-1, Upgraded to B1 (sf); previously on Mar 15, 2011
Downgraded to B3 (sf)

Issuer: Morgan Stanley ABS Capital I Inc. Trust 2004-NC5

Cl. M-1, Upgraded to B2 (sf); previously on Mar 15, 2011
Downgraded to Caa1 (sf)

Issuer: Morgan Stanley ABS Capital I Inc. Trust 2004-WMC2

Cl. M-1, Upgraded to Ba2 (sf); previously on Apr 10, 2012 Upgraded
to Ba3 (sf)

Cl. M-2, Upgraded to Caa1 (sf); previously on Apr 10, 2012
Confirmed at Caa3 (sf)

Cl. M-3, Upgraded to Ca (sf); previously on Mar 15, 2011
Downgraded to C (sf)

Issuer: Morgan Stanley Capital I Inc. Trust 2003-NC4

Cl. M-2, Upgraded to Caa2 (sf); previously on Mar 15, 2011
Downgraded to Ca (sf)

Issuer: Morgan Stanley Dean Witter Capital I Inc. Trust 2002-AM2

Cl. M-1, Upgraded to B1 (sf); previously on Mar 15, 2011
Downgraded to B3 (sf)

Issuer: NovaStar Mortgage Funding Trust, Series 2003-3

Cl. A-3, Upgraded to Baa3 (sf); previously on Mar 10, 2011
Downgraded to Ba1 (sf)

Cl. M-1, Upgraded to Ba2 (sf); previously on Sep 12, 2013 Upgraded
to B1 (sf)

Cl. M-2, Upgraded to B1 (sf); previously on Sep 12, 2013 Upgraded
to B3 (sf)

Cl. M-3, Upgraded to Caa2 (sf); previously on Mar 10, 2011
Downgraded to Ca (sf)

Issuer: Saxon Asset Securities Trust 2003-2

Cl. M-1, Upgraded to B1 (sf); previously on Mar 10, 2011
Downgraded to B3 (sf)

Issuer: Structured Asset Investment Loan Trust 2003-BC4

Cl. M1, Upgraded to B1 (sf); previously on Mar 4, 2011 Downgraded
to B3 (sf)

Issuer: Saxon Asset Securities Trust 1999-2

BF-1, Downgraded to Caa1 (sf); previously on Mar 10, 2011
Downgraded to B3 (sf)

Ratings Rationale

The upgrade actions 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 downgrade actions are a
result of deteriorating performance of the related pools and/or
slower pay-down of the bonds due to low prepayments/slower
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 $281MM Prime Jumbo RMBS
-------------------------------------------------
Moody's Investors Service has downgraded the ratings of eight
tranches and upgraded the ratings of two tranches issued by
various issuers. The tranches are backed by Prime Jumbo RMBS loans
from three transactions issued from 2004 to 2005.

Complete rating actions are as follows:

Issuer: Chase Mortgage Finance Trust, Series 2004-S2

Cl. IA-4, Downgraded to Baa3 (sf); previously on Aug 9, 2013
Downgraded to Baa1 (sf)

Cl. IA-5, Downgraded to Baa3 (sf); previously on Aug 9, 2013
Downgraded to Baa1 (sf)

Cl. IIA-3, Downgraded to Ba1 (sf); previously on Aug 9, 2013
Downgraded to Baa3 (sf)

Cl. IIA-4, Downgraded to Ba1 (sf); previously on Aug 9, 2013
Downgraded to Baa3 (sf)

Cl. IIA-6, Downgraded to Ba1 (sf); previously on Aug 9, 2013
Downgraded to Baa3 (sf)

Cl. A-P, Downgraded to Ba1 (sf); previously on Aug 9, 2013
Downgraded to Baa3 (sf)

Issuer: MASTR Asset Securitization Trust 2004-1

Cl. 4-A-1, Downgraded to Baa1 (sf); previously on Jul 24, 2013
Downgraded to A3 (sf)

Issuer: Wells Fargo Mortgage Backed Securities 2005-AR12 Trust

Cl. I-A-1, Upgraded to Baa3 (sf); previously on Aug 17, 2012
Upgraded to Ba3 (sf)

Cl. II-A-5, Upgraded to Baa3 (sf); previously on Aug 17, 2012
Upgraded to Ba2 (sf)

Cl. II-A-11, Downgraded to B1 (sf); previously on Aug 17, 2012
Upgraded to Ba2 (sf)

Ratings Rationale

The rating actions reflect recent performance of the underlying
pools and Moody's updated loss expectations for the pools. The
rating downgrades are a result of deteriorating performance and
structural features resulting in higher expected losses for the
bond than previously anticipated. The rating upgrade for Wells
Fargo Mortgage Backed Securities 2005-AR12 class I-A-1 is due to
improving collateral performance. In addition, the rating actions
for these transactions reflect modeling updates and corrections to
the cash flow models used by Moody's in rating these transactions.
For Chase Mortgage Finance Trust, Series 2004-S2 and MASTR Asset
Securitization Trust 2004-1, the changes pertain to the
calculations of senior percentage post subordination depletion,
loss allocation to senior bonds, cross collateralization and PO
bond reimbursement. For Wells Fargo Mortgage Backed Securities
2005-AR12 Trust, the changes pertain to the calculations of senior
percentage post subordination depletion and the super senior
support amount available to class II-A-5. The previous model
mistakenly did not allocate losses to class II-A-11 as a super
senior support to class II-A-5. This has been corrected, and the
rating actions for classes II-A-5 and II-A-11 reflect this change.

