TCR_Public/160605.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Sunday, June 5, 2016, Vol. 20, No. 157

                            Headlines

AMMC CLO 18: Moody's Assigns Ba3(sf) Rating on 2 Tranches
BANC OF AMERICA 2005-4: Fitch Affirms Dsf Rating on 9 Certificates
BANC OF AMERICA 2007-5: S&P Lowers Rating on 2 Cert. Classes to D
BATTALION CLO III: S&P Affirms BB Rating on Class D Notes
BEAR STEARNS 2004-PWR4: Moody's Cuts Rating on Cl. X Debt to B2

BLACK DIAMOND 2016-1: S&P Assigns BB- Rating on Class D Notes
CATAMARAN CLO 2012-1: S&P Affirms BB Rating on Class E Notes
CITIGROUP 2006-C4: Fitch Raises Rating on Cl. B Debt to 'BB'
COMM MORTGAGE 2006-C8: Moody's Cuts Class D Certs Rating to 'C'
COMM MORTGAGE 2013-THL: Fitch Affirms 'Bsf' Rating on Cl. F Certs

CSAIL 2016-C6: Fitch Assigns BB- Rating on Cl. X-E Certificates
CSFB 2006-TFL2: Moody's Affirms B3 Rating on Class A-X-1 Debt
DRYDEN 42 SENIOR: S&P Assigns 'BB' Rating on Class E Notes
FANNIE MAE 2004-T5: Moody's Raises Rating on Cl. AB-9 Certs to Ba2
GALLATIN CLO IV 2012-1: S&P Affirms B Rating on Class F Notes

GMAC COMMERCIAL 2004-C3: Fitch Raises Rating on Cl. D Certs to B
GRAMERCY REAL 2007-1: S&P Cuts Rating on 3 Note Classes to CC
GS MORTGAGE 2015-GC32: Fitch Affirms 'Bsf' Rating on Cl. F Certs
HERTZ VEHICLE 2016-4: DBRS Assigns Prov. BB Ratings to Cl. D Notes
HERTZ VEHICLE II: Fitch to Rate Class D Notes to 'BBsf'

ICONS CDO: A.M. Best Affirms ccc+ Rating on Cl. D Notes Due 2034
JP MORGAN 2003-ML1: Moody's Affirms B1 Rating on Class L Certs
JP MORGAN 2010-C1: Moody's Cuts Rating on Class D Certs to Caa1
LEAF RECEIVABLES 2016-1: DBRS Finalizes BB Ratings on Cl. E2 Debt
LEAF RECEIVABLES 2016-1: Moody's Assigns Ba3 Rating on Cl. E-1 Debt

N-STAR VI: Fitch Hikes Class A-2 Debt Rating to 'Bsf'
N-STAR VI: Moody's Affirms Caa3 Rating on 4 Note Classes
N-STAR VIII: Fitch Affirms 'Bsf' Rating on Class A-2 Debt
OZLM FUNDING III: S&P Affirms 'BB' Rating on Class D Notes
PHOENIX CLO III: Moody's Hikes Class E Notes Rating From Ba1(sf)

RACE POINT X: Moody's Assigns 'Ba3(sf)' Rating on Class E Debt
RAMP TRUST 2006-EFC2: Moody's Hikes Class A-3 Debt Rating to Ba2
SNAAC AUTO 2014-1: S&P Affirms BB Rating on Class E Debt
SOUND POINT XI: Moody's Assigns Ba3(sf) Rating to Class E Notes
TIAA SEASONED 2007-C4: Fitch Affirms 'Dsf' Rating on 3 Certs

TOWD POINT 2016-2: DBRS Finalizes 'Bsf' Ratings Class B2 Debt
TOWD POINT 2016-2: Fitch Assigns 'B' Rating on Class B2 Notes
WACHOVIA BANK 2005-C20: Fitch Affirms Dsf Rating on 8 Cert. Classes
WAMU MORTGAGE 2004-AR8: Moody's Hikes Cl. A-1 Debt Rating to B1
WFRBS COMMERCIAL 2011-C5: Moody's Affirms Ba2 Rating on Cl. F Debt

[*] S&P Puts Ratings on 22 Tranches on CreditWatch Positive
[*] S&P Puts Ratings on 4 CLO Tranches on CreditWatch Negative

                            *********

AMMC CLO 18: Moody's Assigns Ba3(sf) Rating on 2 Tranches
---------------------------------------------------------
Moody's Investors Service has assigned ratings to eight classes of
notes issued by AMMC CLO 18, Limited (the "Issuer" or "AMMC 18").

Moody's rating action is as follows:

US$58,000,000 Class AL1 Senior Secured Floating Rate Notes due 2028
(the "Class AL1 Notes"), Definitive Rating Assigned Aaa (sf)

US$155,000,000 Class AL2 Senior Secured Floating Rate Notes due
2028 (the "Class AL2 Notes"), Definitive Rating Assigned Aaa (sf)

US$30,000,000 Class AF Senior Secured Fixed Rate Notes due 2028
(the "Class AF Notes"), Definitive Rating Assigned Aaa (sf)

US$59,000,000 Class B Senior Secured Floating Rate Notes due 2028
(the "Class B Notes"), Definitive Rating Assigned Aa2 (sf)

US$24,000,000 Class C Secured Deferrable Floating Rate Notes due
2028 (the "Class C Notes"), Definitive Rating Assigned A2 (sf)

US$22,000,000 Class D Secured Deferrable Floating Rate Notes due
2028 (the "Class D Notes"), Definitive Rating Assigned Baa3 (sf)

US$12,000,000 Class E1 Secured Deferrable Floating Rate Notes due
2028 (the "Class E1 Notes"), Definitive Rating Assigned Ba3 (sf)

US$8,000,000 Class E2 Secured Deferrable Floating Rate Notes due
2028 (the "Class E2 Notes"), Definitive Rating Assigned Ba3 (sf)

The Class AL1 Notes, the Class AL2 Notes, the Class AF Notes, the
Class B Notes, the Class C Notes, the Class D Notes, the Class E1
Notes and the Class E2 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.

AMMC 18 is a managed cash flow CLO. The issued notes will be
collateralized primarily by broadly syndicated first lien senior
secured corporate loans. At least 95% of the portfolio must consist
of senior secured loans, cash, and eligible investments, and up to
5% of the portfolio may consist of second lien loans, first lien
last out loans and unsecured loans. We expect the portfolio to be
at least 87% ramped as of the closing date.

American Money Management Corporation (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 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.


BANC OF AMERICA 2005-4: Fitch Affirms Dsf Rating on 9 Certificates
------------------------------------------------------------------
Fitch Ratings has affirmed 10 classes of Banc of America Commercial
Mortgage, Inc. (BACM) commercial mortgage pass-through certificates
series 2005-4.

                        KEY RATING DRIVERS

The affirmations are the result of adverse selection for the
remaining collateral.  The transaction has become highly
concentrated with only five loans remaining, of which four (71% of
the pool) are in special servicing.  Fitch has designated all five
of the remaining loans as Fitch Loans of Concern (FLOC).

As of the May 2016 distribution date, the pool's aggregate
principal balance has been reduced by 97.8% to $35.5 million from
$1.59 billion at issuance.  Fitch modeled losses of 37.4% of the
remaining pool; expected losses on the original pool balance total
7.4%, including $104 million (6.6% of the original pool balance) in
realized losses to date. Interest shortfalls are currently
affecting classes F through P.

The largest contributor to expected losses is the Gibraltar
Portfolio loan (29.1% of the pool), which was originally secured by
a portfolio of 10 single tenant retail properties located across
six states.  After spending nearly four years in special servicing,
the loan was modified in September 2014, resulting in a maturity
extension and rate reduction, among other terms.  Two of the
properties were sold in April 2015, and two are currently vacant
and being marketed for lease and/or sale.  Since returning to the
master servicer in December 2014, the loan has remained on the
watchlist for low debt service coverage ratio (DSCR) and deferred
maintenance.  The portfolio was 62.2% occupied as of the December
2015 rent roll and the servicer-reported DSCR was 1.22x as of
year-end (YE) 2015.

The second largest contributor to expected losses is the East
Norriton Shopping Center loan (36.8%), which is secured by a
121,502 square foot (sf) retail property located in East Norriton,
PA.  The center is anchored by grocer Weis Markets (49% net
rentable area [NRA] through February 2019) and Hockey Giant (20.2%
NRA through August 2020).  The loan transferred to special
servicing in September 2015 due to maturity default.  According to
the special servicer, the borrower has stipulated to receivership
and a foreclosure sale date is anticipated in July or August 2016.
The servicer-reported occupancy was 100% as of YE 2015, up from 80%
at YE 2014.  The improved occupancy is a result of the new lease
with Hockey Giant for the space vacated by Staples in early 2014.

The third largest contributor to expected losses is the 25 Lindsley
Drive loan (22%) which is secured by a 75,641 sf office property
located in Morristown, NJ.  Major tenants include C3i, Inc. (20.4%
NRA through December 2022) and Vogel, Chait, Collins & Schneider
(7.5% NRA through May 2017).  The property was 67.5% occupied as of
the March 2016 rent roll compared to 59% at YE 2014.  The loan
transferred to special servicing in July 2015 due to maturity
default.  The special servicer is negotiating a maturity extension
modification and the property is being marketed for sale.

                      RATING SENSITIVITIES

An upgrade of Class E is not likely due to the concentrated nature
of the pool, as well as the uncertainty in the resolution of the
four specially serviced loans.  Class E would be downgraded to 'D'
should losses be realized.

                        DUE DILIGENCE USAGE

No third-party due diligence was provided or reviewed in relation
to this rating action.

Fitch has affirmed these classes:

   -- $14.9 million class E at 'CCsf'; RE 100%;
   -- $19.8 million class F at 'Dsf'; RE 0%;
   -- $0.8 million 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 through D certificates have paid in full.  Fitch does
not rate the class P certificates.  Fitch previously withdrew the
ratings on the interest-only class XP and XC certificates.


BANC OF AMERICA 2007-5: S&P Lowers Rating on 2 Cert. Classes to D
-----------------------------------------------------------------
S&P Global Ratings raised its ratings on three classes of
commercial mortgage pass-through certificates from Banc of America
Commercial Mortgage Trust 2007-5, a U.S. commercial mortgage-backed
securities (CMBS) transaction.  In addition, S&P lowered its
ratings on two classes and affirmed its ratings on three other
classes from the same 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 assets in the pool, the
transaction's structure, and the liquidity available to the trust.

S&P raised its ratings on classes A-4, A-1A, and A-M to reflect its
expectation of the available credit enhancement for these classes,
which S&P believes is greater than its most recent estimate of
necessary credit enhancement for the respective rating levels.  The
upgrades also follow S&P's views regarding the collateral's current
and future performance, available liquidity support, and reduction
in trust balance.

S&P lowered its ratings on classes D and E to 'D (sf)' because of
accumulated interest shortfalls that S&P expects to remain
outstanding for the foreseeable future.  Both classes have
experienced interest shortfalls for 10 consecutive months.

According to the May 10, 2016, trustee remittance report, the
current monthly interest shortfalls totaled $350,202 and resulted
primarily from:

   -- Modified interest rate reduction totaling $163,668;

   -- Appraisal subordinate entitlement reduction amounts totaling

      $150,070;

   -- Special servicing fees totaling $29,291; and

   -- Workout fees totaling $7,092.

The current interest shortfalls affected classes subordinate to and
including class D.

The affirmations reflect S&P's expectation that the available
credit enhancement for these classes will be within its estimate of
the necessary credit enhancement required for the current ratings.
The affirmations also reflect S&P's views regarding the
collateral's current and future performance, liquidity support
available to the classes, and the susceptibility of these classes
to reduce liquidity support or to incur interest shortfalls from
the specially serviced assets and/or loans on the master servicer's
watchlist.

TRANSACTION SUMMARY

As of the May 10, 2016, trustee remittance report, the collateral
pool balance was $1.1 billion, which is 61.3% of the pool balance
at issuance.  The pool currently includes 66 loans and three real
estate owned (REO) assets (reflecting cross-collateralized and
cross-defaulted loans), down from 100 loans at issuance.  Eight
loans have been defeased ($76.6 million, 6.7%), six assets
($133.8 million, 11.8%) are with the special servicer, and 21 loans
($416.6 million, 36.6%) are on the master servicer's watchlist.
The master servicer, KeyBank Real Estate Capital, reported
financial information for 88.4% of the nondefeased loans in the
pool, of which 80.1% was partial- or year-end 2015 data, and the
remainder was year-end 2014 data.

S&P calculated a 1.13x S&P Global Ratings weighted average debt
service coverage (DSC) and 108.1% S&P Global Ratings weighted
average loan-to-value (LTV) ratio using a 7.65% S&P Global Ratings
weighted average capitalization rate.  The DSC, LTV, and
capitalization rate calculations exclude the six specially serviced
assets and eight defeased loans.  The top 10 nondefeased assets
have an aggregate outstanding pool trust balance of $603.5 million
(53.0%).  Using servicer-reported numbers, S&P calculated a S&P
Global Ratings weighted average DSC and LTV of 0.89x and 127.7%,
respectively, for eight of the top 10 nondefeased assets. The
remaining two are specially serviced.

To date, the transaction has experienced $106.8 million in
principal losses, or 5.7% of the original pool trust balance.  S&P
expects losses to reach approximately 9.6% of the original pool
trust balance in the near term, based on loss incurred to date and
additional losses S&P expects upon the eventual resolution of the
six specially serviced assets.

                       CREDIT CONSIDERATIONS

As of the May 10, 2016, trustee remittance report, six assets in
the pool were with the special servicer, C-III Asset Management LLC
(C-III).  Appraisal reduction amounts (ARAs) totaling $78.8 million
are in place on the six specially serviced assets. Details of the
three largest specially serviced assets, two of which are top 10
nondefeased assets, are:

   -- The Green Oak Village Place loan ($60.2 million, 5.3%), the
      fourth-largest nondefeased asset in the pool, has a reported

      $63.5 million in total exposure.  The loan is secured by a
      315,094-sq.-ft. retail property in Brighton, Mich. and was
      initially transferred to the special servicer on March 14,
      2012, for imminent monetary default.  The loan was modified
      and the modification terms included bifurcating the trust
      balance into a $28.0 million A note and a $32.3 million A2
      note, writing off $2.6 million of principal, reducing the
      interest rates, and converting the loans to interest-only.
      The interest rate on the A1 note was modified to 5.0% from
      5.4345% and the A2 note's interest rate was reduced to 0%.
      In addition, the maturity date was modified to June 1, 2016,

      with a 12-month extension option.  S&P did not receive
      updated financial information on the property.  An ARA of
      $47.0 million is in effect against this loan and S&P expects

      a significant loss upon its eventual resolution.

   -- The 500 Virginia Drive REO asset ($28.8 million, 2.5%), the
      eighth-largest nondefeased asset in the pool, has a reported

      $32.3 million in total exposure.  The asset is a 366,992-
      sq.-ft. suburban office property in Fort Washington, Pa.  
      The loan was transferred to the special servicer on April 5,

      2012, due to imminent maturity default and the property
      became REO on Sept. 30, 2014.  According to C-III, occupancy

      was 43.0% as of March 31, 2016.  An ARA of $17.5 million is
      in effect against this asset and S&P expects a significant
      loss upon its eventual resolution.

   -- The Cypress I REO asset ($20.2 million, 1.8%) has a reported

      $21.5 million in total exposure.  The asset is a
      144,963-sq.-ft. suburban office property in Cypress, Calif.
      The loan was transferred to the special servicer on
      April 24, 2015, due to lease rollovers and decline in
      occupancy and the property became REO on Dec. 16, 2015.  The

      reported DSC and occupancy as of Dec. 31, 2014, were 0.85x
      and 69.2%, respectively.  An ARA of $1.5 million is in
      effect against this asset and we expect a minimal loss upon
      its eventual resolution.

The three remaining assets with the special servicer each has
individual balances that represent less than 1.3% of the total pool
trust balance.  S&P estimated losses for the six specially serviced
assets, arriving at a weighted average loss severity of 53.7%.
With respect to the specially serviced assets noted above, a
minimal loss is less than 25%, a moderate loss is 26%-59%, and a
significant loss is 60% or greater.

                           RATINGS LIST

Banc of America Commercial Mortgage Trust 2007-5
Commercial mortgage pass-through certificates series 2007-5

                                        Rating
Class             Identifier            To             From
A-4               05952CAE0             AA (sf)        BBB+ (sf)
A-1A              05952CAF7             AA (sf)        BBB+ (sf)
A-M               05952CAG5             BB- (sf)       B+ (sf)
A-J               05952CAH3             B- (sf)        B- (sf)
B                 05952CAL4             B- (sf)        B- (sf)
C                 05952CAN0             CCC (sf)       CCC (sf)
D                 05952CAQ3             D (sf)         CCC (sf)
E                 05952CAS9             D (sf)         CCC- (sf)


BATTALION CLO III: S&P Affirms BB Rating on Class D Notes
---------------------------------------------------------
S&P Global Ratings affirmed its ratings on the class A-1, A-2, B,
C, and D notes from Battalion CLO III Ltd.  Battalion /CLO III Ltd.
is a U.S. CLO transaction that closed in December 2012 and is
managed by Brigade Capital Management LLC.

The deal is currently in its reinvestment phase, which is scheduled
to end in January 2017. Since the transaction's effective date, the
amount of 'CCC' rated assets has increased to $26.0 million from
$1.99 million, and defaults in the portfolio have increased to $5.9
million from none.  The increase in defaults has led to a slight
decline in the overcollateralization (O/C) ratios over time.  The
May 2016 trustee report indicated these O/C changes when compared
to the May 2013 report:

   -- Class A O/C decreased to 134.15% from 135.17%;
   -- Class B O/C decreased to 122.35% from 123.28%;
   -- Class C O/C decreased to 115.42% from 116.30%; and
   -- Class D O/C decreased to 108.43% from 109.25%.

The overall credit seasoning offsets the increase in 'CCC' rated
and defaulted assets.  Though the cash flow results showed higher
ratings for the class A-2, B, C, and D notes, S&P took into account
that the transaction is still in its reinvestment period, which is
scheduled to end in January 2017, and considered other sensitivity
runs to allow for volatility in the underlying portfolio.  The
affirmations reflect the transaction's stable performance since
S&P's June 2013 effective date rating affirmations and that the
credit support remains consistent with the current rating levels.

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

CASH FLOW RESULTS AND SENSITIVITY ANALYSIS

Battalion CLO III Ltd.

                            Cash flow
             Previous       implied      Cash flow      Final
Class        rating         rating (i)   cushion (ii)   rating
A-1          AAA (sf)       AAA (sf)     9.43%          AAA (sf)
A-2          AA (sf)        AA+ (sf)     12.03%         AA (sf)
B            A (sf)         AA- (sf)     2.00%          A (sf)
C            BBB (sf)       A- (sf)      1.59%          BBB (sf)
D            BB (sf)        BB+ (sf)     2.92%          BB (sf)

(i)The cash flow implied rating considers the actual spread,
coupon, and recovery of the underlying collateral.  
(ii)The cash flow cushion is the excess of the tranche break-even
default rate (BDR) above the scenario default rate (SDR) at the
assigned rating for a given class of rated notes using the actual
spread, coupon, and recovery.

             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 equals rating     20.0                    7.5
Above base case             25.0                    10.0

                   10% recovery  Correlation  Correlation
       Cash 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    AA+ (sf)    AA+ (sf)      AA+ (sf)     AAA (sf)   AA (sf)
B      AA- (sf)    A+ (sf)       A+ (sf)      AA+ (sf)   A (sf)
C      A- (sf)     BBB+ (sf)     BBB+ (sf)    A+ (sf)    BBB (sf)
D      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)       AA+ (sf)      AAA (sf)
A-2         AA+ (sf)        AA+ (sf)       AA (sf)       AA (sf)
B           AA- (sf)        A+ (sf)        A- (sf)       A (sf)
C           A- (sf)         BBB+ (sf)      BBB- (sf)     BBB (sf)
D           BB+ (sf)        BB- (sf)       B (sf)        BB (sf)

RATINGS LIST

Battalion CLO III Ltd.
Floating-rate notes
                                         Rating
Class             Identifier             To            From
A-1               07131PAA9              AAA (sf)      AAA (sf)
A-2               07131PAC5              AA (sf)       AA (sf)
B                 07131PAE1              A (sf)        A (sf)
C                 07131PAG6              BBB (sf)      BBB (sf)
D                 07131QAA7              BB (sf)       BB (sf)


BEAR STEARNS 2004-PWR4: Moody's Cuts Rating on Cl. X Debt to B2
---------------------------------------------------------------
Moody's Investors Service upgraded the ratings of two classes,
downgraded two classes, and affirmed seven classes in Bear Stearns
Commercial Mortgage Securities Trust, Commercial Pass-Through
Certificates, Series 2004-PWR4 as follows:

Cl. D, Affirmed Aaa (sf); previously on Dec 2, 2015 Affirmed Aaa
(sf)

Cl. E, Affirmed Aaa (sf); previously on Dec 2, 2015 Affirmed Aaa
(sf)

Cl. F, Affirmed Aaa (sf); previously on Dec 2, 2015 Upgraded to Aaa
(sf)

Cl. G, Affirmed Aaa (sf); previously on Dec 2, 2015 Upgraded to Aaa
(sf)

Cl. H, Upgraded to Aaa (sf); previously on Dec 2, 2015 Upgraded to
A1 (sf)

Cl. J, Upgraded to A3 (sf); previously on Dec 2, 2015 Upgraded to
Baa2 (sf)

Cl. K, Affirmed B1 (sf); previously on Dec 2, 2015 Affirmed B1
(sf)

Cl. L, Affirmed Caa1 (sf); previously on Dec 2, 2015 Affirmed Caa1
(sf)

Cl. M, Downgraded to C (sf); previously on Dec 2, 2015 Affirmed
Caa3 (sf)

Cl. N, Affirmed C (sf); previously on Dec 2, 2015 Affirmed C (sf)

Cl. X, Downgraded to B2 (sf); previously on Dec 2, 2015 Affirmed B1
(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, and an increase in the share of the pool covered by
defeasance. The deal has paid down 38% since Moody's last review.

The rating on the P&I class was downgraded due to higher realized
losses.

The ratings on the P&I Classes D, E, F, G, and K 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 P&I Classes L and N were affirmed because the
ratings are consistent with Moody's expected loss.

The rating on the IO Class (Class X) was downgraded due to a
decline in the credit performance (or the weighted average rating
factor or WARF) of its referenced classes.

DEAL PERFORMANCE

As of the May 11, 2016 distribution date, the transaction's
aggregate certificate balance has decreased by 94% to $59 million
from $955 million at securitization. The certificates are
collateralized by five mortgage loans ranging in size from less
than 1% to 83% of the pool. The largest loan is defeased and is
secured by US government securities.

Two loans, constituting 14% 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.

Eight loans have been liquidated from the pool, contributing to an
aggregate realized loss of $15 million (for an average loss
severity of 34%). One loan, constituting 3% of the pool, is
currently in special servicing. The specially serviced loan is the
2700 King Street Loan ($1.6 million), which is secured by the
leasehold interest in an 18,000 square foot retail property in
Honolulu, Hawaii. The property was 100% leased as of March 2016.
The property has operated under two 61-year ground leases which
commanded fixed rent payments for the first 31 years. The initial
fixed rental period is set to expire August 31, 2016, after which
point the new ground lease payments are to be calculated as a
percentage of the fair market value of the land. Due to increases
in land value over the past three decades, and barring a
renegotiation of the ground lease, it is expected that new, higher
ground lease payments will sharply reduce NOI and could wipe out
all but the short-term value of the leasehold. The servicer plans
to market the note for sale in a June 2016 auction. Moody's
analysis incorporates a very high loss severity for this loan.

Moody's received full year 2014 operating results, as well as full
or partial year 2015 operating results for 100% of the pool.
Moody's weighted average conduit LTV is 85%, compared to 65% 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 26% 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 1.05X and 1.47X,
respectively, compared to 1.65X and 1.77X 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 15% of the pool
balance. The largest loan is the Food Emporium -- Hastings on
Hudson Loan ($5 million -- 9% of the pool), which is secured by a
28,000 square foot retail property in the town center of
Hastings-on-Hudson, New York, a suburb of New York City. The
property had been 100% leased to grocery anchor A&P, however the
store closed following the A&P bankruptcy in 2015. A&P sold its
interest in the property to a new lessee and it is expected the
property will operate as a grocery store under a new banner. The
town of Hastings is geographically compact, and has relatively high
barriers to entry and limited space for larger-format retail, which
helps to support the value of this property. Moody's LTV and
stressed DSCR are 90% and 1.14X, respectively, essentially
unchanged from the prior review.

The second largest loan is the Baring Village Loan ($3 million --
6% of the pool). The loan is secured by a 92,000 square foot retail
property located in Sparks, Nevada, approximately eight miles from
downtown Reno. The property was 85% leased as of March 2016,
compared to 88% at the prior review. The property's net cash flow
DSCR has remained below 1.00X since 2010. Moody's LTV and stressed
DSCR are 88% and 1.17X, respectively, compared to 85% and 1.1X at
the last review.

The third largest loan is the Don Wilson Office Building Loan
($400,000 -- less than 1% of the pool), and is secured by a 100%
leased office property in Torrance, California. Moody's LTV and
stressed DSCR are 14% and, 4.00X, respectively, similar to the last
review.


BLACK DIAMOND 2016-1: S&P Assigns BB- Rating on Class D Notes
-------------------------------------------------------------
S&P Global Ratings assigned its ratings to Black Diamond CLO 2016-1
Ltd./Black Diamond CLO 2016-1 LLC $321.30 million fixed- and
floating-rate notes.

The note issuance is 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 to the supplemental tests
      (not counting excess spread), and cash flow structure, which

      can withstand the default rate projected by Standard &
      Poor's CDO Evaluator model, as assessed by S&P Global
      Ratings using the assumptions and methods outlined in its.

   -- 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
      0.3439% to 12.8655%.

   -- 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
      would lead to the reclassification of a certain amount of
      excess interest proceeds that are available (before paying
      uncapped administrative expenses and fees, subordinated
      management fees, hedge payments, supplemental reserve
      account deposits, collateral manager incentive fees, and
      subordinated note payments) as principal proceeds during the

      reinvestment period.

RATINGS ASSIGNED

Black Diamond CLO 2016-1 Ltd./Black Diamond CLO 2016-1 LLC

                                              Amount
Class                   Rating              (mil. $)
A-1a                    AAA (sf)              193.50
A-1b                    AAA (sf)               20.00
A-2a                    AA (sf)                37.50
A-2b                    AA (sf)                11.50
B                       A (sf)                 27.50
C                       BBB- (sf)              15.40
D                       BB- (sf)               15.90
Subordinated notes      NR                     38.30

NR--Not rated.


CATAMARAN CLO 2012-1: S&P Affirms BB Rating on Class E Notes
------------------------------------------------------------
S&P Global Ratings affirmed its ratings on the class A, B, C, D, E,
and F notes from Catamaran CLO 2012-1 Ltd., a U.S. collateralized
loan obligation (CLO) transaction that closed in December 2012 and
is managed by Trimaran Advisors LLC.

The rating actions follow S&P's review of the transaction's
performance using data from the trustee report dated April 8,
2016.

The affirmed ratings reflect S&P's belief that the credit support
available is commensurate with the current rating levels.

Since S&P's effective date affirmations in June 2013, the number of
unique obligors referenced in the portfolio has increased to 200
from 146 names and contributed to the portfolio's diversification.
Though the portfolio has some exposure to assets from the energy
and commodities sectors, according to the April 2016 trustee
report, the highest concentrations are from the health care,
retailers, and chemical and plastics sectors.  More importantly,
the portfolio's weighted average maturity has decreased to 4.35
years from 5.8 years over the same period. Because time horizon is
a significant factor in estimating default probability, a shorter
weighted average life reflects positively on the collateral pool's
creditworthiness.  The portfolio's seasoning has helped offset some
of the credit deterioration in the underlying portfolio.

The amount of assets rated 'CCC' held in the portfolio has
increased to $12.61 million as of the April 2016 trustee report
from none as of the May 2013 monthly trustee report, which S&P used
in its effective date analysis.  Over the same period, defaulted
assets held increased to $7.67 million, up from none at the
effective date.  This increase in defaults had a slight impact on
the overcollateralization (O/C) ratios--they decreased for each
class since S&P's June 2013 rating actions:

   -- Class A/B O/C decreased to 131.62% from 134.25%;
   -- Class C O/C decreased to 118.17% from 120.53%;
   -- Class D O/C decreased to 111.47% from 113.70%;
   -- Class E O/C decreased to 106.56% from 108.69%; and
   -- Class F O/C decreased to 103.61% from 105.69%.

However, the current coverage test ratios are all passing and
well-above their triggers.

Though the cash flow results showed higher ratings for the class B,
C, and D notes, S&P took into account that the transaction is still
in its reinvestment period, which is scheduled to end in December
2016, and considered other sensitivity runs to allow for volatility
in the underlying portfolio.  In addition, S&P's ratings factor in
the slight reduction in credit support and mild credit
deterioration in the portfolio.  Although the cash flow results
indicate a lower rating for the class F notes, S&P views the
portfolio's seasoning as an improvement and do not feel that this
class meets our definition of 'CCC' vulnerability.

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

CASH FLOW RESULTS AND SENSITIVITY ANALYSIS

Catamaran CLO 2012-1 Ltd.
                     Cash flow
       Previous      implied     Cash flow     Final
Class  rating        rating(i)   cushion(ii)   rating
A      AAA (sf)      AAA (sf)    11.24%        AAA (sf)
B      AA (sf)       AA+ (sf)    13.33%        AA (sf)
C      A (sf)        A+ (sf)     6.13%         A (sf)
D      BBB (sf)      BBB+ (sf)   3.46%         BBB (sf)
E      BB (sf)       BB (sf)     0.90%         BB (sf)
F      B (sf)        CCC (sf)    0.42%         B (sf)  

(i)The cash flow implied rating considers the actual spread,
coupon, and recovery of the underlying collateral.  
(ii)The cash flow cushion is the excess of the tranche break-even
default rate above the scenario default rate at the assigned rating
for a given class of rated notes using the actual spread, coupon,
and recovery.

               RECOVERY RATE AND CORRELATION SENSITIVITY

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

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

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

                  Recovery   Correlation Correlation
       Cash flow  decrease   increase    decrease
       implied    implied    implied     implied     Final
Class  rating     rating     rating      rating      rating
A      AAA (sf)   AAA (sf)   AAA (sf)    AAA (sf)    AAA (sf)
B      AA+ (sf)   AA+ (sf)   AA+ (sf)    AAA (sf)    AA (sf)
C      A+ (sf)    A (sf)     A+ (sf)     AA (sf)     A (sf)
D      BBB+ (sf)  BBB- (sf)  BBB+ (sf)   BBB+ (sf)   BBB (sf)
E      BB (sf)    B+ (sf)    BB- (sf)    BB+ (sf)    BB (sf)
F      CCC (sf)   CC (sf)    CCC (sf)    CCC- (sf)   B (sf)

DEFAULT BIASING SENSITIVITY

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

                    Spread        Recovery     
       Cash flow    compression   compression       
       implied      implied       implied       Final
Class  rating       rating        rating        rating
A      AAA (sf)     AAA (sf)      AAA (sf)      AAA (sf)
B      AA+ (sf)     AA+ (sf)      AA (sf)       AA (sf)
C      A+ (sf)      A+ (sf)       BBB+ (sf)     A (sf)
D      BBB+ (sf)    BBB+ (sf)     BB (sf)       BBB (sf)
E      BB (sf)      B+ (sf)       CCC+ (sf)     BB (sf)
F      CCC (sf)     CC (sf)       CC (sf)       B (sf)

RATINGS AFFIRMED

Catamaran CLO 2012-1 Ltd.

Class     Rating
A         AAA (sf)
B         AA (sf)
C         A (sf)
D         BBB (sf)
E         BB (sf)
F         B (sf)


CITIGROUP 2006-C4: Fitch Raises Rating on Cl. B Debt to 'BB'
------------------------------------------------------------
Fitch Ratings has upgraded two and affirmed 12 classes of Citigroup
Commercial Mortgage Trust (CGCMT) commercial mortgage pass-through
certificates series 2006-C4 as a result of significant paydown.

                        KEY RATING DRIVERS

The upgrades to the senior classes are the result of increasing
credit enhancement from defeasance and loan payoffs of
approximately $1 billion since the beginning of 2016.  The
affirmations of the distressed classes reflect the adverse
selection for the remaining collateral.  Based on the concentrated
nature of the pool, Fitch applied an additional stress in its
analysis.  Of the 19 remaining loans, 83.3% are considered as Fitch
Loans of Concern (FLOCs), including nine loans (64.5%) in special
servicing.  Of the performing loans, three (16.6%) mature in June
2016 and six (7.8%) have maturities in 2021.  One loan (4.2%) is
defeased.

As of the May 2016 distribution date, the principal balance has
been reduced by 93.6% to $144.9 million from $2.26 billion at
issuance.  Total realized losses to date total $152.8 million
(6.8%) of the original pool balance.  Interest shortfalls are
currently affecting classes F through P.

The largest contributor to expected losses is the
specially-serviced DuBois Mall loan (21% of the pool), which is
secured by a 441,059 square foot (sf) regional mall located in
Dubois, PA. As of year-end 2015, DSCR and occupancy were reported
at 1.22x an d 92%, respectively.  The loan transferred to the
special servicer in May 2016 in anticipation of not being able to
refinance prior to its June 2016 maturity date.  The loan remains
current.

The next largest contributor to expected losses is the
specially-serviced 60 Frontage Road loan (8.9%), which is secured
by a 130,706 sf single-tenant office property in Andover, MA.  The
loan transferred to special servicing April 2015 due to imminent
default, as the single tenant vacated the property upon lease
expiration in December 2015.  Property remains vacant and the loan
status is listed as in foreclosure.

                       RATING SENSITIVITIES

Fitch analysis employed an additional stressed scenario to reflect
the pool's exposure to single-event risk associated with the large
percentage of the pool in special servicing, including the largest
loan in the pool as well as significant concentration with only 19
loans remaining.  Further upgrades are unlikely as the potential
for future performance volatility of the concentrated pool warrants
a cap on ratings of the remaining classes.  Downgrades to the
distressed classes will occur as losses are realized.

                         DUE DILIGENCE USAGE

No third-party due diligence was provided or reviewed in relation
to this rating action.

Fitch upgrades these classes and assigns or revises Rating Outlooks
as indicated:

   -- $9 million class A-J to 'AAAsf' from 'BBsf'; Outlook Stable;
   -- $50.9 million class B to 'BBsf' from 'Bsf'; Outlook to
      Stable from Negative.

Fitch affirms this class but assigns or revises REs as indicated:

   -- $25.5 million class C at 'CCCsf'; RE 100%.

Fitch affirms these classes as indicated:

   -- $31.1 million class D at 'CCsf'; RE 0%;
   -- $22.6 million class E at 'Csf'; RE 0%;
   -- $5.8 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%.

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


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

Cl. A-1A, Affirmed Aaa (sf); previously on Jun 4, 2015 Affirmed Aaa
(sf)

Cl. A-4, Affirmed Aaa (sf); previously on Jun 4, 2015 Affirmed Aaa
(sf)

Cl. A-M, Upgraded to Aa1 (sf); previously on Jun 4, 2015 Affirmed
Aa3 (sf)

Cl. A-J, Affirmed B3 (sf); previously on Jun 4, 2015 Affirmed B3
(sf)

Cl. B, Affirmed Caa1 (sf); previously on Jun 4, 2015 Affirmed Caa1
(sf)

Cl. C, Downgraded to Caa3 (sf); previously on Jun 4, 2015 Affirmed
Caa2 (sf)

Cl. D, Downgraded to C (sf); previously on Jun 4, 2015 Affirmed
Caa3 (sf)

Cl. E, Affirmed C (sf); previously on Jun 4, 2015 Affirmed C (sf)

Cl. F, Affirmed C (sf); previously on Jun 4, 2015 Affirmed C (sf)

Cl. G, Affirmed C (sf); previously on Jun 4, 2015 Affirmed C (sf)

Cl. XS, Downgraded to B2 (sf); previously on Jun 4, 2015 Affirmed
Ba3 (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 11% 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 8 months.

The ratings on Class A-1A and A-4 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 A-J, B, E, F, and G were
affirmed because the ratings are consistent with Moody's expected
loss.

The ratings on the P&I classes C and D were downgraded due to
higher anticipated losses from specially serviced and troubled
loans.

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

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 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.

DEAL PERFORMANCE

As of the May 10, 2016 distribution date, the transaction's
aggregate certificate balance has decreased by 44% to $2.12 billion
from $3.78 billion at securitization. The certificates are
collateralized by 121 mortgage loans ranging in size from less than
1% to 7% of the pool, with the top ten loans constituting 29% of
the pool. Twenty-six loans, constituting 31% 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.

Thirty-seven loans have been liquidated from the pool, resulting in
an aggregate realized loss of $265 million (for an average loss
severity of 40%). Five loans, constituting 7% of the pool, are
currently in special servicing. The largest specially serviced loan
is the Sierra Vista Mall loan ($75.3 million -- 3.6% of the pool).
The collateral is the 503,998 square feet (SF) portion of a Class B
Regional Mall in Clovis, California. The property was built in 1988
and is anchored by Target (non-collateral), Kohl's
(non-collateral), Sears, MB2 Raceway, and a 16-screen theater. The
property falls under a master ground lease expiring October 2038
with eight five-year options to extend. The loan transferred to
special servicing in September 2013 due to imminent default and the
asset has been REO since January 2015. Total mall occupancy was 85%
as of December 2015, compared to 83% as of May 2015.

The remaining four specially serviced loans are secured by a mix of
property types. Moody's estimates an aggregate $109.5 million loss
for the specially serviced loans (74% expected loss on average).

Moody's has assumed a high default probability for 13 poorly
performing loans, constituting 9% of the pool, and has estimated an
aggregate loss of $40 million (a 21% expected loss based on a 50%
probability default) from these troubled loans.

Moody's received full year 2014 operating results for 94% of the
pool, and full or partial year 2015 operating results for 43% of
the pool. Moody's weighted average conduit LTV is 101%, 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 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 1.37X and 1.08X,
respectively, compared to 1.33X and 1.08X 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 conduit loan is the EZ Storage Portfolio Loan ($150.0
million -- 7.1% 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 2014 net operating income
increased nearly 10% from the prior year primarily due to an
increase in rental revenue. Moody's LTV and DSCR are 121% and
0.83X, respectively.

The second largest loan is the JQH Hotel Portfolio Loan ($110.6
million -- 5.2% of the pool), which is secured by five hotels
located across Arkansas, Kansas, Missouri, Texas and Virginia. As
of the trailing 12 months (TTM) ending February 2016, the
portfolio's was 66.4% occupied with weighted average RevPar at $88,
compared to 65.8% occupied with RevPar at $87 as of the TTM ending
February 2015. Moody's LTV and stressed DSCR are 106% and 1.12X,
respectively.

The third largest loan is the 300 7th Street Loan ($51 million --
2.4% of the pool), which is secured by a 143,413 SF Class B,
eight-story office building (also known as Reporters Building) that
occupies an entire block in the Southwest submarket of Washington,
D.C. The United States Department of Agriculture (USDA) has
occupied approximately 99% of the building since December of 1997,
and the current in-place lease is scheduled to expire at the end of
November 2017. Due to the single tenant exposure, Moody's utilized
a lit/dark analysis. Moody's LTV and stressed DSCR are 139% and
0.64X, respectively.


COMM MORTGAGE 2013-THL: Fitch Affirms 'Bsf' Rating on Cl. F Certs
-----------------------------------------------------------------
Fitch Ratings has affirmed eight classes of COMM 2013-THL Mortgage
Trust Commercial Mortgage Pass-Through Certificates, Series
2013-THL.

The certificates in this transaction represent the beneficial
interests in a trust that holds a $734.4 million mortgage loan
secured by 148 hotel properties located in 31 states across the
U.S.  The loan is sponsored by Whitehall Street Global Real Estate
Limited Partnership 2005 and Whitehall Street Global Employee Fund
2005.

                         KEY RATING DRIVERS

The affirmations and Positive Outlooks are based on the continued
stable-to-increased performance of the underlying collateral pool
since issuance.  The servicer-reported portfolio net cash flow
(NCF) has increased 2.5% as of year-end (YE) 2015 compared with the
YE 2014.  As of YE 2015, the hotel portfolio's trailing 12-month
(TTM) occupancy and revenue per available room (RevPAR) were 71.4%
and $78.55, respectively.  The issuer's underwritten occupancy and
RevPAR was 69.6% and $71.98.

The portfolio exhibits significant geographic diversity across
secondary markets in 31 states. The largest state exposure is
California with 22 hotels.  The collateral consists of mainly
limited service or extended stay properties, with the largest flags
consisting of Fairfield Inn, Residence Inn, Hampton Inn and
Courtyard.  The majority of the pool is in secondary and tertiary
markets, including some exposure to areas affected by volatility in
energy prices.  The loan was not refinanced at its three-year
maturity date and the sponsor has exercised the first of its two
one-year extensions.

                       RATING SENSITIVITIES

The Rating Outlook for classes C, D, E and F and interest-only
X-EXT are revised to Positive as upgrades are possible if portfolio
level cash flow continues to remain strong or increases. Downgrades
are unlikely unless the portfolio sees a significant decline in
performance and/or is not able to pay off at its final maturity
date.

DUE DILIGENCE USAGE

No third party due diligence was provided or reviewed in relation
to this rating action.

Fitch has affirmed these ratings:

   -- $36.9 million class A-1 at 'AAAsf'; Outlook Stable;
   -- $280.3 million class A-2 at 'AAAsf'; Outlook Stable;
   -- Interest-only class X-EXT at 'BBB-sf'; Outlook to Positive
      from Stable;
   -- $108.1 million class B at 'AAsf'; Outlook Stable;
   -- $79 million class C at 'A-sf'; Outlook to Positive from
      Stable;
   -- $78.4 million class D at 'BBB-sf; Outlook to Positive from
      Stable;
   -- $122.5 million class E at 'BB-sf'; Outlook to Positive from
      Stable;
   -- $29 million class F at 'Bsf'; Outlook to Positive from
      Stable.

Class X-CP is paid in full.