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 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.


* Moody's Takes Action on $175MM of RMBS Issued 2003 to 2006
------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of 13
tranches and upgraded the ratings of 24 tranches backed by Prime
Jumbo RMBS loans, issued by miscellaneous issuers.

Complete rating actions are as follows:

Issuer: Banc of America Funding 2006-3 Trust

Cl. 3-A-1, Downgraded to Caa2 (sf); previously on Apr 30, 2010
Downgraded to Caa1 (sf)

Cl. 4-A-10, Downgraded to Caa2 (sf); previously on Sep 12, 2013
Downgraded to Caa1 (sf)

Cl. X-IO, Downgraded to Caa1 (sf); previously on Sep 12, 2013
Downgraded to B3 (sf)

Issuer: Banc of America Mortgage 2004-K Trust

Cl. 1-A-1, Upgraded to B1 (sf); previously on Apr 25, 2011
Downgraded to B3 (sf)

Cl. 1-A-2, Upgraded to B1 (sf); previously on Apr 25, 2011
Downgraded to B3 (sf)

Cl. 3-A-1, Upgraded to B1 (sf); previously on Apr 25, 2011
Downgraded to B3 (sf)

Cl. 3-A-2, Upgraded to B1 (sf); previously on Apr 25, 2011
Downgraded to B3 (sf)

Cl. 3-A-3, Upgraded to Caa2 (sf); previously on Apr 25, 2011
Downgraded to Ca (sf)

Cl. 4-A-1, Upgraded to B1 (sf); previously on Apr 25, 2011
Downgraded to B2 (sf)

Issuer: Bear Stearns ARM Trust 2003-3

Cl. II-A-1, Downgraded to Baa3 (sf); previously on May 18, 2012
Downgraded to Baa1 (sf)

Cl. II-A-2, Downgraded to Baa3 (sf); previously on May 18, 2012
Downgraded to Baa1 (sf)

Cl. II-A-3, Downgraded to Baa3 (sf); previously on May 18, 2012
Downgraded to Baa1 (sf)

Cl. II-A-4, Downgraded to Baa3 (sf); previously on May 18, 2012
Downgraded to Baa1 (sf)

Cl. IV-A-1, Downgraded to Baa2 (sf); previously on Aug 9, 2013
Downgraded to Baa1 (sf)

Issuer: CHL Mortgage Pass-Through Trust 2004-HYB7

Cl. 1-A-1, Upgraded to Ba2 (sf); previously on Apr 19, 2011
Downgraded to B2 (sf)

Cl. 1-A-2, Upgraded to Ba2 (sf); previously on Apr 19, 2011
Downgraded to B2 (sf)

Cl. 1-A-3, Upgraded to Ba3 (sf); previously on Apr 19, 2011
Downgraded to B3 (sf)

Cl. 2-A, Upgraded to Ba2 (sf); previously on Apr 19, 2011
Downgraded to Ba3 (sf)

Cl. 3-A, Upgraded to Ba1 (sf); previously on Apr 19, 2011
Downgraded to Ba2 (sf)

Cl. 4-A, Upgraded to Ba2 (sf); previously on Apr 19, 2011
Downgraded to Ba3 (sf)

Cl. 5-A, Upgraded to Ba1 (sf); previously on Apr 19, 2011
Downgraded to Ba3 (sf)

Cl. 5-A-IO, Upgraded to Ba1 (sf); previously on Apr 19, 2011
Downgraded to Ba3 (sf)

Cl. 4-A-IO, Upgraded to Ba2 (sf); previously on Apr 19, 2011
Downgraded to Ba3 (sf)

Issuer: CHL Mortgage Pass-Through Trust 2004-J2

Cl. A-4, Upgraded to Baa3 (sf); previously on Apr 19, 2011
Downgraded to Ba2 (sf)

Cl. A-5, Upgraded to Baa3 (sf); previously on Apr 19, 2011
Downgraded to Ba2 (sf)

Cl. A-7, Upgraded to Baa3 (sf); previously on Apr 19, 2011
Downgraded to Ba2 (sf)

Issuer: CSFB Mortgage-Backed Pass-Through Certificates, Series
2003-AR30

Cl. C-B-1, Upgraded to B3 (sf); previously on May 24, 2012
Downgraded to Caa1 (sf)

Issuer: First Horizon Mortgage Pass-Through Trust 2003-7

Cl. I-A-5, Downgraded to Baa3 (sf); previously on Aug 27, 2013
Downgraded to Baa1 (sf)