CSAIL 2016-C6: Fitch Assigns BB- Rating on Cl. X-E Certificates
---------------------------------------------------------------
Fitch Ratings has assigned these ratings and Rating Outlooks to
Credit Suisse Commercial Mortgage Trust's CSAIL 2016-C6 Commercial
Mortgage Trust Pass-Through Certificates:

   -- $17,021,000 class A-1 'AAAsf'; Outlook Stable;
   -- $67,689,000 class A-2 'AAAsf'; Outlook Stable;
   -- $92,701,000 class A-3 'AAAsf'; Outlook Stable;
   -- $128,500,000 class A-4 'AAAsf'; Outlook Stable;
   -- $198,130,000 class A-5 'AAAsf'; Outlook Stable;
   -- $33,186,000 class A-SB 'AAAsf'; Outlook Stable;
   -- $594,787,000a class X-A 'AAAsf'; Outlook Stable;
   -- $34,536,000a class X-B 'AA-sf'; Outlook Stable;
   -- $57,560,000 class A-S 'AAAsf'; Outlook Stable;
   -- $34,536,000 class B 'AA-sf'; Outlook Stable;
   -- $33,577,000 class C 'A-sf'; Outlook Stable;
   -- $42,210,000ab class X-D 'BBB-sf'; Outlook Stable;
   -- $20,146,000ab class X-E 'BB-sf'; Outlook Stable;
   -- $8,634,000ab class X-F 'B-sf'; Outlook Stable;
   -- $42,210,000b class D 'BBB-sf'; Outlook Stable;
   -- $20,146,000b class E 'BB-sf'; Outlook Stable;
   -- $8,634,000b class F 'B-sf'; Outlook Stable.

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

Fitch does not rate the $33,577,461 class X-NR or the $33,577,461
class NR.

The certificates represent the beneficial ownership interest in the
trust, primary assets of which are 50 loans secured by 363
commercial properties having an aggregate principal balance of
approximately $767.5 million as of the cut-off date.  The loans
were contributed to the trust by Column Financial, Inc., Benefit
Street Partners CRE Finance LLC, The Bank of New York Mellon,
MC-Five Mile Commercial Mortgage Finance LLC and The Bancorp Bank.

Fitch reviewed a comprehensive sample of the transaction's
collateral, including site inspections on 75% of the properties by
balance, cash flow analysis of 90.2%, and asset summary reviews on
100% of the pool.

                        KEY RATING DRIVERS

Credit Opinion Loans: Two loans, GLP Industrial Portfolio B (11.5%
of the pool by balance) and GLP Industrial Portfolio A (5.6% of the
pool), have investment-grade credit opinions of 'A+' and 'A',
respectively, on a stand-alone basis. Excluding these loans,
Fitch's implied conduit subordination at the junior 'AAAsf' tranche
is approximately 27% and at 'BBB-sf', approximately 9.8%.

Above-Average Pool Concentration: The top 10 loans comprise 61.6%
of the pool, which is greater than the recent averages of 54.8% for
year-to-date (YTD) 2016 and 49.3% for 2015. Additionally, the loan
concentration index (LCI) and sponsor concentration index (SCI) are
527 and 659, respectively, greater than the respective YTD 2016
averages of 415 and 461.

High Fitch Conduit Leverage: Although this transaction has a Fitch
debt service coverage ratio (DSCR) and loan to value (LTV) of 1.19x
and 101.1%, respectively, excluding the credit-assessed GLP
Industrial Portfolio B (11.5% of the pool) and GLP Industrial
Portfolio Pool A (5.6% of the pool) loans, the Fitch DSCR and LTV
are 1.11x and 110%, respectively. Both figures are worse than the
YTD 2016 averages for Fitch DSCR and LTV of 1.17x and 107.9%,
respectively.

                      RATING SENSITIVITIES

For this transaction, Fitch's net cash flow (NCF) was 8.4% below
the most recent year's net operating income (NOI; for properties
for which a full-year NOI was provided, excluding properties that
were stabilizing during this period).  Unanticipated further
declines in property-level NCF could result in higher defaults and
loss severities on defaulted loans, and could result in potential
rating actions on the certificates.

Fitch evaluated the sensitivity of the ratings assigned to CSAIL
2016-C6 certificates and found that the transaction displays
average sensitivity to further declines in NCF.  In a scenario in
which NCF declined a further 20% from Fitch's NCF, a downgrade of
the junior 'AAAsf' certificates to 'BBB+sf' could result.  In a
more severe scenario, in which NCF declined a further 30% from
Fitch's NCF, a downgrade of the junior 'AAAsf' certificates to
'BBB-sf' could result.

                        DUE DILIGENCE USAGE

Fitch was provided with third-party due diligence information from
KPMG LLP.  The third-party due diligence information was provided
on Form ABS Due Diligence-15E and focused on a comparison and
re-computation of certain characteristics with respect to each of
the 50 mortgage loans.  Fitch considered this information in its
analysis and the findings did not have an impact on the analysis.



CSFB 2006-TFL2: Moody's Affirms B3 Rating on Class A-X-1 Debt
-------------------------------------------------------------
Moody's Investors Service affirmed the ratings of seven classes of
CSFB Commercial Mortgage Trust 2006-TFL2 as follows:

Cl. G, Affirmed Baa1 (sf); previously on Jul 24, 2015 Affirmed Baa1
(sf)

Cl. H, Affirmed Baa2 (sf); previously on Jul 24, 2015 Affirmed Baa2
(sf)

Cl. J, Affirmed Ba2 (sf); previously on Jul 24, 2015 Affirmed Ba2
(sf)

Cl. K, Affirmed Caa1 (sf); previously on Jul 24, 2015 Affirmed Caa1
(sf)

Cl. L, Affirmed Ca (sf); previously on Jul 24, 2015 Affirmed Ca
(sf)

Cl. A-X-1, Affirmed B3 (sf); previously on Jul 24, 2015 Affirmed B3
(sf)

Cl. A-X-3, Affirmed Caa3 (sf); previously on Jul 24, 2015 Affirmed
Caa3 (sf)

RATINGS RATIONALE

The ratings on the P&I classes G through J were affirmed because
the transaction's key metrics, including Moody's loan-to-value
(LTV) ratio and stressed debt service coverage ratio (DSCR) are
within acceptable ranges. The ratings on the P&I classes K and L
were affirmed because the ratings are consistent with Moody's
expected loss.

The rating of interest-only (IO) Class A-X-1 is affirmed based on
the weighted average rating factor or WARF of its referenced
classes. The rating of IO Class A-X-3 is affirmed based on the
credit performance of its referenced loan, the JW Marriott Starr
Pass loan.

DEAL PERFORMANCE

As of the May 16, 2016 Payment Date the transaction's pooled
certificate balance has decreased by 96% to $78.0 million from $1.9
billion at securitization due to the payoff of 13 loans originally
in the pool.

The one remaining loan in the trust is the JW Marriott Starr Pass
loan ($78.0 million). It is secured by a 575-key resort hotel
located in Tucson, Arizona. The loan was transferred to special
servicing in April 2010 due to the borrower's inability pay off the
loan at maturity. The loan matured in August 2010 resulting in a
maturity default. A receiver was appointed in November 2011. The
special servicer is working through legal issues that have been
impediments to loan resolution. A bench trial was concluded in June
2015 that addressed several collateral issues. The court ruled in
favor of the lender and the judge's written decision is pending.
The $145.0 million mortgage debt includes $67.0 million of
non-trust subordinate debt. There is also $20.0 million of
non-trust mezzanine debt.

The trust has experienced $249,356 in losses since securitization.
The losses were due to the special servicer's workout fee
associated with the Sheffield condo conversion loan that was
originally 10% of the pool. Interest shortfalls total $318,726 and
affect Class L. Outstanding P&I advances total $4.1 million and
outstanding other expense advances total $4.4 million.
Additionally, cumulative accrued unpaid advance interest totals
$627,001. Total loan trust exposure equals $87.2 million.

Property performance has shown improvement. Revenue per available
room (RevPAR) for the trailing 12-month period (TTM) ended April
2016 was $108, a 10% increase over TTM April 2015, and a 15%
increase over the same trailing 12-month period in 2014.


DRYDEN 42 SENIOR: S&P Assigns 'BB' Rating on Class E Notes
----------------------------------------------------------
S&P Global Ratings assigned its ratings to Dryden 42 Senior Loan
Fund/Dryden 42 Senior Loan Fund LLC's $366.00 million floating-rate
notes.

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

The ratings reflect:

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

   -- The transaction's credit enhancement, which is sufficient to

      withstand the defaults applicable for the supplemental tests

      (not including excess spread).

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

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

   -- The diversified collateral portfolio, which consists
      primarily of broadly syndicated 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
      0.3439%-12.8133%.

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

      to 50.0% of available excess interest proceeds (before
      paying certain uncapped administrative expenses, subordinate

      and incentive management fees, hedge amounts, supplemental
      reserve account deposits, and subordinated note payments)
      into principal proceeds to purchase additional collateral
      assets or to pay principal on the notes sequentially at the
      option of the collateral manager after the end of the non-
      call period.

RATINGS ASSIGNED

Dryden 42 Senior Loan Fund/Dryden 42 Senior Loan Fund LLC

Class                  Rating                     Amount
                                                (mil. $)
A                      AAA (sf)                   248.00
B                      AA (sf)                     56.00
C (deferrable)         A (sf)                      24.00
D (deferrable)         BBB (sf)                    20.00
E (deferrable)         BB (sf)                     18.00
Subordinated notes     NR                          35.75

NR--Not rated.


FANNIE MAE 2004-T5: Moody's Raises Rating on Cl. AB-9 Certs to Ba2
------------------------------------------------------------------
Moody's Investors Service has upgraded the rating of one tranche
issued by Fannie Mae Grantor Trust 2004-T5, as a result of an
upgrade on an underlying transaction tranche.

The resecuritization is backed by various residential
mortgage-backed securities, backed by subprime residential mortgage
loans.

The complete rating action is:

Issuer: Fannie Mae Grantor Trust 2004-T5

  Cl. AB-9 Certificate, Upgraded to Ba2 (sf); previously on
   Aug. 29, 2012, Confirmed at Ba3 (sf)

Ratings Rationale

The rating upgrade of Class AB-9 reflects Moody's increased
recovery expectations on the underlying RMBS bonds.

The methodology used in this rating was "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 5.0% in April 2016 from 5.4% in
April 2015.  Moody's forecasts an unemployment central range of
4.5% to 5.5% for the 2016 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 2016.  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 on the underlying transactions or other policy or
regulatory change can impact the performance of these transactions.


GALLATIN CLO IV 2012-1: S&P Affirms B Rating on Class F Notes
-------------------------------------------------------------
S&P Global Ratings affirmed its ratings on the class A, B, C, D, E,
and F notes from Gallatin CLO IV 2012-1 Ltd., a U.S. collateralized
loan obligation transaction that closed in November 2012 and is
managed by MP Senior Credit Partners LP.

The rating actions follow S&P's review of the transaction's
performance using data from the May 1, 2016, trustee report.

The affirmations reflect stable overcollateralization (O/C) ratios
and the portfolio's decreasing weighted average life.  The affirmed
ratings reflect S&P's belief that the credit support available is
commensurate with the current rating levels.

All coverage test results are passing and are well above the
required levels.  Based on the May 1, 2016, trustee report, the
portfolio's weighted average life is 4.66 years, down from 5.26
years per the February 2013 trustee report when the transaction
became effective.  The decline in the weighted average life
improved the transaction's credit risk profile.

The trustee reports no defaults as of May 2016; however, the
exposure to 'CCC' rated assets has increased to $7.34 million from
zero at the transaction's effective date.  The transaction's
performance has been stable, as reflected in the transaction's O/C
ratios.  For example, the class A/B and E O/C ratios were 132.4%
and 108.6%, respectively, up slightly from 132.0% and 108.2% in
February 2013.

The deal is currently in its reinvestment phase, which is scheduled
to end in October 2016.  Because of this, S&P's analysis included a
scenario analysis to account for any potential changes to the
portfolio before the end of the reinvestment period.

Although the cash flow results indicated a lower rating for the
class F notes, S&P affirmed its rating to account for the class'
stable O/C level and collateral seasoning.  However, a potential
headwind for the transaction's rated notes is a substantial
concentration of assets in the oil and gas and nonferrous
metals/mining industries.  The combined concentration totals
approximately $25 million, or 8.54% of the portfolio.  The
distressed nature of these industries at present could lead to
potential negative rating actions on the class F notes in the
future.  

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

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

CASH FLOW AND SENSATIVITY ANALYSIS

GALLATIN CLO IV 2012-1 Ltd.
                     Cash flow
       Previous      implied      Cash flow     Final
Class  rating        rating(i)    cushion(ii)   rating
A      AAA (sf)      AAA (sf)     6.55%         AAA (sf)
B      AA (sf)       AA+ (sf)     7.48%         AA (sf)
C      A (sf)        A+ (sf)      3.13%         A (sf)
D      BBB (sf)      BBB+ (sf)    0.58%         BBB (sf)
E      BB (sf)       BB (sf)      0.83%         BB (sf)
F      B (sf)        CCC- (sf)    0.35%         B (sf)

(i)The cash flow implied rating considers the actual spread,
coupon, and recovery of the underlying collateral.
(ii)The cash flow cushion is the excess of the tranche break-even
default rate (BDR) above the scenario default rate (SDR) at the
assigned rating for a given class of rated notes using the actual
spread, coupon, and recovery.

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 equals rating     20.0                      7.5
Above base case             25.0                     10.0

                   Recovery   Correlation   Correlation
        Cash flow  decrease   increase      decrease
        implied    implied    implied       implied       Final
Class   rating     rating     rating        rating        rating
A       AAA (sf)   AAA (sf)   AAA (sf)      AAA (sf)      AAA (sf)
B       AA+ (sf)   AA+ (sf)   AA+ (sf)      AA+ (sf)      AA (sf)
C       A+ (sf)    A- (sf)    A (sf)        AA- (sf)      A (sf)
D       BBB+ (sf)  BB+ (sf)   BBB- (sf)     BBB+ (sf)     BBB (sf)
E       BB (sf)    B+ (sf)    BB- (sf)      BB+ (sf)      BB (sf)
F       CCC- (sf)  CC (sf)    CCC- (sf)     CC (sf)       B (sf)

                     DEFAULT BIASING SENSITIVITY

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

                    Spread        Recovery
        Cash flow   compression   compression
        implied     implied       implied       Final
Class   rating      rating        rating        rating
A       AAA (sf)    AAA (sf)      AA+ (sf)      AAA
B       AA+ (sf)    AA+ (sf)      AA- (sf)      AA (sf)
C       A+ (sf)     A (sf)        BBB (sf)      A (sf)
D       BBB+ (sf)   BBB- (sf)     BB- (sf)      BBB (sf)
E       BB (sf)     B+ (sf)       B- (sf)       BB (sf)
F       CCC- (sf)   CC (sf)       CC (sf)       B (sf)

RATINGS AFFIRMED

GALLATIN CLO IV 2012-1 Ltd.
Class       Rating
A           AAA (sf)
B           AA (sf)
C           A (sf)
D           BBB (sf)
E           BB (sf)
F           B (sf)


GMAC COMMERCIAL 2004-C3: Fitch Raises Rating on Cl. D Certs to B
----------------------------------------------------------------
Fitch Ratings has upgraded one class and affirmed 12 classes of
GMAC Commercial Mortgage Securities, Inc., series 2004-C3,
commercial mortgage pass-through certificates.

                        KEY RATING DRIVERS

The upgrade of class D is due to higher credit enhancement and
lower overall loss expectations.

The transaction has experienced 94.6% of collateral reduction since
issuance, which includes $84 million (6.7% of the original pool
balance) in realized losses to date.  There are five loans
remaining in the pool, one of which (14.3% of pool balance) is
specially serviced.  The largest loan represents 63.7% of the pool.
The remaining four performing loans' maturity dates are in 2019
(67.1%), 2024 (15.4%) and 2026 (3.2%).  Due to the risks associated
with the significant concentrations within the pool, as well as
some concerns with tenant rollover related to the largest loan,
Fitch's ratings applied additional stresses in its analysis. In
addition, a rating cap was applied to class B due to the potential
volatility of future performance and possibility of interest
shortfalls.  No loans are defeased.  Interest shortfalls currently
reach up to class E.

The specially serviced asset is an 112,899 square foot (sf)
anchored retail property in Coconut Creek, FL.  Major tenants at
the property include Planet Fitness (21.1% of the NRA) and USPS
(13.1% of the NRA).  The property is currently 54.2% occupied.  The
property was well-occupied until 2006, when Winn-Dixie left the
center.  The former Winn-Dixie space was backfilled by Staples and
Ace Hardware, however, both of these tenants eventually vacated.
Planet Fitness moved into the former Ace Hardware space in 2015.
The former Staples space, which has not been occupied since January
2015, remains vacant.  The loan transferred to special servicing in
August 2011 and has been real-estate-owned since January 2014.  The
special servicer is working to stabilize the asset and has recently
recommended that it be marketed for sale.

The largest loan in the pool is secured by a 452,000 sf office
property in Norwalk, CA, which is mainly occupied by government
tenants.  Year-end 2015 occupancy was 92.4%, which represents a 20
basis point decline year-over-year.  It was noted at last review
that leases representing 19.6% of the NRA had expired or would
expire within 12 months and that two large tenants appeared to be
on month-to-month leases.  Approximately 18.7% of the
aforementioned NRA now reflects new leases, and property level
occupancy has remained stable.  Fitch will continue to monitor this
loan for rollover risk prior to its November 2019 maturity.

                        RATING SENSITIVITIES

Rating Outlooks on classes B, C, and D are Stable as no additional
rating changes are expected; while there is increasing credit
enhancement from continued paydown, loan concentration and adverse
selection remain a concern including a risk of interest shortfalls.
A downgrade to classes E may occur as losses are realized.

                        DUE DILIGENCE USAGE

No third-party due diligence was provided or reviewed in relation
to this rating action.

Fitch upgrades these classes and assigns Rating Outlooks as
indicated:

   -- $20.3 million class D to 'Bsf' from 'CCCsf'; Outlook Stable
      assigned.

In addition, Fitch affirms these classes:

   -- $15.2 million class B at 'Asf'; Outlook Stable;
   -- $14.1 million class C at 'BBsf'; Outlook Stable;
   -- $12.5 million class E at 'Csf'; RE 90%;
   -- $5.1 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-1A, A-2, A-3, A-4, A-AB, A-5 and A-J certificates
have been paid in full.  Fitch does not rate the class P
certificate.  Fitch withdrew the ratings on the interest-only class
X-1 and X-2 certificates.


GRAMERCY REAL 2007-1: S&P Cuts Rating on 3 Note Classes to CC
-------------------------------------------------------------
S&P Global Ratings lowered its ratings on the class A-3, B-FL, and
B-FX notes from Gramercy Real Estate CDO 2007-1 Ltd., a U.S.
commercial real estate collateralized debt obligation (CRE CDO)
transaction.  At the same time, S&P affirmed its ratings on the
class A-1 and A-2 notes from the same transaction.

The rating actions follow S&P's review of the transaction's
performance using data from the May 2016 trustee report.

The downgrades are primarily the result of eroded credit support at
the previous rating levels.  The affirmations reflect S&P's belief
that the credit support available is commensurate with the current
rating levels.

Since S&P's October 2013 rating actions, when it lowered the
ratings on the class C-FL, C-FX, D, and E notes, and affirmed the
ratings on the class A-1, A-2, A-3, B-FL, and B-FX notes, the
transaction has paid down the class A-1 notes by $163 million.
Following the May 15, 2016, payment date, the class A-1 note
balance declined to 69.40% from 92.57% as of our previous rating
actions.

However, defaults have increased during this period to
$260 million from $197 million.  Since the size of the portfolio
has decreased, the percentage of defaults as of the March 2016
monthly trustee report is about 34% of the total assets (including
principal cash), up from about 19% as of the August 2013 monthly
trustee report, which S&P used for its October 2013 rating
actions.

This adversely affected the overcollateralization (O/C) ratios. Per
the March 2016 monthly trustee report (which did not reflect the
March 16, 2016, paydowns), the class A/B OC ratio was 73.88%,
compared with the minimum requirement of 103.77%, and down from
80.45% in August 2013.

Per the transaction's documents, to calculate the O/C ratios, the
trustee haircuts the numerator for exposure to assets in specific
rating categories beyond the limits specified in the documents.
Excluding the haircut, the class A-1 and A-2 O/C ratios would be
about 129% and 104%, respectively, as of March 2016.  However, the
class A-3 and class B O/C ratios, excluding the haircut, would be
about 88% and 82%, respectively.

In addition, the transaction's cash position is affected by the
presence of two fixed-floating swaps (the transaction pays
fixed-rate).  This is because the aggregate current notional
balances and fixed rate of both swaps are greater than the
aggregate fixed-rate notional and coupon of the portfolio's
performing assets, which decreases the cash available to the notes.
For instance, the March 2016 distribution report indicates that
the transaction did not have sufficient interest proceeds to pay
the current interest of the class A-1 notes; the transaction had to
rely on the principal proceeds to pay the remaining portion of the
class A-1 interest (and the entire interest of the class A-2, A-3,
B-FL, and B-FX notes).

S&P's review of the transaction also relied in part upon a criteria
interpretation with respect to "CDOs: Mapping A Third Party's
Internal Credit Scoring System To Standard & Poor's Global Rating
Scale," published May 8, 2014, which allows S&P to use a limited
number of public ratings from other Nationally Recognized
Statistical Rating Organizations to assess the credit quality of
assets not rated by S&P Global Ratings.  The criteria provide
specific guidance for the treatment of corporate assets not rated
by S&P Global Ratings, and the interpretation outlines the
treatment of securitized assets.

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

RATINGS LOWERED

Gramercy Real Estate CDO 2007-1 Ltd.

                          Rating
Class             To                From
A-3               CC (sf)           CCC- (sf)
B-FL              CC (sf)           CCC- (sf)
B-FX              CC (sf)           CCC- (sf)

RATINGS AFFIRMED

Gramercy Real Estate CDO 2007-1 Ltd.

Class          Rating
A-1            B (sf)
A-2            CCC- (sf)


GS MORTGAGE 2015-GC32: Fitch Affirms 'Bsf' Rating on Cl. F Certs
----------------------------------------------------------------
Fitch Ratings has affirmed 15 classes of GS Mortgage Securities
Trust 2015-GC32 Commercial Mortgage Pass-Through Certificates.

                           KEY RATING DRIVERS

The affirmations are based on the stable performance of the
underlying collateral pool.  There have been no delinquent or
specially serviced loans since issuance.  The stable performance
reflects no material changes to pool metrics since issuance,
therefore the original rating analysis was considered in affirming
the transaction.

The pool's aggregate principal balance has been reduced by 0.69% to
$996 million from $1.0 billion at issuance.  No loans have been
designated as Fitch Loans of Concern.

The largest loan in the pool (9.9% of the pool) is secured by 32
cross-collateralized and cross defaulted properties consisting of
32 manufactured housing communities containing 4,965 pads.  One of
the communities is age-restricted, and the remaining 31 communities
are all-ages.  The assets are located across six states, with the
largest concentration in Colorado.  As of March 2015, the combined
occupancy was 84%.

The second largest loan in the pool (7.4%) is secured by a 301,501
sf retail and office space across 15 separate buildings and is
currently leased to a mix of 88 national and local retail and
dining tenants.  The property is anchored by Whole Foods and CVS.
As of December 2015, occupancy increased to 95% from 93% at
issuance.

The third largest loan in the pool (6.6%) is secured by a 595,412
sf power center located in ElPaso, TX.  The property is centrally
located to the area's three major activity hubs (Bridge of
Americas, El Paso International Airport and Fort Bliss) and is a
convenient shopping destination for tourists and residents of El
Paso.  The property was 92% occupied as of December 2015.

                       RATING SENSITIVITIES

The Outlook for all classes remains Stable.  Fitch does not foresee
positive or negative ratings migration until a material economic or
asset level event changes the transaction's portfolio-level
metrics.

                          DUE DILIGENCE USAGE

No third-party due diligence was provided or reviewed in relation
to this rating action.

Fitch affirms these classes:

   -- $74.5 million class A-1 at 'AAAsf'; Outlook Stable;
   -- $50.9 million class A-2 at 'AAAsf'; Outlook Stable;
   -- $180 million class A-3 at 'AAAsf'; Outlook Stable;
   -- $331.9 million class A-4 at 'AAAsf'; Outlook Stable;
   -- $85 million class A-AB at 'AAAsf'; Outlook Stable;
   -- $70.2 million class A-S at 'AAAsf'; Outlook Stable;
   -- $60.2 million class B at 'AA-sf'; Outlook Stable;
   -- $173 million class PEZ at 'A-sf'; Outlook Stable;
   -- $42.6 million class C at 'A-sf'; Outlook Stable;
   -- $51.4 million class D at 'BBB-sf'; Outlook Stable;
   -- $20.1 million class E at 'BBsf'; Outlook Stable;
   -- $10 million class F at 'Bsf'; Outlook Stable;
   -- $772.4 million* class X-A at 'AAAsf'; Outlook Stable;
   -- $60.2 million* class X-B at 'AA-sf'; Outlook Stable;
   -- $51.4 million* class X-D at 'BBB-sf'; Outlook Stable.

* Notional amount and interest only.

Class A-S, B and C certificates may be exchanged for class PEZ
certificates, and class PEZ certificates may be exchanged for class
A-S, B, and C certificates.

Class A-S, class B, and class C certificates may be exchanged for a
related amount of class EC certificates, and class EC certificates
may be exchanged for class A-S, class B, and class C certificates.

Class E and F are privately placed pursuant to Rule 144A.

Fitch does not rate classes G and H.


HERTZ VEHICLE 2016-4: DBRS Assigns Prov. BB Ratings to Cl. D Notes
------------------------------------------------------------------
DBRS, Inc. assigned the following provisional ratings to the
medium-term notes issued by Hertz Vehicle Financing II LP:

-- Series 2016-3, Class A Notes at AAA (sf)
-- Series 2016-3, Class B Notes at A (sf)
-- Series 2016-3, Class C Notes at BBB (sf)
-- Series 2016-3, Class D Notes at BB (sf)

-- Series 2016-4, Class A Notes at AAA (sf)
-- Series 2016-4, Class B Notes at A (sf)
-- Series 2016-4, Class C Notes at BBB (sf)
-- Series 2016-4, Class D Notes at BB (sf)

The ratings are based on a review by DBRS of the following
analytical considerations:

-- Transaction capital structure, proposed ratings and form and
    sufficiency of available credit enhancement.

-- Credit enhancement in the transaction is dynamic depending on
    the composition of the vehicles in the fleet and certain
    market value tests.

-- The ability of the transaction to withstand stressed cash flow

    assumptions and repay investors according to the terms under
    which they have invested. For this transaction, the ratings
    address the payment of timely interest on a monthly basis and
    principal by the legal final maturity date.

-- The transaction parties’ capabilities to effectively manage
    rental car operations and disposition of the fleet to the
    extent necessary.

-- Collateral credit quality and residual value performance.

-- The legal structure and its consistency with the DBRS “Legal

    Criteria for U.S. Structured Finance” methodology and the
    presence of legal opinions (to be provided) that address the
    treatment of the operating lease as a true lease, the non-
    consolidation of the special-purpose vehicles with Hertz
    Corporation and its affiliates as well as that the trust has a

    valid first-priority security interest in the assets.


HERTZ VEHICLE II: Fitch to Rate Class D Notes to 'BBsf'
-------------------------------------------------------
Fitch Ratings expects to assign these ratings and Rating Outlooks
to the series 2016-3 and 2016-4 notes issued by Hertz Vehicle
Financing II LP (HVF II):

Series 2016-3

   -- $TBD class A notes 'AAAsf'; Outlook Stable;
   -- $TBD class B notes 'Asf'; Outlook Stable;
   -- $TBD class C notes 'BBBsf'; Outlook Stable;
   -- $TBD class D notes 'BBsf'; Outlook Stable.

Series 2016-4

   -- $TBD class A notes 'AAAsf'; Outlook Stable;
   -- $TBD class B notes 'Asf'; Outlook Stable;
   -- $TBD class C notes 'BBBsf'; Outlook Stable;
   -- $TBD class D notes 'BBsf'; Outlook Stable.

Please note that the principal amounts are yet to be determined for
both series.  Final sizing will reflect market demand.

                        KEY RATING DRIVERS

Diverse Vehicle Fleet: HVF II is deemed diverse under the criteria
due to the high degree of manufacturer, model, segment, and
geographic diversification in Hertz and DTAG's rental fleets.
Concentration limits, based on a number of characteristics, are
present to help mitigate the risk of individual OEM bankruptcies or
failure to honor repurchase agreement obligations.

OEM Financial Stability: OEMs with program vehicle concentrations
in HVF II have all improved their financial position in recent
years and have positioned themselves well to meet their respective
repurchase agreement obligations.  Fitch affirmed the Issuer
Default Rating (IDR) of Fiat Chrysler Automobiles NV (FCA), largest
OEM in HVF II, at 'BB-' in October 2015 and recently upgraded the
IDR of GM (third-largest) to 'BBB?' in June 2015.

Consistent Performance: Hertz's historical vehicle fleet
depreciation has been relatively stable, despite recent increases
in 2014?2015 for non-program vehicles due to higher aging within
the fleet.  Historical vehicle disposition losses have been minimal
for PV, and NPV have recorded mostly gains.  However, dispositions
are expected to come under pressure over the next two to three
years from the increasing vehicle supply in the U.S. wholesale
market.

Enhancement Covers Fitch's Expected Loss: Initial credit
enhancement (CE) for the notes is dynamic and based on the HVF II
fleet mix, with maximum and minimum levels.  The dynamic CE levels
proposed for all class of notes of each series covers Fitch's
maximum and minimum expected loss (EL) levels for all classes under
the requested ratings.

Structural Features Mitigate Risk: Vehicle market value/disposition
proceeds tests, amortization triggers and events of default all
mitigate risks stemming from ongoing vehicle value volatility and
weakness, ensuring parity between asset values and ongoing market
conditions, resulting in low historical fleet disposition losses
and stable depreciation rates.

Adequate Fleet Servicer and Fleet Management: Hertz is deemed an
adequate servicer and administrator, as evidenced by its historical
fleet management and securitization performance to date.  Fiserv is
the backup disposition agent, and Lord Securities the backup
administrator.

Legal Structure Integrity: The legal structure of the transaction
provides that a bankruptcy of Hertz would not impair the timeliness
of payments on the securities.

                        RATING SENSITIVITIES

Fitch's rating sensitivity analysis focuses on two scenarios
involving potentially extreme market disruptions that would force
the agency to redefine its stress assumptions.  The first examines
the effect of moving Fitch's bankruptcy/liquidation timing scenario
to eight months at 'AAAsf' with subsequent increases to each rating
level.  The second considers the effect of moving the disposition
stresses to the higher end of the range at each rating level for a
diverse fleet.  For example, at 'AAAsf', the stress would move from
24% to 28%.  Finally, the last scenario shows the impact of both
stresses on the structure.  The purpose of these stresses is to
demonstrate the potential rating impact on a transaction if one or
a combination of these scenarios occurs.

Fitch determined ratings by applying expected loss levels for
various rating categories until the enhancement proposed exceeded
the expected loss from the sensitivity.  Sensitivity scenarios were
run on the 2016-4 five-year maturity structure, as this series has
a slightly higher interest expense cost, and therefore, a slightly
higher EL level than 2016-3.

For all sensitivity scenarios, the class A notes show no
sensitivity to any of the above scenarios.  One-notch to one-level
downgrades would occur to the subordinate notes under each scenario
with greater sensitivity to the disposition stress scenario.  Under
the combined scenario, the subordinate notes would be placed under
greater stress.

DUE DILIGENCE USAGE

Fitch was provided with third-party due diligence information from
PricewaterhouseCoopers LLP (PwC).  The third-party due diligence
focused on a review of the procedures and related data for
approximately 59 vehicles in the pool for each series, including
the following areas:

   -- Title, Lien and OEM;
   -- Capital Costs;
   -- Mark-to-Market and Disposition Proceeds.

Fitch considered this information in its analysis, but the findings
had no impact on the recommended ratings.


ICONS CDO: A.M. Best Affirms ccc+ Rating on Cl. D Notes Due 2034
----------------------------------------------------------------
A.M. Best has affirmed the issue ratings on the multi-tranche
collateralized debt obligation co-issued by two bankruptcy remote
special purpose vehicles: ICONS, Ltd. (Cayman Islands) and ICONS
CDO Corp. (Delaware) (collectively known as ICONS or the issuers).
The outlook for each rating is stable.

The principal balance of the rated notes is collateralized by a
pool of trust preferred securities, surplus notes and secondary
market securities (collectively, the capital securities), primarily
issued by small- to medium-size insurance companies. The capital
securities are pledged as security to the notes. Interest paid by
the issuers of the capital securities are the primary source of
funds to pay operating expenses of the issuers and the interest on
the notes. Repayment of principal of the notes is primarily funded
from the redemption of the capital securities.

This rating action primarily reflects: the current issuer credit
ratings (ICRs) of the remaining issuers of the capital securities;
a stress of up to 250% on the assumed marginal default rates of
insurers (derived from Best's Idealized Default Rates of Insurers);
the amount of capital securities considered to be in distress; and
recoveries of 0% after the defaults of the capital securities. Also
considered are qualitative factors such as the effect of interest
rate spikes; subordination levels associated with each rated
tranche; the adjacency of very high investment grade ratings to
very low non-investment grade ratings in the transaction's capital
structure and the possibility that additional redemptions of highly
rated entities will leave lower-rated companies in the collateral
pool.

The ratings could be upgraded or downgraded or the outlook revised
if there are material changes in the ICRs of the remaining
insurance carriers, an increase in the number of defaulted capital
securities or additional capital security redemptions.

The following issue ratings have been affirmed:

ICONS, Ltd. and ICONS CDO Corp.—

-- "aaa" on $172 million Class A Senior Notes Due 2034

-- "a+" on $40 million Class B Senior Notes Due 2034

-- "b+" on $8 million Class C-1 Deferrable Mezzanine Notes Due
    2034

-- "b+" on $20 million Class C-2 Deferrable Mezzanine Notes Due
    2034

-- "b+" on $6 million Class C-3 Deferrable Mezzanine Notes Due
    2034

-- "ccc+" on $20 million Class D Deferrable Mezzanine Notes Due
    2034

This is a structured finance rating.


JP MORGAN 2003-ML1: Moody's Affirms B1 Rating on Class L Certs
--------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on two classes,
downgraded the ratings on two classes, and affirmed the ratings on
three classes in J.P. Morgan Chase Commercial Mortgage Securities
Corp., Commercial Pass-Through Certificates, Series 2003-ML1 as
follows:

Cl. H, Affirmed Aaa (sf); previously on Jun 18, 2015 Affirmed Aaa
(sf)

Cl. J, Upgraded to Aaa (sf); previously on Jun 18, 2015 Affirmed A1
(sf)

Cl. K, Upgraded to A3 (sf); previously on Jun 18, 2015 Affirmed Ba1
(sf)

Cl. L, Affirmed B1 (sf); previously on Jun 18, 2015 Affirmed B1
(sf)

Cl. M, Downgraded to Caa1 (sf); previously on Jun 18, 2015 Affirmed
B2 (sf)

Cl. N, Downgraded to C (sf); previously on Jun 18, 2015 Affirmed
Caa2 (sf)

Cl. X-1, Affirmed Caa1 (sf); previously on Jun 18, 2015 Affirmed
Caa1 (sf)

RATINGS RATIONALE

The ratings on the P&I classes, J and K, were upgraded based
primarily on an increase in credit support resulting from loan
paydowns and amortization, and an increase in defeasance. The deal
has paid down 24% since Moody's last review.

The ratings on the P&I classes, M and N, were downgraded due to
realized and anticipated losses from specially serviced loans that
were higher than Moody's had previously expected.

The rating on the P&I class, H, 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 rating on the P&I class L was affirmed because the rating is
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) of the
referenced classes.

DEAL PERFORMANCE

As of the May 12, 2016 distribution date, the transaction's
aggregate certificate balance has decreased by 96% to $37.6 million
from $929.8 million at securitization. The certificates are
collateralized by 13 mortgage loans ranging in size from less than
1% to 27.2% of the pool. Five loans, constituting 25.2% of the
pool, have defeased and are secured by US government securities.

One loan, constituting 7.0% 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.

Fourteen loans have been liquidated from the pool, resulting in an
aggregate realized loss of $14.7 million (for an average loss
severity of 26%). Two loans, constituting 40.6% of the pool, are
currently in special servicing. The largest specially serviced loan
is the High Ridge Center loan ($10.2 million -- 27.2% of the pool),
which is secured by a 261,000 square foot (SF) community shopping
center located behind the Regency Mall located in Racine,
Wisconsin. The loan transferred to special servicing in December
2012 and the trust took title in February 2015. The centers largest
tenants are Home Depot (lease expiration: April 2018) and Kmart
(January 2018). Office Max vacated the property after its merger
with Office Depot.

The second loan in special servicing is the Crosspointe Plaza Loan
($5.0 million -- 13.4% of the pool), which is secured by a 94,000
SF grocery-anchored retail center in Naugatuck, Connecticut. The
loan transferred to special servicing in October 2012 and the trust
took title in July 2014. The anchor space (over 52,000 SF) remains
vacant after Big Y Foods lease expired in early 2015.

Moody's received full year 2014 operating results for 100% of the
pool, and full or partial year 2015 operating results for 100% of
the pool. Moody's weighted average conduit LTV is 53%, compared to
52% 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 17% to the most
recently available net operating income (NOI). Moody's value
reflects a weighted average capitalization rate of 9.45%.

Moody's actual and stressed conduit DSCRs are 1.37X and 2.17X,
respectively, compared to 1.38X and 2.11X 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 30% of the pool balance. The
largest loan is the McLearen Shopping Center Loan ($6.4 million --
17.2% of the pool), which is secured by a 74,000 SF grocery
anchored retail center in Herndon, Virginia, less than five miles
from the Dullas International Airport. The anchor, Food Lion, lease
expires in September 2017. As of March 2016, the property was 97%
leased, compared to 100% in December 2014. A portion of the
original loan was defeased. Moody's LTV and stressed DSCR are 59%
and 1.78X, respectively, compared to 57% and 1.86X at the last
review.

The second largest loan is the Eastgate Village Apartments Loan
($2.6 million -- 7.0% of the pool), which is secured by a 182-unit
multifamily property located in Greenville, North Carolina, less
than 2.5 miles from East Carolina University. The loan is on the
watchlist due to a low debt-service-coverage-ratio. The property
serves students and its occupancy can fluctuate throughout the
year. As of January 2016, the property was 76% leased compared to
95% in December 2014. The loan has amortized 52% since
securitization. Moody's LTV and stressed DSCR are 46% and 2.08X,
respectively, compared to 48% and 1.99X at the last review.

The third largest loan is the Walgreens -- Hikes Point Loan ($2.1
million -- 5.7% of the pool), which is secured by a single-tenant
retail property located in Louisville, Kentucky. Walgreen's lease
expires in 2060; however, the tenant has a termination option every
five years starting in 2020. The loan is fully amortizing. Due to
the single-tenant exposure, Moody's stressed the value of this
property using a lit/dark analysis. Moody's LTV and stressed DSCR
are 54% and 1.89X, respectively, compared to 56% and 1.83X at the
last review.


JP MORGAN 2010-C1: Moody's Cuts Rating on Class D Certs to Caa1
---------------------------------------------------------------
Moody's Investors Service confirmed five classes, affirmed one
class and downgraded six classes in J.P. Morgan Chase Commercial
Mortgage Securities Trust 2010-C1, Commercial Pass-Through
Certificates, Series 2010-C1 as follows:

Cl. A-1, Confirmed at Aaa (sf); previously on Jan 22, 2016 Aaa (sf)
Placed Under Review for Possible Downgrade

Cl. A-2, Confirmed at Aaa (sf); previously on Jan 22, 2016 Aaa (sf)
Placed Under Review for Possible Downgrade

Cl. A-3, Confirmed at Aaa (sf); previously on Jan 22, 2016 Aaa (sf)
Placed Under Review for Possible Downgrade

Cl. B, Confirmed at Baa3 (sf); previously on Jan 22, 2016
Downgraded to Baa3 (sf) and Remained On Review for Possible
Downgrade

Cl. C, Downgraded to B1 (sf); previously on Jan 22, 2016 Downgraded
to Ba2 (sf) and Remained On Review for Possible Downgrade

Cl. D, Downgraded to Caa1 (sf); previously on Jan 22, 2016
Downgraded to B1 (sf) and Remained On Review for Possible
Downgrade

Cl. E, Downgraded to C (sf); previously on Jan 22, 2016 Downgraded
to B3 (sf) and Placed Under Review for Possible Downgrade

Cl. F, Downgraded to C (sf); previously on Jan 22, 2016 Downgraded
to Caa2 (sf) and Placed Under Review for Possible Downgrade

Cl. G, Downgraded to C (sf); previously on Jan 22, 2016 Caa3 (sf)
Placed Under Review for Possible Downgrade

Cl. H, Affirmed C (sf); previously on Oct 28, 2015 Downgraded to C
(sf)

Cl. X-A, Confirmed at Aaa (sf); previously on Jan 22, 2016 Aaa (sf)
Placed Under Review for Possible Downgrade

Cl. X-B, Downgraded to Caa2 (sf); previously on Jan 22, 2016
Downgraded to Caa1 (sf) and Remained On Review for Possible
Downgrade

RATINGS RATIONALE

The ratings on four P&I classes, Class A-1, A-2, A-3 and B, were
confirmed 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 one IO class, Class X-A,
was confirmed based on the credit performance (or the weighted
average rating factor or WARF) of its referenced classes.

The rating on Class H was affirmed because the rating is consistent
with Moody's expected loss.

The ratings on five P&I classes were downgraded due an increase in
anticipated losses from specially serviced and troubled loans as
well as concerns of current and future interest shortfalls. The
downgrades stem primarily from the declining performance of the
Gateway Salt Lake Loan which is collateralized by a troubled mall
and comprises 31% of the pool. The rating on one IO class, Class
X-B, was downgraded due to a decline in the credit performance (or
the weighted average rating factor or WARF) of its referenced
classes.

Today's rating action concludes the rating review implemented by
Moody's on 22 January 2016.

DEAL PERFORMANCE

As of the May 17, 2016 distribution date, the transaction's
aggregate certificate balance has decreased by 57% to $307 million
from $716 million at securitization. The certificates are
collateralized by 14 mortgage loans ranging in size from 2% to 30%
of the pool. Two loans, constituting 21% of the pool, have
investment-grade structured credit assessments.

One loan, constituting 4% 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.