Cl. I-A-10, Downgraded to Baa3 (sf); previously on Aug 27, 2013
Downgraded to Baa1 (sf)

Cl. I-A-11, Downgraded to Baa3 (sf); previously on Aug 27, 2013
Downgraded to Baa1 (sf)

Cl. I-A-16, Downgraded to A3 (sf); previously on Aug 27, 2013
Confirmed at A1 (sf)

Cl. I-A-21, Downgraded to Ba1 (sf); previously on Aug 27, 2013
Downgraded to Baa2 (sf)

Issuer: CHL Mortgage Pass-Through Trust 2004-21

Cl. A-1, Upgraded to Ba1 (sf); previously on Apr 19, 2011
Downgraded to Ba3 (sf)

Cl. A-2, Upgraded to Ba1 (sf); previously on Apr 19, 2011
Downgraded to Ba3 (sf)

Cl. A-3, Upgraded to Ba2 (sf); previously on Apr 19, 2011
Downgraded to B1 (sf)

Cl. A-10, Upgraded to Ba1 (sf); previously on Apr 19, 2011
Downgraded to Ba3 (sf)

Cl. PO, Upgraded to Ba2 (sf); previously on Apr 19, 2011
Downgraded to Ba3 (sf)

Ratings Rationale

The actions are a result of the recent performance of the
underlying pools and reflect Moody's updated loss expectations on
the pools. The upgrade rating actions are a result of improving
performance of the related pools and/or faster pay-down of the
bonds due to high prepayments/fast liquidations. The rating
actions for Banc of America Mortgage 2004-K Trust, Bear Stearns
ARM Trust 2003-3, and CHL Mortgage Pass-Through Trust 2004-HYB7
also reflect updates and corrections to the cash-flow models used
by Moody's in rating these transactions. The changes for all deals
pertain to the calculation of the senior percentage post
subordination depletion and the loss allocation to the bonds. For
Bear Stearns ARM Trust 2003-3 and CHL Mortgage Pass-Through Trust
2004-HYB7, the changes also pertain to the calculation of amounts
used for cross collateralization between the loan groups. For Banc
of America Mortgage 2004-K Trust, the changes also pertain to the
allocation of interest to the notional 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.


* Moody's Takes Action on $149MM Alt-A RMBS Issued 2004 to 2005
---------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of four
tranches and downgraded the ratings of six tranches from four
transactions backed by Alt-A RMBS loans, issued by multiple
issuers.

Complete rating actions are as follows:

Issuer: First Horizon Alternative Mortgage Securities Trust 2004-
AA3

Cl. A-1, Downgraded to B2 (sf); previously on May 4, 2012
Downgraded to Ba3 (sf)

Cl. A-3, Downgraded to B2 (sf); previously on May 4, 2012
Downgraded to Ba3 (sf)

Issuer: First Horizon Alternative Mortgage Securities Trust 2004-
AA5

Cl. I-A-1, Downgraded to Ba3 (sf); previously on May 4, 2012
Downgraded to Ba1 (sf)

Cl. II-A-1, Downgraded to B2 (sf); previously on May 4, 2012
Confirmed at B1 (sf)

Cl. II-A-2, Downgraded to B2 (sf); previously on May 4, 2012
Confirmed at B1 (sf)

Issuer: Prime Mortgage Trust 2005-4

Cl. II-X, Downgraded to Caa1 (sf); previously on Feb 16, 2012
Downgraded to B3 (sf)

Issuer: Structured Asset Securities Corp Trust 2005-7XS

Cl. 1-A3, Upgraded to Ba3 (sf); previously on Aug 27, 2012
Upgraded to B1 (sf)

Underlying Rating: Upgraded to Ba3 (sf); previously on Aug 27,
2012 Upgraded to B1 (sf)

Financial Guarantor: Ambac Assurance Corporation (Segregated
Account - Unrated)

Cl. 1-A4A, Upgraded to Ba2 (sf); previously on Aug 27, 2012
Upgraded to Ba3 (sf)

Underlying Rating: Upgraded to Ba2 (sf); previously on Aug 27,
2012 Upgraded to Ba3 (sf)

Financial Guarantor: Ambac Assurance Corporation (Segregated
Account - Unrated)

Cl. 1-A4B, Upgraded to Ba2 (sf); previously on Aug 27, 2012
Upgraded to Ba3 (sf)

Cl. 2-A1B, Upgraded to Caa3 (sf); previously on Aug 12, 2010
Downgraded to Ca (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 ratings upgraded are a result of improving
collateral performance and credit enhancement available to bonds.
The ratings downgraded are due to weaker collateral performance.

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 $112MM RMBS by Morgan Stanley and SARM
----------------------------------------------------------------
Moody's Investors Service has downgraded the rating of three
tranches and upgraded the rating of nine tranches in four
transactions issued by Morgan Stanley and Structured Adjustable
Rate Mortgage Loan Trust. The tranches are backed by Alt-A RMBS
loans issued in 2005 and 2007.

Issuer: Morgan Stanley Mortgage Loan Trust 2005-6AR

Cl. 1-A-1, Upgraded to A3 (sf); previously on Aug 12, 2013
Upgraded to Baa2 (sf)

Cl. 1-A-4, Upgraded to Baa2 (sf); previously on Aug 12, 2013
Upgraded to Ba1 (sf)

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

Cl. 1-M-1, Upgraded to Ba1 (sf); previously on Aug 12, 2013
Upgraded to Ba3 (sf)

Cl. 1-M-2, Upgraded to Ba3 (sf); previously on Aug 12, 2013
Upgraded to B2 (sf)

Cl. 1-M-3, Upgraded to B3 (sf); previously on Aug 12, 2013
Upgraded to Caa2 (sf)

Cl. 1-M-4, Upgraded to Caa1 (sf); previously on Aug 12, 2013
Upgraded to Caa3 (sf)

Cl. 1-M-5, Upgraded to Caa2 (sf); previously on Aug 12, 2013
Upgraded to Ca (sf)

Cl. 1-M-6, Upgraded to Ca (sf); previously on Feb 4, 2009
Downgraded to C (sf)

Issuer: Morgan Stanley Mortgage Loan Trust 2007-3XS

Cl. 2-A-1-A, Downgraded to Baa3 (sf); previously on Aug 12, 2013
Downgraded to Baa1 (sf)

Issuer: Morgan Stanley Mortgage Loan Trust 2007-6XS

Cl. 2-A-1-SS, Downgraded to Ba2 (sf); previously on Nov 27, 2013
Downgraded to Baa3 (sf)

Issuer: Structured Adjustable Rate Mortgage Loan Trust 2005-6XS

Cl. M1, Upgraded to B1 (sf); previously on Aug 1, 2013 Upgraded to
B3 (sf)

Ratings Rationale

The rating actions are a result of performance on the underlying
pools and reflect Moody's updated loss expectations on the pools.
The rating upgrades are due to stable pool performance and build
up of credit enhancement from excess spread. The rating downgrades
are due to the weak performance of the underlying collateral and
increased risk of interest shortfall on the class 2-A-1-A and
class 2-A-1-SS senior certificates.

The rating actions on Morgan Stanley 2005-6AR also reflect updates
and corrections to the cash-flow model used by Moody's in rating
this transaction. The modeling changes pertain to the calculation
of the senior percentage post subordination depletion, the loss
allocation to the bonds, and interest payment to the bonds. The
changes also reflect the pro-rata allocation of principal on the
class 4A1 and 4A2 senior bonds after subordination depletion.

The principal methodology used in this rating action 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 Cuts Ratings on 99 Certificate Classes to 'Dsf'
-----------------------------------------------------
Standard & Poor's Ratings Services lowered its ratings on 99
classes and one other class of mortgage pass-through certificates
from 65 U.S. residential mortgage-backed securities (RMBS)
transactions issued between 2002 and 2007 to 'D (sf)' and
'CCC (sf)', respectively.

The downgrades to 'D (sf)' reflect S&P's assessment of the
principal write-downs' impact on the affected classes during
recent remittance periods.  Before the rating actions, S&P rated
each of these classes either 'CCC (sf)' or 'CC (sf)', except for
one class that was rated 'B+ (sf)'.

The 99 defaulted classes consist of the following:

   -- 42 from Alternative A transactions (42.42%);
   -- 38 from prime jumbo transactions (38.38%);
   -- 12 from subprime transactions (12.12%);
   -- Two from RMBS negative amortization transactions;
   -- Two from closed-end second-lien transactions;
   -- Two from outside-the-guidelines transactions; and
   -- One from a reperforming transaction.

S&P lowered its rating on class A-P from RFMSI Series 2004-S7
Trust to 'CCC (sf)' from 'B+ (sf)' and removed it from CreditWatch
with negative implications.  There have not been any recent losses
experienced by the discount loans within the transaction, which
would be allocated to this principal-only class.  However, because
there are no subordinate classes remaining and therefore no cash
flow to reimburse this class in the event of a loss allocation,
S&P rated this class 'CCC (sf)' as it believes it is vulnerable
to defaulting.

A combination of subordination, excess spread, and
overcollateralization (where applicable) provide credit
enhancement for all of the transactions in this review.

S&P will continue to monitor its ratings on securities that
experience principal write-downs, and S&P will adjust its ratings
as it considers appropriate according to its criteria.