The one specially serviced loan is the Gateway Salt Lake Loan
($94.2 million -- 30.7% of the pool), which is secured by a 623,973
square foot (SF) open-air lifestyle shopping mall in Salt Lake
City, Utah. The mall, developed in 2001, has suffered from intense
competition with the newer City Creek Center mall, which opened in
2012 just 0.6 miles from the subject property. Gateway Mall has
lost important tenants to the competing shopping center, including
the only Apple store in Salt Lake City, and occupancy has fallen to
73% as of April 2016, down from 96% at securitization. The retail
center's largest tenants, which serve as non-traditional anchors,
are Dick's Sporting Goods, Gateway Theaters (a movie theater) and
Barnes and Noble. The loan transferred to the Special Servicer on
August 4, 2015 due to imminent default. The loan was modified with
an "interim structure" modification and the collateral was sold,
with an assumption of the consolidated notes, to a new borrower in
February 2016. A "final structure" modification has been negotiated
and approved on May 9, 2016. The final structure includes an
interest rate of 4% (down from the original rate of 6.572%) and a
principal reduction to $53 million. Due to the reduced interest
rate from origination, ongoing interest shortfalls will affect up
through Class C.

Moody's has assumed a high default probability for one poorly
performing loan, constituting 4% of the pool.

Moody's received full year 2014 operating results for 100% of the
pool and full or partial year 2015 operating results for 61% of the
pool. Moody's weighted average conduit LTV is 57%, compared to 58%
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 14% to the most recently
available net operating income (NOI). Moody's value reflects a
weighted average capitalization rate of 10%.

Moody's actual and stressed conduit DSCRs are 1.98X and 1.88X,
respectively, compared to 1.98X and 1.86X at the last review.
Moody's actual DSCR is based on Moody's NCF and the loan's actual
debt service. Moody's stressed DSCR is based on Moody's NCF and a
9.25% stress rate the agency applied to the loan balance.

The largest loan with a structured credit assessment is the Cole
Portfolio ($41.2 million -- 13.4% of the pool), which is secured by
a portfolio of 16 cross-collateralized retail properties located
across ten U.S. states. All properties are occupied by single
tenants, which include Walgreens, FedEx and LA Fitness. Portfolio
NOI performance has been relatively stable for the past three years
of reporting. Moody's structured credit assessment and stressed
DSCR are a3 (sca.pd) and 1.62X, respectively, compared to a3
(sca.pd) and 1.61X at the last review.

The second largest loan with a structured credit assessment is the
Berry Plastics Portfolio ($24.8 million -- 8.1% of the pool), which
is secured by a portfolio of industrial properties occupied by a
single tenant. The properties are located in Evansville, Indiana;
Lawrence, Kansas; and Baltimore, Maryland. The properties total 1.4
million SF. The leases with Berry Plastics expire eight years
beyond the scheduled loan maturity. The loan metrics have improved
since securitization due to improved financial performance as well
as amortization of the loan balance. Moody's structured credit
assessment and stressed DSCR are aa2 (sca.pd) and 2.13X,
respectively, compared to aa2 (sca.pd) and 2.10X at the last
review.

The top three conduit loans represent 24.6% of the pool balance.
The largest loan is the Columbia I & II Loan ($29.4 million -- 9.6%
of the pool), which is secured by a 507,000 SF office property in
Troy, Michigan, a suburb north of Detroit. The property was 85%
leased as of June 2015. Moody's LTV and stressed DSCR are 46% and
2.22X, respectively, compared to 47% and 2.20X at the last review.

The second largest loan is the Ramco Retail Portfolio ($27.8
million -- 9.0% of the pool), which is secured by two retail
properties, West Oaks II and Spring Meadows. West Oaks II is
located in Novi, Michigan, and has approximately 170,000 SF of NRA.
As of March 2015, West Oaks II was 99% leased. Spring Meadows is
located in Holland, Ohio, and has approximately 212,000 SF of NRA.
As of March 2015, Spring Meadows was 90% leased. Moody's LTV and
stressed DSCR are 58% and 1.78X, respectively, compared to 58% and
1.76X at the last review.

The third largest loan is the Palm Plaza Loan ($18.3 million --
6.0% of the pool), which is secured by a Kmart-anchored retail
center located in Temecula, California. The property was 95% leased
as of March 2016, compared to 99% leased as of June 2015. Moody's
LTV and stressed DSCR are 62% and 1.69X, respectively, compared to
63% and 1.68X at the last review.


LEAF RECEIVABLES 2016-1: DBRS Finalizes BB Ratings on Cl. E2 Debt
-----------------------------------------------------------------
DBRS, Inc. finalized the provisional ratings on the following
classes issued by LEAF Receivables Funding 11, LLC - Equipment
Contract Backed Notes, Series 2016-1:

-- $89,000,000 Class A1 at R-1 (high) (sf)
-- $97,000,000 Class A2 at AAA (sf)
-- $61,000,000 Class A3 at AAA (sf)
-- $36,008,000 Class A4 at AAA (sf)
-- $13,904,000 Class B at AAA (sf)
-- $14,432,000 Class C at AA (sf)
-- $11,440,000 Class D at A (sf)
-- $10,560,000 Class E1 at BBB (high) (sf)
-- $9,152,000 Class E2 at BB (high) (sf)

The DBRS ratings are based on DBRS’s review of the following
analytical considerations:

-- Transaction capital structure, proposed ratings and form and
    sufficiency of available credit enhancement.

-- The transaction parties’ capabilities with regard to
    origination, underwriting and servicing.

-- Credit quality of the collateral pool and the historical
    performance of the LEAF Commercial Capital, Inc. portfolio.

-- The legal structure and legal opinions that address the true
    sale of the assets, the non-consolidation of the trust, that
    the trust has a valid first-priority security interest in the
    assets and the consistency with the DBRS "Legal Criteria for
    U.S. Structured Finance" methodology.

The ratings on the Class A Notes reflect the 21.10% of initial hard
credit enhancement provided by the subordinated notes in the pool,
the Reserve Account (1.50%) and overcollateralization (2.70%). The
ratings on the Class B, Class C, Class D, Class E1 and Class E2
Notes reflect 17.15%, 13.05%, 9.80%, 6.80% and 4.20% of initial
hard credit enhancement, respectively.

Additional credit support may be provided from excess spread
available in the structure. The notes are expected to be offered
with a fixed rate of interest, determined using interpolated swaps
plus a margin.


LEAF RECEIVABLES 2016-1: Moody's Assigns Ba3 Rating on Cl. E-1 Debt
-------------------------------------------------------------------
Moody's Investors Service has assigned definitive ratings to the
notes to be issued by LEAF Receivables Funding 11, LLC Series
2016-1 (LEAF 2016-1), sponsored by LEAF Commercial Capital, Inc.
(unrated).  The transaction is a securitization of equipment loans
and leases, whose collateral is mainly represented by office and
other small-ticket equipment.

The complete rating actions are:

Issuer: LEAF Receivables Funding 11 LLC, Series 2016-1

  $97,000,000 Class A-2 Notes, Definitive Rating Assigned Aaa (sf)
  $61,000,000 Class A-3 Notes, Definitive Rating Assigned Aaa (sf)
  $36,008,000 Class A-4 Notes, Definitive Rating Assigned Aaa (sf)
  $13,904,000 Class B Notes, Definitive Rating Assigned Aa2 (sf)
  $14,432,000 Class C Notes, Definitive Rating Assigned A1 (sf)
  $11,440,000 Class D Notes, Definitive Rating Assigned Baa1 (sf)
  $10,560,000 Class E-1 Notes, Definitive Rating Assigned
   Baa3(sf)
  $9,152,000 Class E-2 Notes, Definitive Rating Assigned Ba3 (sf)

                         RATINGS RATIONALE

The ratings are based on the quality of the underlying equipment
contracts and their steady historical and expected performance, the
transaction's sequential structure, the experience and expertise of
LEAF Commercial Capital, Inc. (unrated), as the servicer, and the
back-up servicing arrangement with U.S. Bank National Association
(Aa1/P-1; stable).

Moody's cumulative net loss expectation for the LEAF transaction is
3.50%, and the Aaa level is 23.0%.  Moody's net loss expectation
for the LEAF 2016-1 transaction is based on the analysis of the
credit quality of the underlying collateral, comparable issuer
historical performance trends, the ability of LEAF Commercial
Capital Inc. to perform the servicing functions, and current
expectations for future economic conditions.  There is initially
21.1% hard credit enhancement behind the Class A notes consisting
of overcollateralization, a non-declining reserve account and
subordination.

                       PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was "Moody's
Approach to Rating ABS Backed by Equipment Leases and Loans"
published in December 2015.

Factors that would lead to an upgrade or downgrade of ratings:

Up

Moody's could upgrade the notes if levels of credit protection are
greater than necessary to protect investors against current
expectations of portfolio loss.  Losses could be lower than Moody's
original expectations as a result of lower frequency of default by
the underlying obligors or slower depreciation of the value of the
equipment that secure the obligor's promise of payment. Transaction
performance also depends greatly on the US macro economy and the
performance of various sectors where the lessees operate.

Down

Moody's could downgrade the notes if levels of credit protection
are insufficient to protect investors against current expectations
of portfolio losses.  Losses could rise above Moody's original
expectations as a result of a higher number of obligor defaults or
a deterioration in the value of the equipment that secure the
obligor's promise of payment.  Transaction performance also depends
greatly on the US macro economy and the performance of various
sectors where the lessees operate.


N-STAR VI: Fitch Hikes Class A-2 Debt Rating to 'Bsf'
-----------------------------------------------------
Fitch Ratings has upgraded four and affirmed six classes of N-Star
REL CDO VI, Ltd./LLC (N-Star VI). Fitch's performance expectation
incorporates prospective views regarding commercial real estate
market value and cash flow declines.

KEY RATING DRIVERS

The upgrades reflect increased credit enhancement as a result of
asset repayments since the last rating action. Fitch's base case
loss expectation increased to 55% of the current collateral
balance, compared to 49.9% of the collateral balance at the last
rating action, as the pool is becoming more concentrated with 17
assets remaining.

Since the last rating action and as of the latest April 2016
trustee report, principal paydowns to classes A-1 and A-R were
$78.5 million, primarily from five assets repaying in full. The
asset manager also indicated that the largest loan, Regatta Bay
(15.2% of pool), repaid in full in May 2016, which is not yet
reflected in the April trustee report. The combined percentage of
defaulted assets and assets of concern has decreased to 36.7% from
54.9% at the last rating action. As of the April 2016 trustee
report, all overcollateralization and interest coverage ratios were
in compliance.

N-Star VI is collateralized by commercial real estate (CRE) loans,
consisting of both senior and subordinate debt positions, as well
as rated securities, consisting of CRE collateralized debt
obligation (CDO) and commercial mortgage-backed securities (CMBS)
bonds. As of the April 2016 trustee report and per Fitch
categorization, the CDO was substantially invested as follows:
whole loans/A-notes (24.8%), B-notes (21.8%), preferred equity
(15.4%), mezzanine debt (12.9%), CRE CDOs (9.7%), CMBS (6.9%), and
principal cash (8.5%).

Under Fitch's methodology, approximately 67.8% of the portfolio is
modeled to default in the base case stress scenario, defined as the
'B' stress. In this scenario, the modeled average cash flow decline
is 10% from, generally, third-quarter 2015 and year-end (YE) 2015
cash flows. Modeled recoveries are 19% reflecting the junior
position of the majority of the CRE loans.

The largest contributor to modeled losses is preferred equity (12%
of pool) secured by an interest in a 400-unit multifamily property
located in Ventura, CA. At the transaction's issuance, the property
had approximately 20% of the units encumbered by a 20-year
below-market-rate affordability restriction that expired in January
2007. The initial business plan was to renovate these units and
lease them at higher rents; however, due to the economic downturn,
the business plan was not realized. Northstar took a deed-in-lieu
of foreclosure in February 2013. As of December 2015, the property
was 96.9% occupied. A renovation program for the property has been
launched on select units with approximately 10% of the total units
having been renovated thus far. Fitch considers the CDO's position
to be highly leveraged and modeled a full loss in its base case
scenario. Approximately $70 million of debt is senior to the CDO's
preferred equity position.

The second-largest contributor to modeled losses is a mezzanine
loan (11.9%) secured by an interest in a 1,504-key hotel property
located off the strip in Las Vegas, NV. In 2012, the sponsor
acquired its own gaming license and terminated the casino lease
with a third party operator. The sponsor has also expanded and
renovated the casino area, added additional restaurants, and
reconfigured existing floor plans. Overall property cash flow in
2015 remained flat compared to 2014, improving by 1.3%. Occupancy
has declined slightly to 91.6% at YE 2015 from 93.7% at YE 2014.
Fitch considers the CDO's position to be highly leveraged and
modeled a full loss in its base case scenario. Approximately $1
billion of debt is senior to the CDO's mezzanine position.

The third-largest contributor to modeled losses is an A-note (9.6
%) secured by over 2,000 acres of land located in the Pocono
Mountains of Pennsylvania. The borrower's initial business plan
included the development of the site with retail and multifamily;
however, the plan stalled due to the economic downturn. The loan,
which is scheduled to mature in July 2016, has already been
extended multiple times to allow the borrower additional time to
complete the entitlement process and for the market to improve. The
asset manager continues to discuss workout strategy with the
borrower. Fitch modeled a significant loss under its base case
stress scenario.

This transaction was analyzed according to the 'Surveillance
Criteria for U.S. CREL CDOs', which applies stresses to property
cash flows and debt service coverage ratio tests to project future
default levels for the underlying portfolio. Recoveries are based
on stressed cash flows and Fitch's long-term capitalization rates.
The default levels were then compared to the breakeven levels
generated by Fitch's cash flow model of the CDO under the various
default timing and interest rate stress scenarios, as described in
the report 'Global Rating Criteria for Structured Finance CDOs'.
The breakeven rates for classes A-1, A-R, A-2 and B are generally
consistent with the ratings assigned below.

The 'CCCsf' ratings for classes C through H are based upon a
deterministic analysis that considers Fitch's base case loss
expectation for the pool and the current percentage of defaulted
assets and assets of concern, factoring in anticipated recoveries
relative to each class' credit enhancement.

RATING SENSITIVITIES

The Stable Rating Outlook on classes A-1, A-R, A-2, and B reflects
increasing credit enhancement and expected continued paydowns.
Further upgrades may be possible with further paydown and better
than expected recoveries on the remaining assets. The distressed
classes C through H may be subject to downgrade should loan
performance decline and/or further losses be realized.

N-Star VI was initially issued as a $450 million CRE CDO managed by
NS Advisors, LLC. The transaction had a five-year reinvestment
period during which principal proceeds may be used to invest in
substitute collateral that ended in June 2011. In November 2009, $8
million in notes was surrendered to the trustee for cancellation.

DUE DILIGENCE USAGE

No third party due diligence was provided or reviewed in relation
to this rating action.

Fitch has upgraded and revised or assigned Rating Outlooks to the
following classes as indicated:

-- $39.7 million class A-1 to 'BBBsf' from 'BBsf; Outlook Stable;

-- $15.9 million class A-R to 'BBBsf' from 'BBsf; Outlook Stable;
-- $27.2 million class A-2 to 'Bsf' from 'BBsf; Outlook Stable;
-- $21.8 million class B to 'Bsf' from 'CCCsf; Outlook Stable
    assigned.

In addition, Fitch has affirmed the following classes as
indicated:

-- $11.8 million class C at 'CCCsf'; RE 0%;
-- $10 million class D at 'CCCsf'; RE 0%;
-- $10.1 million class E at 'CCCsf'; RE 0%;
-- $7.7 million class F at 'CCCsf'; RE 0%;
-- $6.9 million class G at 'CCCsf'; RE 0%;
-- $6.1 million class H at 'CCCsf'; RE 0%.

Fitch does not rate the Income notes.


N-STAR VI: Moody's Affirms Caa3 Rating on 4 Note Classes
--------------------------------------------------------
Moody's Investors Service has affirmed the ratings on these notes
issued by N-Star REL CDO VI:

  Cl. A-1, Affirmed A1 (sf); previously on July 23, 2015, Affirmed

   A1 (sf)

  Cl. A-2, Affirmed Ba2 (sf); previously on July 23, 2015,
   Affirmed Ba2 (sf)

  Cl. A-R, Affirmed A1 (sf); previously on July 23, 2015, Affirmed

   A1 (sf)

  Cl. B, Affirmed B1 (sf); previously on July 23, 2015, Affirmed
   B1 (sf)

  Cl. C, Affirmed B2 (sf); previously on July 23, 2015, Affirmed
   B2 (sf)

  Cl. D, Affirmed Caa1 (sf); previously on July 23, 2015, Affirmed

   Caa1 (sf)

  Cl. E, Affirmed Caa1 (sf); previously on July 23, 2015, Affirmed

   Caa1 (sf)

  Cl. F, Affirmed Caa2 (sf); previously on July 23, 2015, Affirmed

   Caa2 (sf)

  Cl. G, Affirmed Caa3 (sf); previously on July 23, 2015, Affirmed

   Caa3 (sf)

  Cl. H, Affirmed Caa3 (sf); previously on July 23, 2015, Affirmed

   Caa3 (sf)

  Cl. J, Affirmed Caa3 (sf); previously on July 23, 2015, Affirmed

   Caa3 (sf)

  Cl. K, Affirmed Caa3 (sf); previously on July 23, 2015, Affirmed

   Caa3 (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 collateralized debt obligation (CRE CDO CLO)
transactions.

N-Star REL CDO VI, Ltd. is a cash transaction whose reinvestment
period ended in June 2011.  The transaction is backed by a
portfolio of: i) commercial real estate collateralized debt
obligations (CRE CDO) (18.1% of the collateral pool balance; ii)
whole loans and senior participations (27.1%); iii) b-notes
(23.8%); and iv) mezzanine interests (30.9%).  As of the trustee's
29 April, 2016 report, the aggregate note balance of the
transaction, including preferred shares, is $252.8 million,
compared to $450.0 million at issuance.

The pool contains one assets totaling $13.9 million (5.9% of the
collateral pool balance) that are listed as defaulted securities as
of the trustee's April 29, 2016, report.  This asset (100% of the
defaulted balance) is a commercial real estate b-note,
collateralized by an office property.  While there have been
limited realized losses on the underlying collateral to date,
Moody's does expect moderate/high losses to occur on the defaulted
securities.

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 8064,
compared to 7661 at last review.  The current rating[s] on the
Moody's-rated collateral and the assessments of the non-Moody's
rated collateral follow: Aaa-Aa3 (0.0%, the same as last review);
A1-A3 (8.0%, compared to 7.3% at last review); Baa1-Baa3 (0.0%, the
same as at last review); Ba1-Ba3 (2.1%, compared to 0.0% at last
review); B1-B3 (0.0%, compared to 1.8% at last review); and
Caa1-Ca/C (89.9%, compared to 90.9% at last review).

Moody's modeled a WAL of 3.0 years, compared to 3.5 years at last
review.  The WAL is based on assumptions about extensions on the
underlying collateral.

Moody's modeled a fixed WARR of 14.2%, compared to 16.3% at last
review.

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

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "Moody's
Approach to Rating SF CDOs" published in July 2015.

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

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.  Reducing the recovery rates of 100% of the collateral
pool by 10.0% would result in an average modeled rating movement on
the rated notes of zero to seven notches downward (e.g., one notch
down implies a ratings movement of Baa3 to Ba1).

Increasing the recovery rate of 100% of the collateral pool by
10.0% would result in an average modeled rating movement on the
rated notes of zero to nine notches upward (e.g., one notch upward
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 certain 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.


N-STAR VIII: Fitch Affirms 'Bsf' Rating on Class A-2 Debt
---------------------------------------------------------
Fitch Ratings has upgraded two and affirmed 13 classes of N-Star
REL CDO VIII, Ltd./LLC (N-Star VIII). Fitch's performance
expectation incorporates prospective views regarding commercial
real estate (CRE) market value and cash flow declines.

KEY RATING DRIVERS

The upgrades reflect increased credit enhancement (CE) and
significantly better recoveries than previously modeled on loans
disposed of since the last rating action. Fitch's base case loss
expectation is 61.6% of the current collateral balance, compared to
62.4% of the collateral balance at the last rating action.

There were three variances from the surveillance criteria related
to classes A-1, A-R and A-2. The surveillance criteria indicated
further rating upgrades were possible for these classes; however,
given overall pool concentrations in subordinate CRE debt positions
and non-traditional property types, Fitch determined they are not
warranted at this time, although as the Positive Outlook on class
A-2 reflects, upgrades are likely in the future.

Since the last rating action and as of the May 2016 trustee report,
principal paydowns to classes A-1 and A-R were $133.4 million,
primarily from four assets repaying in full. The asset manager
indicated two additional loans, 86 Chambers A-Note and 86 Chambers
Mezz (combined 7.2% of pool), repaid in full at the end of April,
which was not yet reflected in the May trustee report. Realized
losses since the last rating action were $8.4 from the disposition
of two loans at a full loss, the majority of which was modeled in
Fitch's previous rating action. The combined percentage of
defaulted assets and assets of concern has decreased to 36.7% from
64.5% at the last rating action. As of the May 2016 trustee report,
all overcollateralization and interest coverage ratios were in
compliance.

N-Star VIII is collateralized by CRE loans, consisting of both
senior and subordinate debt positions, as well as rated securities,
consisting of CRE collateralized debt obligation (CDO) bonds. As of
the May 2016 trustee report and per Fitch categorization, the CDO
was substantially invested as follows: whole loans/A-notes (35.1%),
preferred equity (32.5%), mezzanine debt (26.4%), and CRE CDOs
(6.1%). The portfolio collateral comprises a high percentage of
non-traditional property types, including loans secured by
construction (17.3%), hotels (14.8%), healthcare (11.9%), and
undeveloped land (6.3%).

Under Fitch's methodology, approximately 76% of the portfolio is
modeled to default in the base case stress scenario, defined as the
'B' stress. In this scenario, the modeled average cash flow decline
is 10% from, generally, third-quarter 2015 and year-end (YE) 2015
cash flows. Modeled recoveries are low at 18.9% reflecting the
junior position of the majority of the CRE loans and the poor
credit quality of the rated securities (weighted average rating of
'CCC+').

The largest contributor to modeled losses, which has remained the
same since the last rating action, is preferred equity (17.3% of
pool) on a planned construction project of a super-regional mall
and retail/entertainment facility located in East Rutherford, New
Jersey. The project's original business plan stalled due to the
economic downturn and multiple delays and cost overruns. The
overall project designs have been updated with the selection of a
new replacement developer to include a planned amusement/water park
and the originally planned entertainment/retail center. The
original loan was restructured whereby the existing lender debt was
subordinated to additional debt from new construction financing and
new equity contributions by the selected replacement developer.
Although construction activity is progressing and leases have been
executed, Fitch remains concerned with the uncertainty and timing
surrounding the ultimate completion of the project. A full loss was
modeled in the base case stress scenario.

The next-largest contributor to modeled losses is preferred equity
(11.8%) on a portfolio of healthcare properties totaling 5,514 beds
located throughout the U.S. The portfolio consists of skilled
nursing, assisted living, and independent living facilities
operated by six different companies. Portfolio occupancy averaged
80% as of September 2015 with over 55% of the revenue stream coming
from Medicare/Medicaid. A significant loss was modeled in the base
case stress scenario.

The third-largest contributor to modeled losses is mezzanine debt
(6.4%) secured by interests in a portfolio of 11 retail properties
totaling 1.57 million square feet located throughout Phoenix, AZ.
Portfolio occupancy as of September 2015 was approximately 74%.
Recent leasing on approximately 4% of the portfolio square footage
includes Beall's Outlet, BBB Fashion, and Humana. The portfolio has
begun to show signs of retailer distress as a large tenant, Fry's
(5.4% of portfolio NRA), intends to vacate at its December 2016
lease expiration. In addition, another large tenant, Safeway (3.5%
of portfolio NRA), vacated in September 2015, but is expected to
pay rent through its December 2017 lease expiration. Fitch
considers the CDO's position to be highly leveraged and modeled a
full loss in its base case stress scenario.

This transaction was analyzed according to the 'Surveillance
Criteria for U.S. CREL CDOs', which applies stresses to property
cash flows and debt service coverage ratio tests to project future
default levels for the underlying portfolio. Recoveries are based
on stressed cash flows and Fitch's long-term capitalization rates.
Updated cash flow modeling was not performed as no material impact
to the analysis was anticipated. Given the high percentage of
subordinate debt positions and non-traditional property types, the
rating for classes A-1 and A-R was capped at 'BBBsf' and the rating
for class A-2 was capped at 'Bsf' due to significant concentration
risks. The rating for class B is guided by the class' CE compared
with the rating stresses expected losses.

The ratings for classes C through N 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 assets of
concern, factoring in anticipated recoveries relative to each
class' CE.

RATING SENSITIVITIES

The Rating Outlook on classes A-1 and A-R was revised to Stable
from Negative due to increasing credit enhancement and expected
continued paydowns. If the collateral continues to repay at or near
par, the Positive Outlook on class A-2 indicates the class may be
upgraded. The Negative Outlook on class B reflects the potential
for future downgrades if there is deterioration of loan performance
or if the ratings of the underlying rated securities migrate
downward. The distressed classes C through N may be subject to
downgrade as losses are realized or if realized losses exceed
Fitch's expectations.

N-Star VIII was initially issued as a $900 million CRE CDO managed
by NS Advisors, LLC. The transaction had a five-year reinvestment
period during which principal proceeds may be used to invest in
substitute collateral which ended in February 2012. In November
2009, $31.1 million in notes was surrendered to the trustee for
cancellation.

DUE DILIGENCE USAGE

No third party due diligence was provided or reviewed in relation
to this rating action.

Fitch has upgraded and revised Rating Outlooks on the following
classes as indicated:

-- $24.8 million class A-1 to 'BBBsf' from 'BBsf'; Outlook
    Stable;
-- $64.4 million class A-R to 'BBBsf' from 'BBsf'; Outlook
    Stable.

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

-- $103.1 million class A-2 at 'Bsf'; Outlook to Positive from
    Negative;
-- $60.3 million class B at 'Bsf'; Outlook Negative;
-- $24.3 million class C at 'CCCsf'; RE 0%;
-- $17.1 million class D at 'CCCsf'; RE 0%;
-- $22.1 million class E at 'CCCsf'; RE 0%;
-- $25.2 million class F at 'CCCsf'; RE 0%;
-- $9.1 million class G at 'CCCsf'; RE 0%;
-- $20.7 million class H at 'CCCsf'; RE 0%;
-- $12 million class J at 'CCCsf'; RE 0%;
-- $18.9 million class K at 'CCCsf'; RE 0%;
-- $22.1 million class L at 'CCsf'; RE 0%;
-- $14.9 million class M at 'CCsf'; RE 0%;
-- $22.5 million class N at 'CCsf'; RE 0%.


OZLM FUNDING III: S&P Affirms 'BB' Rating on Class D Notes
----------------------------------------------------------
S&P Global Ratings raised its ratings on the class A-2A, A-2B, and
B notes from OZLM Funding III Ltd.  At the same time, S&P affirmed
its ratings on the class A-1, C, and D notes from the same
transaction.  OZLM Funding III Ltd. is a U.S. CLO transaction that
closed in February 2013 and is managed by Och-Ziff Loan Management
LP.

The deal is currently in its reinvestment phase, which is scheduled
to end in January 2017.  Based on the April 2016 monthly trustee
report, the portfolio's weighted average life has decreased to 4.53
years from 5.61 as of the May 2013 effective date trustee report.
The decline in the weighted average life lowered the portfolio's
credit risk profile and increased the cash flow cushion available
to each of the tranches.

In addition, the transaction increased the portfolio's par value as
demonstrated by the slight improvements of the
overcollateralization (O/C) ratios.  The April 2016 trustee report
indicated the following O/C changes when compared to the May 2013
report:

   -- The class A O/C increased to 133.93% from 133.30%.
   -- The class B O/C increased to 121.80% from 121.22%.
   -- The class C O/C increased to 115.08% from 114.53%.
   -- The class D O/C increased to 109.16% from 108.64%.

There are currently no defaults in the portfolio.  Though the
amount of 'CCC' rated assets has increased to $18.57 million from
$0.32 million on the transaction's effective date, the overall
credit seasoning and the additional par in the portfolio offset the
increase in 'CCC' rated assets.

The affirmations of the class A-1, C, and D notes reflect that the
available credit support is consistent with the current rating
levels.

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

S&P's review of the transaction also relied in part upon a criteria
interpretation with respect to "CDOs: Mapping A Third Party's
Internal Credit Scoring System To Standard & Poor's Global Rating
Scale," published May 8, 2014, which allows S&P to use a limited
number of public ratings from other NRSROs for the purposes of
assessing the credit quality of assets not rated by S&P Global
Ratings.  The criteria provide specific guidance for treatment of
corporate assets not rated by S&P Global Ratings, and he
interpretation outlines treatment of securitized assets.

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

            CASH FLOW RESULTS AND SENSITIVITY ANALYSIS

OZLM Funding III Ltd.
                   Cash flow     Cash flow
        Previous   implied       cushion     Final
Class   rating     rating(i)     (%)(ii)     rating
A-1     AAA (sf)   AAA (sf)      14.28%      AAA (sf)
A-2A    AA (sf)    AA+ (sf)      13.53%      AA+ (sf)
A-2B    AA (sf)    AA+ (sf)      13.53%      AA+ (sf)
B       A (sf)     AA (sf)       0.06%       A+ (sf)
C       BBB (sf)   A (sf)        0.22%       BBB (sf)
D       BB (sf)    BB+ (sf)      5.89%       BB (sf)

(i)The cash flow implied rating considers the actual spread,
coupon, and recovery of the underlying collateral.  
(ii) The cash flow cushion is the excess of the tranche break-even
default rate above the scenario default rate at the assigned rating
for a given class of rated notes using the actual spread, coupon,
and recovery.

              RECOVERY RATE AND CORRELATION SENSITIVITY

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

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

                  Recovery   Correlation Correlation
       Cash flow  decrease   increase    decrease
       implied    implied    implied     implied     Final
Class  rating     rating     rating      rating      rating
A-1    AAA (sf)   AAA (sf)   AAA (sf)    AAA (sf)    AAA (sf)
A-2A   AA+ (sf)   AA+ (sf)   AA+ (sf)    AAA (sf)    AA+ (sf)
A-2B   AA+ (sf)   AA+ (sf)   AA+ (sf)    AAA (sf)    AA+ (sf)
B      AA (sf)    A+ (sf)    A+ (sf)     AA+ (sf)    A+ (sf)
C      A (sf)     BBB+ (sf)  BBB+ (sf)   A+ (sf)     BBB (sf)
D      BB+ (sf)   BB (sf)    BB+ (sf)    BBB- (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-2A   AA+ (sf)     AA+ (sf)      AA- (sf)      AA+ (sf)
A-2B   AA+ (sf)     AA+ (sf)      AA- (sf)      AA+ (sf)
B      AA (sf)      A+ (sf)       BBB+ (sf)     A+ (sf)
C      A (sf)       BBB+ (sf)     BB+ (sf)      BBB (sf)
D      BB+ (sf)     BB (sf)       CCC+ (sf)     BB (sf)

RATINGS RAISED

OZLM Funding III Ltd.
                 Rating
Class       To          From
A-2A        AA+ (sf)    AA (sf)
A-2B        AA+ (sf)    AA (sf)
B           A+ (sf)     A (sf)

RATINGS AFFIRMED

OZLM Funding III Ltd.
Class       Rating
A-1         AAA (sf)
C           BBB (sf)
D           BB (sf)


PHOENIX CLO III: Moody's Hikes Class E Notes Rating From Ba1(sf)
----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on the following
notes issued by Phoenix CLO III, Ltd.:

US$19,000,000 Class D Deferrable Mezzanine Notes, Upgraded to Aa2
(sf); previously on October 16, 2015 Upgraded to A1 (sf)

US$13,000,000 Class E Deferrable Junior Notes, Upgraded to Baa3
(sf); previously on October 16, 2015 Upgraded to Ba1 (sf)

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

US$37,000,000 Class A-2 Senior Notes (current outstanding balance
of $29,358,686.20), Affirmed Aaa (sf); previously on October 16,
2015 Affirmed Aaa (sf)

US$33,000,000 Class B Senior Notes, Affirmed Aaa (sf); previously
on October 16, 2015 Affirmed Aaa (sf)

US$24,000,000 Class C Deferrable Mezzanine Notes, Affirmed Aaa
(sf); previously on October 16, 2015 Upgraded to Aaa (sf)

Phoenix CLO III, Ltd., issued in May 2007, is a collateralized loan
obligation (CLO) backed primarily by a portfolio of senior secured
loans. The transaction's reinvestment period ended in July 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 (OC) ratios since October 2015. The Class
A-1 notes have been paid down in full and the Class A-2 notes have
been paid down by approximately 21% or $7.6 million since then.
Based on the trustee's May 2016 report, the OC ratios for the Class
A/B, Class C, Class D and Class E notes are reported at 210.5%,
152.0%, 124.6% and 110.9%, respectively, versus October 2015 levels
of 168.70%, 136.30%, 118.30% and 108.54%, respectively.

Nevertheless, the credit quality of the portfolio has deteriorated
since October 2015. Based on the trustee's May 2016 report, the
weighted average rating factor is currently 2593 compared to 2390
in October 2015.


RACE POINT X: Moody's Assigns 'Ba3(sf)' Rating on Class E Debt
--------------------------------------------------------------
Moody's Investors Service has assigned ratings to eight classes of
notes issued by Race Point X CLO, Limited (the Issuer or Race Point
X).

Moody's rating action is as follows:

  US$259,000,000 Class A Senior Secured Floating Rate Notes due
  2028, Assigned Aaa (sf)

  US$24,154,000 Class B-1 Senior Secured Floating Rate Notes due
  2028, Assigned Aa2 (sf)

  US$10,530,000 Class B-2 Senior Secured Fixed Rate Notes due
  2028, Assigned Aa2 (sf)

  US$3,316,000 Class B-3 Senior Secured Floating Rate Notes due
  2028, Assigned Aa2 (sf)

  US$20,500,000 Class C Senior Secured Deferrable Floating Rate
  Notes due 2028, Assigned A2 (sf)

  US$25,000,000 Class D Senior Secured Deferrable Floating Rate
  Notes due 2028, Assigned Baa3 (sf)

  US$23,700,000 Class E Senior Secured Deferrable Floating Rate
  Notes due 2028, Assigned Ba3 (sf)

  US$4,300,000 Class F Senior Secured Deferrable Floating Rate
  Notes due 2028, Assigned B3 (sf)

The Class A Notes, the Class B-1 Notes, the Class B-2 Notes, the
Class B-3 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 assets, the transaction's legal
structure, and the characteristics of the underlying assets.

Race Point 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 consist
of senior secured loans, 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.

Bain Capital Credit, 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 reinvest unscheduled principal payments
and proceeds from sales of credit risk assets, subject to certain
restrictions.

In addition to the Rated Notes, the Issuer 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.


RAMP TRUST 2006-EFC2: Moody's Hikes Class A-3 Debt Rating to Ba2
----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of 41 tranches,
from 17 transactions issued by RFC backed by Subprime mortgage
loans.

Complete rating actions are as follows:

Issuer: RAMP Series 2006-EFC1 Trust

Cl. A-3, Upgraded to Aa1 (sf); previously on Jun 25, 2015 Upgraded
to Aa3 (sf)

Cl. M-1, Upgraded to Aa3 (sf); previously on Jun 25, 2015 Upgraded
to A2 (sf)

Cl. M-2, Upgraded to Baa3 (sf); previously on Jun 25, 2015 Upgraded
to Ba2 (sf)

Issuer: RAMP Series 2006-EFC2 Trust

Cl. A-3, Upgraded to Ba2 (sf); previously on Jun 22, 2015 Upgraded
to B1 (sf)

Cl. A-4, Upgraded to B1 (sf); previously on Jun 22, 2015 Upgraded
to B3 (sf)

Issuer: RAMP Series 2006-NC1 Trust

Cl. A-3, Upgraded to A3 (sf); previously on Jun 25, 2015 Upgraded
to Baa1 (sf)

Issuer: RAMP Series 2006-NC3 Trust

Cl. A-2, Upgraded to Baa1 (sf); previously on Jun 22, 2015 Upgraded
to Ba1 (sf)

Cl. A-3, Upgraded to Baa3 (sf); previously on Jun 22, 2015 Upgraded
to Ba3 (sf)

Cl. M-1, Upgraded to Caa2 (sf); previously on Jun 22, 2015 Upgraded
to Ca (sf)

Issuer: RAMP Series 2006-RS4 Trust

Cl. A-3, Upgraded to Baa3 (sf); previously on Jun 25, 2015 Upgraded
to Ba2 (sf)

Cl. A-4, Upgraded to Ba1 (sf); previously on Jun 25, 2015 Upgraded
to Ba3 (sf)

Issuer: RAMP Series 2006-RZ1 Trust

Cl. A-3, Upgraded to Aa1 (sf); previously on Jun 22, 2015 Upgraded
to A1 (sf)

Cl. M-1, Upgraded to Aa2 (sf); previously on Jun 22, 2015 Upgraded
to A2 (sf)

Cl. M-2, Upgraded to Baa1 (sf); previously on Jun 22, 2015 Upgraded
to Baa3 (sf)

Cl. M-3, Upgraded to Ba3 (sf); previously on Jun 22, 2015 Upgraded
to B1 (sf)

Cl. M-4, Upgraded to Caa3 (sf); previously on Sep 10, 2014 Upgraded
to Ca (sf)

Issuer: RAMP Series 2006-RZ3 Trust

Cl. A-2, Upgraded to Aa2 (sf); previously on Jun 22, 2015 Upgraded
to A1 (sf)

Cl. A-3, Upgraded to Aa3 (sf); previously on Jun 22, 2015 Upgraded
to A3 (sf)

Issuer: RAMP Series 2006-RZ4 Trust

Cl. A-2, Upgraded to Baa1 (sf); previously on Jun 25, 2015 Upgraded
to Ba1 (sf)

Cl. A-3, Upgraded to Baa3 (sf); previously on Jun 25, 2015 Upgraded
to Ba3 (sf)

Issuer: RAMP Series 2006-RZ5 Trust

Cl. A-2, Upgraded to Baa1 (sf); previously on Jun 22, 2015 Upgraded
to Ba1 (sf)

Cl. A-3, Upgraded to Baa3 (sf); previously on Jun 22, 2015 Upgraded
to Ba3 (sf)

Issuer: RASC Series 2006-EMX1 Trust

Cl. A-3, Upgraded to Aa3 (sf); previously on Jun 25, 2015 Upgraded
to A2 (sf)

Cl. M-1, Upgraded to Ba3 (sf); previously on Jun 25, 2015 Upgraded
to B1 (sf)

Issuer: RASC Series 2006-EMX2 Trust

Cl. A-2, Upgraded to A3 (sf); previously on Jun 25, 2015 Upgraded
to Baa3 (sf)

Cl. A-3, Upgraded to Baa2 (sf); previously on Jun 25, 2015 Upgraded
to Ba2 (sf)

Issuer: RASC Series 2006-EMX3 Trust

Cl. A-2, Upgraded to B2 (sf); previously on Jun 25, 2015 Upgraded
to B3 (sf)

Cl. A-3, Upgraded to Caa1 (sf); previously on Jun 25, 2015 Upgraded
to Caa3 (sf)

Issuer: RASC Series 2006-KS3 Trust

Cl. A-I-4, Upgraded to Aa2 (sf); previously on Jun 25, 2015
Upgraded to A2 (sf)

Cl. A-II, Upgraded to Aa2 (sf); previously on Jun 25, 2015 Upgraded
to A2 (sf)

Cl. M-1, Upgraded to Ba3 (sf); previously on Jun 25, 2015 Upgraded
to B2 (sf)

Issuer: RASC Series 2006-KS4 Trust

Cl. A-4, Upgraded to A1 (sf); previously on Jun 25, 2015 Upgraded
to Baa1 (sf)

Cl. M-1, Upgraded to Ba1 (sf); previously on Jun 25, 2015 Upgraded
to Ba2 (sf)

Cl. M-2, Upgraded to Ca (sf); previously on Apr 6, 2010 Downgraded
to C (sf)

Issuer: RASC Series 2006-KS5 Trust

Cl. A-3, Upgraded to Baa1 (sf); previously on Jun 25, 2015 Upgraded
to Ba1 (sf)

Cl. A-4, Upgraded to Baa3 (sf); previously on Jun 25, 2015 Upgraded
to Ba3 (sf)

Issuer: RASC Series 2006-KS7 Trust

Cl. A-3, Upgraded to A3 (sf); previously on Jun 25, 2015 Upgraded
to Baa3 (sf)

Cl. A-4, Upgraded to Baa3 (sf); previously on Jun 25, 2015 Upgraded
to Ba3 (sf)

Cl. M-1, Upgraded to Caa1 (sf); previously on Jun 25, 2015 Upgraded
to Caa3 (sf)

Issuer: RASC Series 2007-KS4 Trust

Cl. A-3, Upgraded to B2 (sf); previously on Jun 25, 2015 Upgraded
to Caa1 (sf)

Cl. A-4, Upgraded to Caa1 (sf); previously on Jun 25, 2015 Upgraded
to Caa3 (sf)

RATINGS RATIONALE

The upgrade is a result of stable or improving performance of the
related pools and/or total credit enhancement available to the
bonds. The actions reflect the recent performance of the underlying
pools and Moody's updated loss expectations on the pools.


SNAAC AUTO 2014-1: S&P Affirms BB Rating on Class E Debt
--------------------------------------------------------
S&P Global Ratings raised its ratings on five classes and affirmed
its rating on one class from SNAAC Auto Receivables Trust's series
2013-1 and series 2014-1.

The rating actions reflect each transaction's collateral
performance to date, S&P's views regarding future collateral
performance, each transaction's structure, and the credit
enhancement available to the classes' notes.  In addition, S&P's
analysis included secondary credit factors, such as credit
stability, payment priorities under various scenarios, and sector-
and issuer-specific analyses.

The raised ratings reflect S&P's view that the total credit support
as a percentage of the amortizing pool balance, compared with S&P's
revised expected remaining losses, is adequate for each raised
rating.