RATINGS LOWERED

Alternative Loan Trust 2003-10CB
Series 2003-23
                               Rating
Class      CUSIP       To                   From
B-1        12669EDG8   D (sf)               CC (sf)

Alternative Loan Trust 2003-16T1
Series 2003-36
                               Rating
Class      CUSIP       To                   From
M          12669EC87   D (sf)               CC (sf)

Alternative Loan Trust 2005-1CB
Series 2005-1CB
                               Rating
Class      CUSIP       To                   From
1-A-2      12667F2H7   D (sf)               CC (sf)
1-A-4      12667F2K0   D (sf)               CC (sf)
1-A-7      12667F2N4   D (sf)               CC (sf)
1-A-8      12667F2P9   D (sf)               CC (sf)
2-A-1      12667F2Q7   D (sf)               CC (sf)
2-A-3      12667F2S3   D (sf)               CC (sf)
2-A-5      12667F2U8   D (sf)               CC (sf)
2-A-6      12667F2V6   D (sf)               CC (sf)
2-A-7      12667F2W4   D (sf)               CC (sf)
PO-A       12667F2X2   D (sf)               CC (sf)

Alternative Loan Trust 2005-4
Series 2005-4
                               Rating
Class      CUSIP       To                   From
1-A-1      12667F6Y6   D (sf)               CC (sf)
1-A-2      12667F6Z3   D (sf)               CC (sf)
1-A-3      12667F7A7   D (sf)               CC (sf)
1-A-4      12667F7B5   D (sf)               CC (sf)
1-A-5      12667F7C3   D (sf)               CC (sf)
1-A-7      12667F7E9   D (sf)               CC (sf)
2-A-1      12667F7F6   D (sf)               CC (sf)
2-A-2      12667F7G4   D (sf)               CC (sf)
2-A-4      12667F7J8   D (sf)               CC (sf)
2-A-5      12667F7K5   D (sf)               CC (sf)
PO         12667F7P4   D (sf)               CC (sf)

Alternative Loan Trust 2005-76
Series 2005-76
                               Rating
Class      CUSIP       To                   From
3-A-2      12668BDK6   D (sf)               CCC (sf)

Alternative Loan Trust 2005-9CB
Series 2005-9CB
                               Rating
Class      CUSIP       To                   From
1-A-5      12667GEP4   D (sf)               CC (sf)

Ameriquest Mortgage Securities Inc.
Series 2005-R7
                               Rating
Class      CUSIP       To                   From
M-6        03072SK53   D (sf)               CC (sf)

Ameriquest Mortgage Securities Trust 2006-R1
Series 2006-R1
                               Rating
Class      CUSIP       To                   From
M-4        03072SX75   D (sf)               CC (sf)

Banc of America Funding 2007-A Trust
Series 2007-A
                               Rating
Class      CUSIP       To                   From
1-A-1      05952DAA6   D (sf)               CCC (sf)

Banc of America Mortgage 2003-D Trust
Series 2003-D
                               Rating
Class      CUSIP       To                   From
B-4        05948XCD1   D (sf)               CC (sf)

Banc of America Mortgage Trust 2004-9
Series 2004-9
                               Rating
Class      CUSIP       To                   From
3-B-3      05949AWT3   D (sf)               CC (sf)
3-B-2      05949AWS5   D (sf)               CC (sf)

Bank of America Funding 2007-2 Trust
Series 2007-2
                               Rating
Class      CUSIP       To                   From
1-A-16     05951GBE1   D (sf)               CCC (sf)
1-A-18     05951GBG6   D (sf)               CCC (sf)

Bear Stearns ARM Trust 2004-5
Series 2004-5
                               Rating
Class      CUSIP       To                   From
B-2        07384MT51   D (sf)               CC (sf)

Bear Stearns Asset Backed Securities I Trust 2007-HE7
Series 2007-HE7
                               Rating
Class      CUSIP       To                   From
M-3        07387VAJ8   D (sf)               CC (sf)

Bear Stearns Asset Backed Securities Trust 2005-2
Series 2005-2
                               Rating
Class      CUSIP       To                   From
M-6        073877CJ9   D (sf)               CC (sf)

Bear Stearns Asset Backed Securities Trust 2007-SD1
Series 2007-SD1
                               Rating
Class      CUSIP       To                   From
I-A-3B     07389QAF5   D (sf)               CC (sf)

Centex Home Equity Loan Trust 2002-D
Series 2002-D
                               Rating
Class      CUSIP       To                   From
M-2        152314GE4   D (sf)               CC (sf)

CHL Mortgage Pass-Through Trust 2002-26
Series 2002-26
                               Rating
Class      CUSIP       To                   From
B-2        12669DGE2   D (sf)               CC (sf)

CHL Mortgage Pass-Through Trust 2003-43
Series 2003-43
                               Rating
Class      CUSIP       To                   From
B-2        12669EL87   D (sf)               CC (sf)

CHL Mortgage Pass-Through Trust 2003-48
Series 2003-48
                               Rating
Class      CUSIP       To                   From
B-4        12669EV94   D (sf)               CC (sf)

CHL Mortgage Pass-Through Trust 2005-HYB8
Series 2005-HYB8
                               Rating
Class      CUSIP       To                   From
2-A-2      126694SG4   D (sf)               CC (sf)