Both series 2013-1 and series 2014-1 continue to perform worse than
S&P's initial expectations.  S&P increased its loss expectations
for both transactions in May 2015 due to higher-than-expected
default frequencies and S&P's view of the transactions' future
collateral performance.  The cumulative net loss rate (CNL) for
series 2013-1 is trending higher than that of the trust's series
2012-1, which was recently paid off with a CNL of 10.00%. In
addition, series 2014-1's CNL is trending higher than that of
series 2012-1 and series 2013-1.  However, while losses for series
2013-1 and series 2014-1 have increased, the hard credit support as
a percentage of the amortizing pool balance has also increased for
both.

Table 1
Collateral Performance (%)
As of the May 2016 distribution date

                Pool  Current   60-plus day
Series   Mo.  factor      CNL       delinq.
2013-1    37    8.23    11.83          2.77
2014-1    25   25.97    10.99          2.75

Mo.--Month.
CNL--Cumulative net loss.
Delinq.--Delinquencies.

Table 2
CNL Expectations (%)
As of the May 2016 distribution date

                        Former       Current
           Initial      revised      revised
           lifetime     lifetime     lifetime
Series     CNL exp.     CNL exp.     CNL exp.
2013-1     10.50-11.50  12.00-12.50  12.75-13.25
2014-1     10.50-11.50  12.50-13.50  14.75-15.25

CNL exp.--Cumulative net loss expectations.

Both transactions contain a sequential principal payment structure
in which the notes are paid principal by seniority.  Each
transaction also has credit enhancement in the form of a
nonamortizing reserve account, overcollateralization, subordination
for the higher-rated tranches, and excess spread.

The credit enhancement for each transaction is at the specified
target, and each class' credit support continues to increase as a
percentage of the amortizing collateral balance.

Table 3
Hard Credit Support (%)
As of the March 2014 distribution date

                       Total hard   Current total hard
                   credit support       credit support
Series    Class    at issuance(i)    (% of current)(i)
2013-1    C                  8.45                84.84
2013-1    D                  4.00                30.79
2014-1    B                 24.68                94.50
2014-1    C                 16.31                62.26
2014-1    D                  7.93                30.02
2014-1    E                  3.50                12.95

(i)Calculated as a percentage of the total receivable pool balance,
consisting of a reserve account, overcollateralization, and, if
applicable, subordination.  Excess spread is excluded from the hard
credit support, which can also provide additional enhancement.

S&P's review of the series 2013-1 and series 2014-1 transactions
incorporated a stressed break-even cash flow analysis, which
included S&P's assumptions on recoveries, timing of losses, and
voluntary absolute prepayment speeds that S&P believes is
appropriate given each transaction's performance to date and
assigned ratings.

In addition to S&P's break-even cash flow analysis, it conducted a
sensitivity analysis for series 2014-1 to determine the impact that
a moderate ('BBB') stress scenario would have on S&P's ratings if
losses began trending higher than its revised base-case loss
expectations.  In S&P's view, the results show that the raised and
affirmed ratings are consistent with S&P's ratings stability
criteria, which outline the outer bounds of credit deterioration
for any given security under specific hypothetical stress
scenarios.

S&P will continue to monitor the performance of all the outstanding
transactions to ensure that, in our view, the credit enhancement
remains sufficient to cover our revised cumulative net loss
expectations under S&P's stress scenarios for all of the rated
classes.

RATINGS RAISED

SNAAC Auto Receivables Trust
                           Rating
Series     Class      To           From
2013-1     C          AAA (sf)     A- (sf)
2013-1     D          BBB+ (sf)    BBB (sf)
2014-1     B          AAA (sf)     AA (sf)
2014-1     C          AA+ (sf)     A (sf)
2014-1     D          BBB+ (sf)    BBB (sf)

RATINGS AFFIRMED

SNAAC Auto Receivables Trust
Series     Class      Rating
2014-1     E          BB (sf)


SOUND POINT XI: Moody's Assigns Ba3(sf) Rating to Class E Notes
---------------------------------------------------------------
Moody's Investors Service, Inc. assigned ratings to the following
classes of notes issued by Sound Point CLO XI, Ltd. (the Issuer or
Sound Point).

Moody's rating action is as follows:

US$322,500,000 Class A Senior Secured Floating Rate Notes due 2028
(the "Class A Notes"), Definitive Rating Assigned Aaa (sf)

US$27,500,000 Class B-1 Senior Secured Floating Rate Notes due 2028
(the "Class B-1 Notes"), Definitive Rating Assigned Aa2 (sf)

US$30,000,000 Class B-2 Senior Secured Fixed Rate Notes due 2028
(the "Class B-2 Notes"), Definitive Rating Assigned Aa2 (sf)

US$30,000,000 Class C Mezzanine Secured Deferrable Floating Rate
Notes due 2028 (the "Class C Notes"), Definitive Rating Assigned A2
(sf)

US$25,000,000 Class D Mezzanine Secured Deferrable Floating Rate
Notes due 2028 (the "Class D Notes"), Definitive Rating Assigned
Baa3 (sf)

US$25,000,000 Class E Junior Secured Deferrable Floating Rate Notes
due 2028 (the "Class E Notes"), Definitive Rating Assigned Ba3
(sf)

The Class A 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."

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.

Sound Point CLO XI, Ltd. is a managed cash flow CLO. The issued
notes will be collateralized primarily by broadly syndicated first
lien senior secured corporate loans. At least 92.5% of the
portfolio must consist of senior secured loans and eligible
investments, and up to 7.5% of the portfolio may consist of second
lien loans, senior unsecured loans and first-lien last-out loans.
The portfolio is approximately 70% ramped as of the closing date.

Sound Point Capital Management, 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 reinvest
unscheduled principal payments and proceeds from sales of credit
risk assets, subject to certain restrictions.

In addition to the Rated Notes, the Issuer 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.


TIAA SEASONED 2007-C4: Fitch Affirms 'Dsf' Rating on 3 Certs
------------------------------------------------------------
Fitch Ratings has affirmed all classes of commercial mortgage
pass-through certificates from TIAA Seasoned Commercial Mortgage
Trust, series 2007-C4.

                        KEY RATING DRIVERS

The affirmations are the result of increasing credit enhancement as
a result of loan payoffs and continued pool amortization.  The
transaction has become highly concentrated with only 20 loans
remaining, of which three (39% of the remaining pool) are in
special servicing.  Fitch ran a higher stress scenario on the
largest specially serviced loans to determine ratings.  Inclusive
of the specially serviced loans, four loans (44%) are considered
Fitch Loans of Concern (FLOC).

As of the May 2016 distribution date, the pool's aggregate
principal balance has been reduced by 89.1% to $228.5 million from
$2.09 billion at issuance, including realized losses of $23.2
million (1.1% of the original pool).  Fitch modeled losses of 34%
of the remaining pool.  Interest shortfalls in the amount of $6.5
million are affecting classes H through T.

The largest contributor to expected losses consists of two crossed
loans that are secured by two phases of a shopping center in
Algonquin, IL (36% of the pool, collectively).  Phase I was built
in 2003 and has 418,451 square feet (sf) of rentable space.  It is
anchored by Dicks Sporting Goods (16% of GLA) with a lease expiring
January 2020.  Other large tenants include DSW Shoe Warehouse
(5.9%) and Old Navy (4.4%).  Phase II was built in 2005 and
contains 146,339 sf.  It is anchored by Art Van Furniture (30.7%)
with a lease expiring July 2025 and Ross Dress For Less (21.6%)
with a lease expiring January 2022.  Both loans defaulted in 2009
and were corrected in 2010; however, the loans returned to special
servicing in June 2012, the special servicer initiated litigation
against the borrower, which is still ongoing.  As of the March 2016
rent roll, Phase I was 84% occupied, compared to 97% at issuance;
Phase II was 76.4%% occupied, compared to 100% in June 2015 and
89.8% at issuance.  The decline in occupancy at Phase II was due to
the vacancy of PetSmart and OfficeMax when their leases expired in
January 2016.

The second largest contributor to expected losses is a 132,102 sf
office property (3%) located in Jacksonville, FL.  The property
became a real estate owned (REO) asset in October 2012 due to
foreclosure.  As of YE 2015, the property was 77.8% occupied,
compared to 78.2% at issuance.

                          RATING SENSITIVITIES

While upgrades are unlikely in the near term given the high
concentration of the pool and percentage of loans in special
servicing, future upgrades are possible should the Algonquin
Commons Phase I and Phase II loans resolve at better than
anticipated recoveries or clarity with respect to the litigation
becomes available.  The distressed classes (rated below 'B') may be
subject to further rating actions as losses are realized.

                       DUE DILIGENCE USAGE

No third party due diligence was provided or reviewed in relation
to this rating action.

Fitch has affirmed these classes:

   -- $60.8 million class A-J at 'AAAsf'; Outlook Stable;
   -- $10.5 million class B at 'AAAsf'; Outlook Stable;
   -- $28.8 million class C at 'Asf'; Outlook Stable;
   -- $18.3 million class D at 'BBBsf'; Outlook Stable;
   -- $5.2 million class E at 'BBsf'; Outlook Stable;
   -- $15.7 million class F at 'CCCsf'; RE 100%.
   -- $20.9 million class G at 'CCCsf'; RE 60%;
   -- $13.1 million class H at 'CCsf'; RE 0%;
   -- $23.5 million class J at 'Csf'; RE 0%;
   -- $7.8 million class K at 'Csf'; RE 0%;
   -- $7.8 million class L at 'Csf'; RE 0%.
   -- $7.9 million class M at 'Csf'; RE 0%;
   -- $2.6 million class N at 'Csf'; RE 0%;
   -- $5.5 million class P at 'Dsf'; RE 0%;
   -- $0 class Q at 'Dsf'; RE 0%;
   -- $0 class S at 'Dsf'; RE 0%.

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


TOWD POINT 2016-2: DBRS Finalizes 'Bsf' Ratings Class B2 Debt
-------------------------------------------------------------
DBRS, Inc. assigned the following provisional ratings to the Asset
Backed Securities, Series 2016-2 (the Notes) issued by Towd Point
Mortgage Trust 2016-2 (the Trust):

-- $541.5 million Class A1 at AAA (sf)
-- $53.8 million Class A2 at AA (sf)
-- $57.3 million Class M1 at A (sf)
-- $39.4 million Class M2 at BBB (sf)
-- $40.2 million Class B1 at BB (sf)
-- $29.7 million Class B2 at B (sf)
-- $541.5 million Class A1A at AAA (sf)
-- $541.5 million Class A1B at AAA (sf)
-- $541.5 million Class A1C at AAA (sf)
-- $541.5 million Class X1 at AAA (sf)
-- $541.5 million Class X2 at AAA (sf)
-- $541.5 million Class X3 at AAA (sf)
-- $595.3 million Class A3 at AA (sf)
-- $595.3 million Class A3A at AA (sf)
-- $595.3 million Class A3B at AA (sf)
-- $595.3 million Class A3C at AA (sf)
-- $595.3 million Class X4 at AA (sf)
-- $595.3 million Class X5 at AA (sf)
-- $595.3 million Class X6 at AA (sf)
-- $652.6 million Class A4 at A (sf)
-- $652.6 million Class A4A at A (sf)
-- $652.6 million Class A4B at A (sf)
-- $652.6 million Class A4C at A (sf)
-- $652.6 million Class X7 at A (sf)
-- $652.6 million Class X8 at A (sf)
-- $652.6 million Class X9 at A (sf)
-- $692.0 million Class A5 at BBB (sf)

Classes X1, X2, X3, X4, X5, X6, X7, X8 and X9 are interest-only
notes. The class balances represent notional amounts.

Classes A1A, A1B, A1C, X1, X2, X3, A3, A3A, A3B, A3C, X4, X5, X6,
A4, A4A, A4B, A4C, X7, X8, X9 and A5 are exchangeable notes. These
classes can be exchanged for combinations of exchange notes as
specified in the offering documents.

The AAA (sf) ratings on the Notes reflect the 38.10% of credit
enhancement provided by subordinated Notes in the pool. The AA
(sf), A (sf), BBB (sf), BB (sf) and B (sf) ratings reflect 31.95%,
25.40%, 20.90%, 16.30% and 12.90% of credit enhancement,
respectively.

Other than the specified classes above, DBRS does not rate any
other classes in this transaction.

This transaction is a securitization of a portfolio of seasoned
performing and re-performing first-lien residential mortgages. The
Notes are backed by approximately 4,053 loans with a total
principal balance of $874,783,073 as of the Cut-Off Date (April 30,
2016).

The portfolio contains 79.6% modified loans. Within the pool, 892
mortgages have non-interest-bearing deferred amounts, which equates
to 4.9% of the total principal balance as of the Cut-Off Date. The
modifications happened more than two years ago for 89.7% of the
modified loans. The loans are approximately 109 months seasoned,
and all are current as of the Cut-Off Date, including 0.6%
bankruptcy-performing loans. Approximately 61.7% of the mortgage
loans have been zero times 30 days delinquent (0 x 30) for at least
the past 24 months under both the Office of Thrift Supervision and
Mortgage Bankers Association delinquency methods.

FirstKey Mortgage, LLC (FirstKey) will acquire the loans from 28
transferring trusts on or prior to the Closing Date. The
transferring trusts acquired the mortgage loans between 2013 and
2016 and are beneficially owned by both the Responsible Party and
other funds managed by affiliates of Cerberus Capital Management,
L.P. Upon acquiring the loans from the transferring trusts,
FirstKey, through a wholly owned subsidiary, Towd Point Asset
Funding, LLC (the Depositor), will contribute loans to the Trust.
As the Sponsor, FirstKey, through a majority-owned affiliate, will
acquire and retain a 5% eligible vertical interest in each class of
securities to be issued (other than any residual certificates) to
satisfy the credit risk retention requirements under Section 15G of
the Securities Exchange Act of 1934 and the regulations promulgated
thereunder. These loans were originated and previously serviced by
various entities through purchases in the secondary market. As of
the Cut-Off Date, all the loans are serviced by Select Portfolio
Servicing, Inc.

There will not be any advancing of delinquent principal or interest
on any mortgages by the servicer; however, the servicer is
obligated to make advances in respect of taxes and insurance,
reasonable costs and expenses incurred in the course of servicing
and disposing of properties.

FirstKey, as the Asset Manager, has the option to sell certain
non-performing loans or real estate owned (REO) properties to
unaffiliated third parties individually or in bulk sales. The asset
sale price has to equal a minimum reserve amount in order to
maximize liquidation proceeds of such loans or properties. The
minimum reserve amount equals the product of 65.02% and the
then-current principal amount of the mortgage loans or REO
properties.

The transaction employs a sequential-pay cash flow structure.
Principal proceeds can be used to cover interest shortfalls on the
Notes, but such shortfalls on Class M1 and more subordinate bonds
will not be paid until the more senior classes are retired.

The ratings reflect transactional strengths that include underlying
assets that have generally performed well through the crisis, a
strong servicer and Asset Manager oversight. Additionally, a
satisfactory third-party due diligence review was performed on the
portfolio with respect to regulatory compliance, payment history
and data capture, as well as title and tax review. Servicing
comments were reviewed for a sample of loans. Updated broker price
opinions or exterior appraisals were provided for 100% of the pool;
however, a reconciliation was not performed on the updated values.

The transaction employs a relatively weak representations and
warranties framework that includes a 13-month sunset, an unrated
representation provider (FirstKey) with a backstop by an unrated
entity (Cerberus Global Residential Mortgage Opportunity Fund,
L.P.), certain knowledge qualifiers and fewer mortgage loan
representations relative to DBRS criteria for seasoned pools.
Mitigating factors include (1) significant loan seasoning and
relative clean performance history in recent years, (2) a
comprehensive due diligence review and (3) a strong representations
and warranties enforcement mechanism, including delinquency review
trigger and breach reserve accounts.

The lack of principal and interest advances on delinquent mortgages
may increase the possibility of periodic interest shortfalls to the
Noteholders; however, principal proceeds can be used to pay
interest to the Notes sequentially, and subordination levels are
greater than expected losses, which may provide for timely payment
of interest to the rated Notes.

The DBRS ratings of AAA (sf) and AA (sf) address the timely payment
of interest and full payment of principal by the legal final
maturity date in accordance with the terms and conditions of the
related Notes. The DBRS ratings of A (sf), BBB (sf), BB (sf) and B
(sf) address the ultimate payment of interest and full payment of
principal by the legal final maturity date in accordance with the
terms and conditions of the related Notes.


TOWD POINT 2016-2: Fitch Assigns 'B' Rating on Class B2 Notes
-------------------------------------------------------------
Fitch rates Towd Point Mortgage Trust 2016-2 (TPMT 2016-2) as:

   -- $541,490,000 class A1 notes 'AAAsf'; Outlook Stable;

   -- $53,799,000 class A2 notes 'AAsf'; Outlook Stable;

   -- $57,298,000 class M1 notes 'Asf'; Outlook Stable;

   -- $39,366,000 class M2 notes 'BBBsf'; Outlook Stable;

   -- $40,240,000 class B1 notes 'BBsf'; Outlook Stable;

   -- $29,743,000 class B2 notes 'Bsf'; Outlook Stable;

   -- $541,490,000 class A1A exchangeable notes 'AAAsf'; Outlook
      Stable;

   -- $541,490,000 class A1B exchangeable notes 'AAAsf'; Outlook
      Stable;

   -- $541,490,000 class A1C exchangeable notes 'AAAsf'; Outlook
      Stable;

   -- $541,490,000 class X1 notional exchangeable notes 'AAAsf';
      Outlook Stable;

   -- $541,490,000 class X2 notional exchangeable notes 'AAAsf';
      Outlook Stable;

   -- $541,490,000 class X3 notional exchangeable notes 'AAAsf';
      Outlook Stable;

   -- $595,289,000 class A3 exchangeable notes 'AAsf'; Outlook
      Stable;

   -- $595,289,000 class A3A exchangeable notes 'AAsf'; Outlook
      Stable;

   -- $595,289,000 class A3B exchangeable notes 'AAsf'; Outlook
      Stable;

   -- $595,289,000 class A3C exchangeable notes 'AAsf'; Outlook
      Stable;

   -- $595,289,000 class X4 notional exchangeable notes 'AAsf';
      Outlook Stable;

   -- $595,289,000 class X5 notional exchangeable notes 'AAsf';
      Outlook Stable;

   -- $595,289,000 class X6 notional exchangeable notes 'AAsf';
      Outlook Stable;

   -- $652,587,000 class A4 exchangeable notes 'Asf'; Outlook
      Stable;

   -- $652,587,000 class A4A exchangeable notes 'Asf'; Outlook
      Stable;

   -- $652,587,000 class A4B exchangeable notes 'Asf'; Outlook
      Stable;

   -- $652,587,000 class A4C exchangeable notes 'Asf'; Outlook
      Stable;

   -- $652,587,000 class X7 notional exchangeable notes 'Asf';
      Outlook Stable;

   -- $652,587,000 class X8 notional exchangeable notes 'Asf';
      Outlook Stable;

   -- $652,587,000 class X9 notional exchangeable notes 'Asf';
      Outlook Stable;

   -- $691,953,000 class A5 exchangeable notes 'BBBsf'; Outlook
      Stable.

These classes will not be rated by Fitch:

   -- $56,860,000 class B3 notes;
   -- $55,987,072 class B4 notes.

The notes are supported by one collateral group that consisted of
4,053 seasoned performing and re-performing mortgages with a total
balance of approximately $874.78 million (which includes $42.95
million, or 4.91%, of the aggregate pool balance in
non-interest-bearing deferred principal amounts) as of the cut-off
date.

The 'AAAsf' rating on class A1 notes reflects the 38.10%
subordination provided by the 6.15% class A2, 6.55% class M1, 4.50%
class M2, 4.60% class B1, 3.40% class B2, 6.50% class B3 and 6.40%
class B4 notes.

Fitch's ratings on the notes reflect the credit attributes of the
underlying collateral, the quality of the servicers, Select
Portfolio Servicing, Inc. (rated 'RPS1-') and the representation
(rep) and warranty framework, minimal due diligence findings and
the sequential pay structure.

A customized version of the cash flow assumptions workbook was
created to account for the lack of servicer advancing.  The
delinquency timing scenarios are consistent with the pool's
stressed projected default scenarios.

                       KEY RATING DRIVERS

Distressed Performance History (Concern): The collateral pool
consists primarily of peak-vintage seasoned re-performing loans
(RPLs), including loans that have been paying for the past 24
months, which Fitch identifies as 'clean current' (64.6%) and loans
that are current but have recent delinquencies or incomplete
paystrings are identified as 'dirty current' (35.4%) . All loans
were current as of the cutoff date. 79.6% of the loans have
received modifications.

'D' Grades for Compliance (Concern): The third-party review (TPR)
firm's due diligence review resulted in 165 loans graded 'D', a
portion of which had late fee charges that violated state
regulation or had HUD1 Settlement Statement (HUD1) exceptions.  For
55 loans (1.81%), the due diligence results showed issues regarding
high cost testing - the loans were either missing the final HUD1 or
used alternate documentation to test - and therefore a slight
upwards revision to the model output loss severity (LS) was
applied, as further described in the Third-Party Due Diligence
section of the presale report.

No Servicer P&I Advances (Mixed): The servicers will not be
advancing delinquent monthly payments of principal and interest
(P&I), which reduces liquidity to the trust.  However, as P&I
advances made on behalf of loans that become delinquent and
eventually liquidate reduce liquidation proceeds to the trust, the
loan-level loss severities (LS) are less for this transaction than
for those where the servicers are obligated to advance P&I.
Structural provisions and cash flow priorities, together with
increased subordination, provide for timely payments of interest to
the 'AAAsf' and 'AAsf' rated classes.

Sequential-Pay Structure (Mixed): The transaction's cash flow is
based on a sequential-pay structure whereby the subordinate classes
do not receive principal until the senior classes are repaid in
full.  Losses are allocated in reverse-sequential order.
Furthermore, the provision to re-allocate principal to pay interest
on the 'AAAsf' and 'AAsf' rated notes prior to other principal
distributions is highly supportive of timely interest payments to
those classes, in the absence of servicer advancing.

Potential Interest Deferrals (Mixed): To address the lack of an
external P&I advance mechanism, principal otherwise distributable
to the notes may be used to pay monthly interest.  While this helps
provide stability in the cash flows to the high investment
grade-rated bonds, the lower rated bonds may experience long
periods of interest deferral that will generally not be repaid
until such note becomes the most senior outstanding.

Under Fitch's 'Criteria for Rating Caps and Limitations in Global
Structured Finance Transactions,' dated May 2014, the agency may
assign ratings of up to 'Asf' on notes that incur deferrals if such
deferrals are permitted under terms of the transaction documents,
provided such amounts are fully recovered with interest accrued
thereon prior to legal final maturity under the relevant rating
stress.

Limited Life of Rep Provider (Concern): FirstKey Mortgage, LLC as
rep provider, will only be obligated to repurchase a loan due to
breaches prior to the payment date in June 2017.  Thereafter, a
reserve fund will be available to cover amounts due to noteholders
for loans identified as having rep breaches.  Amounts on deposit in
the reserve fund, as well as the increased level of subordination,
will be available to cover additional defaults and losses resulting
from rep weaknesses or breaches occurring on or after the payment
date in June 2017.  If FirstKey Mortgage, LLC does not fulfill its
obligation to repurchase a mortgage loan due to a breach, Cerberus
Global Residential Mortgage Opportunity Fund, L.P. (the responsible
party) will repurchase the loan.

Tier 2 Representation Framework (Concern): Fitch considers the
representation, warranty, and enforcement (RW&E) mechanism
construct for this transaction to be consistent with what it views
as a Tier 2 framework due to the inclusion of knowledge qualifiers
and the exclusion of loans from certain reps as a result of
third-party due diligence findings.  Thus, Fitch increased its
'AAAsf' loss expectations by roughly 385 basis points (bps) to
account for a potential increase in defaults and losses arising
from weaknesses in the reps.

Timing of Recordation and Document Remediation (Neutral): An
updated title and tax search, as well as a review to confirm that
the mortgage and subsequent assignments were recorded in the
relevant local jurisdiction, was also performed.  Per the
representations provided in the transaction documents, all loans
have either all been recorded in the appropriate jurisdiction, are
in the process of being recorded, or will be sent for recordation
within 12 months of the closing date.

While the expected timelines for recordation and remediation are
viewed by Fitch as reasonable, Fitch believes that FirstKey's
oversight for completion of these activities serves as a strong
mitigant to potential delays.  In addition, the obligation of
FirstKey Mortgage, LLC or Cerberus Global Residential Mortgage
Opportunity Fund, L.P. to repurchase loans, for which assignments
are not recorded and endorsements are not completed by the payment
date in June 2017, aligns the issuer's interests regarding
completing the recordation process with those of noteholders.

Clean Current Loans (Positive): Fitch's analysis of loans that have
had clean pay histories for 24 months or more, found that, for
these loans, its loan loss model projected a probability of default
(PD) that was more punitive than that indicated by actual
delinquency roll rate projections.  To account for this difference,
Fitch reduced the pool's lifetime default expectations by
approximately 10%.

Deferred Amounts (Negative): Non-interest-bearing principal
forbearance amounts totalling $42.95 million (4.91% of the unpaid
principal balance) are outstanding on 892 loans.  Fitch included
the deferred amounts when calculating the borrower's LTV and sLTV,
despite the lower payment and amounts not being owed during the
term of the loan.  The inclusion resulted in higher PD and LS than
if there were no deferrals.  Fitch believes that borrower default
behavior for these loans will resemble that of the higher LTVs, as
exit strategies (i.e. sale or refinancing) will be limited relative
to those borrowers with more equity in the property.

Third-Party Loan Sale Provisions (Neutral): The transaction permits
nonperforming loans and loans classified as real estate-owned (REO)
to be sold to unaffiliated third parties to maximize liquidation
proceeds to the issuer.  FirstKey as asset manager is responsible
for arranging such sales.  To ensure that loan sales do not result
in losses to the trust that exceed Fitch's expectations, the sale
price is floored at a minimum value equal to 65.02% of the unpaid
principal balance, which approximates Fitch's 'Bsf' LS expectation.


Solid Alignment of Interest (Positive): FirstKey Investments BOA,
LLC, a majority-owned affiliate of FirstKey Mortgage, LLC, will
acquire and retain a 5% vertical interest in each class of the
securities to be issued.

                        RATING SENSITIVITIES

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

Fitch conducted sensitivity analysis determining how the ratings
would react to steeper MVDs at the national level.  The analysis
assumes MVDs of 10%, 20%, and 30%, in addition to the
model-projected 38.5% at 'AAA'.  The analysis indicates there is
some potential rating migration with higher MVDs, compared with the
model projection.

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

                       DUE DILIGENCE USAGE

Fitch was provided with due diligence information, as well as the
final Form 15E, from WestCor Land Title Insurance Company
(WestCor), Clayton Holdings LLC, and American Mortgage Consultants
(AMC)/JCIII & Associates, Inc. (JCIII).  The due diligence focused
on regulatory compliance, pay history, servicing comments, the
presence of key documents in the loan file and data integrity.  In
addition, Westcor, AMC, and JCIII were retained to perform an
updated title and tax search, as well as a review to confirm that
the mortgages were recorded in the relevant local jurisdiction and
the related assignment chains.

A regulatory compliance and data integrity review was competed on
100% of the pool.  A pay history review was conducted on 99% of the
pool, and a servicing comment review was completed on approximately
27% of the loans.

Fitch considered this information in its analysis and based on the
findings, Fitch made minor adjustments to its analysis.

Six of the loans that were graded 'D' and eligible for federal,
state, and/or local predatory testing, could expose the trust to
potential assignee liability as they contained material violations
including an inability to test for high cost violations or confirm
compliance.  These loans were marked as 'indeterminate' and are
located in states that fall under Freddie Mac's do not purchase
list of 'high cost' or 'high risk' .  For these six loans, Fitch
assumed a 100% loss severity.

For the remaining 49 loans graded 'D' and eligible for federal,
state, and/or local predatory testing where a final HUD1 was not
used for testing and the properties are not located in the states
that fall under Freddie Mac's do not purchase list, the likelihood
of all loans being high cost is lower.  However, Fitch assumes the
trust could potentially incur notable legal expenses; Fitch
increased its loss severity expectations by 5% for these loans to
account for the risk.

There were 36 loans missing modification documents or a signature
on modification documents.  For these loans, timelines were
extended by an additional three months in addition to the six-month
timeline extension applied to the entire pool.


WACHOVIA BANK 2005-C20: Fitch Affirms Dsf Rating on 8 Cert. Classes
-------------------------------------------------------------------
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 of class H is due to significant paydown.  The class is
now fully covered by defeased collateral and is expected to pay in
full within the next 60 days.  The affirmations of the distressed
ratings are due to continued concerns with potential losses, most
of which are a result of potential occupancy and disposition issues
with the largest loan in the pool (94.6%).

As of the May 2016 distribution date, the pool's aggregate
principal balance has been reduced by 98.0% (including 4.7% of
realized losses) to $72.3 million from $3.663 billion at issuance.
Cumulative interest shortfalls in the amount of $5.6 million are
currently affecting classes P through G.

Of the original 211 loans, four remain, one of which (94.6%) is in
special servicing.  The non-specially serviced loans have maturity
dates in 2017 (1.7%) and 2020 (3.6%).  Two loans (3.6%) are fully
amortizing, and two of the remaining loans (4.8%) are defeased.

The largest loan in the pool is the specially serviced
$68.4 million loan secured by the NGP Rubicon GSA Pool (94.6% of
the outstanding pool balance).  The portfolio consists of nine
properties primarily occupied by federal agencies via General
Service Administration (GSA) leases.  Several properties are
single-tenanted.  Overall occupancy has declined to 92% as of March
2015, compared to 100% at the end of 2012.  Two properties are now
100% vacant following GSA lease expirations, which include a
182,554 square foot (sf) office building in Kansas City, KS (6% of
portfolio net rentable area [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.
Leases for an additional 10% of the portfolio NRA are scheduled to
mature within the next 18 months.  The net operating income debt
service coverage ratio (DSCR) declined to 0.85x for first quarter
2015, compared to 1.21x at year-end December 2013.  Fitch applied a
stressed valuation to the portfolio, as the properties' financials
and appraisal reports were dated.  The special servicer continues
to evaluate the individual properties and determine a disposition
strategy that maximizes the return to the trust.

The only performing non-defeased loan is secured by 15,213 sf
neighbourhood retail center, Village Shops, located in Salem, MA.
As of December 2015, the center was fully occupied with a DSCR of
1.48x.  The center has a stable tenant roster with only one tenant
lease expiration scheduled prior to 2020.  The loan is fully
amortizing with a projected maturity date of July 2020.

                       RATING SENSITIVITIES

Further upgrades of the distressed classes will be limited due to
the uncertainty surrounding the ultimate resolution of the Rubicon
GSA Pool.  Upgrades are possible if more information becomes known
on the Rubicon portfolio.  Further downgrades are possible if the
Rubicon portfolio's expected losses increase significantly.

                       DUE DILIGENCE USAGE

No third-party due diligence was provided or reviewed in relation
to this rating action.

Fitch has upgraded this rating:

   -- $0.3 million class E to 'AAAsf' from 'Bsf'; Outlook Stable.

Fitch has affirmed this class as indicated:

   -- $41.2 million class F at 'CCsf'; RE 90%;
   -- $30.7 million class G at 'Dsf'; RE 0%;
   -- $0.0 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%;

Class P is unrated and 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, A-PB, A-7, A-1A, A-MFL, A-MFX, A-J, B, C, and D
have repaid in full.  Fitch previously withdrew the ratings on the
interest-only classes X-P and X-C.



WAMU MORTGAGE 2004-AR8: Moody's Hikes Cl. A-1 Debt Rating to B1
---------------------------------------------------------------
Moody's Investors Service has upgraded the rating of three tranches
from WaMu Mortgage Pass-Through Certificates Series 2004-AR8 Trust,
backed by Option ARM RMBS loans.

Complete rating actions are as follows:

Issuer: WaMu Mortgage Pass-Through Certificates Series 2004-AR8
Trust

Cl. A-1, Upgraded to B1 (sf); previously on Jun 15, 2015 Upgraded
to B3 (sf)

Cl. A-2, Upgraded to Ba2 (sf); previously on Jun 15, 2015 Upgraded
to B1 (sf)

Cl. A-3, Upgraded to B2 (sf); previously on Jun 15, 2015 Upgraded
to Caa1 (sf)

RATINGS RATIONALE

The rating actions are primarily the result of the recent
performance of the underlying pools and reflect Moody's updated
loss expectation on these pools. The rating upgrades are due to the
stronger collateral performance and the credit enhancement
available to the bonds.

Today's rating actions also reflect a correction to the cash-flow
model used by Moody's in rating this transaction. In the prior
model, interest due to Class A-2 was not correctly calculated,
resulting in lower payments to Class A-2 than called for in the
transaction documents. This error has now been corrected, and the
rating actions reflect this change.


WFRBS COMMERCIAL 2011-C5: Moody's Affirms Ba2 Rating on Cl. F Debt
------------------------------------------------------------------
Moody's Investors Service affirmed the ratings on twelve classes in
WFRBS Commercial Mortgage Trust, Commercial Mortgage Pass-Through
Certificates, Series 2011-C5 as follows:

Cl. A-2, Affirmed Aaa (sf); previously on Jun 19, 2015 Affirmed Aaa
(sf)

Cl. A-3, Affirmed Aaa (sf); previously on Jun 19, 2015 Affirmed Aaa
(sf)

Cl. A-4, Affirmed Aaa (sf); previously on Jun 19, 2015 Affirmed Aaa
(sf)

Cl. A-S, Affirmed Aaa (sf); previously on Jun 19, 2015 Affirmed Aaa
(sf)

Cl. B, Affirmed Aa2 (sf); previously on Jun 19, 2015 Affirmed Aa2
(sf)

Cl. C, Affirmed A2 (sf); previously on Jun 19, 2015 Affirmed A2
(sf)

Cl. D, Affirmed Baa1 (sf); previously on Jun 19, 2015 Affirmed Baa1
(sf)

Cl. E, Affirmed Baa3 (sf); previously on Jun 19, 2015 Affirmed Baa3
(sf)

Cl. F, Affirmed Ba2 (sf); previously on Jun 19, 2015 Affirmed Ba2
(sf)

Cl. G, Affirmed B2 (sf); previously on Jun 19, 2015 Affirmed B2
(sf)

Cl. X-A, Affirmed Aaa (sf); previously on Jun 19, 2015 Affirmed Aaa
(sf)

Cl. X-B, Affirmed Ba3 (sf); previously on Jun 19, 2015 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 two IO classes were affirmed based on the credit
performance (or the weighted average rating factor or WARF) of the
referenced classes.

DEAL PERFORMANCE

As of the May 17, 2016 distribution date, the transaction's
aggregate certificate balance has decreased by 9% to $989 million
from $1.09 billion at securitization. The certificates are
collateralized by 71 mortgage loans ranging in size from less than
1% to 20% of the pool, with the top ten loans constituting 60% of
the pool. Eight loans, constituting 6% of the pool, have defeased
and are secured by US government securities.

Fifteen 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 and no loans are
currently in special servicing.

Moody's received full year 2015 operating results for 79% of the
pool, and full year 2014 operating results for 100% of the pool.
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 13% 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 1.56X and 1.30X,
respectively, compared to 1.58X and 1.27X 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 Domain Loan ($194 million -- 20% of the pool),
which is secured by an 879,000 square foot (SF) retail component of
a 1.2 million 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. As of March 2016, the property was 96% leased, compared to
97% leased at last review. Moody's LTV and stressed DSCR are 65%
and 1.37X, respectively, compared to 69% and 1.29X at the last
review.

The second largest loan is the Puck Building Loan ($85 million --
8.6% of the pool), which is secured by seven floors of a 239,000 SF
mixed-use building located in the SoHo office submarket of
Manhattan, New York. The building is on the National Register for
Historic Places and has been designated as a Landmark. The property
contains 207,000 SF of NRA comprised of 161,000 SF of office,
45,000 SF of retail and additional storage space. As of September
2015, the property was 100% leased, the same as at Moody's last
review. The property Recreational Equipment Inc. (REI) has its
flagship New York City store at this location. Major office tenants
include NYU, Oscar Insurance and Dolce Vita. Moody's LTV and
stressed DSCR are 108% and 0.88X, respectively, the same as at the
last review.

The third largest loan is the Arbor Walk and Palms Crossing Loan
($76 million -- 8% of the pool), which is secured by two anchored
retail centers totaling 793,000 SF. Simon Property Group is the
loan sponsor. Arbor Walk was built in 2006 and contains 465,000 SF
of retail space. The center is located eight miles north of the CBD
in Austin, Texas. Arbor Walk is anchored by Home Depot, Marshalls
and Jo-Ann Fabrics. Palm Crossings was built in 2007 and contains
328,000 SF of retail space. The property is located in McAllen,
Texas. The center is anchored by Hobby Lobby, Sports Authority and
Beall's. As of March 2016, Arbor Walk and Palm Crossings were 99%
and 100% leased, respectively. Moody's LTV and stressed DSCR are
78% and 1.29X, respectively, compared to 79% and 1.26X at the last
review.


[*] S&P Puts Ratings on 22 Tranches on CreditWatch Positive
-----------------------------------------------------------
S&P Global Ratings Services, on May 25, 2016, placed its ratings on
22 tranches from six U.S. collateralized loan obligation (CLO)
transactions on CreditWatch with positive implications.  The
CreditWatch placements follow S&P's surveillance review of U.S.
cash flow collateralized debt obligation (CDO) transactions.  The
affected tranches had an original issuance amount of $554.85
Million.

The CreditWatch positive placements resulted from enhanced
overcollateralization due to paydowns to the senior tranches of
these CLO transactions.  All of the transactions have exited their
reinvestment periods.

The table below reflects the year of issuance for the six
transactions whose ratings were placed on CreditWatch.

Year of issuance    No. of deals
2005                           1
2006                           2
2007                           3

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

RATINGS PLACED ON WATCH POSITIVE

Black Diamond CLO 2005-2 Ltd.
                            Rating
Class               To                  From
D                   A+ (sf)/Watch Pos   A+ (sf)
E-1                 BBB+ (sf)/Watch Pos BBB+ (sf)
E-2                 BBB+ (sf)/Watch Pos BBB+ (sf)

Carlyle High Yield Partners IX Ltd.
                            Rating
Class               To                  From
B                   AA+ (sf)/Watch Pos  AA+ (sf)
C                   AA+ (sf)/Watch Pos  AA+ (sf)
D                   A+ (sf)/Watch Pos   A+ (sf)

Carlyle McLaren CLO Ltd.
                            Rating
Class               To                  From
A-2L                AA+ (sf)/Watch Pos  AA+ (sf)
A-3L                A+ (sf)/Watch Pos   A+ (sf)
B-1L                BBB+ (sf)/Watch Pos BBB+ (sf)
B-2L                B- (sf)/Watch Pos   B- (sf)

Flagship CLO VI
                            Rating
Class               To                  From
B                   AA+ (sf)/Watch Pos  AA+ (sf)
C                   AA- (sf)/Watch Pos  AA- (sf)
D                   BBB (sf)/Watch Pos  BBB (sf)
E                   BB (sf)/Watch Pos   BB (sf)

Symphony CLO II Ltd.
                            Rating
Class               To                  From
A-3                 AA+ (sf)/Watch Pos  AA+ (sf)
B                   A+ (sf)/Watch Pos   A+ (sf)
C                   BBB (sf)/Watch Pos  BBB (sf)
D                   BB (sf)/Watch Pos   BB (sf)

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


[*] S&P Puts Ratings on 4 CLO Tranches on CreditWatch Negative
--------------------------------------------------------------
S&P Global Ratings placed its ratings on four tranches from four
U.S. collateralized loan obligation (CLO) transactions on
CreditWatch with negative implications.  The CreditWatch placements
follow S&P's recent portfolio review of U.S. cash flow
collateralized debt obligation (CDO) transactions.

S&P placed its ratings on these tranches on CreditWatch with
negative implications because S&P believes the credit support
available to these notes may no longer be commensurate with their
current ratings.  The affected tranches are subordinate within
their respective capital structures and therefore more vulnerable
to distressed market conditions and losses from the underlying
collateral.

Since the beginning of this year, reinvesting CLO transactions have
experienced increased exposure to defaulted obligors as the global
corporate default tally continues to climb.  The 2014 vintage
currently has the highest exposure to defaults year to date.

                    Avg. defaults as of    Avg. defaults as of
Vintage                year-end 2015 (%)          May 2016 (%)
2012                                0.57                  1.26
2013                                0.59                  1.40
2014                                0.55                  1.56
2015                                0.22                  0.55

This increase in defaults has contributed to declines in the
transactions' overcollateralization (O/C) ratios since December
2015.  Some of the junior O/C ratios were and/or are currently in
danger of falling below their minimum threshold values.

   -- KVK CLO 2014-1 Ltd.: The class E O/C ratio was 103.86% as of

      the April 2016 monthly report, compared with 106.14% in
      December 2015;

   -- Trinitas CLO II Ltd.: The class E O/C ratio was 103.81% as
      of the April 2016 monthly report, compared with 106.83% in
      November 2015;

   -- West CLO 2012-1 Ltd.: The class D O/C ratio was 106.6% as of

      the April 2016 monthly report, compared with 107.8% in
      December 2015; and

   -- West CLO 2013-1 Ltd.: The class D O/C ratio was 105.42% as
      of the April 2016 monthly report, compared with 107.02% in
      December 2015.

On average, O/C ratios for reinvesting deals have been declining
since the beginning of the year, with the 2014 vintage seeing the
largest drop.

Vintage           Avg. change in
               'BB' O/C ratios (%)
2012                -0.83
2013                -0.83
2014                -0.93
2015                -0.38

The affected tranches also have significant exposure to assets from
companies with an S&P Global Ratings corporate rating with a
negative outlook, assets from distressed sectors, and assets
currently trading at distressed prices.  These negative factors
also contributed to our CreditWatch actions.

S&P expects to resolve the CreditWatch negative placements within
90 days after it completes a cash flow analysis and committee
review.  S&P will continue to monitor these transactions and it
will take rating actions, including CreditWatch placements, as S&P
deems appropriate.

RATINGS PLACED ON CREDITWATCH NEGATIVE

KVK CLO 2014-1 Ltd.
                  Rating
Class    To                       From
E        BB (sf)/Watch Neg        BB (sf)

Trinitas CLO II Ltd.
                  Rating
Class    To                       From
F        B (sf)/Watch Neg         B (sf)

West CLO 2012-1 Ltd.
                  Rating
Class    To                       From
D        BB (sf)/Watch Neg        BB (sf)

West CLO 2013-1 Ltd.
                  Rating
Class    To                       From
D        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
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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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Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo
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Copyright 2016.  All rights reserved.  ISSN: 1520-9474.

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