CHL Mortgage Pass-Through Trust 2006-20
Series 2006-20
                               Rating
Class      CUSIP       To                   From
1-A-18     12544AAT2   D (sf)               CCC (sf)

CitiGroup Mortgage Loan Trust, Series 2003-UP2
Series 2003-UP2
                               Rating
Class      CUSIP       To                   From
B-4        79549AYD5   D (sf)               CC (sf)

Credit Suisse First Boston Mortgage Securities Corp.
Series 2003-AR18
                               Rating
Class      CUSIP       To                   From
IV-M-3     22541QKK7   D (sf)               CCC (sf)

CSFB Mortgage-Backed Trust Series 2005-8
Series 2005-8
                               Rating
Class      CUSIP       To                   From
VI-A-1     2254582G2   D (sf)               CC (sf)

CSFB Mortgage-Backed Trust Series 2005-9
Series 2005-9
                               Rating
Class      CUSIP       To                   From
V-A-7      2254586E3   D (sf)               CC (sf)

CSMC Mortgage-Backed Trust Series 2006-2
Series 2006-2
                               Rating
Class      CUSIP       To                   From
4-A-1      225470YL1   D (sf)               CC (sf)
4-A-4      225470YP2   D (sf)               CC (sf)

CWABS Asset Backed Certificates Trust 2007-QH1
Series 2007-QH1
                               Rating
Class      CUSIP       To                   From
M-1        12669HAD1   D (sf)               CC (sf)

CWABS Asset-Backed Certificates Trust 2004-15
Series 2004-15
                               Rating
Class      CUSIP       To                   From
MF-7       126673UD2   D (sf)               CC (sf)

CWABS Asset-Backed Certificates Trust 2005-4
Series 2005-4
                               Rating
Class      CUSIP       To                   From
MF-5       126673P63   D (sf)               CC (sf)

CWABS Asset-Backed Certificates Trust 2006-13
Series 2006-13
                               Rating
Class      CUSIP       To                   From
MV-2       23242EAM1   D (sf)               CC (sf)

CWABS Asset-Backed Certificates Trust 2006-BC3
Series 2006-BC3
                               Rating
Class      CUSIP       To                   From
M-2        23242HAF9   D (sf)               CCC (sf)

CWABS Inc.
Series 2002-S2
                               Rating
Class      CUSIP       To                   From
M-1        126671QQ2   D (sf)               CC (sf)

Series 2002-S3
                               Rating
Class      CUSIP       To                   From
M-1        126671RX6   D (sf)               CC (sf)

First Horizon Alternative Mortgage Securities Trust 2005-FA8
Series 2005-FA8
                               Rating
Class      CUSIP       To                   From
I-A-1      32051GYF6   D (sf)               CC (sf)

First Horizon Alternative Mortgage Securities Trust 2007-FA2
Series 2007-FA2
                               Rating
Class      CUSIP       To                   From
II-A-1     32053LAQ5   D (sf)               CC (sf)

First Horizon Mortgage Pass-Through Trust 2005-AR1
Series 2005-AR1
                               Rating
Class      CUSIP       To                   From
B-1        32051GJE6   D (sf)               CC (sf)

First Horizon Mortgage Pass-Through Trust 2006-1
Series 2006-1
                               Rating
Class      CUSIP       To                   From
II-A-1     32051G2M6   D (sf)               CC (sf)

GSR Mortgage Loan Trust 2007-5F
Series 2007-5F
                               Rating
Class      CUSIP       To                   From
A-1        3622NEAA0   D (sf)               CCC (sf)

HarborView Mortgage Loan Trust 2004-2
Series 2004-2
                               Rating
Class      CUSIP       To                   From
B-1        41161PDP5   D (sf)               CC (sf)

IXIS Real Estate Capital Trust 2005-HE2
Series 2005-HE2
                               Rating
Class      CUSIP       To                   From
M-6        45071KBP8   D (sf)               CC (sf)

MASTR Alternative Loan Trust 2004-13
Series 2004-13
                               Rating
Class      CUSIP       To                   From
B-1        576434B86   D (sf)               CC (sf)

MASTR Asset Securitization Trust 2003-5
Series 2003-5
                               Rating
Class      CUSIP       To                   From
B-4        55265KXE4   D (sf)               CC (sf)

MASTR Asset Securitization Trust 2003-6
Series 2003-6
                               Rating
Class      CUSIP       To                   From
15-B-3     55265KZQ5   D (sf)               CC (sf)
15-B-4     55265KZU6   D (sf)               CC (sf)
15-B-5     55265KZV4   D (sf)               CC (sf)

Merrill Lynch Mortgage Investors Trust Series MLCC 2003-D
Series 2003-D
                               Rating
Class      CUSIP       To                   From
B-5        589929W20   D (sf)               CC (sf)

Morgan Stanley ABS Capital I Inc. Trust 2005-HE4
Series 2005-HE4
                               Rating
Class      CUSIP       To                   From
M-5        61744CTP1   D (sf)               CC (sf)

Renaissance Home Equity Loan Trust 2004-4
Series 2004-4
                               Rating
Class      CUSIP       To                   From
MF-6       759950EU8   D (sf)               CC (sf)

Residential Asset Securitization Trust 2003-A11
Series 2003-K
                               Rating
Class      CUSIP       To                   From
B-3        45660NVF9   D (sf)               CC (sf)

Residential Asset Securitization Trust 2005-A4
Series 2005-D
                               Rating
Class      CUSIP       To                   From
A-1        45660LHD4   D (sf)               CCC (sf)
PO         45660LHF9   D (sf)               CC (sf)

Residential Asset Securitization Trust 2006-A15
Series 2006-O
                               Rating
Class      CUSIP       To                   From
A-10       76114DAK0   D (sf)               CCC (sf)

RFMSI Series 2004-S7 Trust
Series 2004-S7
                               Rating
Class      CUSIP       To                   From
A-1        76111XNF6   D (sf)               B+ (sf)/Watch Neg
A-P        76111XNG4   CCC (sf)             B+ (sf)/Watch Neg

RFMSI Series 2005-SA3 Trust
Series 2005-SA3
                               Rating
Class      CUSIP       To                   From
II-A-1     76111XWA7   D (sf)               CCC (sf)
II-A-2     76111XWB5   D (sf)               CCC (sf)
III-A      76111XWD1   D (sf)               CCC (sf)
IV-A       76111XWE9   D (sf)               CCC (sf)

RFMSI Series 2006-S5 Trust
Series 2006-S5
                               Rating
Class      CUSIP       To                   From
A-5        74957EAE7   D (sf)               CCC (sf)
A-6        74957EAF4   D (sf)               CCC (sf)

Sequoia Mortgage Trust 2007-1
Series 2007-1
                               Rating
Class      CUSIP       To                   From
3-A1       81744HAF0   D (sf)               CCC (sf)

Structured Asset Securities Corp.
Series 2003-26A
                               Rating
Class      CUSIP       To                   From
B2-1       86359AU68   D (sf)               CC (sf)

Series 2004-17XS
                               Rating
Class      CUSIP       To                   From
M2         86359BZJ3   D (sf)               CC (sf)

Structured Asset Securities Corporation Mortgage Loan Trust 2006-
WF2
Series 2006-WF2
                               Rating
Class      CUSIP       To                   From
M3         86360LAG1   D (sf)               CC (sf)

Structured Asset Securities Corporation Trust 2005-14
Series 2005-14
                               Rating
Class      CUSIP       To                   From
3-A1       86359DJZ1   D (sf)               CC (sf)
4-A2       86359DKB2   D (sf)               CC (sf)

Thornburg Mortgage Securities Trust 2005-2
Series 2005-2
                               Rating
Class      CUSIP       To                   From
B-2        885220HU0   D (sf)               CC (sf)

Wamu Mortgage Pass-Through Certificates Series 2003-S6 Trust
Series     2003-S6
                               Rating
Class      CUSIP       To                   From
C-B-5      9292276T8   D (sf)               CC (sf)

WaMu Mortgage Pass-Through Certificates Series 2006-AR10 Trust
Series 2006-AR10
                               Rating
Class      CUSIP       To                   From
3-A2       93363EAJ4   D (sf)               CCC (sf)
3-A3       93363EAK1   D (sf)               CCC (sf)

WaMu Mortgage Pass-Through Certificates Series 2007-HY1 Trust
Series 2007-HY1
                               Rating
Class      CUSIP       To                   From
3-A1       92925VAH3   D (sf)               CCC (sf)
3-A2       92925VAJ9   D (sf)               CCC (sf)
3-A3       92925VAK6   D (sf)               CCC (sf)

Washington Mutual Mortgage Pass-Through Certificates WMALT 2005-7
Trust
Series 2005-7
                               Rating
Class      CUSIP       To                   From
2-CB-1     93934FBL5   D (sf)               CC (sf)

Washington Mutual MSC Mortgage Pass-Through Certificates Series
2003-MS8 Trust
Series 2003-MS8
                               Rating
Class      CUSIP       To                   From
C-B-5      939336A29   D (sf)               CC (sf)

Wells Fargo Mortgage Backed Securities 2003-O Trust
Series 2003-O
                               Rating
Class      CUSIP       To                   From
B-4        94979YAA3   D (sf)               CC (sf)
B-5        94979YAB1   D (sf)               CC (sf)


* S&P Puts 21 Ratings on 7 U.S. CDO Deals on Watch Negative
-----------------------------------------------------------
Standard & Poor's Ratings Services placed its ratings on 23
tranches from 10 U.S. collateralized debt obligation (CDO)
transactions on CreditWatch with positive implications.  Of the 23
tranches, 16 are from seven CDO transactions backed by trust-
preferred securities (TRuPS), and seven are from three CDO
transactions backed by structured finance securities.

S&P also placed its ratings on 21 tranches from eight transactions
on CreditWatch with negative implications.  Of the eight tranches,
one is backed by TRuPS, and the other seven are backed by
structured finance securities.

The positive Watch placements follow paydowns to the liabilities,
which have increased coverage and credit enhancement levels
available.  In addition, the number of assets that were deferring
their interest payments for the TRuPS-backed CDOs has decreased.

These 23 tranches have a total original issuance amount of $3.12
billion, with $2.81 billion from seven TRuPS transactions.  They
are backed by securities issued by bank holding companies.  The
remaining $0.31 billion is backed by structured finance
securities.

The negative Watch placements reflect the deteriorating credit
quality of the securities held by these transactions.  The
issuance amount of these tranches is $1.99 billion.

S&P will 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 CDO transactions and take rating actions, including
CreditWatch placements, as S&P deems appropriate.

RATINGS PLACED ON CREDITWATCH POSITIVE

Alesco Preferred Funding XII Ltd.
                               Rating
Class               To                     From
A-1                 BB+ (sf)/Watch Pos     BB+ (sf)
A-2                 B- (sf)/Watch Pos      B- (sf)
X                   A+ (sf)/Watch Pos      A+ (sf)

Anthracite CDO I Ltd.
                               Rating
Class               To                     From
E                   B+ (sf)/Watch Pos      B+ (sf)
E-FL                B+ (sf)/Watch Pos      B+ (sf)

Ashford CDO II Ltd.
                               Rating
Class               To                     From
A-1LA               A- (sf)/Watch Pos      A- (sf)
A-1LB               BBB+ (sf)/Watch Pos    BBB+ (sf)
A-2L                BBB- (sf)/Watch Pos    BBB- (sf)

Connecticut Valley Structured Credit CDO II Ltd.
                               Rating
Class               To                     From
B-1                 B (sf)/Watch Pos       B (sf)
B-2                 B (sf)/Watch Pos       B (sf)

InCapS Funding I Ltd.
                               Rating
Class               To                     From
B-1                 CCC+ (sf)/Watch Pos    CCC+ (sf)
B-2                 CCC+ (sf)/Watch Pos    CCC+ (sf)

InCapS Funding II Ltd.
                               Rating
Class               To                     From
A-2                 BB+ (sf)/Watch Pos     BB+ (sf)

I-Preferred Term Securities IV Ltd.
                               Rating
Class               To                     From
A-2                 A (sf)/Watch Pos       A (sf)
A-3                 A (sf)/Watch Pos       A (sf)
B-M-1               CCC (sf)/Watch Pos     CCC (sf)
B-M-2               CCC (sf)/Watch Pos     CCC (sf)

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

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

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

RATINGS PLACED ON CREDITWATCH NEGATIVE

Anthracite 2004-HY1 Ltd.
                               Rating
Class               To                     From
D                   CCC- (sf)/Watch Neg    CCC- (sf)
E                   CCC- (sf)/Watch Neg    CCC- (sf)
F                   CCC- (sf)/Watch Neg    CCC- (sf)

Anthracite 2005-HY2 Ltd.
                               Rating
Class               To                     From
C-FL                CCC- (sf)/Watch Neg    CCC- (sf)
C-FX                CCC- (sf)/Watch Neg    CCC- (sf)

Cedarwoods CRE CDO II Ltd.
                               Rating
Class               To                     From
C                   CCC- (sf)/Watch Neg    CCC- (sf)
D                   CCC- (sf)/Watch Neg    CCC- (sf)
E                   CCC- (sf)/Watch Neg    CCC- (sf)

Cedarwoods CRE CDO Ltd.
                               Rating
Class               To                     From
C                   CCC- (sf)/Watch Neg    CCC- (sf)
D                   CCC- (sf)/Watch Neg    CCC- (sf)

CWCapital COBALT Vr Ltd.
                               Rating
Class               To                     From
A-1                 B+ (sf)/Watch Neg      B+ (sf)

Kodiak CDO I Ltd.
                               Rating
Class               To                     From
A-1                 BB+ (sf)/Watch Neg     BB+ (sf)

Madison Square 2004-1 Ltd.
                               Rating
Class               To                     From
P                   CCC (sf)/Watch Neg     CCC (sf)
Q                   CCC- (sf)/Watch Neg    CCC- (sf)
S                   CCC- (sf)/Watch Neg    CCC- (sf)

Putnam Structured Product CDO 2002-1 Ltd.
                               Rating
Class               To                     From
A-1LT-d             BB- (sf)/Watch Neg     BB- (sf)
A-1LT-f             BB- (sf)/Watch Neg     BB- (sf)
A-1LT-g             BB- (sf)/Watch Neg     BB- (sf)
A-1LT-h             BB- (sf)/Watch Neg     BB- (sf)
A-1LT-i             BB- (sf)/Watch Neg     BB- (sf)
A-1LT-j             BB- (sf)/Watch Neg     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.

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

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

                           *********

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.

This material is copyrighted and any commercial use, resale or
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are $25 each.  For subscription information, contact Peter A.
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                  *** End of Transmission ***